The Consunji Group has priced its tender offer to buy out the minority shareholders of Cemex Holdings Philippines Inc. (CHP) next month at P1.42 per share, drawing the engineering and construction conglomerate closer to its takeover of the cement maker.
CHP on Monday said this may still be adjusted, subject to “customary closing adjustments,” although business advisory firm PwC declared it a fair price.
The initial price set by DMCI Holdings Inc. affiliate Dacon Corp. also marks an 8-percent discount from CHP’s closing price of P1.55 on Monday.
A total of 1.37 billion common shares will be offered, representing a 10.14-percent ownership in CHP.
The offer period will run from Oct. 23 to Nov. 21.
Mandatory tender offers are usually done during significant acquisitions to ensure fair treatment among shareholders, allowing the minority to sell their shares at a fair price and avoid dilution.
This comes a month after the Philippine Competition Commission had cleared the $305.6-million takeover deal between DMCI Holdings and Cemex Asia BV, which owns shares in Cemex Asian South East Corp. (Casec).
Casec holds an 89.86-percent ownership in CHP, the country’s fourth largest cement manufacturer.
Preparing to take over
In August, DMCI said it would issue 10 million preferred shares to Dacon for P1,000 each as the conglomerate prepares its books for the CHP takeover.
Financial closing for its acquisition is expected on Nov. 30, according to DMCI Holdings chief financial officer Herbert Consunji, who is also set to lead CHP.
CHP’s net loss in the first half of the year nearly quadrupled to P2.43 billion, reflecting a still-challenging environment for cement manufacturers in the country.
DMCI Holdings chair and president Isidro Consunji earlier said he wanted to turn around CHP by next year as he expected “ongoing capacity expansion and the clear synergies it brings” to the DMCI Group to help generate profit.