Para walang kontra! Andy Soriano buys out dissenting Anscor shareholders for P274M at over 2X market price

Bilyonaryo Andres Soriano III has bought out shareholders of A. Soriano Corp. (Anscor) who are opposing his plan to issue one centavo-preferred shares in his family’s hlding firm.

Soriano, through wholly-owned Anscor Consolidated Corp., spent P274 million in buying out the 20,785, 315 Anscor shares held by dissenting shareholders.

The dissenting shareholders exercised their appraisal rights under the Revised Corporation Code and were able to sell their Anscor stocks at an agreed fair value of P13.18 each based on the shares book value of March 30.

This is a 114 percent premium over the market price of P6.16 when the block sale was made on August 12. The dissenting shareholders accounted for less than one percent of Anscor’s total listed shares.

During the June 2020 stockholders meeting, Soriano pushed for several amendments to its articles of incorporation, specifically the issuance of 500 million preferred shares on top of its authorized capital stock of 3.459 billion shares.

The preferred shares will have a par value of one centavo versus the P1 pr value of the common shares. This would lead to a 12 percent dilution in Anscor’s total par value to P3.464 billion from P3.959 billion.

Based on the amendments approved by shareholders,

the preferred shares of stock will issued to Filipinos and foreigners who shall have the same voting rights as the holders of the common shares.

The holders of the preferred shares shall not be entitled to dividends but they will have equal right as holders of common shares in the distribution of the remaining assets of Anscor. Stockholders shall have no preemptive rights in shares of stock which are issued by the corporation

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