SMC group ends audit on Cosmos; still no final price

The San Miguel group has completed the due diligence audit on the books of Cosmos Bottling Corp. bringing it a step closer to its proposed purchase of the softdrink maker from RFM Corp. although both parties have yet to agree on the final sale price.

In separate disclosures to the Philippine Stock Exchange, officials of SMC and RFM said no final sale agreement has yet been reached as they are still discussing the results of the due diligence exercise.

"This is part of the process prior to the finalization of the signing of the Share Purchase Agreement," RFM vice president Ramon Lopez said.

On the part of SMC, senior vice president and general counsel Francis Jardeleza said there are still ongoing negotiations over "the results of the due diligence and price adjustment."

The SMC group, through 65-percent subsidiary Coca-Cola Bottlers Philippines Inc. and its partner the Atlanta-based The Coca-Cola Co., struck a deal last July for the purchase of RFM’s 83.2-percent shareholdings in Cosmos.

Based on their earlier statement, RFM said it will be "working towards getting an enterprise value of around P15 billion for 100 percent of Cosmos, a value which RFM would naturally like to maximize as the seller."

But sources said the SMC group is keen on negotiating for a lower valuation considering the prevailing price conditions at the local equities market.

At the time of the sale agreement and factoring the 2.316 billion outstanding shares of Cosmos, the effective price per share would amount to P6.48, the same value SMC will offer to the remaining 16.8-percent shareholders of Cosmos as required under the mandatory tender offer rule.

Cosmos shares and value turnover have significantly improved prior and after the sale announcement, reaching a price peak of P5.80 last Aug. 24. At yesterday’s trades, Cosmos stocks, however, continued to slide closing 10 centavos lower to P4.85.