SPNEC okays Solar Philippines share swap deal
Solar Philippines Nueva Ecija Corp. (SPNEC) has approved an asset-for-share swap involving the acquisition of 20 solar projects from its parent firm, Solar Philippines Power Project Holdings Inc., in exchange for 24.37 billion shares of SPNEC at an issue price of P2.50 per share.
This share swap is supported by a third-party valuation and fairness opinion from FTI Consulting Philippines Inc., an independent financial advisor accredited with the Securities and Exchange Commission and Philippine Stock Exchange.
“While we could have issued shares in exchange for the Solar Philippine assets relative to SPNEC’s existing shares at a ratio of 5-to-1, we have opted for a ratio of only 3-to-1, resulting in less dilution and greater value per share. We have done so to share more upside with our public shareholders, who we consider to be our partners in building this company for the long term,” said Solar Philippines founder Leandro Leviste.
The share swap would be enabled by the increase in authorized capital stock for approval at SPNEC’s stockholder’s meeting next month.
20-fold increase
Once completed, SPNEC would own shares in the following companies: Solar Philippines Calatagan Corp.; Solar Philippines Tarlac Corp.; Solar Philippines Tanauan Corp.; Terra Solar Philippines Inc.; SP Holdings Inc.; Solar Philippines Batangas Baseload Corp.; Solar Philippines Central Luzon Corp.; Solar Philippines South Luzon Corp.; Solar Philippines Visayas Corp.; Solar Philippines Retail Electricity Inc.; Solar Philippines Rooftop Corp.; and Solar Philippines Commercial Rooftop Projects Inc.
This is in line with SPNEC’s goal to develop 10 gigawatts of solar projects, representing a 20-fold increase in its targeted capacity in exchange for the issuance of three times its currently outstanding shares.
According to the Department of Energy’s (DOE) list of awarded solar projects, these entities hold 33 DOE Solar Energy Service Contracts with an operational capacity of 169.36 megawatts and capacity under development of 14,395.03 MW, or over two-thirds of the total 21,302.32 MW across DOE’s solar energy service contracts. INQ
