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Manila Water: Acquisition or sale of shares of another company
SAFETY AND EXCHANGES COMMISSIONSEC FORM 17-C
CURRENT ARTICLE 17 REPORT
OF THE SECURITIES REGULATORY CODE
AND CBC RULE 17.2(c)
1. Report Date (Date of first reported event) March 9, 20222. SEC Identification Number A1996-115933. BIR tax identification number 005-038-428-0004. Exact name of the issuer as specified in its charter MANILA WATER COMPANY, INC.5. Province, country or other jurisdiction of incorporation QUEZON CITY, PHILIPPINES6. Industry classification code (SEC use only) 7. Principal office address MWSS ADMINISTRATION BUILDING 489 KATIPUNAN ROAD BALARA QUEZON CITYPostal code11058. Issuer’s phone number including area code (632) 7917 5900 loc. 14049. Former name or address, if changed since last report N / A10. Securities registered pursuant to Articles 8 and 12 of the SRC or Articles 4 and 8 of the RSA
Title of each class |
Number of Common Shares Outstanding and Amount of Outstanding Debt |
COMMON | 2,884,839,617 |
PREFER | 4,000,000,000 |
11. Indicate the article numbers reported here –
The Exchange does not warrant or assume any responsibility for the accuracy of the facts and statements contained in any corporate disclosures, including financial reports. All data contained herein is prepared and submitted by the Disclosing Party to the Exchange, and is being released for informational purposes only. Any questions about the data contained herein should be addressed directly to the disclosing party’s Corporate Information Officer.
Manila Water Company, Inc.CMM
Disclosure Form PSE 4-2 – Acquisition/Disposal of Shares of Another Company
References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules
Purpose of disclosure |
Acquisition by Manila Water Philippine Ventures, Inc. of all iWater, Inc. shares in Davao Del Norte Water Infrastructure Company, Inc. |
Background/Description of Disclosure |
Please note that Manila Water Philippine Ventures, Inc. (“MWPV”), a wholly owned subsidiary of Manila Water Company, Inc. (“MWC”), has acquired all of the shares of iWater, Inc. (“iWater”) en Davao Del Norte Water Infrastructure Company, Inc. (“Davao Water”). Prior to the acquisition, MWPV held 51% while iWater held a 49% stake in Davao Water. After the acquisition, MWPV will own 100% of Davao Water. After the acquisition, MWPV will own 100% of Davao Water. Davao Water is the joint venture partner of Tagum Water District in implementing a bulk water supply and purchase project, which is being carried out by their joint venture, Tagum Water Company, Inc. Thank you. |
Date approved by |
N / A |
Rationale for the transaction, including the benefits expected to be accrued by the issuer as a result of the transaction |
The transaction is in line with the company’s strategic direction to maximize the business potential of existing businesses and seize opportunities for growth and expansion in the Visayas and Mindanao. This acquisition was approved by MWPV’s Board of Directors on February 24, 2022. |
Details of acquisition or disposition
Manner |
MWPV and iWater have signed a stock purchase agreement for the sale of 735,000 shares of Davao del Norte Water Infrastructure Company, Inc. |
Description of the business to be acquired or sold |
Davao Water is the joint venture partner of Tagum Water District in implementing a bulk water supply and purchase project, which is being carried out by their joint venture, Tagum Water Company, Inc. |
The terms and conditions of the transaction
Number of shares to be acquired or sold |
735,000 |
Percentage of total outstanding shares of the company being traded |
49 |
Price per share |
469.84 |
Nature and amount of consideration given or received |
The purchase price for the acquisition is PhP345,333,333.33. |
Principle followed to determine the amount of consideration |
Generally accepted valuation methods (eg discounted cash flows) were followed to determine the acquisition price. |
Payment terms |
The purchase price of PhP345,333,333.33 was paid in full by wire transfer by MWPV upon signing of the share purchase agreement. |
Conditions precedent to closing the transaction, if any |
1. Completion and satisfactory outcome of the due diligence audit conducted by MWPV; |
Any other salient term |
All of iWater’s rights as a shareholder of Davao Water and all rights under the Development Agreement, the Joint Venture Agreement, including the iWater Premium, will automatically terminate upon Closing. |
Identity of the person(s) from whom the shares were acquired or to whom they were sold
name |
Nature of any material relationship with the issuer, its directors/officers or any of its affiliates |
iWater, Inc. | N / A |
Effect(s) on the Issuer’s business, financial position and operations, if any |
Full ownership of Davao Water enables the company to maximize returns from the project through its efficient execution and operation of the project. Operationally, iWater will no longer be part of the management and operations of Davao Water. The transaction will have no effect on the execution of the project and the operation of the project assets. Ultimately, the project retains its projected benefits to provide customers in Tagum Water District. |
Other relevant information |
– |
name |
Romelyn Bond |
Designation |
Senior Corporate Counsel |
Warning
Manila Water Company Inc. published this content on March 09, 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unmodified, on March 09, 2022 08:20:05 UTC.
Public now 2022
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Trends Technical Analysis MANILA WATER COMPANY, INC.
Short term | Middle term | Long term | |
Tendencies | Bearish | Neutral | Neutral |
Evolution of the income statement
To sell ![]() To buy |
|
Medium consensus | TO BUY |
Number of analysts | 2 |
Last closing price |
PHP18.98 |
Average target price |
PHP35.82 |
Average Spread / Target | 88.7% |