BDO Unibank Inc. plans to sell its controlling stake in listed shell company Dominion Holdings Inc. to a group associated with the Sy family for P2.54 billion, the lender said in a regulatory filing.
The Philippines’ largest bank by assets will sell 1.514 billion shares in Dominion Holdings, representing 70 percent of the company’s outstanding capital stock, to Monte Sur Equity Holdings Inc. at a price of P1.68 apiece.
The transaction will be executed via a block sale on the local stock exchange, after which Dominion Holdings will cease to be a subsidiary of BDO Unibank.
Following the disclosure, Dominion Holdings requested a voluntary suspension of its share trading. The move is intended to streamline the corporate structure of BDO Unibank following the conversion of Dominion Holdings into an investment holding firm.
The sale price is based on BDO Unibank’s pro rata share in the net asset value of Dominion Holdings as of closing, which is estimated at P3.42 billion, plus an additional P200 million premium. The buyer will pay the consideration in full upon the closing of the deal.
Completion of the sale remains subject to closing conditions, including the receipt of regulatory approvals and the conduct of a mandatory tender offer by the buyer in accordance with the Securities Regulation Code.
Dominion Holdings, formerly known as BDO Leasing and Finance Inc., recently underwent restructuring to operate as an investment holding company.
BDO Unibank identified Monte Sur Equity Holdings as a related party to certain shareholders of the bank.
Securities and Exchange Commission documents show that Monte Sur Equity Holdings is led by SM Prime Holdings Inc. director Jorge Mendiolo and SM Investments Corp. senior vice president Epitacio Borcelis, who also serves as a director for the holding firm.
