FILINVEST Development Corp. (FDC) has amended the terms of its share swap deal with AL Gotianun, Inc. (ALGI) for the purchase of Pacific Sugar Holdings Corp. (PSHC), effectively prompting the latter to return 542.50 million FDC shares.
In a disclosure to the stock exchange on Tuesday, FDC said its board of directors has approved the partial rescission of the deed of exchange between the two parties signed last June 29, 2007. This involves ALGI’s return of 542.50 million shares to FDC priced at P3.91 billion.
ALGI will also be returning a total of 126.51 million shares released as stock dividends and P315.75 million in cash dividends to FDC, since the time of the agreement.
FDC purchased PSHC back in 2007, through a share swap deal where ALGI will receive 1.55 billion FDC shares in exchange for ALGI’s 1.55 million shares in PSHC.
PSHC is considered to be one of the major sugar producers in the country through its wholly owned units Cotabato Sugar Central Co., Inc. and Davao Sugar Central Co. FDC President Josephine Gotianun-Yap earlier said this would allow them to capitalize on the growth of the sugar industry.
The Gotianun-led firm said it decided to amend the agreement to adjust PSHC’s valuation in accordance with its future plans for growth.
“The partial rescission was made at the instance of management who saw the need and propriety to adjust the valuation of PSHC, taking into consideration the fact that the various projects that PSHC had planned to implement will no longer be pursued in the foreseeable future,” FDC said.
The company noted this amendment will benefit its minority shareholders.
“The partial return by ALGI of FDC shares to FDC will reduce ALGI’s shareholdings in FDC from the current 88.62% down to 87.74%. On the other hand, minority shareholders’ interest will increase from 10.08% to 10.86%,” according to FDC.
The agreement will further reduce FDC’s outstanding shares to 8.65 billion shares, from its current 9.32 billion shares, raising its earnings per share.
FDC grew its attributable profit by 17% to P4.81 billion in the first nine months of 2017, following an 18% increase in revenues to P42.53 billion. — Arra B. Francia
