Lucio Tan Group offers PAL minority shareholders a ‘way out’
MANILA, Philippines – Following its acquisition of San Migue Corporation's 49% stake in the flag carrier, the Lucio Tan Group is buying out the minority shareholders of Philippine Airlines (PAL).
PAL Holdings Incorporated said in a disclosure to the Philippine Stock Exchange (PSE) Friday, October 17, that it received a voluntary tender offer from the tycoon’s LT Group through its owned and controlled companies, Buona Sorte Incorporated (BSHI) and Horizon Global Investments Ltd (HGIL).
The voluntary tender offer would give PAL minority shareholders an opportunity to exit the airline, the control of which Tan regained for $1 billion.
The terms and conditions of the offer are the same as agreed with San Miguel Equity Investments Incorporated. Tan’s group bought 9% of BSHI and 40% of HGIL, making up the 49% stake of San Miguel in Trustmark Holdings Corporation.
Trustmark Holdings owns 89.78% of PAL Holdings’ issued and outstanding shares that, in turn, owns 98.27% of PAL.
The offer though is not meant to delist PAL from the PSE.
Based on current Securities and Exchange Commission (SEC) regulations, a company that purchases more than 35% of a listed company to gain control of it has the obligation to fulfill the mandatory tender offer requirement.
In PAL’s case, it has no legal requirement for BSHI and HGIL “to conduct a mandatory tender offer since there is no change in control of Trustmark Holdings and the extent of beneficial ownership of PAL and PAL Holdings,” PAL’s general manager Jaime Bautista said in a statement.
The purchase prices will be paid in cash by the Philippine National Bank, Trust Banking Group for the PAL Holdings voluntary tender offer, and PNB Securities Incorporated for PAL's. – Rappler.com