The Board of Directors of Filinvest Development Corporation (FDC) approved on December 22, 2017 the amendment by way of partial rescission of the Deed of Exchange executed on June 29, 2007, between FDC and A. L. Gotianun, Inc. (ALGI). The said Deed of Exchange covered the 100% acquisition by FDC from ALGI of Pacific Sugar Holdings Corporation (PSHC). The partial rescission entails the return by ALGI to FDC of 542,500,000 of FDC shares valued, on date of exchange, at P3,906,000,000 plus all pertaining stock and cash dividends subsequently declared thereon in the amount of 126,511,000 shares and P315,745,373, respectively. The total of 669,011,000 FDC shares (unlisted shares) that will be returned by ALGI will be lodged in FDC as treasury shares.
The partial rescission was made at the instance of management who saw the need and propriety to adjust the valuation of PSHC, taking into consideration the fact that the various projects that PSHC had planned to implement will no longer be pursued in the foreseeable future.
The partial rescission will be favorable to FDC’s minority shareholders since the partial return by ALGI of FDC shares to FDC will reduce ALGI’s shareholdings in FDC from the current 88.62% down to 87.74%. On the other hand, minority shareholders’ interest will increase from 10.11% to 10.89%. In addition, FDC’s total outstanding shares will be reduced correspondingly from 9,317,473,987 shares to 8,648,462,987 shares, effectively enhancing the company’s earnings per share (EPS) and P/E Multiple.
(Note: This is an amendment to the disclosure statement submitted to the PSE on December 27, 2017 on the subject. The change in FDC's outstanding shares has been effected on December 28, 2017, brought about by the lodging, as FDC treasury shares, of the 669,011,000 unlisted FDC shares that were returned by ALGI to FDC.) |