C00843-2018 |
Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding | |
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COMMON | 1,058,343,929 |
The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.
Subject of the Disclosure |
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Signing of Share Purchase Agreement for the sale of the 51% stake owned by Aboitiz Equity Ventures, Inc. (“AEV”) in PETNET, Inc. (“PETNET”) to City Savings Bank, Inc. (“CitySavings”) and Union Properties, Inc. (“UPI”) which is 99.77% and 100% owned by Union Bank of the Philippines’ (“UnionBank” or “Bank”), respectively. |
Background/Description of the Disclosure |
Sale of AEV’s ownership interest in PETNET |
Date of Approval by Board of Directors |
N/A |
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Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction |
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UnionBank believes that the acquisition by CitySavings and UPI of a significant stake in PETNET will enable the Bank to better align its strategies and take direct control of the business decisions in the latter. Furthermore, this will enable PETNET to deliver a customer experience consistent with that of UnionBank. |
Date | Feb 9, 2018 |
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Manner |
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Sale of shares of stock |
Description of the company to be acquired or sold |
PETNET is the largest Western Union agent network in the Philippines. It provides its customers with a comprehensive scope of reliable financial services (Western Union International and Domestic Remittance, money changing, bills payment, e-loading, DepEd loans and GSIS pension loan acceptance and micro-insurance) in one location. |
Number of shares to be acquired or disposed | 2,461,338 |
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Percentage to the total outstanding shares of the company subject of the transaction | 51 |
Price per share | PHP 487.54 |
Nature and amount of consideration given or received |
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Cash |
Principle followed in determining the amount of consideration |
The value of the transaction is based on the parties’ agreed enterprise value for PETNET and its assets, net of the amount attributable to the other shareholders of PETNET. The enterprise value was supported by an independent financial advisor using the Discounted Cash Flow method. |
Terms of payment |
Payment in cash on closing date |
Conditions precedent to closing of the transaction, if any |
Subject to approval by the Philippine Competition Commission of the sale and the Bangko Sentral ng Pilipinas on the investment by CitySavings and UPI in PETNET. |
Any other salient terms |
N/A |
Name | Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates | |
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CitySavings and UPI | UnionBank owns 99.77% of CitySavings and 100% of UPI. UnionBank is an associate of AEV, with AEV owning 48.83%, as of December 2017. |
Effect(s) on the business, financial condition and operations of the Issuer, if any |
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With over 3,000 outlets, PETNET has the most extensive Western Union and remittance network in the country. This network will accelerate the Bank’s mass market strategic initiatives and complement the existing UnionBank and CitySavings' branch networks. |
Other Relevant Information |
N/A |
Name | Joselito Banaag |
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Designation | Senior Vice President/Corporate Secretary |