LUCIO TAN TAKES BACK PAL
By Amado P. Macasaet | September 10, 2014
The Lucio Tan Group will take over full control of Philippine Airlines after it completes payment of around $900 million to San Miguel Corp. which bought 49 percent of the airline’s equity two years ago.
Sources in the airline pointed out the amount includes assumption of advances made to PAL by SMC during its two-year management control.
The Tan Group will finance the repurchase by borrowing around $800 million from a syndicate of banks composed of Banco de Oro Universal Bank, China Banking Corp., Asia United Bank, and Tan’s Philippine National Bank which merged with his Allied Banking Corp.
The deal will become final after the airline complies with several government requirements. Under the rules of the Securities and Exchange Commission, the minority stockholders have the right to buy what SMC is selling as specified under the so-called “mandatory tender offer.”
PAL under the Tan group will likewise pay close to $200 million the airline borrowed using SMC as guarantor. The guarantee will transfer to the Lucio Tan Group or his companies.
There are no expectations that minority of less than 5 percent of PAL’s total equity will exercise its rights of first refusal. However, the law requires the minority to officially declare it is not exercising the option.
The buy out by the Tan Group is also subject to the approval of the Civil Aeronautics Board. This requirement is variously described as “complied” with.
San Miguel bought 49 percent of PAL for $500 million and insisted on having management control. The condition of the sale stipulates that either party can buy the other.
In the two years of SMC management with Ramon S. Ang as president and chief executive officer, the airline expanded its fleet by ordering the purchase of 60 brand new aircraft.
Twenty of the brand new planes have been delivered, allowing PAL to apply for and get more landing rights mostly in Europe and the United States.
An official of PAL, friendly to both Ang and Lucio Tan, confided the Tan group will ask for a deferment of the delivery of 40 of the new airplanes. The purchase agreement specifies full payment in the next six years until 2020.
Ang introduced drastic changes in the airline including early retirement of flight attendants. It was also in the time of Ang that the Ninoy Aquino International Airport was raised to Category I.
The change means NAIA may no longer be considered as an unsafe airport by many international carriers mostly from the United States and Europe.
PAL Holdings last month reported net income of $34 million.
The Tan group, sources in the airline said, is paying for what is generally described as improvement in management efficiencies introduced by Ang.
An airline official claimed Ang agreed to sell SMC’s 49 percent stake to allow SMC to lay its hands on at least $500 million it needs for its many projects including reclaimed land facing Parañaque City.
The official also said Ang is happy he was able to remove the red ink at the bottom of the company’s profit and loss statement.
The market appears to welcome the deal. This is indicated by the increase by 4.35 percent in the price of PAL shares in the stock market. News agency Reuters reported SMC shares also moved up slightly when news of Tan taking back PAL reached the market.
The agency also said the number of PAL shares traded increased more than seven times in the last 30 days to 639,200 shares.