MANILA -- The Philippine Competition Commission (PCC) has cleared the proposed acquisition by Synergy Grid & Development Phils., Inc. of shares in OneTaipan Holdings, Inc. and Pacifica21 Holdings, Inc. seeing the transaction unlikely to result in substantial lessening of competition in the Philippine market.
In a Commission decision dated March 26, the antitrust authority approved the transaction between Synergy and OneTaipan and Pacifica21.
This is based on the evaluation that the transaction will not result in any substantial change in the control, operations, and management of the National Grid Corporation of the Philippines (NGCP), and additionally, the transaction will not likely lead to any significant change in the structure of the market for the provision of electricity transmission services.
OneTaipan owns controlling shares in Monte Oro Grid Resources Corporation, which holds 30 percent plus one share in NGCP.
Pacifica21, meanwhile, owns controlling shares in Calaca High Power Corporation which in turn owns 30 percent minus one share in the same.
Moreover, the Commission cited the finding of the Mergers and Acquisitions Office that the corresponding equity acquisition by Henry Sy, Jr. and Roberto Coyuito Jr. in Synergy does not meet the size of transaction threshold provided under the antitrust law’s regulations, and does not appear to result in a change in control of Synergy.
The transaction involves the acquisition by Synergy of the total issued and outstanding capital stock each of OneTaipan and Pacifica21, in exchange for Synergy’s additional issuance of stock out of an increase in its total authorized capital stock.
Sy Jr. is the Director and controlling shareholder of OneTaipan, and is also the Chairman of the Board and President of Synergy, holding a 44.5 percent of the outstanding capital stock in Synergy.
Coyuito Jr. is Director and controlling shareholder of Pacifica21 and is also a Director of Synergy owning 34 percent of the outstanding capital stock of the same.
According to an information statement by Synergy, the firm intends to increase its authorized capital stock from the present PHP50 million to PHP5.050 billion, with the increase of PHP5 billion to be divided into 5.0 billion common shares at a par value of PHP1.00 per share.
Of the increase in its authorized capital stock, 4,100,400,000 common shares of Synergy will be issued in exchange for 67 percent outstanding shares of each of the two holding companies. The completion of the proposed transaction will lead to Synergy directly controlling OneTaipan and Pacifica21, effectively becoming subsidiaries of Synergy.
To date, PCC has received 211 mergers and acquisitions for review and approved 196 of these local and global transactions, with a combined worth of PHP3.81 trillion. (PR)
