Businessman Leandro Leviste is making a play for a board seat in Roxas and Co. (RCI), putting pressure on the company’s leadership, which earlier made the controversial sale of shares to a related entity at a significant discount.
In a Facebook post on Friday, Leviste made a rare declaration to RCI’s board announcing his intent to purchase 250 million shares, or about 9 percent of the company, for P750 million.
This will significantly hike his RCI stake to more than 15 percent, entitling him to a seat in the century-old real estate and sugar holding company, controlled by the Elizalde and Roxas families.
Leviste, the son of Sen. Loren Legarda, offered to buy the shares at P3 each, which caused RCI shares to soar over 40 percent to P4.10 each on Friday.
Controversial sale
Notably, Leviste’s offer was 50 percent higher than the P2 price paid last May 3 by Stonebridge Corp., the real estate company of Gizela Gonzalez-Montinola, which also purchased 250 million shares.
Gonzalez-Montinola, part of the landed Madrigal clan, is the wife of independent director Aurelio R. Montinola III, who then resigned from the board after the buyer’s identity was disclosed, citing conflict of interest.
Rare declaration
Leviste invoked Rule 19.2.1 of the Securities Regulation Code rules covering tender offers for buyers seeking more than 15 percent of a company within 12 months.
“It is rare to see a 19.2.1 declaration, but once disclosed, it alerts the investing public that there could be potentially significant ownership changes that may be impact the share price and the target company's prospects,” Juan Paolo Colet, managing director at investment bank China Bank Capital Corp., told InsiderPH.
Bidding war?
Colet said it is unclear whose shares Leviste is attempting to purchase.
“Based on available information, RCI has around 110 million treasury shares left, which is way below Leandro's target to buy 250 million shares on top of his existing stake,” he said.
“Interestingly, this is the same number of treasury shares that RCI sold to Stonebridge Corp. for P2 per share,” he added.
Best deal for stockholders
Colet also said RCI should be transparent in informing public shareholders if the proceeds from Stonebridge were received by the company and how these will be deployed.
“RCI has a fiduciary obligation to make sure it gets the best price and terms for any disposition of treasury shares since the sale proceeds go directly to the company,” Colet said.
Miguel R. Camus has been a reporter covering various domestic business topics since 2009.
