Robinsons Land Corporation (stock: RLC), one of the top real estate developers in the country, has disclosed a significant transaction involving the sale of 318,902,800 common shares of RL Commercial REIT, Inc. (stock: RCR). The shares were sold at a price of PHP 5.86 per share, generating a total transaction value of PHP 1,868,770,408.00. This strategic move was authorized by RLC’s Board of Directors and is set to be settled on October 22, 2024.
- Total Shares Sold: 318,902,800 common shares of RCR
- Price per Share: PHP 5.86
- Total Transaction Value: PHP 1.87 billion (exclusive of taxes and fees)
- Settlement Date: October 22, 2024
The shares were sold through a block sale, a transaction method that involves the sale of a large number of shares outside of the open market. This type of sale is typically negotiated privately and is often used when companies want to transfer a substantial amount of shares without disrupting the stock price. The transaction was anchored by high-quality long-only institutional investors, indicating strong demand from investors who plan to hold the shares over an extended period.
Institutional Involvement
BPI Capital Corporation acted as the Sole Placement Agent and Bookrunner for this deal, while legal guidance was provided by Picazo Buyco Tan Fider & Santos. The involvement of a reputable placement agent and legal counsel ensures that the transaction was carried out efficiently, following all necessary regulations and requirements.
Regulatory Aspects
The sale was conducted under exemptions specified in the Philippine Securities Regulation Code (SRC). This means that the shares were sold without needing to undergo the typical registration process required for securities offerings. Specifically, the transaction was exempted under Sec 10.1(k) and Sec 10.1(l) of the SRC, following the rules implemented by Rule 10.1.2 and Rule 10.1.3. While these shares are exempt from registration, any future offers or sales by the buyers would still need to comply with the SRC's registration requirements, unless they also qualify for exemption.
Use of Proceeds
RLC has announced that it will submit a Reinvestment Plan detailing how the proceeds from this block sale will be used. The plan is expected to outline future investments, which could range from expanding its existing projects to funding new developments. This kind of transparency is vital for maintaining investor confidence, as it demonstrates a clear strategy for reinvesting the capital obtained from the sale.
Strategic Implications
The transaction highlights RLC's strategic capital management and the confidence of institutional investors in RCR's long-term prospects. RL Commercial REIT, Inc. is a real estate investment trust that focuses on income-generating commercial properties, and its connection with RLC strengthens the value proposition for investors. The block sale also illustrates RLC's approach to leveraging its assets, generating liquidity, and possibly reinvesting in areas that could further boost its growth.
The PHP 1.87 billion block sale of RCR shares is a noteworthy event for Robinsons Land Corporation and the broader market. It reflects RLC's strategic financial planning and the sustained interest of institutional investors in RCR. As RLC prepares to reinvest the proceeds from this sale, it will be crucial to watch how these developments unfold, as they could have implications for the company's future projects and the performance of RL Commercial REIT.