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“How shall freedom be defended? By arms when it is attacked by arms, by truth when it is attacked by lies, by faith when it is attacked by authoritarian dogma. Always, in the final act, by determination and faith.”

― Archibald MacLeish

Monday, July 2, 2012

Ramon Ang: Why Is The San Miguel "Ownership" So Controversial ?


Why Is The San Miguel "Ownership" So Controversial ?
“People keep on shouting the transparency issue because our competitors and copycats keep pushing us to divulge what we will buy and what we will do,” he says. “It’s driven by envy.”  
Ramon S.Ang
 MANILA, Philippines — Industrialist Eduardo “Danding” Cojuangco Jr. sold his 11 percent holdings in San Miguel Corporation (SMC) to the company’s President and Chief Operating Officer Ramon S. Ang through a cross sale at the Philippine Stock Exchange (PSE), valued at roughly P27.6 billion.
With the sale, Ang  now owns the company’s biggest single bloc of shares.
In a disclosure to the PSE, Cojuangco, SMC chairman and CEO, said he is assigning his 11 percent stake, equivalent to 368.140 million shares, in the diversifying conglomerate to Ang at a friendly price of P75 per share.
The shares were granted to Top Frontier (TF), an investment firm of which 49 percent is controlled by SMC through an option agreement purchase in 2009.
However, TF partially waived its option to exercise the option. The price of the share under the option agreement with TF was pegged at P75, which is P39 lower than the prevailing SMC market price of P114 per share.
Cojuangco said he sold his shares to Ang, whom he described as “a person in whom I have full trust and confidence and rightfully deserves utmost recognition for transforming the Company into a highly diversified and profitable business conglomerate.”
“Mr. Cojuangco offered the balance of the Option shares to me and I accepted primarily for the following reasons: the San Miguel vision set by management during my term is far from being achieved, and; I have an obligation to ECJ, the company’s stakeholders and the employees to see through the realization of this vision,” Ang said.
The 78-year-old Cojuangco, on the other hand, added “from the time I requested Ramon to join me in the company, he has continuously dedicated one hundred percent of his time and effort in ensuring the growth of the San Miguel Group to the benefit of its shareholders”.
Ang has been credited for San Miguel’s bold diversification strategy which reinvented the company from a conservative food, beverage and packaging firm into a highly-diversified and dynamic conglomerate with interests in vital industries such as power, fuel and oil, infrastructure, mining, telecommunications, airlines, airports, among others– businesses which promise to bring in revenues amounting to about P1 trillion to the group by 2013.
“There is no other person deserving of this opportunity to control a significant stake in the Company that is so close to my heart, than Ramon. San Miguel has made a distinctive impact because of him and he cares about this company and its people. I am confident he will lead this Company to further greatness,” Cojuangco said.
Cojuangco, who remains as chairman and CEO, added, “With Ramon at the helm, I now have the luxury of devoting more time for my personal endeavor, though I will continue to oversee and participate in the unending commitments of SMC to make everyday life a celebration, maintain business excellence, further enhance shareholder value, and become a partner in the country’s growth story.”
Cojuangco said he is passing control to a trusted friend on friendly terms.
The Supreme Court had earlier declared Cojuangco as the true owner of the San Miguel shares after several years of disputes. From Manila Bulletin
Who is Roberto Ongpin Fronting For In SMC?
MANILA, Philippines—A group led by San Miguel Corp. president Ramon Ang and former Trade Minister Roberto V. Ongpin has completed the consolidation of the single biggest voting bloc in SMC into Top Frontier Investments Holdings Inc., which now owns 47.5 percent of the diversifying conglomerate.
San Miguel announced that Top Frontier acquired on Wednesday the remaining stake in SMC held by Q-Tech Alliance Holdings, completing the former’s buyout of a 20-percent block of shares.
Q-Tech sold its remaining 301.6 million shares in SMC to New Frontier at P70 a share for a total block price of about P21.1 billion. The shares were crossed at the Philippine Stock Exchange Wednesday.
Top Frontier is 49-percent owned by SMC itself as represented by Ang while 51 percent is controlled by an investor group that includes Ongpin, his nephew Eric Recto (who is also president of Petron Corp.) and businessmen Iñigo Zobel and Joselito Campos.From Inquirer.net
 Can you guess who really owns San Miguel now? 
Clue:It's not Ramon S. Ang nor D' Boss.
From Philippine Star
MANILA, Philippines - Food-to-power conglomerate San Miguel Corp. said its biggest shareholder Top Frontier Investment Holdings Inc. had sold nine million common shares valued at P1.1 billion.
San Miguel corporate information officer Ferdinand Constantino said the shares were crossed at the Philippine Stock Exchange Thursday at a price of P119.12 each.
The company’s stocks closed at P123.1 Thursday and fell to P120 yesterday.
San Miguel did not disclose the buyer of the shares.
 Based on a recent filing with securities regulators, Top Frontier owned 1.22 billion common shares equivalent to a 36.67-percent stake in San Miguel as of Sept. 30, 2011.
Top Frontier is 49 percent owned by San Miguel itself as represented by its president Ramon S. Ang while 51 percent is controlled by an investor group that includes former Trade Minister Roberto V. Ongpin, his nephew Eric Recto (who is also president of Petron Corp.) and businessmen Iñigo Zobel and Joselito Campos.
Top Frontier likewise holds the option to buy an additional 493.37 million shares in San Miguel from tycoon Eduardo “Danding” Cojuangco Jr. for P37 billion. It entered into a share option deal with 44 corporate shareholders of San Miguel – mostly related to Cojuangco – involving 476.72 million A shares and 16.65 million B shares at a price of P75 apiece. The option can be exercised until November 2012.
The courts have earlier declared Cojuangco as the owner of the San Miguel shares after years of dispute. The government previously claimed ownership of the shares, alleging that Cojuangco used illegally acquired money from coconut farmers during the Marcos regime to buy into San Miguel.

 What is the real SMC strategy?
Under their reign, Cojuangco and Ang have been on an international “Buying And Selling ” spree for San Miguel.
Can You Guess Why?
Why is former Chief Justice Reynato Puno in the SMC board together with Estelito Mendoza and Bobby Ongpin?
Is this now a new version of Puno's "Moral Force Movement?

Puno launches Moral Force Movement 

Puno launched the "Moral Force Movement" (MFM) to a cheering crowd of students, religious organizations, and members of the judiciary.
The MFM describes itself as “neither pro- nor anti- administration, but it is not apolitical and neutral since it will stand up for political righteousness.”
Its objective is to see “transformational leadership” in 2010 through a voter’s education program. MGG's Guevara said that their main benchmark for the credibility of candidates is their track record – how many promises they kept, how many they broke.
The focus will not be on specific issues, such as the debate on the reproductive health (RH) bill, for instance, or charter change. The MFM core group and its members have their own views about these.
From ABS-CBN News 
 Who is Roberto Ongpin Fronting For In SMC?
NOTE To RSA:
"The International Monetary Fund has warned the Philippine government that the economy faces a risk that a “highly-leveraged conglomerate”, or one part of it, would default on its “foreign obligations and/or domestic loans”. "from the Manila Times