Chemical Industries acquires Tierra Ariana for P1.7-B
Chemical Industries [CIP suspended] [link] was suspended by the PSE after it disclosed that CIP executed a share purchase agreement to buy 100% of the common shares of Tierra Ariana Eco Land (TAEL) for P1.7 billion.
CIP said TAEL had over P1.8 billion in total assets according to TAEL’s FY22 audited financial statements. CIP also said that this acquisition is “not related to the 2019 transaction”, and is not related to the change of control that “occurred sometime in 2019”, and that there would be “no change in CIP’s board and officers”. The company said that none of TAEL’s directors have any relation or conflict with current or former CIP managers, or CIP’s current majority shareholder.
The PSE suspended CIP under the Substantial Acquisition rule, but it’s already been suspended since mid-May for failure to submit audited financials, so there was no opportunity for any shenanigans on the announcement.
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At first glance, this transaction is wearing the uniform of a backdoor listing, but CIP seems to be going out of its way to characterize this as a pure acquisition with no change in control at the CIP level.
CIP’s last quarterly report said that it had more than P2.8 billion in total assets, so this would be a substantial acquisition that requires “comprehensive disclosure” by CIP before trading in its shares can resume. Well, that and submitting its audited financials, of course.
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