Metro Pacific Investments Corporation (MPIC) is planning the initial public offerings of Metro Pacific Tollways Corporation by next year and its water joint venture Maynilad Water Services Inc. by 2027.
This would be pursued if the conglomerate successfully delists from the bourse if a group led by Chairman Manuel V. Pangilinan succeeds in mopping up most of the MPIC shares owned by minority shareholders via a tender offer.
During a special stockholders’ meeting, MPIC shareholders approved the firm’s planned voluntary delisting of its shares from the Philippine Stock Exchange subject to a successful tender process.
The resolution at the meeting was approved in a vote by all MPIC shareholders by a margin of over 77 percent supportive to less than one percent unsupportive.
With this approval, a delisting tender offer process will be launched on Aug. 9, 2023 to acquire shares from minority shareholders at a “best and final” price of 5.20 pesos per share. The delisting tender offer is expected to end on or about Sept. 7, 2023.
MPIC’s parent First Pacific Company Limited through affiliate Metro Pacific Holdings, Inc., the Ty family’s GT Capital Holdings, Inc. a consortium including Mitsui & Co., Ltd., and Pangilinan-led MIG Holdings Inc. seek to delist MPIC and make it a private company.
Under the tender offer, First Pacific will buy an additional 3.8 percent of MPIC, GT Capital would increase its stake by 2.9 percent, Mitsui would buy up to 20 percent of MPIC to become a new strategic investor, and Pangilinan’s MIG would buy up to 10 percent.
To comply with the voluntary delisting requirements of the PSE, the common shares to be tendered in the tender offer, together with the common shares owned by the Bidders and the qualifying common shares of MPIC’s directors, should constitute at least 95 percent of the total outstanding common capital stock of MPIC, or such percentage as the PSE may allow, to effect the voluntary delisting of MPIC from the PSE.
Considering the bidders’ intention to delist MPIC from the PSE, they will not accept any tendered shares unless the threshold for a voluntary delisting is achieved.
Pangilinan said listing Maynilad Water Services Inc., a partnership with the Consunji family’s DMCI Holdings Inc. and Marubeni Corporation, is a requirement of its new concession agreement with the government.
On the other hand, the listing of Metro Pacific Tollways Corporation is intended to help the company raise fresh capital as it continues to develop new tollroads.
“We are pleased with the result from the MPIC shareholder meeting which allows the tender offer to begin, the ultimate objective of the vote today,” said First Pacific Executive Director Christopher H. Young.
He added that, “since announcing our offer price, we have received favorable feedback from the market, with institutional investors and stock brokerages stating that it is fair and acceptable. Therefore, we look forward to a successful completion of the delisting transaction.”
“We are hopeful that minority shareholders, both retail and institutional investors alike, will recognize this tendering process as an opportunity to realize their investment at a significant premium and take advantage of this final offer from the Bidders,” said GT Capital Chief Financial Officer Francisco H. Suarez, Jr.
He noted that, “allowing MPIC to become private again will permit the company to focus on delivering long-term benefits to various stakeholders inherent in the infrastructure assets it holds and operates.”
Under the tender offer, the bidders would spend up to approximately P54.8 billion or $986 million for the remaining shares held by the minority shareholders of MPIC. The tender offer values MPIC at P149.2 billion or $2.7 billion in equity value on 100 percent basis.