GSIS acquired 12% stake as part of plan to remain as MPI shareholder after delisting

Metro Pacific [MPI 5.00 down 2.0%; 1% avgVol] [link] revealed yesterday that it received a letter from GSIS. In the letter, GSIS said that it considers its stake to be non-public shares under the PSE’s Rule on Minimum Public Ownership, that it is aware of MPI’s petition for Voluntary Delisting, and that it intends to remain on as a shareholder of MPI after the completion of that voluntary delisting. Prior to the letters that GSIS sent to MPI and the PSE, the intention of the GOCC was not clear.

 

MB bottom-line: These letters were exceptionally helpful in resolving the first level of uncertainty with respect to GSIS’s intentions, and while they should probably have been released sooner, the knowledge is still better late than never. That said, what GSIS expressed were merely unenforceable “intentions”. It’s not clear to me whether GSIS (and its 12% stake) would be considered part of the “persons proposing the delisting” for the purposes of the PSE’s voluntary delisting rule, as GSIS was not a formal part of the MPI Consortium that submitted the initial Tender Offer report. If the shares are considered non-public, that drops MPI’s float down (right now) to around 25%, but it’s not clear how the shares will be treated with respect to the requirement that the MPI Consortium acquire 95% of the outstanding shares prior to delisting. The PSE’s amended rules could theoretically permit a company to voluntarily delist without acquiring 95% of the outstanding shares, but when could those amended rules become effective? Feels like the PSE needs to communicate its position on this, and soon.

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