SEC okays listing by introduction of Top Frontier shares

SMC president Ramon S. Ang. AP FILE PHOTO

MANILA—The Securities and Exchange Commission has approved a plan by Top Frontier Investment Holdings Inc., San Miguel Corp.’s controlling stockholder, to list its shares on the local stock exchange by way of introduction  without the need for any initial public offering.

Top Frontier obtained clearance to register and list on the main board of the Philippine Stock Exchange 490.196 million common shares representing 100 percent of its issued common shares. The listing, however, is still subject to the listing rules of the local bourse.

Out of these shares, SMC will distribute to its common shareholders 240.196 million shares—equivalent to its 49 percent stake — as property dividend at a ratio of one Top Frontier share for every 10 SMC common shares held.

The distribution of shares in Top Frontier is intended  to address cross-ownership issues, SMC president Ramon S. Ang said earlier.

With this scheme, SMC will no longer own shares in Top Frontier although the latter will still be SMC’s controlling stockholder.

As of end-September, Top Frontier was the lead shareholder of SMC, controlling 56.6 percent of direct shares and another 9.49 percent in indirect shares lodged with Philippine Depository and Trust Corp.

Top Frontier is 49-percent owned by SMC itself as represented by Ang, and 51-percent controlled by an investor group that includes former Trade Minister Roberto V. Ongpin, Iñigo Zobel and Joselito Campos.

Ang is the single biggest individual stockholder, owning 15.47 percent of SMC through Privado Holdings Corp. after buying the bloc unloaded by businessman Eduardo Cojuangco Jr.