On November 25, 2020, the Board of Directors of LFM declared the distribution of its 10,350,000,000 common shares (the “Property Dividend Shares”) in LPC, as property dividends to its shareholders of record as of December 18, 2020 (the “Property Dividend”). The Property Dividend resulted in the distribution to LFM shareholders at a rate of 69 LPC common shares for every 1 LFM common shares.
Prior to the Property Dividend, LFM is the legal and beneficial owner of 100% of LPC’s outstanding capital stock. After LFM’s property dividend distribution of 41.40% of its shareholdings in LPC, LFM would own 58.60% of LPC’s outstanding capital.
As a result of the Property Dividend to the shareholders of LFM, the Company is qualified to list its common shares under Article III Part G Section 1(b) of the Rules on Listing by Way of Introduction of the Exchange which states:
Listing of securities by way of introduction may be appropriate in the following circumstances:
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(b) where the securities of an unlisted Issuer are distributed by way of property dividend by a listed issuer to shareholders of that listed Issuer;
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The SEC has issued the Order of Registration on October 13, 2022. The opening price of the Company’s shares on listing date is Php0.107 per share, based on the Valuation and Fairness Opinion Report dated May 25, 2021 and issued by R.G. Manabat & Co., a member firm of the KPMG global organization, an independent advisor. Please note that the Php0.107 per share Offer Price as indicated above refers to the initial listing price of the Company’s shares, as previously announced.
In compliance with the lock-up requirement of the Exchange, LPC shares held by its majority stockholders and their related parties agreed not to sell, assign or in any manner dispose of the Company’s shares for the prescribed period.
Further, Article III, Part G, Section 6 of the Amended Rules on Listing By Way of Introduction states that:
“Section 6. Lifting of the trading band – The trading band on the Applicant Company’s securities to be listed shall be lifted on the listing date in order to allow market forces to determine the price of the securities of the Applicant Company. After the listing date, the trading band shall be reinstated.”
In accordance with the above-cited rule, the trading band on LPC shares will be lifted on listing date, November 09, 2022, Wednesday, and will be reinstated on November 10, 2022, Thursday.
For your information and guidance. |