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'Calata has sufficient funds to undertake tender offer'.

THE Philippine Stock Exchange (PSE) believes that delisted firm Calata Corp. has enough funds to undertake a tender offer.

The delisted firm's biggest shareholder-the family of company Chairman Joseph Calata-has claimed making a tender offer will drive the company to the ground.

'I beg to differ on that because, when we looked at the unaudited financial statement, the company has about P450 million plus of retained earnings,' PSE President and CEO Ramon Monzon said. 'So, really, it could have undertaken a tender offer.'

Calata has said the tender offer should be priced at the book value of P3 per share, and this will amount to P1 billion. The firm said it did not have the money.

Monzon pointed out, however, that the offer price should not be necessarily be at the book value.

'If you are sincere in trying to save your shareholders, should the book value be P3 and your retained earnings can answer for half, then do it if you really want to do it. But, of course, he [Calata] took the position that he's way out of that,' Monzon said. 'That the book value is P3, and the tender offer should be at the book value, there is no rule that the tender offer should be at the book value.'

He added it was Calata who turned down the PSE's offer for a voluntary delisting, an exit plan for the company to leave the PSE, but it can re-list after five years.

'So we are left with no other option. The delisting has to happen because of the violation, that's our rules. Otherwise, [the] SRC [Securities Regulation Code] will penalize us for not doing our work as an SRO [self-regulatory organization],' Monzon added. Involuntary delisting involves a perpetual ban from listing at the PSE. Likewise, the officers of the delisted firm are also banned from holding board positions from any listed firms.

'Even though he [Calata] was involuntarily delisted, this time we still made it a requirement for him to do a tender offer even if it was an involuntary delisting. But, then again this was not responded to positively,' PSE Chairman Jose Pardo said. 'I think it [delisting] was done as fairly as we could. It has led to real discernment and it took really many man-hours of probing before we came out with a decision of delisting.'

Pardo added the PSE also gave Calata Corp. 'a mechanism to provide an exit that would allow them to make a tender offer, but they opted not to.'

'It was not really a move unilaterally done by the Exchange,' he said.

Monzon said the PSE did not arbitrarily act without concern for the small shareholders.

'We are always concerned about the shareholders,' he added. 'And that's what I wanted to communicate, because it was not communicated accurately to the public, who are now blaming the PSE for Calata.'

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Publication:Business Mirror (Makati City, Philippines)
Date:Dec 17, 2017
Words:562
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