One more company will be voluntarily delisting from the Philippine Stock Exchange (PSE) as real estate firm Cityland Development Corp. (CDC) is merging with its listed subsidiary City & Land Developers Inc. (LAND), with CDC as the surviving entity.

In a disclosure to the PSE, CDC said its board of directors has approved the plan of merger, which is “an internal restructuring intended to streamline the corporate structure, improve operational efficiency, eliminate redundancies, and enhance overall shareholder value.”

"Upon completion of the merger, LAND will cease to exist as a separate legal entity, and its shares will be delisted from the Philippine Stock Exchange (PSE)," LAND said in a separate disclosure.

The merger plan is subject to the approval of the stockholders of both merging corporations at their respective stockholders’ meetings and subject to the approval of regulatory agencies.

“The merger of CDC and LAND is aligned with the companies’ business direction as it is intended to streamline operations, eliminate duplication of functions, and achieve cost savings and other economic efficiencies through the integration of both companies,” CDC said.

It added that, “By consolidating the businesses under CDC as the surviving entity, the merger will allow for a simplified ownership structure, better operational coordination, enhanced business focus, and reduced overall corporate costs.”

The firm noted that, “The merger supports both companies’ strategic objectives to maximize stockholder value and strengthen the merged company’s position in the real estate industry, by enabling it to better respond to market opportunities with greater financial and operational flexibility.”

Based on predetermined swap ratios, CDC will issue 1.39 billion common shares to LAND stockholders as consideration for their 1.58 billion LAND shares prior to the merger, in accordance with the agreed exchange ratio.

Based on the preliminary review of the company, the swap ratio to be used is 0.88, which means one LAND share is equivalent to 0.88 CDC share. The exchange ratio was determined after a detailed study by the company.

To protect shareholder interests, the company also engaged the services of an independent third-party advisor to determine the fairness and reasonableness of the exchange ratio.