In a letter to the Philippine Stock Exchange (PSE), ATSC said its board approved in principle the acquisition of 100 percent of Aboitiz One Inc., 62.5 percent of Aboitiz Jebsen Bulk Transport Corp., 62.5 percent of Aboitiz Jebsen Manpower Solutions Inc., 62.5 percent of Jebsen Maritime Inc., and 50 percent of Jebsen Management Ltd.
In view of this, the PSE has issued an indefinite trading suspension on ATSC shares pending the company’s release of the terms and conditions of its acquisition of shares in five non-listed companies. ATSC shares were last traded May 9 at P1.60 each.
In exchange for the shares in the five non-listed companies, ATSC said it will issue 415.3 million new common shares to existing shareholders of the target companies. The new shares represent about 18 percent of ATSC’s outstanding capital stock after their issuance.
"The proposed transaction will consolidate the transport and logistics businesses of the Aboitiz Group, and will maximize the synergy and efficiencies and streamline operations and backroom processes," ATSC said.
PCI Capital will serve as financial adviser to the transaction.
ATSC said the stock swap is subject to the approval of the company’s shareholders and certain creditors and regulatory authorities.
ATSC reported a 13 percent drop in its 2004 net income to P310.5 million, mainly due to higher interest expenses. Revenues, however, rose seven percent to P8.2 billion from P7.7 billion. Of this amount, passage revenues accounted for P3.7 billion or an increase of five percent from the 2003 figure. The increase in revenues was due to the strong marketing efforts of promoting higher value passenger accommodations.
Freight revenues likewise went up eight percent in 2004 from P4 billion to P4.3 billion. The increase was mainly due to the focus given to higher paying and higher yielding cargoes.
Consolidated assets increased four percent to P9.9 billion from P9.5 billion while liabilities amounted to P5.7 billion. Total bank debt, on the other hand, fell 10 percent to P2.8 billion.
ATSC presently enjoys more than 20 percent of the country’s total market for the passage business and about 40 percent of freight.