PH RESORTS Group Holdings, Inc.
...more details of the buy-in

Dennis Uy snaps up H2O Ventures

DAVAO-BASED businessman Dennis A. Uy continues his acquisition spree with the purchase of shares in Philippine H2O Ventures Corp. (H2O) worth P327.75 million, in a potential backdoor listing move by his property firm. 

In a disclosure to the stock exchange late Tuesday, H2O’s parent firm Jolliville Holdings Corp. said its board of directors approved a memorandum of agreement for Mr. Uy’s Udenna Development Corp. (UDEVCO) to buy out all its shares in H2O. Jolliville and its affiliates currently own 62.006%, or 150.82 million stocks, of H2O’s total outstanding shares. 

Incorporated in 2009, H2O is a holding firm that has core interests in water supply primarily through its subsidiary Calapan Waterworks Corp. (CWWC). The company serves a total of 22 urban barangays and 13 adjoining rural barangays, for total household connections of 13,384 as of 2016. 

For the transaction, H2O will be spinning off all its existing business and assets, including all its shares and interest in CWWC. 

“H2O shall also collect all receivables, settle all its obligations, assign its contractual interests, transfer or reassign all of its employees and settle and dissolve its retirement fund,” Jolliville said in its disclosure. 

The acquisition is currently valued at P327.74 million and 62.006% of the remaining cash assets of H2O once the deal is closed. 

For its part, UDEVCO will be launching a mandatory tender offer for the H2O shares, as per the Securities Regulation Code. 

UDEVCO is the property investment arm of Mr. Uy’s holding firm, Udenna Corp. Under its helm is Lapu-Lapu Land Corp., which is currently developing a 12.5-hectare integrated resort and development estate in Mactan Island in Cebu. 

The $341-million Lapu-Lapu Leisure Mactan project will house a casino, retail complex, and hotels. The company target to complete the development of the estate by 2022, but looks to start operations as early as 2019. 

In an interview earlier this month, Udenna Director for special projects Raymond Martin M. Escalona said the group may go for listing of Lapu-Lapu Land, noting that they are still mulling the possibility of an initial public offering (IPO) or a backdoor listing. 

A backdoor listing is pursued when a privately held company cannot meet the criteria for an IPO.

Mr. Uy, a known supporter of President Rodrigo R. Duterte, has recently been ramping up the expansion of his businesses. In June this year, the businessman conducted an initial public offering for his logistics arm Chelsea Logistics Holdings Corp., where the company raised P5.84 billion.

Aside from Chelsea, Mr. Uy also owns listed companies Phoenix Petroleum Philippines, Inc. and 2GO Group, Inc. 


...ano kaya backdoor nito? watch out for this stock guys kaso lang considering yung kalagayan ni CLC na isa ring Uy stock, parang aka pabayaan lang din Tongue

H20 spins off water business

PHILIPPINE H2O Ventures Corp. (H2O) is spinning off its water assets as it prepares for a takeover by Davao-based businessman Dennis A. Uy’s property company.

In a disclosure to the stock exchange on Thursday, H2O said its board of directors approved the sale of its water business to sister firm Tabuk Water Corp. (Tabuk) for P442 million. Both parties have also signed a share purchase agreement for the transaction.

H2O’s water business is solely under Calapan Waterworks Corp. (CWWC), where it holds a total of 137.05 million common shares, or 99.75% of the issued and outstanding shares.

CWWC owns and operates the local waterworks system of Calapan City, Oriental Mindoro. The company serves 22 urban barangays and 13 adjoining rural barangays, connecting a total of 13,384 households as of 2016.

The spin-off of the water business is in line Memorandum of Agreement between H2O’s parent, Jolliville Holdings Corp. (JOH) and other related parties and Mr. Uy’s Udenna Development Corp. (UDEVCO) last December 2017. Here, JOH agreed to sell all its shareholdings, or 62.006%, in H2O to UDEVCO.

