Agrinurture Inc. (ANI) disclosed Monday that it was acquiring a majority stake in The Big Chill Inc. (TBC).
TBC is engaged in the business of selling beverages and food products under the brands “Big Chill,” “Fresh Bar,” “C’Verde,” and “Canefusion.” It has 40 branches nationwide.
ANI president and CEO Antonio L. Tiu said in a phone interview that the company’s future expansion would focus more on Asia and the United States.
“Our acquisition of TBC complements our other ventures,” Tiu said.
In a disclosure to the Philippine Stock Exchange, ANI said it would acquire 1,020 shares representing 51 percent of the outstanding capital stock of TBC for P20 million.
ANI may later increase its stake in TBC to 80 percent by converting advances, which the latter stands to receive by the end of 2011.
In the disclosure, the company said that, subject to the terms and conditions of the agreement and the result of a due diligence review, ANI would advance P244 million to TBC for its expansion, specifically in the number of stores and products carried.
The advances may be given in lump sum or in tranches and the entire amount must be completed on or before Dec. 31, 2011.
Within 30 days from completion of the due diligence review, ANI will have the option to convert the entire advances into shares of stock in TBC such that after the conversion, ANI will hold 80 percent of the total issued and outstanding capital stock of TBC.
If ANI decides not to convert its advances to TBC into equity, the amount will be paid by TBC within 12 months from June 30, 2012, with interest of 4 percent per year.—Riza T. Olchondra