The Securities and Exchange Commission (SEC) has given Sy-controlled SM Prime Holdings, Inc. an exemptive relief, allowing the country’s leading mall operator and developer’s issuance of 912.89 million shares be exempt from the registration requirements of the Securities Regulation Code (SRC).
According to the SEC, the exemptive relief has been given in line with Section 10.1 (k) of the SRC, which provides that the sale of securities by an issuer to fewer than 20 persons in the Philippines during any twelve-month period, may be considered as exempt transaction.
SMPH will be issuing the 912.89 million common shares to Oriental Land Development Limited and Grand China International Limited in exchange for its 100 percent ownership in Affluent Capital Enterprises and MegaMake Enterprise Limited, holding companies of the three SM Malls in China.
Documents earlier filed with the SEC showed that SMPH will issue 372.49 million new common shares to Oriental Land Devt worth P4.41 billion to get a 100 percent equity in Mega Make Enterprises Limited, a company that effectively owns 100 percent of SM Jinjiang. Grand China Intl. Ltd., on the other hand, will receive from SMPH 540.4 million new common shares valued at P6.4 billion, to give up its 100 percent equity in Affluent Capital Enterprises, a company which effectively owns SM Xiamen and SM Chengdu.