PhilWeb has provided additional details on its planned sale of 81.38 million treasury shares to JKS Tech Solutions Inc. (JKS). The transaction has also prompted the Philippine Stock Exchange (PSE) to suspend trading of the company's shares pending further disclosures.
The share purchase agreement, executed on September 7, values the transaction at approximately PHP1.34bn, with JKS purchasing the shares at PHP16.50 each. The sale will be completed in two closings, subject to regulatory approvals.
The first closing covers 20.35 million treasury shares, while the remaining 61.04 million shares will be transferred during a second closing after additional conditions are met, including Securities and Exchange Commission approval of JKS' proposed capital increase and Philippine Stock Exchange approval for the related block sale.
According to PhilWeb, proceeds from the transaction will partially fund its subscription to Common B shares of JKS under a separate subscription agreement. The company said the remaining funds will provide additional financial flexibility for capital requirements, strategic investments and general corporate purposes.
Following completion of the sale, PhilWeb's treasury share holdings will decline from more than 81.38 million shares to 146 shares. Its issued and outstanding common shares are expected to increase to approximately 1.68 billion, while its public ownership level is projected to reach about 26.59%, assuming no other changes to its capital structure.
The company said the transaction forms part of its strategic investment in JKS, a Philippine business-to-business technology, platform and digital infrastructure provider serving licensed mid-market operators in the digital entertainment sector.
Separately, the PSE said it considers PhilWeb's investment in JKS to fall under its rules governing substantial acquisitions and reverse takeovers. As a result, trading of PhilWeb shares was suspended from September 8 pending the submission of comprehensive disclosures required under the exchange's listing rules.
The exchange said it will provide further updates as additional information becomes available.
The transaction involves existing treasury shares, meaning no new PhilWeb shares will be issued