Singapore state fund invests P20 billion in AC Energy

MANILA, Philippines — An affiliate of Singapore state fund GIC Private Ltd. is looking to acquire a 17.5-percent stake in AC Energy Philippines Inc. (ACEN) through a deal valued at approximately P20 billion.

In a disclosure to the Philippine Stock Exchange yesterday, ACEN said its board of directors approved the proposal of GIC affiliate Arran Investment Pte Ltd. to acquire a 17.5 percent ownership stake in ACEN, on the basis that ACEN’s stock rights offering (SRO) and follow-on-offering, as well as the infusion by ACEN’s parent company, AC Energy Inc., of its international business into ACEN, have been completed.

Arran Investment is affiliated with GIC Special Investments Private Ltd., the private equity and infrastructure investment arm of GIC Private Ltd.

ACEN said the investment, which would be implemented through a combination of subscription to four billion primary shares via a private placement and purchase of secondary shares from AC Energy, is priced at P2.97 per share on a post-SRO basis and is subject to agreed price adjustments.

“The price represents a 25 percent premium to the board-approved SRO price of P2.37 per share, which is subject to regulatory approval, and is at par with the theoretical ex-rights price (TERP) using the 30-day volume-weighted average price (VWAP) of P3.51 per share and the ACEN board-approved SRO price of P2.37 per share,”ACEN said.

Through the SRO, the company will issue 2.27 billion shares. ACEN said the terms of the SRO, including the offer price, are subject to approval by the Securities and Exchange Commission.

“The completion of the subscription by the GIC affiliate to primary shares is subject to definitive documentation being signed by the parties and satisfaction of agreed conditions precedent, which includes among others, the completion by ACEN of the SRO, which is expected to occur in the first quarter of 2021, and applicable regulatory approvals,” ACEN said.

ACEN said AC Energy would not participate in the initial round of the rights offer to provide maximum availability of rights shares to minority stockholders, but the parent firm would have the option to participate in the institutional offer.