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PSE Circular for Brokers No. 1334-98

PSE Circular for Brokers No. 1334-98 • Philippine Stock Exchange • Circulars for Brokers • Jun 17, 1998

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June 17, 1998 PSE CIRCULAR FOR BROKERS NO. 1334-98 NOTICE TO ALL STOCKHOLDERS OF JG Summit Holdings, Inc. Reference is made to the terms of the offer to eligible holders of common shares in the capital stock of JG Summit Holdings, Inc. (the "Company") as of May 15, 1998 of the right to purchase a total of 2,060,921,728 new common shares with a par value of P1.00 each in the capital stock of the Company at an Offer Price of P2.25 per Offer Share. Eligible Stockholders of Record will have the right to subscribe to one Offer Share for every two common shares held (the "Offering"). Reference is likewise made to the Offering Prospectus and the Application both of which have been made available to stockholders of the Company. The Company has executed a Receiving and Custodian Bank Agreement that provides for the Custodian Bank's release of the net proceeds of the First Payments, including the portion of the First Payments equivalent to 25.0 percent of the full payment for the Final Second Tranche Shares, Final Third Tranche Shares, and Final Fourth Tranche Shares. Thereafter, the Custodian Bank shall release the net proceeds of the Second, Third, and Fourth Payments to the Issuer only upon each relevant listing date to be disposed of strictly in accordance with the terms of the Offering. In consideration of the Custodian Bank's undertaking to release such amounts on the First Tranche Listing Date, the Company has undertaken to promptly return to the Custodian Bank, for refund to the subscribers, all amounts pertaining to the portion of the First Payments equivalent to 25.0 percent of the full payment for the Final Second Tranche Shares. Final Third Tranche Shares, and Final Fourth Tranche Shares in the event that the listing of the Offer Shares pertaining to the corresponding tranche of the Offering does not occur as provided under the terms of the Offering. Accordingly, the Company has approved the following revisions to certain provisions on pages 12 and 15 of the Offering Prospectus, as well as the Application: The last paragraph of the section entitled, "Payment" on page 12 of the Offering Prospectus should read as follows: Except for the whole or part of First Payments relating to rejected or reduced applications and Excess First Payments (which shall be refunded), the Custodian Bank shall release to JG Summit the net proceeds of the First Payments, including the portion of the First Payments equivalent to 25.0 percent of the full payment for the Final Second Tranche Shares, Final Third Tranche Shares, and Final Fourth Tranche Shares, upon listing on the PSE of the first tranche of the Offer Shares. Second, Third and Fourth Payments received in advance of the related Payment Due Dates shall be accepted by the Receiving Bank and will be applied towards the full payment of the second, third and fourth tranches. The last paragraph of the section entitled "Use of Proceeds" on page 15 of the Offering Prospectus should read as follows: The net proceeds of each tranche of the Offer Shares shall be released to JG Summit by the Custodian Bank upon listing of the corresponding Offer Shares on the PSE provided that the portion of the First Payments equivalent to 25.0 percent of the full payment for the Final Second Tranche Shares. Final Third Tranche Shares, and Final Fourth Tranche Shares will be released to JG Summit upon the listing on the PSE of the first tranche of the Offer Shares. The last paragraph of the section entitled, "Payment" in the Terms and Conditions of the Offering annexed to the Application should read as follows: Except for the whole or part of First Payments relating to rejected or reduced applications and Excess First Payments (which shall be refunded), the Custodian Bank shall release to JG Summit the net proceeds of the First Payments, including the portion of the First Payments equivalent to 25.0 percent of the full payment for the Final Second Tranche Shares, Final Third Tranche Shares, and Final Fourth Tranche Shares, upon listing on the PSE of the first tranche of the Offer Shares. Second, Third and Fourth Payments received in advance of the related Payment Due Dates shall be accepted by the Receiving Bank and will be applied towards the full payment of the second, third and fourth tranches. All other prior terms and conditions of the Offering remain unchanged. Unless otherwise stated or the context provides otherwise, capitalized terms used in this Notice shall have the meanings given to them under the Offering Prospectus. For further details, questions or clarifications, please contact PCI Capital Corporation at 750-6278 or the office of the Corporate Secretary at 633-7631. (SGD.) EMMANUEL C. ROJAS, JR. Corporate Secretary

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