San Miguel seeks leeway on tender offer for Holcim shares

MANILA, Philippines — Conglomerate San Miguel Corp. (SMC) has asked the Securities and Exchange Commission (SEC) to defer the mandatory tender offer for shares of Holcim Philippines Inc. until after pricing had been finalized and the deal cleared by the Philippine Competition Commission (PCC).

In a disclosure to the Philippine Stock Exchange on Friday, SMC said it had filed an application for exemptive relief with SEC relating to the conduct of the mandatory tender offer on Holcim Philippines shares by First Stronghold Cement Industries Inc.

First Stronghold is a wholly-owned new unit of San Miguel Equity Investments Inc., which, in turn is a wholly-owned subsidiary of SMC. It is the entity that will buy 85.73 percent of Holcim Philippines and is consequently, required to make a tender offer to minority investors.

The deal valued 100 percent of Holcim Philippines at $2.15 billion but the agreement signed by SMC and the seller, European cement giant LaFargeHolcim, leaves room for upward or downward adjustment in SMC’s purchase price.

Apart from the potential variance in pricing post-closing of the deal, SMC needs to have this transaction cleared by PCC, which is mandated to promote and maintain market competition within the Philippines by regulating anti-competition behavior. (Editor: Katherine G. Adraneda)