Commission Decision No. 13-M-007/2019
In the Matter of the Proposed Acquisition by AC Energy Inc.
of Shares in PHINMA Energy Corporation

ABSTRACT:

The proposed transaction is an acquisition by AC Energy, Inc. (AC Energy) of the shares of stock of PHINMA Corporation (PHINMA Corp.) and Philippine Investment Management Inc. (PHINMA) in PHINMA Energy Corporation (PHEN), and a subscription by AC Energy to new common shares in PHEN, which would result in AC Energy’s ownership of 68.45% of PHEN’s outstanding capital stock.

PHINMA Corp. owns a total of 1,283,422,198 common shares of PHEN, while PHINMA, Inc. owns a total of 1,233,642,502 common shares of PHEN. A total of 2,632,000,000 new common shares of PHEN will also be subscribed to by AC Energy.

AC Energy is the energy platform of Ayala Group in the Philippines. AC Energy is one of the energy companies with over $1 billion of invested and committed equity in renewable and thermal energy in the Philippines and around the region. The company aspires to develop 5 GW of attributable capacity and generate at least fifty percent of energy from renewables by 2025.

The PHINMA Group, on the other hand, was established in 1957 and became the foremost producer of cement from the 70s through 2002. To date, PHINMA engages in a diverse range of industries, namely energy, education, housing, construction materials, and hotels, through its two (2) main holding companies: PHINMA, Inc. and PHINMA Corp., a listed company.