At least two-thirds of the shareholders of H2O would have to approve the transaction before it can be completed, as well as the confirmation by UDEVCO and JOH.

UDEVCO will also be launching a mandatory tender offer for the H2O shares, as per the Securities Regulation Code.

Shares in H2O jumped 13.03% or 77 centavos to P6.68 apiece at the stock market’s close on Thursday, while parent JOH enjoyed a 7.54% increase or 37 centavos to P5.28 each. The two firms were among the top gainers for the day, defying the Philippine Stock Exchange index’s 1.14% drop to 8,515.57 as rising bond yields continued to put a pressure on global markets.

Mr. Uy’s property arm had earlier expressed interest taking its business public, saying it is considering an initial public offering or backdoor listing.

UDEVCO currently operates Lapu-Lapu Land Corp., a Cebu-based firm undertaking the development of a $341-million Lapu-Lapu Leisure Mactan project. Spanning 12.5 hectares, the project will house a casino, retail complex, and hotels. The company looks to start the casino’s operations as early as 2019, ahead of the development’s target completion in 2022.

Mr. Uy has been steadily expanding his business since the start of President Rodrigo R. Duterte’s administration. His logistics arm, Chelsea Logistics Holdings Corp., has been snapping up logistics firms to grow its reach after conducting a P5.84-billion IPO last June 2017.


Dennis Uy-led firm shifting to resorts and gaming business

THE shareholders of Philippine H2O Ventures Corp. have approved on Monday the change in the company’s name to PH Resorts Group Holdings, Inc., paving the way for its shift to the resorts and gaming businesses.

“Philippine H2O Ventures Corp. is now under new management as the newest member of the Udenna group of companies,” Raymundo Martin M. Escalona, president of PH Resorts, said during the company’s annual stockholders’ meeting yesterday at Seda Hotel Vertis North in Quezon City.

The company, which has completed divesting its water business, will also raise its authorized capital stock to P5 billion from P500 million, as well as change its business address, and increase the number of directors to nine from seven. All moves have been approved by stockholders.

Mr. Escalona told reporters the company currently has four projects under development — a casino in Mactan and Clark, and two hotels in Davao and Bohol. PH Resorts has two casino licenses, he added.

The minimum spending for the Mactan casino is $300 million, while Clark requires $200 million, he said.

“As promised PAGCOR (Philippine Amusement and Gaming Corp.), Mactan I think we’re given… until 2022 [to complete]. For Clark, I think 2023, but we’ll see if we can do it earlier,” Mr. Escalona said.

The new hotel in Davao will be run in partnership with sister company Enderun Colleges. Construction is expected to start this year, and will be completed within three years.

“Davao is a joint undertaking with Enderun. Enderun is our education part. They will have two floors there, but it will be a hotel, parang (sort of) events center,” Mr. Escalona said.

For the Bohol project, the company is expanding an existing resort in Panglao.

“We are scaling that up. We’ll look at plans depending on how much those plans will result to, we’ll see if we can finish it earlier,” Mr. Escalona said.

Udenna, the holding firm for businessman Dennis A. Uy’s business interests,

completed its entry in H2O on June 1. It named Mr. Uy as its new chairman after the departure of the previous members of the board of directors.

Mr. Uy’s entry came after Udenna’s tender offer to buy 37.994% of the company’s issued and outstanding shares. No shareholders tendered their shares after the tender offer period on May 29.

The common shares — totaling 92,416,614 — represent the remaining shares in H2O that are not part of the 62.006% bought by Udenna from the sellers, which are the company’s parent firm Jolliville Holdings Corp. and its subsidiaries and related parties.

Mr. Uy, who is the founder and chairman of Udenna, said the Clark casino project is in the design stage.

“It’s at least around 400-500 rooms. It’s an integrated resort,” he said.

Mr. Uy said PH Resorts would allow the Udenna “to take advantage of the many opportunities in the tourism sector; create stronger synergies among our existing businesses, and make more meaningful contributions to the Philippine economy.”

