In relation to the Petition for Voluntary Delisting (the “Petition”) of the Company submitted on October 11, 2024, and in addition to the various public disclosures already made by the Company through The Philippine Stock Exchange, Inc. (“PSE”) EDGE portal, this disclosure is to formally provide, in connection with the Petition, a notice of the successful completion of the tender offer (the “Tender Offer”) conducted by SFA Semicon Co. Ltd. (the “Bidder”), in support of the Company’s application for voluntary delisting.
The Tender Offer commenced at 9:30 a.m. on October 14, 2024, and ended at 3:00 p.m. on November 12, 2024 (the “Tender Offer Period”). During the Tender Offer Period, a total of 192,772,951 common shares, which represent approximately 9.43% of the Company’s total issued and outstanding shares, were validly tendered to and accepted by the Bidder (“Tendered Shares”). The Tendered Shares were crossed through the PSE on November 21, 2024, upon approval by the PSE of a special block sale of the Tendered Shares, with settlement occurring on November 22, 2024. The Tendered Shares were purchased by the Bidder at the Tender Offer Price of PhP2.22, for a total consideration of PhP427,955,951.22.
Following the Tender Offer and the execution and settlement of the special block sale in respect of the Tendered Shares, the Bidder now beneficially owns 2,033,037,060 common shares (including the five common shares registered in the names of its nominee directors, which the Bidder beneficially owns). Thus, the Bidder’s shareholding has increased from 89.98% to approximately 99.41% of the total issued and outstanding capital stock of the Company as a result of the Tender Offer. Accordingly, the Bidder’s resulting shareholding has exceeded the threshold required to complete the voluntary delisting. |