Shareholders’ pact on Sky, Home Cable merger up for signing

The Lopez and PLDT groups are expected to sign anytime now a definitive shareholders’ agreement to pave the way for the complete consolidation or combination of SkyCable and Home Cable, which they respectively own, The STAR has learned.

Last July, Eugenio Lopez III, representing Benpres Holdings and Manuel Pangilinan, PLDT president, entered into a basic agreement that contains the general statement of plans of action as far as the consolidation of Sky and Home are concerned. "This time, the shareholders’ agreement will clarify the July document and put in detail their definite plans," a highly placed source told The STAR.

The same source said that the signing of the shareholders’ agreement as soon as possible is necessary as the creditor-banks of both Sky and Home have already reached a basic agreement on the restructuring of a combined debt of P2.6 billion.

"The banks want to know what the end state for Sky and Home will be. A copy of the shareholders’ agreement will, therefore, be furnished them. In fact in meetings held last week, the banks have already been inquiring about the agreement," the source revealed.

Earlier, Lopez, who is chairman of SkyCable, said that the restructuring is almost done and that the talks will be concluded very soon.

Right now, there is an operational merger between Sky and Home supposedly under Beyond Cable which remains a shell company. The merger was resorted to by the Lopez group and PLDT to save on redundant expenses and to turn around the business.

Once the definitive agreement is signed, the whole process of securing the necessary government regulatory approvals will start as the consolidation goes up to the shareholder level. "Hopefully, within the year, everything will be in place," the source said.

As envisioned, holding company Beyond Cable will have indirect ownership in Home and Sky through the companies that respectively own them. In effect, Beyond Cable will own 100 percent of Home and 100 percent of Sky.

Home Cable is owned by PLDT through Mediaquest/Unilink while SkyCable is owned by the Lopez group through Sky Vision.

Beyond Cable is currently owned 66.67 percent by the Lopez group and 33.33 percent by PLDT. Talks are ongoing with prospective investors for the purchase of half of the Lopez group’s interest in Beyond Cable such that at the end of the day, both will own equal shares in the holding company. The prospective investor will be putting in funds into Beyond Cable.