On Monday, shares in H2O jumped 17.11% to close at P7.05 apiece.



Uy to list casino projects through PH resorts

Davao-based businessman Dennis Uy has transformed Philippine H2O Ventures Corp. into his group’s tourism platform, officially anointing this as the backdoor-listing vehicle for upcoming integrated casino resorts in Cebu and Pampanga.

In its annual stockholders’ meeting on June 25, the publicly listed Philippine H2O Ventures secured approval to change its name to PH Resorts Group Holdings Inc. (PH Resorts) as well as transform its primary purpose to engage in the hotel and/or gaming and entertainment business.

PH Resorts will house the tourism-related businesses of Uy-led Udenna Group.

In a statement yesterday, Udenna announced that PH Resorts’ portfolio would include two integrated resort and casino projects, one in Mactan, Cebu, and another one in Udenna’s Clark Global City in Angeles, Pampanga.

Shareholders also approved an increase in PH Resorts’ authorized capital stock to P8 billion from P500 million.

“As we foray deeper into the tourism sector, we hope to usher in a new era of growth for our shareholders,” Uy said in the statement.

“At the same time, we look forward to supporting the development of the tourism sector, which serves as one of our economy’s growth pillars,” said Uy, who was elected PH Resorts’ chair.

The following will join the company’s board: Raymundo Martin Escalona (president); Jose Angel Sueiro (chief operating officer); Cherylyn Uy (treasurer); and Lara Lorenzana (chief financial officer). Eric Recto and William Yap were appointed independent directors.

Udenna Group earlier acquired 62 percent of the issued and outstanding capital stock of H2O Ventures, which used to be a water utility company, under a share purchase agreement primarily with Jolliville Holdings Corp.

Uy’s group also controls Phoenix Petroleum Philippines Inc., Chelsea Logistics Holdings Corp. and 2GO Group, Inc.


9-2 kaya pala tumaas ito today

Dennis Uy set to raise P1.48 billion from share sale to fund casinos

The casino venture of businessman Dennis Uy plans to raise as much as P18.48 billion through a share sale scheduled before the end of 2018.

Philippine H20 Ventures Inc., soon to be called PH Resorts Group Holdings Inc., said in a filing with the Securities and Exchange Commission it would sell up to 2.054 billion in common shares with an indicative offer price of up to P9 apiece

About 1.78 billion of the 2.054 billion shares are primary shares while 267.94 million are for over-allotment shares.

The indicative offering price of P9 is 73-percent higher compared with Philippine H20 closing price of P5.20 per share on Friday.

The company has reportedly tapped China Banking Corp. and CLSA Ltd. as the underwriters of the follow-on offering.

The planned share sale will also enable the company to comply with the 10 percent minimum public ownership required on listed companies.

The Uy-led Udenna Development Corp. in March completed the acquisition of a 62-percent stake in Philippine H2O under a share purchase agreement mainly with Jolliville Holdings Corp.

Shareholders of Philippine H20 during a stockholders’ meeting held in June approved the change in the company’s corporate name to PH Resorts Group Holdings. Inc and an increase in the capital base to P8 billion from P500 million.

The increase in the company’s capital will enable Philippine H20 to issue P4.5 billion worth of shares and cash to Udenna Group, which in turn, will infuse capital into tourism-related businesses, including the two integrated resort and casino projects.

The additional capital will increase Udenna’s stake in Philippine H2O to 98 percent.

Uy is building a $300-million casino project called Lapu-Lapu Leisure Mactan on a 12-hectare lot in Cebu. Jenniffer B. Austria

It is also finalizing plans to build a second casino within 177-hectare Clark Global City in the Clark Freeport Zone in Pampanga. The project is scheduled for completion by 2022.

Uy said the group was in talks with potential operators to manage the two casino projects.

Aside from the two casino ventures, the company will also continue to actively pursue and consider other tourism, hospitality and leisure projects.

Uy’s Group controls several listed companies, namely Phoenix Petroleum Philippines Inc., Chelsea Logistics Holdings Corp., 2GO Group Inc. and recently ISM Communications Corp. 


