MRC Allied, Inc.

MRC Allied’s share issuance secures SEC exemption

MRC Allied, Inc. has been exempted from the registration requirements for the more than a billion common shares it plans to issue at P0.70 apiece, the company said on Wednesday.

The company told the stock exchange it received yesterday a copy of the letter dated June 13, 2018 from the Markets and Securities Regulation Department of the Securities and Exchange Commission (SEC)

“In view of the representation of the said company that the subject securities were offered for sale to new subscribers and considering that the total number of new subscribers is not more than nineteen (19), said proposed issuance is an exempt transaction under Section 10.1 (k) of the [Securities Regulation] Code,” the SEC said.

“It is understood that any future offer or sale of these shares shall be subject to the registration requirements of the Code unless such offer or sale shall qualify as an exempt transaction,” the regulator added.

MRC Allied plans to issue 1,428,571,428 common shares, which it disclosed on May 24, 2018. The shares at P0.70 would amount to nearly P1 billion.

As of Dec. 31, 2017, the total number of MRC Allied shares owned by the public amounted to 4,094,003,250, representing 48.09% of its total issued shares and outstanding.

The company is 51.54% owned by investment house Menlo Capital Corp. It has a diverse business lines, which include energy development, real estate and mining.

The company, through affiliate SunRay Power, Inc., entered into a solar energy service contract with the Department of Energy (DoE) in October 2017 to develop a 100-megawatt (MW) solar project within the New Clark City, a planned community under-development in Tarlac. SunRay previously estimated the solar project to cost P8.5 billion.

“We are waiting for endorsements that they will be sending,” Gladys N. Nalda, MRC Allied president and chief executive officer, said told reporters on Monday. “We cannot start doing anything there until we get permits.”

“We have a board-approved PSA (power supply agreement) with BCDA (Bases Conversion and Development Authority),” she added.

SunRay has a 25-year lease for 260 square meters (sq.m.) in the area, of which about 110-sq.m. is devoted for the solar project.

Ms. Nalda said the company is studying the use of the rest of the leased area.


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