Campos joins Tonyboy, MVP in BLC deal

Businessman Jose Y. Campos has joined the group of Antonio O. Cojuangco and Manuel V. Pangilinan, chairman and president respectively, of Philippine Long Distance Telephone Co. (PLDT)., in making a pitch for majority control of Bonifacio Land Corp. (BLC).

Well-placed sources revealed that Campos, whose United Laboratories (Unilab) is one of the country’s biggest pharmaceutical companies, is interested in the development of the Fort Bonifacio property controlled by BLC. Campos owns Greendfield Development Corp., a real estate company.

The STAR earlier reported that a group led by Cojuangco has already signed a memorandum of agreement with Metro Pacific Corp. (MPC) to assume the $105 million the latter owes Larouge B.V., a subsidiary of Hong Kong-based First Pacific Co. Ltd. (FPC). The amount, which was extended in April of 2001 and which fell due December 2001 but which MPC was unable to pay, is secured by a 50.4 percent of the outstanding shares of BLC.

A joint venture has been formed between Cojuangco, Campos, and a foreign group, the identity of which is not yet known, basically to take over the loan owed by MPC to Larouge.

It could not immediately be determined how much each group has put into this new venture, but The STAR learned that a significant amount was provided by Metrobank, guaranteed by Cojuangco and Campos.

The same Larouge loan is also the subject of a memorandum of agreement between FPC and the Gokongwei group. Together with the Larouge loan secured by majority of BLC, FPC is also selling its 24.4 percent economic interest in PLDT to a still to be formed joint venture arrangement to be participated in two-thirds by the Gokongwei group and one third by FPC.

According to the MOA, the Gokongwei group will pay for the $16.6 million representing a two-thirds stake in the joint venture as well as for the $105 million loan over a three year period, the first $100 milion (of the $16.6 million) of which will be paid upon the signing of a share holders agreement and transfer of shares from FPC to the joint venture company.

The transaction and execution of the MOA could not be completed, however, without fulfilling a number of conditionalities, including the waiver by NTT Communications of Japan of its right of first refusal over FPC’s stake in PLDT, the conduct by the Gokongwei group of due diligence investigations, and the securing of consents from various parties, including government regulators.

And while any of these conditionalities have to be fulfilled before the Sept. 30 self-imposed deadline agreed upon by FPC and the Gokongwei group, Cojuangco who together with Pangilinan has opposed the sale by FPC of its Philippine interests may have found a way to delay, if not altogether stop, the FPC-Gokongwie MOA from being executed.

Sources say that in determining the values of its stake in PLDT and BLC, a bulk of the premiums was placed on the telecommunications company. "If Cojuangco’s group succeeds in assuming the Larouge loan and getting majority stake of BLC and the FPC-Gokongwei group still m,anages to have the PLDT portion of the MOA effected, the latter may find itself at a disadvantage since the PLDT value already included BLC’s," a highly placed source said.

The $105 million, which Cojuangco’s group will be paying MPC in cold cash, will be used by MPC to repay Larouge. The new group will then own 50.4 percent interest in BLC.

There are those, however, who say that until FPC, which controls MPC, says yes to the MPC-Cojuangco agreement, it will not materialize. But Cojuangco’s group is confident that Anthoni Salim, whose family controls FPC, will not say no.

"Between an offer from the Gokongwei group to pay over a three-year period and this one which will pay the $105 million in cash, there is no doubt as to which is the better deal," a source privy to the deal earlier said.

BLC is considered the crown jewel of MPC, considering that it controls MPC’s biggest asset, which is the Fort Bonifacioo development project.

‘There is no doubt that Anthoni Salim, who engineered the deal with John Gokongwei Jr. (Gokongwei group chairman emiritus), will be accepting this agreement between Cojuangco’s group and MPC. Salim just wants his money and it is being given to him in cash," a source told The STAR.

First Pacific, an investment arm of Indonesia’s Salim family, owns an 80.6 percent stake in MPC, one of the Philippines’ top five developers in terms of assets.

First Pacific has been anxious to offload its Philippine telecom and property holdings to pare down its debts. It had about $986 million of short and long-term borrowings at the end of 2001, of which nearly $595 million is short-term.