Still Accumulating. BUY

...sige go, accumulate Tongue

PH Resorts sets P4.5-billion share swap with Dennis Uy-led firm

PH RESORTS Group Holdings, Inc. (PHR) will conduct a P4.55-billion share swap with the leisure company of businessman Dennis A. Uy, as part of his group’s ongoing takeover of the firm.

PHR, formerly known as Philippine H2O Ventures Corp., said in a disclosure to the stock exchange on Tuesday that it will issue 4.14 billion shares valued at P4.55 billion in exchange for shares in PH Travel and Leisure Holdings Corp. (PHTLHC) held by Udenna Corp., Mr. Uy’s holding firm.

“The PHR shares exchanged for PHTLHC shares are transferred at fair value, as determined by a valuation report and fairness opinion issued by an independent firm,” the company said.

PHTLHC will also subscribe to a total of 406.38 million shares in PHR at P406.38 million to be paid in cash.

The share swap is in relation to the increase in PHR’s authorized capital stock to P8 billion from P500 million. The issuance will also ensure that the company will still comply with the 10% minimum public float for listed companies.

PHTLHC holds Mr. Uy’s tourism-related businesses. The group is currently developing an integrated resort and casino project in Lapu-Lapu City, Cebu, as well as another resort and casino project in Clark Global City, Pampanga. 


#58 stock symbol H2O


PH Resorts awaits PSE go signal for P18.5-B follow-on offering

PH RESORTS Group Holdings, Inc. looks to get the Philippine Stock Exchange’s (PSE) approval for its P18.488-billion follow-on offering within the month, in order to facilitate its expansion.

“We’re waiting for PSE. Feb. 13 daw ang board (meeting) nila,” Udenna Corp. Vice-President for Finance Ignacia S. Braga told reporters on the sidelines of ISM Communications Corp.’s special stockholders’ meeting in Makati last week.

Udenna Corp. serves as the parent company of PH Resorts.

The leisure and tourism arm of Davao-based businessman Dennis A. Uy secured the Securities and Exchange Commission’s approval for the follow-on offering last month. It plans to sell a total of 2.054 billion shares, consisting of 1.786 billion primary offer shares and 267.95 million shares as part of the stabilization related option, priced at up to P9 each.

The company tapped CLSA Ltd. and UBS as the international underwriters for the offer, while China Banking Corp. will act as the domestic underwriter.

PH Resorts could net P17.914 billion from the offering should it fully exercise the stabilization related option.

The funds raised will be used to fund PH Resorts’ integrated resort and casino in Lapu-Lapu City, Mactan called The Emerald. The resort will stand on a 13.5-hectare property that will house a main gaming area, non-gaming amenities, a 300-meter beachfront, fitness studio, and infinity pools.

The casino alone will have an aggregate gaming floor area of 7,585 square meters (sq.m.) during the first phase, and is set to expanded by 9,400 sq.m. in the second phase. The company also plans to develop a five-star hotel with around 1,300 rooms in the complex.

PH Resorts will also renovate The Donatela Hotel in Panglao, Bohol, a more family-oriented option near The Emerald. The company will add 28 additional villas to its existing 12 villas.

The company’s expansion plan also includes Clark Resort, a four-hectare integrated tourism resort complex in Clark Freeport Zone, Pampanga. It includes a 7,500 sq.m. casino, a retail outlet mall, and facilities for meetings, conventions, and exhibitions.

Formerly called Philippine H2O Ventures Corp. (H2O), PH Resorts entered the stock exchange in 2018, after H2O’s parent Jolliville Holdings Corp. executed a sale and purchase agreement to transfer its interest in the firm to Udenna Development Corp. or to any of its assignees.

The company’s name was change to PH Resorts in June 2018, alongside the change in its primary purpose to engage in the hotel, gaming and entertainment business. It now serves as the holding firm for the Udenna group’s tourism-related businesses. 



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