Businessman Benjamin Bitanga is transferring his privately-held 31.2 percent take in online media platform Rappler Holdings Corporation to his publicly-listed MRC Allied Inc.
In a disclosure to the Philippine Stock Exchange (PSE), MRC said it will buy the 31.2 percent interest in Rappler from Bitanga’s Dolphin Fire Group Inc. (DFGI) to become the digital platform’s biggest single shareholder.
“MRC’s purchase of DFGI’s ownership interest in Rappler Holdings Corporation will be done through a share swap scheme whereby MRC will utilize either its available Authorized Capital Stocks or Subscribed Capital Stock as a consideration for the shares of DFGI,” MRC said.
It added that “MRC and DFGI, within a period of 10 days, from the approval of this resolutions will jointly secure Third-Party Valuation of the shares of DFGI in Rappler Holdings Corporation through a reputable auditing firm or financial advisor which will be the basis of the purchase price."
MRC said the purchase transaction will be closed within a period of 30 days from the date of the Third-Party Valuation Report.
The company explained that the purchase of a stake in Rappler will allow MRC to expand into the fast-growing local digital online platform industry.
MRC disclosed last January that it is investing an initial P75 million to acquire controlling ownership of Bitstar Prime Holdings Inc. which will be its corporate vehicle for its telecommunication and broadband business.
The firm said this is part of its business plan to become a significant player in the fast-growing Information and Communication Technology Industry in the country.
It explained that “MRC’s subscription will enable it to have controlling ownership interest of Bitstar Prime and thereafter utilize the same to purchase and house telecommunication and broadband assets.”
Upon completion of the transaction, MRC will assign to Bitstar Prime its rights and obligations under two agreements.
First is the Memorandum of Agreement between MRC and 5G Security Inc. dated Dec. 9, 2020 for the acquisition by MRC from 5GS of Kerberus Corporation (to be renamed Bitsar Telecom Inc.).
The second is the Memorandum of Agreement between MRC and Menlo Capital Corporation dated Feb. 27, 2023 for the acquisition by MRC of 500 million common shares owned by Menlo in PT&T Corp.
MRC will likewise utilize Bitstar Prime to subscribe to up to P1 billion worth of PT&T Corp.’s Serial Cumulative Convertible Redeemable Preferred Stocks with par value of P10 per share.