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Stock Commentary

Premiere Horizon Alliance suspension to be lifted today following disclosure on SquidPay stake

Merkado Barkada
Premiere Horizon Alliance suspension to be lifted today following disclosure on SquidPay stake

The stock was suspended a week ago after PHA [PHA 0.62 susp] announced plans to acquire 33% of SquidPay from the SquidPay Ownership Group; the suspension will be lifted this morning after PHA finally provided “comprehensive disclosure” of the terms, conditions, and context of the purchase.

This transaction is actually part of the larger “backdoor listing” transaction that Marvin Dela Cruz initiated with PHA over a year ago, when the Marvin Dela Cruz Group bought 55% of PHA for P925 million, where P300 million was to be paid in cash, and the remaining P625 million “via a combination of cash and/or infusion of Squidpay Technology”, with the “intent of making SquidPay a subsidiary of PHA” within 2 years.

The interesting thing about yesterday’s disclosure, though, is that PHA has only acquired 33% of SquidPay’s shares, which is not enough to make SquidPay a subsidiary, and PHA’s disclosure made it clear that “there is no immediate plans for an additional transaction or acquisition of [SquidPay] shares”.

MB BOTTOM-LINE

This deal is expected to close in the 1st half of 2022, which, let’s just assume that the deal finishes up in mid-June or something, leaves only 4 months for Marvin Dela Cruz and his Gang of Random Shareholders to complete the SquidPay acquisition within the 2-year time-frame provided by Marvin Dela Cruz at the outset of this adventure.

A minority stake does not a subsidiary make. PHA’s 33% stake was worth P561 million at a P1.7 billion “pre-money” valuation, but if they use this legendary P3.0 billion KPMG valuation report as the basis for the follow-on purchase, that could mean that he would need to pay himself up to P500 million more for the roughly 17% of SquidPay that PHA would still need to buy to make SquidPay a proper subsidiary.

Thankfully for this plan, Marvin Dela Cruz considers PHA to be a great way for SquidPay to “access the capital markets”, which in this case means a great way to transfer money from PHA shareholders to himself for SquidPay shares.

Unless that was all just a smokescreen, and PHA actually doesn’t have any plans whatsoever to complete this acquisition. Who knows? 

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Merkado Barkada's opinions are provided for informational purposes only, and should not be considered a recommendation to buy or sell any particular stock. These daily articles are not updated with new information, so each investor must do his or her own due diligence before trading, as the facts and figures in each particular article may have changed.

PHILIPPINE STOCK EXCHANGE

PREMIERE HORIZON ALLIANCE CORP.

SQUIDPAY

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