PNB sets stage for listing of property unit


Philippine National Bank is planning to sell 9.18 percent, worth about P2.3 billion, of its real estate subsidiary PNB Holdings Corporation after setting the stage for a possible listing by way of introduction.

In a disclosure to the Philippine Stock Exchange, the bank said it had set Oct. 25, 2024, as the Distribution Date of the property dividends declared on April 23, 2021, consisting of the Bank’s 51 percent equity in PNB Holdings Corporation (PHC). 

This is for stockholders who were issued electronic Certificates Authorizing Registration (eCAR) by the Bureau of Internal Revenue (BIR) as of Aug. 29, 2024 and have fully settled their obligations. 

“The dividend distribution will continue as and when eCARs are released by the BIR and all obligations are settled,” PNB said.

Distributing PNB Holdings’ shares to the bank’s shareholders will immediately widen its ownership base—enough to qualify it for listing by way of introduction.

The PSE allows listing by way of introduction, or listing at the bourse without first undertaking an initial public offering, if it already has a wide shareholder base.

However, a follow-on offering is required to be launched at a later date.
Meanwhile, PNB said it is hiring subsidiary PNB Capital and Investment Corporation as Financial Advisor and Lead Arranger of the bank for the sale of at least 9.18 percent of its stake in PHC.

PHC is estimated to be worth about P50 billion at its issue price of P100 per share. 

PNB said earlier that its stockholders can expect to gain from its disposal of low-earning assets through their stake in PNB Holdings Corporation which will be listed at the PSE after being distributed as property dividends. 

The bank said in 2021 that, “We are already doing preparatory work for the listing by way of introduction. At this stage, we cannot provide a definite timeline for the listing as this involves regulatory approvals. However the listing is a priority of PNB.”

The bank said it is pursuing plans to dispose its low-earning assets, strengthen its capital position and improve its ability to generate more revenues in the years to come.

PNB announced the property dividends as part of its move to recognize and monetize the unrealized value of its three major properties, namely: the PNB Financial Center in Pasay, PNB Makati Center in Ayala’s Central Business District, and the Prime Property at the corner of Buendia Avenue and Paseo De Roxas, also in Makati.

“Through the distribution of shares, all shareholders of PNB will become part owners of PNB Holdings, allowing them to benefit from future potential gains from the development of the properties,” said PNB.  

Stockholders can cash in on their dividends by selling their shares in the PSE once PNB Holdings is listed by way of introduction. Selling their shares in the PSE will result to the best market price and lowest cost for the stockholders.

They may also opt to buy additional shares if they wish to benefit more from the long-term growth of PHC and the bank said “Shareholders will be given the opportunity to directly participate and earn from any growth that PNB Holdings is expected to generate.”

“With the planned listing of the PNB Holdings shares in the PSE, shareholders may opt to dispose their shareholdings at the most cost-efficient manner at the most appropriate time and capitalize on potential valuation gains,” said PNB.

A fully-owned subsidiary of PNB, PNB Holdings Corp. serves as a holding company which invests, develops, and sells all kinds of assets, majority of which are prime real estate properties.

Its vision is to focus on maximizing earnings from its current prime assets, which already generates a stable recurring cash inflow while taking advantage of future development opportunities.