• Is Ang buying into GMA7 or buying out its stockholders?

    Emeterio Sd. Perez

    Emeterio Sd. Perez

    STOCKHOLDERS’ WEALTH. Willy Ocier, chairman and president of Pacific Online Systems Corp. (POSC), directly owns 23.9 million shares, or 8.1 percent. At the stock’s 52-week high of P22.80, his holdings in the company were worth P545.8 million. On Friday, he “lost” P169 million, or 31 percent, when the stock’s price closed at P15.74, reducing his paper wealth to P376.8 million.

    On September 18, Antonio Chua Poe Eng, a member of the board of Jollibee Foods Corp. (JFC), grossed more than P25 million from the sale of 130,530 JFC shares at prices ranging from P192.20 to P199.50 per share. After the sale, he still owns close to 40 million JFC shares. At the stock’s 52-week high of P199.80, his remaining JFC shares had a market value of about P8 billion. When JFC’s share price closed at P194.50, his paper wealth dropped by P212 million, or 2.6 percent, to P7.8 billion.

    The government, thru the Presidential Commission on Good Government, holds 27.6 million shares in San Miguel Corp. It used to “own” the entire company after then President Corazon Cojuangco-Aquino placed SMC under sequestration in 1986. The writ of sequestration enabled her government to “appoint” her nominees to the company’s 15-man board. At SMC share’s 52-week high of P88, PCGG was holding a block worth P2.4 billion, but “lost” P276.4 million when the stock’s price closed at P78 on Friday.

    PAPER GAIN. Anscor Consolidated Corp. is a wholly owned subsidiary of A. Soriano Corp., which is the listed holding company of the Soriano family. It owns 1.3 billion ASC shares, or 50.3 percent of 2.5 billion outstanding shares.

    In a quarterly financial filing posted on the website of the Philippine Stock Exchange, ASC reported P2 billion as an entry under equity being “cost of shares held by a subsidiary,” which it did name, obviously referring to ACC.

    As of June 30, ACC owned 902.2 million ASC shares, which cost it P2 billion to buy in the open market. When computed, the result showed an acquisition price of P2.27 per share. At the stock’s last traded price of P7.32 on Friday, ACC was ahead by P5.05 per share.

    SUBSIDIARY OF WHICH? The paper gain that Anscor Consolidated Corp. made from its acquisition of shares in A. Soriano Corp. is only one part of the story. The other part, which should be bigger and more interesting, has something to do with the resulting relationship between the two Soriano companies.

    Let’s look again at the ownership profile. ACC is a 100-percent unit of ASC. With the former’s acquisition of ASC shares, it ended up owning more than 50 percent such that its parent company also became its subsidiary.

    Of course, ACC’s ownership in ASC has yet to reach 50 plus 1 percent which, to many, could be the more acceptable definition of a subsidiary or unit. No problem about that. What is more interesting is that the Sorianos own two holding companies that own each other. Might they want to tell the public where this “intra-ownership” between ASC and ACC is leading to? Will the unlisted become listed and public someday, and the listed be taken out of the market?

    SELLING WHAT? GMA Network Inc., the broadcast company that owns and operates GMA 7, has 5 billion common shares with par value of P1 as part of its authorized capital stock. Of the company’s authorized common shares, it has issued 3.4 billion shares, of which 3.6 million are treasury shares, leaving GMA Network with 1.6 billion unissued common shares.

    The question that the Securities and Exchange Commission should ask GMA Network is simple: Is it GMA 7 that is selling the shares or its existing stockholders? If the seller is the company itself, then 1.6 billion common shares are available for sale to the highest bidder.

    But since only Ramon Ang, who is president of San Miguel Corp., is the identified buyer, then he could either name the seller or sellers if he is buying him or them out. If he is buying into the company, then it is up to the present stockholders to set the price.

    If Ang decides to become a co-owner of Gozon and Duavit and others in GMA Network, then he could acquire the remaining unissued shares of the broadcast group.

    It is time GMA 7 properly identifies the seller or sellers of the shares being sold, and if it is selling unissued shares to Ang, then it should be easy to tell the public the truth. With no disclosure even forthcoming, the guessing game would not end and the public could only make one conclusion: insiders are selling.



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