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Equitable Banking CorporationProcedures for Trading PCIB Shares After SEC Approval of Merger

PSE Circular for Brokers No. 2215-99 • Philippine Stock Exchange • Circulars for Brokers • Sep 3, 1999

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September 3, 1999 PSE CIRCULAR FOR BROKERS NO. 2215-99 SUBJECT : Equitable Banking Corporation Procedures for Trading PCIB Shares After SEC Approval of Merger Equitable Banking Corporation ("EBC") has informed the Exchange that the Securities and Exchange Commission has approved its Plan of Merger with Philippine Commercial International Bank ("PCIB") and has issued the corresponding Certificate of Filing of Articles of Merger on September 2, 1999. A maximum of 460,798,350 EBC shares ("Merger Shares") shall be swapped for PCIB common and preferred shares at a ratio of three (3) EBC shares for every one (1) PCIB share. The Merger Shares shall thereafter be listed on the day to be set by the Exchange following the Board of Governors' approval ("Listing Date"). The delisting of the PCIB shares shall be done simultaneously with the listing of the Merger Shares. Beginning today, September 3, 1999, a trading halt on PCIB shares shall be imposed. llcd In view thereof, the procedures for trading PCIB shares shall be as follows: 1. For a maximum period of thirty (30) calendar days after said Listing Date, PCIB stock certificates will continue to be honored as evidence of ownership of Equitable shares. Therefore, during this limited 30-day period, PCIB shares may be sold as EBC shares using PCIB stock certificates (i.e., at the ratio of 3 EBC shares for every 1 PCIB share). Thereafter, only EBC stock certificates may be traded through the PSE. cdll 2. PCIB stock certificates may be surrendered for replacement with EBC stock certificates at the office of PCIB's Stock Transfer Agent, Securities Transfer Services, Inc., Benpres Building, Ortigas Center, Pasig City. For your information and guidance. (SGD.) CORAZON A. PADUA Officer-in-Charge SECURITIES AND EXCHANGE COMMISSION SEC FORM 11-C CURRENT REPORT UNDER SECTION 11 OF THE REVISED SECURITIES ACT (RSA) AND RSA RULE 11(a)-l(b)(3) THEREUNDER 1. 2 September 1999 Date of Report (Date of earliest event reported) 2. SEC Identification Number 5223 3. BIR Tax Identification No . 230-000-453-086 4. EQUITABLE BANKING CORPORATION Exact name of registrant as specified in its charter 5. Metro Manila 6. (SEC Use Only) Province, country, or other jurisdiction of incorporation Industry Classification Code 7. 262 Juan Luna Street, Binondo, Manila Address of principal office 8. (632) 242-7101 Registrant's telephone number, including area code 9. Not Applicable Former name or former address if changed since last report 10. Securities registered pursuant to Section 4 and 8 of the RSA Title of Each Class Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding Common Shares 364,385,500 11. Indicate the numbers reported herein : Item 9 Today, September 2, 1999, the Securities and Exchange Commission (SEC) approved the following in respect of the merger between Equitable Banking Corporation (Equitable ) and Philippine Commercial International Bank (PCIBank) 1. Articles of Merger and Plan of Merger Under the terms of the approved Plan of Merger. the merger between Equitable and PCIBank, with Equitable as the surviving corporation, is effective today, September 2, 1999. (2) Amendment of the Articles of Incorporation of Equitable increasing the authorized capital stock of Equitable from P5 Billion to P10 Billion and denying the pre-emptive right of stockholders; and (3) Amendment of By-Laws of Equitable removing the provision requiring a maximum interval between the record date and the proposed date of any stockholders' meeting, payment of dividend, or effectivity of any change, conversion, or exchange of stares or allotment of rights of stockholders SIGNATURES Pursuant to the requirements of the Revised Securities Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto authorized. EQUITABLE BANKING CORPORATION Registrant (SGD.) ELMER B. SERRANO Office In Charge Corporate Information Officer

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