Share swap opens door for re-IPO of MGENR

MANILA, Philippines — MGEN Renewables Inc. (MGENR) is entering into a P4.98-billion share swap with the Meralco Group’s renewable energy arm, laying the groundwork for a potential re-initial public offering (IPO) next year.

MGENR, formerly SP New Energy Corp., is set to issue 3.11 billion new shares to MGEN Renewable Energy Inc. (MGEN Renewables) at P1.60 apiece in exchange for several assets held by the latter.

These include shareholdings in Greenergy for Global Inc., Greentech Solar Energy Inc., CACI Power Corp., Nuevo Solar Energy Corp. and PowerSource First Bulacan Solar Inc.

“The share swap is expected to strengthen the company’s investment profile by expanding its revenue base through the addition of cash-generating operating assets,” MGENR said in a regulatory filing yesterday.

Approved by MGENR’s board on Oct. 27, the planned deal will also position the company as the primary listed renewable power platform of tycoon Manuel V. Pangilinan’s Meralco PowerGen Corp. (MGEN).

The move is likewise expected to enhance MGENR’s appeal to institutional investors as it gears up for future capital-raising activities, including a potential re-IPO.

The transaction was priced at P1.60 per share, marking a 30.08-percent premium to MGENR’s closing price of P1.23 on Oct. 23.

MGEN president and CEO Emmanuel Rubio earlier told The STAR that the group was preparing for the consolidation of the two companies, with MGENR set to emerge as the surviving entity.

If all goes according to plan, Rubio said MGENR could proceed with its re-IPO as early as the first quarter of 2027.

Unlike a traditional IPO, which allows a company to sell shares to the public for the first time, a re-IPO involves an already-listed company offering additional shares to raise fresh capital.

Meanwhile, Terra Solar Philippines Inc. (TSPI), a majority-owned subsidiary of MGENR, is set to secure up to P7.82 billion in additional financing to support its operations and project development.

Terra Nueva Inc., a wholly owned subsidiary of MGENR, plans to subscribe to TSPI’s common shares and Class “A” preferred shares at P50 and P75 apiece, respectively.

The transaction remains subject to the consent of TSPI’s lenders and Actis, the UK-based investment firm that partnered with MGENR in the venture.

TSPI is developing the P200-billion MTerra Solar project in Central Luzon, which could become the world’s largest integrated solar and battery storage facility.