SEC OKs AREIT’s P28.6 billion property-for-share swap

MANILA, Philippines — The Securities and Exchange Commission (SEC) has approved the P28.6-billion property-for-share swap deal of AREIT Inc. with Ayala Land Inc. (ALI) and its subsidiaries.

The property-for-share swap deal involves the issuance of the 841.26-million AREIT primary common shares to ALI and its subsidiaries Greenhaven Property Ventures Inc., Cebu Insular Hotel Co. Inc. and Buendia Christiana Holdings Corp. (BCHC).

The shares will be exchanged for four commercial buildings located in Ayala Center Makati and Ayala Center Cebu as well as a 276-hectare parcel of industrial land in Zambales with an aggregate value of P28.6 billion.

In line with the approval, AREIT said the parties have executed an amendment to the deed of exchange for the company to recognize the income from the new assets effective July 1, 2024.

AREIT said it would also apply for the Bureau of Internal Revenue certificate authorizing registration for the new assets and the listing of the shares in favor of ALI, Greenhaven, Cebu Insular and BCHC within the fourth quarter.

ALI is the sponsor of AREIT and owns 58.43 percent of the company.

AREIT said the properties are expected to contribute further to its operating cash flows, boosting dividends per share.

“The asset-for-share swap would be accretive and potentially increase the overall yield to approximately 6.96 percent after the new assets are infused. Estimated yields and total shareholder return are subject to actual operating performance and market conditions,” it said.