Cosmos shareholders to receive cash, property dividends

A combination of cash and property dividends await shareholders of Cosmos Bottling Corp. (CBC) in a fitting send-off before the company changes ownership from RFM Corp. to the San Miguel Group.

In a meeting last Monday, the CBC board approved the dividend declaration applicable to common stockholders on record as of Dec. 20, 2001.

The cash dividend will be subject to audit by the accounting firm Joaquin Cunanan & Co. It will be based on the excess cash and cash equivalents over short-term and long-term bank debt of CBC as of the closing date in the share purchase agreement (SPA) with the SMC group.

The property dividend will consist of some 1.158 billion shares of CBC subsidiary First Water Bottling Corp. (FWBC) Holdings Inc. with a total book value of P115.789 million. The fractional shares resulting from the property dividends will be paid to the stockholders in cash.

CBC said the dividends will be payable to the stockholders not later than Jan. 9, 2002 or on such later date as the Securities and Exchange Commission (SEC) may approve.

SMC earlier said the closing date for the CBC acquisition is tentatively scheduled on the third week of this month, whereafter SMC — through its subsidiary Coca Cola Bottlers Philippines Inc. and the Atlanta-based The Coca Cola Co. — will file the tender offer sheet with the SEC for the remaining 16.8 percent stake in CBC.

Based on the SPA finalized last Nov. 23, RFM Corp. will sell its 83.2-percent shareholding in CBC for a total consideration of P11.6 billion or P6.045 per common share. The agreed valuation makes a total of P14 billion for 100 percent of the softdrink company.

The CBC shares to be acquired consist of 1,926,858,190 common shares and 1,000 preferred shares. Assets to be received consist of assets in Cosmos and its two subsidiaries Cosmos Visayas Bottlers Inc. and Cosmos Bacolod Bottlers Inc. but excluding Cosmos’ interest in FWBC.