Will AC Energy Philippines stay listed?

By Emeterio SD. Perez – August 14, 2019
from The Manila Times

Phinma Energy Corp. common shares hit a 30-day high of P2.85 each on July 24, 2019 and a month’s low of P2.20 on July 5, 2019. On Aug. 9, 2019, the stock opened at P2.66, peaked at a high of P2.70, fell to a low of P2.61 and closed the day’s session at P2.67.

The market prices quoted above are for insider executives who either buy or sell common shares.

For instance, Fernando Miranda Zobel de Ayala is the chairman of PHEN’s 11-person board. In a filing posted on the website of the Philippine Stock Exchange (PSE), he reported his acquisition of 53.912 million PHEN common shares, which increased his holdings to 106,420,001 common shares, or 1.41 percent.

In the same filing, Zobel said he bought the additional PHEN common shares at P2.5095, P2.6057; P2.6372 and P2.6518. At his average acquisition of P2.60105, will he make money when he decides to sell them since they are all lodged with PCD Nominee Corp.?

Gerardo C. Ablaza is also a member of PHEN’s 11-person board. On July 26, 2019, he bought 1 million PHEN common shares at P2.54 each, which he said are all lodged with PCD Nominee. He used to own a nominal PHEN common share.

On Aug. 9, 2019, PHEN opened trading at P2.66; hit a high of P2.70; dropped to a low of P2.61 and closed the day’s session at P2.67. The stock peaked at 30-day high of P2.85 and fell to a month’s low of P2.20.

Public ownership. PHEN common shares’ market performance is for the public investors. In a public ownership report (POR) as of June 30, 2019, the public were credited with ownership of 2,331,263,206 common shares, which represent 30.99 percent of 7,521,774,922 outstanding common shares.

The same POR filing listed AC Enery Inc. as PHEN’s majority stockholder with direct ownership of 4,990,260,640 common shares, or 66.34 percent. Trans-Asia Power Corp., an affiliate, directly held 24,821,271 common shares, or 0.33 percent, while Phinma Jumbo Retirement Fund was credited as direct holder of 26,009 PHEN common shares.

Phinma Energy’s other stockholders were 11 directors who owned 134,899,451 common shares, or 1.79 percent; and insider executives, 40,504,345 common shares, or 0.54 percent.

Of the company’s 10 insider executives, Maria Corazon G. Dizon directly owned 20,432,383 PHEN common shares, or 0.27 percent, followed by Roman Miguel G. De Jesus, 10,994,049 PHEN common shares, or 0.15 percent, and Mariejo P. Bautista, 2,252,677 PHEN common shares.

Two of PHEN insiders namely Troy A. Luna and Daneia Isabelle F. Palad did not own any common share.

Because AC Energy is identified as PHEN’s principal stockholder, it said in a filing that on July 23, 2019, the company’s board met to rename Phinma Energy into AC Energy Philippines Inc. The company’s board also increased AC Energy Philippines’ authorized capital stock to 24 billion common shares with par value of P1 each.

Due Diligencer’s take

In an initial statement of beneficial ownership of securities, AC Energy reported on June 24, 2019 its direct ownership of 5,149,221,176 PHEN common shares, or 68.46 percent of outstanding. It reduced its direct ownership as of June 30, 2019 to 4,990,260,640 common shares, or 66.34 percent.

By deducting 66.34 percent from 68.46 percent, the process results in 2.12 percent of 4,990,260,640 PHEN common shares, which would translate to 105,793,526 PHEN common shares.

As the majority stockholder, did AC Energy distribute some of its holdings to its affiliates and insider executives?

Of course, AC Energy has only one affiliate as a stockholder, which is Trans-Asia Power, whose ownership may not be much but at the stock’s close of P2.67, its ownership of 24,821,271 common shares would be equal to P66,272,794.

However, as the majority stockholder, AC Energy-owned 4,990,260,640 common shares would be worth P13,323,995,909.

In a quarterly financial filing, PHEN had consolidated retained earnings of P2.803 billion. As of June 30, 2019, it had outstanding debt of P5.28 billion.

Phinma Energy, which uses PHEN as its market symbol, will be renamed AC Energy Philippines Inc. With the new corporate identity, it said in a filing it would change its principal address to 4th Floor, 6750 Office Tower, Ayala Ave., Makati City.

Will PHEN insider executives be selling their common shares? Just asking.

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