AC Energy is consolidating its Philippine and international platforms via a property-for-share swap worth Php85.9 billion.
In a disclosure to the Philippine Stock Exchange on Friday, AC Energy Corporation (ACEN) said its board approved the property-for-share swap with parent firm AC Energy and Infrastructure Corporation (ACEIC).
Under the deal, ACEN will issue around 16.7 billion shares to ACEIC at Php5.15 apiece in exchange for property consisting of 100% of ACEIC’s shares in AC Energy International Inc.
AC Energy International, formerly called Presage Corporation, manages ACEIC’s international renewable energy assets and investment.
To support the transaction, ACEN engaged in the services of FTI Consulting Philippines Inc. to conduct a new fairness opinion and valuation report. Based on the updated valuation, AC Energy International is now valued between Php69.4 billion and Php86 billion. It has also valued ACEN between Php102 billion and Php145 billion.
Last year, FTI Consulting’s evaluation showed both ACEN and AC Energy International have a combined value of around Php97 billion.
ACEN President and CEO Eric Francia previously said the company needed a third-party study on all its local and foreign assets since both platforms have expanded significantly over the last year. Other than those in the Philippines, The Ayalas’ power arm is developing several projects in Australia, India, Indonesia, and Vietnam.
In a separate disclosure, the Ayala firm said it will issue 16.69 billion shares from the increase in authorized capital stock from 24.4 billion shares to 48.4 billion shares at Php1 per share, a move approved by the company’s board earlier this month and re-confirmed in a meeting on Thursday.
“The proposed increase in authorized capital stock is meant to enable the implementation of the assets-for-share swap between the company and [ACEIC] for the latter’s international assets, and provide future capital raising exercises to fund its various greenfield projects and other acquisitions,” ACEN’s disclosure read.
“The proposed increase in the number of shares that are exempt from the pre-emptive right of existing shareholders is meant to implement the property for share swap for the infusion by ACEIC of its international assets into the company,” ACEN further said.
The increase in authorized capital stock and the property-for-share swap deal are subject to approval by the Securities and Exchange Commission and by ACEN’s shareholders during the company’s annual stockholders meeting on April 19.
Consolidating the international power platform under ACEN is aimed to strengthen the Ayala’s position in the power sector.