Under the plan, MPIC will acquire the remaining 227.51 million common shares of Metro Pacific in exchange for up to 56.88 million new and unissued common shares in MPIC on the basis of one MPIC share for every four MPC common shares.
To add as sweetener to the offer as well as to allow Metro Pacific minority shareholders to maintain their percentage of shareholdings in the company, MPIC is also offering up to 170.64 million warrants or three warrants attached to each offer share.
Assuming that all Metro Pacific minority shareholders avail of the offer by MPIC, the outstanding capital stock of MPIC will increase to 1.21 billion common shares.
The 227.51 million shares are proposed to be listed by way of introduction and traded on the first board of the Philippine Stock Exchange (PSE).
Following the listing of MPIC shares, Metro Pacific will be delisted from the PSE.
At the close of this transaction, MPIC will own 100 percent of Metro Pacific which shall continue to exist as an unlisted corporate entity. MPIC is 76-percent owned by the First Pacific Group of Hong Kong, parent company of Metro Pacific.
MPIC has been formed to continue the expansion of Metro Pacific’s real estate business and raise new capital for planned investments in infrastructure, power generation and consumer foods businesses.
The group is looking to take over the debt-ridden Maynilad Water Services Inc. in tandem with the Consunji family’s DMCI Holdings Inc. It is also eyeing to acquire the $3 billion worth of power plants and other assets of Mirant Phils. Corp.
Mirant Philippines owns the 1,218-MW Sual coal plant and the 735-MW Pagbilao plant. It also owns a 25-percent stake in the 1,200-MW Ilijan plant. All these power generating facilities have live contracts to supply electricity to the Napocor.