Melco Resorts and Entertainment (Philippines) Corporation (MRP) will commence its tender offer to shareholders on 31 October 2018, it announced in a filing with the Philippine Stock Exchange (PSE) on Tuesday. But the company was quick to address a series of investor concerns over the matter, having last week been forced to reverse a previous decision to delist from the PSE.
MRP revealed last Friday that it had formally withdrawn its application to delist, although it gave no reasons for doing so at the time.
The company has addressed those reasons in its latest filing on Tuesday, stating that the tender offer would no longer be conducted for the purpose of voluntary delisting MRP but instead be carried out to increase the shareholding of MRP’s controlling shareholder MCO (Philippines) Investments Limited.
“The change of purpose for the tender offer, which led to the withdrawal of the petition to delist by MRP on 19 October 2018, is aimed at alleviating certain investors’ concerns that the potential delisting may exert undue pressure on their decision process related to the acceptance of the tender offer,” MRP said.
“Investors are assured that they are free to conduct their evaluations and arrive at a decision whether to tender their shares at their absolute discretions.”
However, MRP also reinforced its defense of the Php7.25 per share offer price per tender offer share following recent criticism that it was unfair because it was only around half of its initial share price in 2013.
The company said there was a misconception that all MRP shareholders must agree with the terms of the tender offer, including the offer price, for it to proceed.
“The tender offer is presented to ensure that MRP shareholders who find the offer price and other terms of the tender offer acceptable are not deprived of an opportunity to sell,” it said.
“The bidder (MCO) would like to emphasize and remind MRP shareholders that not all MRP shareholders have to agree with and accept the terms of the tender offer … the bidder respects that certain MRP shareholders may have differing views on the terms of the tender offer, including the offer price.
“If any MRP Shareholder does not believe that the offer price of Php7.25 per tender offer share is attractive, they may choose not to tender their MRP shares in the tender offer. Even if an MRP shareholder believes that the offer price is at or above fair value, they still have no obligation to participate in the tender offer.”
MCO currently holds a 72.54% stake in MRP.
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