Ayala Land readies merger with 34 units

MANILA, Philippines — Zobel family-led Ayala Land Inc. expects to complete its merger with its 34 subsidiaries by the first half of 2026, in a move seen to “simplify” its corporate structure.

Augusto Bengzon, Ayala Land chief financial officer, on Thursday said merging with their subsidiaries via shares swap required the approval of the Securities and Exchange Commission (SEC), the Bureau of Internal Revenue (BIR) and the Philippine Stock Exchange (PSE). This process would take around one and a half years, according to Bengzon.

“The rationale of this merger is to simplify the ownership structure for operational synergies, efficient fund management and simplified reporting to government agencies,” he said during their annual stockholders meeting.

The property developer last March announced that its board of directors had approved the move.

The 34 subsidiaries are wholly owned by Ayala Land directly or through Ayala Land Estates Inc. (ALEI) and Ayala Land Hotels and Resorts Corp. (AHRC). Ayala Land will be the surviving entity.

Ayala Land said in an earlier stock exchange filing that it would issue 110.36 million shares to AHRC as well as 11,500 shares to ALEI.

Also, the merger would result in the parent firm issuing 883.17 million treasury shares. These refer to a company’s own shares that it buys back from existing shareholders.

Once the merger has been completed, Ayala Land’s common shares net of treasury shares will be at 15.05 billion from 14.94 billion. Preferred shares will remain at 12.44 billion.

The company needs to secure the approval of the SEC before getting clearance from the BIR to transfer the subsidiaries’ properties to Ayala Land. Afterward, it would need the PSE’s approval to list the shares on the local bourse.

READ: Eyes on prize: Ayala Land banking on inflation-immune wealthy

Higher demand and increasing consumer activity boosted Ayala Land’s earnings last year by 32 percent to P24.5 billion.

It previously announced plans to launch P100 billion worth of projects this year, with 80 percent of planned launches coming from its premium brands—Ayala Land Premier and Alveo Land.

READ: Ayala Land grows 2023 profit by 32% to P24.5B, targets P50B by 2028

Ayala Land president and CEO Anna Ma. Margarita Bautista-Dy said projects in their other core residential brands—Avida and Amaia—were also on “push button mode” this year, adding that they were waiting for interest rates to ease and boost consumer demand.

“The land is ready, the plans and permits are ready. When the market starts to move, we can push the button and launch,“ she said. —Meg J. Adonis