Corporate News

By Claire-Ann M. C. Feliciano, Reporter

Max’s seals takeover of Pancake House

Posted on February 26, 2014

MAX’s Group of Companies has completed its acquisition of Pancake House, Inc. and assumed leadership of the listed firm, according to a statement attached to the latter’s disclosure yesterday.

UNDER NEW MANAGEMENT -- a scene at a Pancake House outlet in Fairview, Quezon City is shown in this undated official photo. --
“The Max’s Restaurant group… announces completion of its previously announced acquisition of Pancake House…” the statement read.

“Max’s Group acquired a total of 233,160,200 PCKH (Pancake House) shares representing approximately 89.95% of outstanding PCKH shares, including public shares and private shares.”

Acquisition was completed after a tender offer for 39,967,233 publicly held shares. “No tendered shares were rejected,” the statement read.

At the same time, Max’s Group also concluded acquisition of 193,183,967 privately held shares of Pancake House from the former principal shareholders.

“The Max’s Group acquisition of public shares and private shares were completed at the same price of P15.00 per share, as previously disclosed,” according to the same statement.

Pancake House first disclosed the acquisition on Dec. 20 last year, placing value of its share capital at “close to P3.9 billion.”

Max’s Group had entered into private agreements with certain shareholders of Pancake House, namely: Pancake House Holdings, Inc.; Aureos Southeast Asia Fund LLC; and Aureos Malaysia Fund LLC for their combined 76.71% interest in the listed firm.

The statement noted that Pancake House remains compliant with the bourse’s minimum public float requirement -- 39.26% as of September last year against a 10% floor -- and will continue to be listed following acquisition.

The takeover also resulted in a complete overhaul of the Pancake House brass -- directors and officers -- that will now be led by Sharon T. Fuentebella as chairwoman who replaced Martin P. Lorenzo (former chairman, president and chief executive office, or CEO), and Robert F. Trota as new president/CEO replacing Fenan P. Lukban.

“The combination of the Max’s Group and Pancake House creates the country’s leading casual dining conglomerate and brings together two of the Philippines’ largest and historically successful heritage brands that share a long history of brand recognition and innovation, customer loyalty, and proven track records for expansion,” the statement read.

BPI Capital Corp. acted as financial advisor for the transaction. “Max’s Group… has a formidable array of brands with loyal followers and the ability to grow value by capitalizing on the strengths of the combined businesses,” the statement quoted Bank of the Philippine Islands President Cezar P. Consing as saying.

The Pancake House Group has 105 outlets of its flagship Pancake House brand. It also has close to 300 outlets of other brands: Dencio’s, Kabisera ng Dencio’s, Teriyaki Boy, Sizzlin’ Pepper Steak, Le Coeur De France, The Chicken Rice Shop, Maple and Yellow Cab.

It recorded a net income of P116.11 million as of end-September last year, up by 53.02% from P75.88 million in the same nine months in 2012. Revenues grew 8% to P2.7 billion from P2.5 billion, while cost of sales rose 5.82% to P2.18 billion from P2.06 billion.

Max’s Group has over 150 stores locally and overseas. Founders of homegrown Max’s Restaurant also introduced international brands Krispy Kreme and Jamba Juice in the Philippines.

Shares of Pancake House closed P15.30 apiece yesterday, unchanged from Monday.