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Tender offer for Active Alliance shareholders set

Prime Metroline Transit Corp. (PMTC), a company controlled by ports magnate Enrique Razon, is set to conduct a tender offer to the minority shareholders of Active Alliance Inc. beginning Friday.

In a disclosure to the Philippine Stock Exchange, AAI said PMTC will launch a tender offer to acquire all the remaining 20 million shares, comprising 25 percent of the total outstanding shares of the listed company, at P3.3333 apiece. Based on the tender offer price, PMTC will spend a total of P66.67 million to purchase all the remaining publicly held shares.

The tender offer price represents a 91.27-percent discount from Wednesday’s closing price of P38.20 each. The offer period will run from December 16, 2011 to January 13, 2012.

The mandatory tender offer is in line with the provisions of the Securities Regulation Code after five AAI shareholders, including majority shareholder Wespac Holdings Inc., agreed to sell 60 million shares equivalent to 75 percent of the company to PMTC for P200 million last month.

Completion of the transaction is subject to compliance of certain conditions to closing.

AAI, which is set to change its name to Bloomberry Resorts Corp., will become the listed vehicle of Razon’s hotel and casino development “when the project is acquired by or transferred to the corporation.”

PMTC owns Sureste Properties Inc., which in turn owns Bloomberry Resorts and Hotels Inc. Sureste owns the hotel project while Bloomberry owns the casino project being constructed at the Pagcor City in Manila.

Bloomberry is one of four groups that have been granted state licenses to build hotels and casinos in the area. AAI will also amend its Articles of Incorporation to reflect the change in its primary purpose from that of a manufacturing firm to a holding company and increase its capitalization from P120 million to P15 billion.

AAI was formerly engaged in the manufacture of electronic devices, specifically the assembly of printed circuit boards, which are the backbones of electronic devices. It used to operate within the Subic Bay Freeport Zone. In 2003, the company decided to temporarily cease manufacturing operations because of uncertainty in the industry.

Incorporated in March 2010, PMTC was intended to engage in the railway transit business, but it failed to take off.

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