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Due Diligencer

SURGING. Tanduay Holdings Inc., which owns Tanduay Distillery Inc., more than doubled to P11.82 on Tuesday from P5.011 on July 30. Yesterday, it was traded even higher at P11.92 as of 1pm. The stock’s sudden surge resulted from a disclosure on July 31 regarding the “consolidation” of certain companies controlled by businessman Lucio Tan under Tanduay Holding, which will be renamed LT Group Inc. (LTGI). As disclosed, the “consolidation,” which will also include the soon-to-be merged Philippine National Bank and Allied Banking Corp., will be implemented via investments by LTGI in Asia Brewery Inc., Fortune Tobacco Inc., Eton Properties Inc., Philippine Airlines Inc. and Air Philippines Corp. As it is, Tanduay Holdings is non-compliant with the 10-percent minimum public ownership rule of the Philippine Stock Exchange (PSE). Its ownership profile, as posted on the PSE website shows Tangent Holdings Corp. already owns 97 percent of Tanduay Holdings with probably most of the remaining three percent owned by company insiders. The additional infusion by Tangent, according to a company filing, will further dilute public ownership in the company, which is studying ways to comply with the rule.

Keeping off outsiders. As LT Group Inc. is probably aiming to become one of the market’s hot stocks, it will try to keep off outsiders away from its corporate secrets by amending its corporate charter. The planned amendments to the company’s by-laws will “provide for a non-compete clause which will disqualify business competitors from becoming director/s and/or officer/s.” At the same time, Tanduay admitted that the additional infusion in 5 billion Tanduay or LTGI shares by Tangent will further dilute public ownership. All these changes will be taken up in a special stockholders’ meeting to be held on September 18. Having fully disclosed these corporate changes, Trading on Tanduay shares resumed at 10am on August 1 when it opened and hit a high of P7.65, dropped to a session’s low of P7.05 before ending the session at P7.65.

Quality stock. As LT Group Inc., Tanduay Holdings Inc. will no longer be limited to being a “sin” stock with its ownership of subsidiary Tanduay Distillery Inc. Instead, LTGI will control a combination of sin stocks in the rhum maker and Fortune Tobacco Corp. and stocks in banks, airlines and property entities. When the group is fully restructured, LTGI will end up as majority owners of Tan-owned/controlled closed corporations by investing P1.80 billion in 90-percent ownership of Asia Brewery Inc.; P1.646 billion in 83 percent of outstanding voting capital of Fortune Tobacco; transfer of 98.10 percent ownership of Lucio Tan group in Eton Properties Inc.; transfer of 49.84 percent holdings of Lucio Tan group in PAL; and transfer of 50.97 percent holdings of Lucio Tan group in Asia Philippines. To compete LTGI’s takeover of Lucio Tan companies, LTGI will buy the holdings of Tan-owned corporate stockholders in PNB and Allied Bank.

Insiders’ trades. Sybase Equity Investments Corp. of the SM group, reported directly owning 391.40 million voting preferred shares in Banco de Oro Unibank Inc. (BDO) as of June 30 and July 31. Aside from preferred shares, it also directly owned, as of July 31, 230.271 million common shares, or 5.62 percent. Sybase has been selling BDO common shares. A monitor of its trades showed its acquisition of 60.462 million BDO common shares by exercising its stock rights at P48.60 each, and sale of some of its holdings at P63 each to more than P64. SM group is controlled by businessman Henry Sy Sr. and his family…Social Security System has increased the number of shares it owned in Philex Mining Corp. to 1.039 billion common shares, or 21.07 percent, after buying 4.349 million common shares in July….Anna-Teresa Manotok Gozon-Abrogar, a member of the board and assistant corporate secretary of GMA Network Inc., owned 821,103 GMA common shares after selling 170,900 shares at P10.20 each and 66,000 shares at P10.22 each on August 13….On August 13, JP Guilds Inc. bought 22.47 million shares in Boulevard Holdings Inc. (BHI) at P0.1623 each, increasing its holdings to 4.452 million BHI shares, or 55.88 percent.

Expanding landbank. Ayala Land Inc. (ALI), a listed subsidiary of Ayala Corp. of the Zobel de Ayala group of companies, reported in a filing posted on the PSE website, that it had 4,411 hectares in its landbank as of December 31, 2010 and 4,885 hectares as of December 31, 2011. This huge property will make ALI busy developing in the next 25 years that will require huge funding. ALI told PSE and the Securities and Exchange Commission in a regulatory filing that for its 49-hectare property in Makati City alone, it “will be spending P60 billion in the next five years.” Sometime In June this year, it said it would allocate an initial amount of P15 billion for its joint venture deal with the Ortigas group. Then with its offer of P24.33 billion for the government-owned 74-hectare property on which Food Terminal Inc., formerly Greater Manila Terminal Food Market, used to operate, ALI’s landbank will expand to 4,995 hectares of which 366 hectares are in Metro Manila; 2,180 hectares in Calabarzon; 765 hectares in Bulacan/Pampanga; 1,088 hectares in other parts of Luzon; and 486 hectares in the Visayas/Mindanao.

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