PBCom takeover bid by Philtrust fails

PHILIPPINE NEWS SERVICE — The planned takeover of Philippine Bank of Communications failed after a major PBCom shareholder rejected a tender offer made by Philippine Trust Co.

The deadline for the tender offer formally lapsed yesterday after the Luy family ignored Philtrust’s bid, prompting Philippine Deposit Insurance Corp. to urge PBCom shareholders to agree on a common stand on the sale of their bank shares.

PDIC president Michael Osmeña said there were still interested buyers in PBCom but the bank regulator said it could not force the sale of the bank.

Under PBCom’s rehabilitation program, owners of PBCom must sell a block of 67 percent if they decide to divest during the five-year period. PDIC assumes authority to bid out the shares after the rehabilitation program even if the owners do not want to sell the bank.

“The shareholders must resolve the issue among themselves but they must abide by the agreement they signed with us which is to sell as a block,” Osmeña told reporters. “We don’t have the right to push them [to bid it out] but they might want to review that option.”

PBCom is owned by the Chung, Nubla and the Luy families. The Chungs and the Nublas, however, offered in November to sell their shares to Philtrust for P30 each, or some P3.016 billion for 100.56 million shares.

Philtrust chairman and former central bank governor Jaime Laya urged regulators to step in, saying that a consolidation of the two banks was good for the system.

“We’re hoping the PDIC would intervene,” Laya said in an interview. “It’s for the good of the banking system. After all, the policy of the central bank and the PDIC is to encourage mergers. It seems to me that this [Philtrust-PBCom merger] is a move in the right direction.”

Sources from the Luy family said the Philtrust tender offer was not worth considering because it was void to begin with. They said the Luys might consider selling their shares to other parties under an entirely new exercise.

The Luys were taken aback by the deal as the two other families did not consult them on the issue. The Luys, the single biggest shareholder of PBCom owning 37 percent of PBCom or some 72 million shares, are batting for taipan Lucio Tan who deposited some P2 billion in PBCom after the bank encountered financial difficulties.

Sources said the Luy family was offended by the lack of transparency on the sale to Philtrust and found the price well below the market price of around P55 in November.

Philtrust, meanwhile, is controlled by the Yap family that runs the Manila Bulletin.

Jaime Gonzalez, chairman of the Export and Industry Bank, has put together a group to make a bid for PBCom but put the plan on hold.

“The two taipans are interested in it [PBCom]. So let them,” Gonzalez said. Compared to the two taipans, who am I?. Let’s see what happens. Let the big boys settle it. They might eat me for breakfast.”