MPIC Clarifies Tender Offer

Metro Pacific Investments Corp has clarified that shareholder approval for a voluntary delisting is separate from the shareholders’ decision to participate in the tender offer process.

Photo Insert: The decision on proceeding with the delisting is subject to achieving the 95% tender offer acceptance threshold for voluntary delisting or obtaining exemptive relief from the PSE.

Thus, MPIC disclosed to the Philippine Stock Exchange that shareholder approval was to be obtained during the Annual Stockholders’ Meeting (“ASM”) on June 6, 2023, enabling the tender offer to commence following the ASM.

The decision on proceeding with the delisting is subject to achieving the 95% tender offer acceptance threshold for voluntary delisting or obtaining exemptive relief from the PSE.

Moreover, shareholders who vote in favor of delisting at the ASM are not obligated to tender their shares if they do not find the terms of the tender offer acceptable. These are separate decisions that shareholders have to consider.

The Company is extending the deadline for proxy submission from May 30, 2023, to June 2, 2023, to give shareholders more time to consider this particular agenda item.

MPIC said it acknowledges the requests for the independent third-party Valuation Report to be made public prior to the ASM and have communicated this to the bidders.

"We commit to promptly publish the Valuation Report via PSE EDGE and on the Company’s website as soon as it is made available to us. Assuming that the voluntary delisting is approved by the shareholders on June 6, 2023, we understand that the bidders intend to begin the tender offer process immediately. The tender offer period will be for a minimum period of 20 business days," it added.

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