EEI, property unit get creditor approval for ₱11.4-billion debt-for-equity swap
EEI Corp. reported that it has secured the consent of the creditors of its wholly owned real estate subsidiary, First Orient International Ventures Corp. (FOIVC), for its ₱11.4-billion debt-for-equity swap.
In a disclosure to the Philippine Stock Exchange (PSE), EEI said its board of directors had earlier approved the acquisition of FOIVC’s liabilities in exchange for unissued shares in FOIVC.
Assignment of liabilities is subject to the consent of creditors, while issuance of shares in FOIVC in exchange for assignment of liabilities is subject to approval of the Securities and Exchange Commission (SEC).
“The assignment of FOIVC’s liabilities to the parent in exchange for shares strengthens the subsidiary’s balance sheet, improves creditworthiness, and enhances operational flexibility, while allowing the parent to formalize capital support and increase its ownership stake,” EEI said.
It added that, “This structure optimizes group financing and simplifies future restructuring, all while maintaining a fair exchange of value and improving long-term strategic control.”
With the consent of creditors, FOIVC and EEI have proceeded with the execution of a deed of assignment, under which EEI stepped into the shoes of FOIVC and assumed its obligations to its creditors.
EEI and FOIVC have likewise executed a separate subscription agreement for 53,195 shares in FOIVC in exchange for assuming FOIVC’s obligations.
FOIVC and EEI estimate completing the deed of assignment within one to two weeks. Once executed, the companies can proceed with the subscription agreement, which will be submitted to the SEC for approval.
The subscription agreement will thereafter be submitted to the SEC for approval pursuant to Section 61 of the Revised Corporation Code (RCC).
FOIVC is a wholly owned subsidiary of EEI engaged in the business of acquiring, using, improving, developing, selling, leasing, and holding real estate property for investment and other purposes.
“With the assignment of the liabilities, EEI now has better opportunities to manage the debt at the consolidated level. Likewise, the improvement of the subsidiary’s financial position opens the door to potential opportunities for joint ventures and other strategic partnerships,” it said.