FPH TO SELL ROCKWELL LAND STAKE TO LOPEZ FAMILY DESCENDANTS FOR ₱15.9-B

MANILA, Philippines — First Philippine Holdings Corporation (FPH) announced plans to divest its entire 90.74-percent stake in upscale property developer Rockwell Land Corporation to the descendants of the late former ABS-CBN Chairman Eugenio “Geny” Lopez Jr. for ₱15.9 billion, a move that could lead to the firm’s voluntary delisting from the Philippine Stock Exchange (PSE).

In a disclosure filed with the PSE on Friday, November 13, FPH confirmed it is selling its holdings to Crème Investment Corporation, which is led by ABS-CBN Foundation President Eugenio “Gabby” Lopez III. The transaction covers 5.296 billion common shares priced at ₱3 each, totaling ₱15.89 billion, alongside 2.75 billion preferred shares priced at ₱0.01 per share, amounting to ₱27.5 million.

The valuation is supported by an independent financial report from BDO Capital & Investment Corporation, with guidance from independent directors and legal counsel.

COL Chief Equity Strategist April Lee-Tan noted that the 90.74-percent block includes preferred shares, as FPH’s common shares represent 86.6 percent of Rockwell’s 6.12 billion outstanding common shares.

​Market Impact and Potential Delisting

​COL Financial Group Inc. stock analyst George Ching explained the implications of the acquisition for public shareholders:

​“The transaction will trigger a mandatory tender offer for all the 13.4% shares of minority shareholders of ROCK and a potential voluntary delisting of ROCK should the public float of ROCK fall below 10-percent minimum float requirement of the PSE [Philippine Stock Exchange].”

​Under the Securities Regulation Code (SRC), Crème will launch a mandatory tender offer for the remaining shares held by minority investors. The completion of the deal remains subject to the execution of definitive agreements and clearance from the Philippine Competition Commission (PCC).

​Ching added that offloading Rockwell will increase FPH’s fair value estimate by 11.8 percent to ₱182.2 per share. Although Rockwell accounts for approximately 25 percent of FPH’s total net income and five percent of its net asset value (NAV), Ching stated:

“Enrique Quiason tendered his resignation as corporate secretary due to personal reasons.” FPH’s board appointed Rachel Hernandez as his successor.

Additionally, following the October resignation of SSS Commissioner Diana Pardo-Aguilar, the board elected SSS President and CEO Victor Alfonso Limlingan Jr. as a company director.

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