San Miguel top shareholder buys more shares for P6B

A major stakeholder of listed San Miguel Corp. has completed its purchase of more shares of the diversifying conglomerate, spending nearly P6 billion. Top Frontier Investment Holdings, Inc., 49 percent of which is owned by San Miguel, has bought 327 million class B shares held by Q-Tech Alliance Holdings, Inc. for P66 each or P21.582 billion. The purchase, announced early last month, resulted in Top Frontier’s stake going beyond 35 percent, triggering a tender offer or a buyout of minority shareholders under local securities rules. Under the tender offer, Top Frontier bought 47.7 million and 31.759 million class A and B shares, respectively, at P75 each, costing the unlisted holding company P3.577 billion and P2.381 billion. The price placed a 0.67-percent premium over Monday’s closing price of P74.50 for both share classes. Class A shares are open only to Filipinos, while up to 40 percent of B shares are open to foreigners. Top Frontier earlier announced it would conduct a tender offer for 235.141 million class A shares and 85.797 million B shares or a total 13.95 percent of San Miguel held by minority stockholders. Top Frontier still has the option to acquire 301.666 million more common class B San Miguel shares held by Q-Tech Alliance. Aside from San Miguel and former Trade Minister Roberto V. Ongpin, other investors in Top Frontier are businessman Iñigo U. Zobel and condiment king Jose Y. Campos. Q-Tech Alliance, meanwhile, is led by Ongpin and Petron Corp. President Eric Ongpin Recto. In February last year, Q-Tech Alliance acquired for P39.61 billion the 19.91 percent stake of Japanese beverage maker Kirin Holdings Co., Ltd. in San Miguel. Kirin, in turn, became a joint venture partner in the beer business, which was spun off into San Miguel Brewery, Inc. in 2007. Last January, San Miguel acquired a 49 percent stake in major shareholder Top Frontier, in what was described by analysts as a defensive move. This ensured Top Frontier would not sell to a third party. The Cojuangco-led San Miguel, which has diversified into power distribution and generation, infrastructure and telecommunications, more than doubled its net income in the nine months to September last year to P58.913 billion. Class A and B shares of the conglomerate both lost 50 centavos to finish at P74 apiece. — Neil Jerome C. Morales, BusinessWorld