ABS-CBN to offer 1B voting preferred shares in line with capital restructuring

By: Doris C. Dumlao, October 4th, 2012 05:45 PM

MANILA, Philippines—The Lopez-led broadcasting giant ABS-CBN Corp. plans to offer one billion voting preferred shares to existing shareholders this December as part of its capital restructuring.

The share offering is equivalent to 56.7 percent of its total shares.

In a disclosure to the Philippine Stock Exchange on Thursday, ABS-CBN said it would issue the preferred shares at P0.20 each for a total issue of P200 million. The issue price was set at the par value, in line with outstanding voting preferred shares of other listed Philippine companies.

The company’s restructuring involves the reclassification of 200 million issued common shares into one billion voting preferred shares. ABS-CBN said the rationale for this was to use the leeway in its authorized capital to accommodate the issuance of new shares. Some analysts said this would also give ABS-CBN the flexibility to sell common shares in the future without the Lopezes losing a controlling stake.

The preferred shares will be cumulative, voting, non-participating, redeemable and non-convertible. The dividend rate for the preferred shares will be fixed by the board prior to issuance of the preferred shares. It is also proposed that ABS-CBN will have a right of first refusal to acquire the preferred shares at its issue price before any holder of the preferred shares can sell all or any portion of its preferred shares to a third party.

ABS-CBN does not intend to list the preferred shares on any exchange.

To pave the way for the capital restructuring, ABS-CBN will convene a stockholders’ meeting on November 15.  The offer period for the preferred shares is targeted on December 3-14 this year.

ABS-CBN is 57.24-percent owned by Lopez Inc.

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