Megawide buying Citicore's real estate unit for P5.2 B
Megawide Construction Corporation is acquiring its sister company PH1 World Developers Inc. from their parent company Citicore Holdings Investments Inc. for P5.2 billion.
In a disclosure to the Philippine Stock Exchange, Megawide said it is acquiring 100 percent of PH1 World Developers’s 579.46 million common shares and will be seeking its shareholders’ approval on July 12, 2023.
“The Purchase Price was arrived at after a careful deliberation by the Company and valuation study of PH1 World Developers Inc. in accordance with the 2022 International Valuation Standards,” Megawide said.
It added that, “Based on the Fairness Opinion Report issued by FTI Consulting Philippines, Inc. on the Transaction, the Purchase Price is fair from a financial point of view.”
PH1 is a real estate company with four existing projects: The Hive, My Enso Lofts, Modan Lofts Pasco, and Modan Lofts Ortigas Hills.
Additional pipeline projects are also being transferred into the Company. These include projects from PH1 World Landscapes, Inc. and Famtech Properties, Inc.
“PH1 was valued using the Sum-of-the-Parts (“SOTP”) method. Under this method, PH1 was valued by analyzing its project entities separately, taking into account PH1’s non-operating assets and liabilities, net debt, and corporate overhead to arrive at its equity value,” FTI Consulting said.
It added that, “We applied different valuation approaches and methodologies in valuing the project entities as deemed appropriate and applicable to the projects’ circumstances.”
“Based upon discussions with and representations of PH1’s management, research conducted, and the valuation analyses performed,” FTI Consulting said the estimated valuation range of PH1’s shares as of the Valuation Date is from P3.82 billion million to P6.17 billion.
FTI Consulting noted that, “Given that the proposed price of PH1’s shares (i.e., P5.20 billion) falls within our fair range of values, we are of the opinion that the proposed Transaction is fair from a financial point of view.”