Seacem avoids delisting following share sale

MANILA, Philippines - Southeast Asia Cement Holdings Inc. (Seacem) will remain listed in the local bourse as it was able to comply with the 10-percent minimum public float.

The company also completed the sale of its subsidiary, Seacem Silos Inc., for more than P700 million as it prepares for opportunities to deal with third-party investors.

In a regulatory filing, Seacem said it signed subscription agreements for two individual buyers to acquire 277 million Seacem shares each.

“Under the subscription agreements, the company shall, upon fulfilment of customary closing conditions, issue a total of 554 million shares to both subscribers,” the company said.

The cement holding firm raised P193.9 million from the sale of its shares at 35 centavos apiece.

“The shares to be issued to the subscribers on closing will amount to 7.9 percent with each subscriber owning 4.95 percent of the outstanding capital stock of the company,” Seacem said.

Prior to the share sale, Seacem had a public ownership level of 2.41 float. After the transaction, its public float will increase to 10.31 percent.

Early this week, the Philippine Stock Exchange warned Philcomsat Holdings Corp., Seacem, Nextstage Inc., PAL Holdings Inc. and state-run PNOC Exploration Corp. of possible delisting.

“If a listed company remains non-compliant with the minimum public ownership requirement after the lapse of the suspension period, or as of June 30, 2013, it shall be delisted effective July 1, 2013,” PSE said.

In January, PSE suspended the trading of numerous firms, including Seacem, amid failure to meet the required minimum public ownership level of 10 percent. Shares of Seacem were last traded in the local bourse at P2.40 apiece on Dec. 28, 2012.

The minimum public float rule was intended to provide a fair and efficient facility for price discovery and ensure that sufficient liquidity exists.

Aside from the share sale, Seacem also generated fresh capital from the sale of its subsidiary.

“Seacem yesterday sold all its 25 million shares of Seacem Silos to the extent of 60 percent to Calumboyan Holdings Inc. and 40 percent to Lafarge Holdings Philippines Inc.,” the firm said.

“After negotiations between the parties, the agreed price paid to Seacem for such shares in Seacem Silos is P730 million,” it added.

In April, Seacem finalized the divestment of its 1.11 billion shares worth P11.35 billion in listed cement firm Lafarge.

“Seacem’s sale of Lafarge and Seacem Silos shares will give Seacem the flexibility to restructure the financial position of its assets or for its major shareholders to enter into transactions with third parties interested in purchasing Seacem,” the company earlier said.

This leaves the company with no assets and ready for a firm wanting to list in the local bourse via the backdoor route.

A backdoor listing, which offers a cheaper and faster way to achieve listing status, occurs when a listed firm is acquired by an unlisted firm and the merger will result in a change in business.

Seacem booked P2.868 billion in profits last year, more than four times the P669 million a year ago mainly due to its share in the income of associate Republic Cement Corp.