Following the huge deal between Filinvest Land. Inc. (FLI) and Filinvest REIT Corporation (FILRT) and the deed of exchange signed by the two corporations over the ownership of Festival Mall, the Securities and Exchange Commission (SEC) officially approved the P6.26 billion deal putting it closer to completion, according to a Manila Bulletin business news report.
To put things in perspective, posted below is the excerpt from the news report of Manila Bulletin. Some parts in boldface…
The Securities and Exchange Commission has approved the valuation of the ₱6.26 billion property of Filinvest Land Inc. to be acquired by Filinvest REIT Corporation (FILRT) via an asset-for-share swap, putting it a step closer to completion.
In a disclosure to the Philippine Stock Exchange, FILRT said it has received from the SEC the Certificate of Approval of Valuation for its property-for-share swap with FLI under which LI will transfer its ownership over the Festival Mall – Main Mall, consisting of a building and certain machinery and equipment in favor of FILRT.
Festival Mall-Main Mall which is located in Filinvest City, Alabang, Muntinlupa City, consists of a building with gross leasable area of 121,862 square meters.
In return, FILRT will issue to FLI 1.63 billion primary common FILRT shares at an issue price of ₱3.85 per share under the Memorandum of Agreement and the Deed of Exchange both dated March 5, 2025.
The Transaction Price was set at a 30 percent premium over FILRT’s 30-day volume-weighted average price of ₱2.94 per share, which is within the range of fair values provided for in FTI Consulting Philippines, Inc.’s Fairness Opinion.
FILRT’s Related-Party Transaction Committee and Board of Directors unanimously approved the Transaction at their special meeting on January 24, 2025, and it was subsequently approved by FILRT’s stockholders during their special meeting on March 4, 2025.
The acquisition of the Property will increase FILRT’s total gross leasable area by 37 percent to 452,310 sq.m. This likewise will improve occupancy from 83 percent to 88 percent and extend the weighted average lease expiry (WALE) from 7.3 to 14.6 years. This will also increase FLI’s equity in FILRT from 51.06 percent to 63.27 percent.
The Transaction allows FILRT to diversify its income sources by integrating retail mall properties into its portfolio. Prior to the infusion, 91 percent of the GLA of FILRT are office buildings.
Post infusion, the portfolio mix of FILRT will be 67 percent offices, six percent hospitality (Crimson Boracay lot) and 27 percent retail (Festival Main Mall).
The infusion of income-generating retail mall assets is expected to result in an increase in FILRT’s distributable income.
Let me end this post by asking you readers: What is your reaction to this recent development? With the approval of the SEC, do you think the big deal between FLI and FILRT will be beneficial not only for the parties and shareholders involved, but also for those who spend time and money at Festival Mall? Did you notice any trends or serious changes at Festival Mall since FILRT became the new owner?
You may answer in the comments below. If you prefer to answer privately, you may do so by sending me a direct message online.
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