Philippine gaming platform provider PhilWeb Corporation and JKS Tech Solutions have agreed to a cross-equity transaction under which the PhilWeb group will invest PHP4.23 billion ($67.5 million) in JKS, while JKS will acquire a 4.85 percent stake in PhilWeb.
Trading in PhilWeb shares was suspended from 9:00am on September 8th after the Philippine Stock Exchange determined that the company’s investment in JKS was covered by its substantial acquisition disclosure rules.
The suspension will remain in place until PhilWeb submits the required comprehensive disclosure, according to a separate PSE notice. The exchange’s decision represents a procedural disclosure requirement and does not classify the transaction as a reverse takeover.
PhilWeb and its wholly owned subsidiary, PhilWeb Capital Corporation, will subscribe to a combined 10.73 million Common B shares in JKS at PHP394 ($6.29) per share, according to PhilWeb’s disclosure to the PSE.
PhilWeb will subscribe to 3.41 million shares for PHP1.34 billion ($21.4 million), while PhilWeb Capital will acquire 7.32 million shares for PHP2.88 billion ($46.1 million).
In the reciprocal transaction, JKS will purchase 81.38 million treasury shares in PhilWeb at PHP16.50 ($0.26) per share, for a total consideration of PHP1.34 billion ($21.4 million). The shares represent approximately 4.85 percent of PhilWeb’s issued and outstanding stock.
Both sides’ PHP1.34 billion investments are nearly equivalent, while PhilWeb Capital’s additional subscription brings the PhilWeb group’s total commitment to JKS to PHP4.23 billion.
The JKS shares will be issued through a proposed increase in the company’s authorized capital stock. The transaction remains subject to approval from JKS shareholders and the Philippine Securities and Exchange Commission, as well as other regulatory requirements and closing conditions.
JKS is a Philippine business-to-business technology, platform and digital infrastructure company serving licensed mid-market operators in the digital entertainment sector.
