Please be advised that on December 1, 2020, the Board of Directors of First Philippine Holdings Corporation (“FPH” or the “Corporation”) has authorized the conduct of a tender offer to acquire a minimum of 908,459,782 common shares of the Corporation’s parent company, Lopez Holdings Corporation (“LPZ”), representing approximately 20% of the total issued and outstanding common shares of LPZ and up to a maximum of 2,069,273,361 common shares of LPZ representing approximately 45.56% of the total issued and outstanding common shares of LPZ, from all the shareholders of LPZ excluding the shares owned by its ultimate parent entity, Lopez, Inc. which has agreed not to tender its common shares, under such terms and conditions as the Corporation may determine, and as may be required and in accordance with law (“Tender Offer”).
A Tender Offer Report, in the form of SEC Form 19-1, including its annexes, will be filed with the Securities and Exchange Commission (“SEC”), the Philippine Stock Exchange (“PSE”), and LPZ on or about December 4, 2020, which contains, among others, the application to tender and the terms and conditions of the Tender Offer. Copies of the Tender Offer Report and the relevant tender offer materials will be disseminated as required by law and sent to each common shareholder of LPZ separately.
FPH acknowledged the intended filing of a petition for voluntary delisting of LPZ from the Main Board of the PSE, conditioned on the fulfillment of the terms and conditions as FPH may prescribe in accordance with law (“Voluntary Delisting”).
The Corporation, together with LPZ, intends to seek such clearances and reliefs from such government agencies and regulatory bodies as may be applicable to the Tender Offer, from the SEC, PSE, and the Philippine Competition Commission.
The Tender Offer is intended to commence on January 22, 2021 and end on February 19, 2021, subject to terms and conditions of the Tender Offer, at a price of Three Pesos and Eighty Five Centavos (P3.85) per common share.
In view of the foregoing, FPH requests for a trading halt for the duration of today, December 1, 2020. |