NewsStocksPSE Approves Robinsons Retail's Voluntary Delisting, Effective Aug. 31

PSE Approves Robinsons Retail's Voluntary Delisting, Effective Aug. 31

Author: Bworldonline·

Key Takeaways

  • The PSE approved RRHI’s voluntary delisting and ordered its shares removed from the exchange effective Aug. 31.
  • RRHI’s delisting process began after its board approved the move on March 27 and shareholders ratified it on May 12.
  • JE Holdings accepted 229.58 million RRHI shares in the tender offer for P11.09 billion, raising its stake to 67.65%.
  • Combined ownership by the Gokongwei family group and other identified shareholders increased to 99.69%, leaving a public float of 0.31%.
  • RRHI has been listed on the PSE since Nov. 11, 2013, and its shares were suspended on July 13 after the tender offer reduced public ownership below the minimum requirement.
PSE Approves Robinsons Retail's Voluntary Delisting, Effective Aug. 31

The Philippine Stock Exchange (PSE) has approved the voluntary delisting of Robinsons Retail Holdings, Inc. (RRHI), with the retailer's shares set to be removed from the Exchange's official registry effective Aug. 31.

In an advisory issued to market participants on Thursday, the PSE said it had approved RRHI's petition for voluntary delisting and ordered the delisting of the company's shares effective that date.

The delisting process began when RRHI's board approved the move on March 27, acting after JE Holdings, Inc., the retailer's largest shareholder, gave notice of its intention to conduct a tender offer. RRHI is the retail arm of the Gokongwei group, one of the Philippines' largest family-run conglomerates, whose listed businesses include snack and beverage maker Universal Robina Corp., budget carrier Cebu Pacific and property developer Robinsons Land Corp. Shareholders subsequently ratified the delisting at the company's annual meeting on May 12.

RRHI President and Chief Executive Officer Stanley C. Co earlier said the tender offer would provide shareholders with a meaningful exit opportunity, citing a gap between the company's market price and its intrinsic value amid prevailing market conditions.

Voluntary delistings remain relatively rare on the local bourse, with the most prominent recent case that of Pilipinas Shell Petroleum Corp., which left the PSE in 2022 after its parent, Shell Overseas Investments B.V., bought out minority shareholders through a tender offer.

Trading in RRHI shares was suspended on July 13 after the completion of the tender offer pushed the company's public float below the PSE's minimum public ownership requirement. In July, RRHI said it did not intend to restore its public ownership level, as it planned to proceed with the voluntary delisting.

Under the tender offer, JE Holdings tendered and accepted a total of 229.58 million common shares, equivalent to about 21.54% of RRHI's issued and outstanding capital stock. The shares were crossed through the PSE on July 13 and settled on July 15 for a total consideration of P11.09 billion.

The transaction raised JE Holdings' stake in RRHI to 67.65%. Combined with the holdings of the Gokongwei family and other identified shareholders, group ownership rose to 99.69% of RRHI's issued and outstanding capital stock, leaving a public float of 0.31%. Once the delisting takes effect, RRHI's shares will no longer be traded on the PSE and the company will fall outside the exchange's listing and disclosure rules, with holders of the remaining public shares owning stock in a privately held retailer.

The accepted tendered shares exceeded the 179.56 million common shares, or 16.85% of outstanding capital stock, required to reach the 95% ownership threshold for voluntary delisting. RRHI had initially targeted July 28 as the effective date of its voluntary delisting, subject to PSE approval.

The retailer has been listed on the PSE since Nov. 11, 2013, when it offered 484.75 million common shares to the public at P58 apiece. Based on the disclosed tender-offer figures, the P11.09-billion consideration for 229.58 million shares works out to about P48.30 per share, below the 2013 IPO price.

On the financial front, RRHI booked P53.99 billion in second-quarter sales, up from P50.66 billion a year earlier, while attributable net income slipped to P1.45 billion from P1.49 billion. For the first half, sales rose to P106.75 billion from P98.48 billion, while attributable net income declined to P1.94 billion from P2.25 billion.

RRHI operates across food, drugstore, department store, do-it-yourself, specialty retail, and business-to-business segments through store banners such as Robinsons Supermarket, Robinsons Department Store, South Star Drug and Handyman. Its specialty businesses include electronics and appliances, toys, pet retail, beauty products, lifestyle sneakers, and motorcycles.

— Alexandria Grace C. Magno