First Gen Corp., in a letter to InsiderPH, said it was “false” to suggest the provisions, which the majority family members described as a “poison pill,” were only introduced after the Feb. 27 ouster move against First Gen CEO Federico “Piki” Lopez.
The earlier Feb. 13 filing outlined a binding heads of terms agreement that included change-of-management-control provisions, as later reflected in an amended disclosure dated April 30 and posted on May 4, 2026.
On Feb. 27, the Lopez family majority led by Eugenio “Gabby” Lopez III voted to oust his cousin, Piki Lopez, as head of Lopez Inc., which would have impacted his position across the business group, including First Gen.
Piki Lopez sought an injunction and secured a Mandaluyong court order, issued on March 16 and enforced on March 26, to keep his position.
Amid the family dispute, First Gen proceeded to execute definitive agreements on March 6, including share subscription and shareholders’ arrangements, locking in the clause and its mechanics.
The poison pill provision allows a significantly discounted buyout of First Gen’s hydropower stake if Piki Lopez or his approved replacements.
Moreover, the provision, which was outlined on Feb. 13 and finalized on March 6, 2026, also extends to First Gen’s earlier gas deal with Prime Infrastructure, which had already been completed in November 2025.
The provision could expose the company to about P23 billion in losses if exercised, including roughly P15.5 billion tied to hydro deal and P8 billion to the previous gas transaction.
—Edited by Miguel R. Camus
