Dexter Tiu's Pure Energy acquires majority stake in Coal Asia
Pure Energy Group, controlled by Dexter Y. Tiu, is acquiring a majority stake in Coal Asia Holdings Inc. for ₱220.91 million to facilitate a possible backdoor listing of the energy conglomerate.
In a disclosure to the Philippine Stock Exchange, Coal Asia said its stockholders Dexter Y. Tiu, Eric Peter Y. Roxas, Gertim G. Chuahiong, Alexander Y. Tiu, and John L. Capinpin (the Selling Shareholders) have entered into a Share Purchase Agreement with the Pure Energy Group.
It added that, Pure Energy Holdings Corp. (PEHC), Pure Water Corp. (Pure), and Quadwater Corp. (Quad) (collectively, the Buyers) will buy the selling shareholders’ 28.67 billion shares of Coal Asia, representing 71.68 percent of its total issued and outstanding capital stock.
Under the agreement, PEHC acquired 4.99 billion shares of Coal Asia, representing 12.48 percent of the company’s issued and outstanding capital stock.
Pure acquired 11.84 billion Coal Asia shares, representing 29.6 percent of the issued and outstanding capital stock, while Quad also acquired 11.84 billion shares, representing the same 29.6 percent of the issued and outstanding capital stock.
The Selling Shareholders currently expect to finalize this transaction before the end of 2025, subject to the satisfaction of various pre-completion conditions, including, but not limited to, the fulfillment of any mandatory tender offer requirement by the Buyers to the shareholders of Coal Asia.
Pure is a subsidiary of PEHC, while Quad is not affiliated with either PEHC or Pure. PEHC, Pure, and Coal Asia have interlocking directors, namely Dexter Y. Tiu, Eric Peter Y. Roxas, Gertim G. Chuahiong.
Dexter Tiu, Roxas, and Chuahiong own a 16 percent stake each in Coal Asia, while Tiu controls PEHC with a 76 percent stake held through DYT Equities Corp. JKTC Equities also had a 16 percent stake in Coal Asia, but it had recently sold its interest to Capinpin.
Pure Energy Holdings is a holding company, and its first-tier subsidiary, Pure Water, together with Quad Water, has an equity participation in Tubig Pilipinas Group, Inc.
Coal Asia Holdings Inc. (COAL) is the holding company of Titan Mining and Energy Corp. (TMEC), which is engaged in the operations of coal mining and energy-related business.
TMEC currently owns Coal Operating Contracts (COCs) in Davao Oriental and Zamboanga Sibugay. In 2016, preliminary mine development activities commenced at the Davao Oriental project, although TMEC is still awaiting the conversion of the COC from exploration to development and production.
TMEC submitted a five-year work program with a feasibility study for the Zamboanga Sibugay project to the Department of Energy (DOE) in August 2016.
On Jan. 22, 2025, the DOE terminated TMEC's COC No. 166 for failing to submit complete requirements for conversion from Exploration to Development and Production Phase, requiring TMEC to vacate and restore the contract area.
Separately, the Company received DOE approval to convert COC No. 159 to Development and Production Phase, subject to obtaining either a Certificate of Precondition or Certificate of Non-Overlap from the National Commission on Indigenous People.