-
2GO Group, Inc. filed for voluntary delisting from the Philippine Stock Exchange on July 17, 2023
-
The move was proposed by 2GO’s two major shareholders, SM Investments Corp. and Trident Investments Holdings Pte. Ltd., and approved by 2GO’s Board and stockholders
-
2GO will either be a privately held company or a public company
2GO Group, Inc. filed for voluntary delisting from the Philippine Stock Exchange (PSE) on July 17.
The petition dated May 18 requests delisting of common shares with a par value of P1 per share from the main board of the PSE at least 60 days from the filing of the petition.
The voluntary delisting was proposed by 2GO’s two major shareholders, SM Investments Corp. (SMIC) and Trident Investments Holdings Pte. Ltd. It was also approved by the 2GO Board of Directors on February 28 and by the stockholders on April 18.
In view of the delisting, SMIC conducted a tender offer for up to 378.817 million common shares constituting 15.39% of the issued and outstanding common stock of 2GO.
The tender offer with an offer price of P14.64 per common share of 2GO started from March 15 and ended on April 28. A total of 352.691 million common shares were tendered and accepted by SMIC during the tender offer for a total transaction value of P5.163 billion. The tender offer shares were crossed through the PSE on May 5 and the purchase settled on May 10.
As a result of the tender offer, SMIC and Trident now owns 98.94% outstanding common stock—well over the 95% required for a delisting—of 2GO. Of this, 67.21% is owned by SMIC while 31.73% is by Trident.
According to the petition, prior to the tender offer, 2GO’s public ownership was at 15.39% amounting to 378.817 million outstanding common shares. The number of 2GO shares that trade daily on the PSE is 16,053 shares on average over the previous year (2022).
“Given the low trading volume, the majority shareholders believe that the share value of 2GO does not reflect its intrinsic value, which makes it prohibitive for 2GO to raise capital or refinance existing debt obligations,” 2GO said, adding that this was why SMIC and Trident proposed the delisting.
SMIC earlier said as majority shareholder, the tender offer is aimed to take the logistics company private and provide the conglomerate with “greater exposure to the long-term growth and financial success of 2GO.”
According to the petition, if successfully delisted from the PSE, 2GO will become either a privately-held company or a public company. 2GO will still be considered as a public company if it will still have at least 200 shareholders owning at least 100 shares each. Otherwise, 2GO will become a privately held company.
SMIC said it will continue to help develop and expand the shipping and logistics business of 2GO. 2GO intends to refleet its vessels with newer and more modern roll-on/roll-off passenger vessels as part of its ongoing refleeting plans.
SMIC in 2017 acquired a minority stake in 2GO and in June 2021 has increased its stakes in the logistics service provider to 52.85% and made it a subsidiary.
2GO provides integrated transportation and logistics services with five business units, namely, 2GO Sea Solutions, 2GO Special Containers, 2GO Logistics, 2GO Express, and 2GO Distribution.
The group delivered a net income of P312 million in 2022, a turnaround from the net loss of P1.14 billion in 2021 and the first annual profit since 2017. For the first quarter of 2023, it swung to a net income of P190 million from a net loss of P35 million in the same period last year.
