San Miguel to merge alcohol and food units

Diversified conglomerate San Miguel Corporation is consolidating its stakes in San Miguel Brewery Inc. and Ginebra San Miguel Inc. into San Miguel Pure Foods Corporation (SMPFC) to create an even more very big food and beverage company.

"The amendments to the primary goal and corporate name will result in the company being authorized to engage in the beverage business, and representing itself to the public as now being a food and beverage corporation", SMPFC said. The value of the transaction is pegged at P336.35 billion.

San Miguel said in a disclosure to the stock exchange it would transfer 7.86 billion shares in San Miguel Brewery Inc. and 216.97 million shares in Ginebra San Miguel to SMPFC with a combined value of P336.35 billion as a part of move to consolidate its food and beverage businesses under one subsidiary.

In addition to the name change and expansion of its primary objective, Pure Foods said its articles of incorporation would also be changed to reflect a reduction in the par value of its common shares to P1 from P10.

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The company's primary goal will also be expanded to include its engagement in the alcoholic and non-alcoholic beverage business.

San Miguel shares rose 5.4% to 106.80 pesos each, while San Miguel Pure Foods shares surged by 50% - hitting the ceiling imposed by the Philippine Stock Exchange - to 462 pesos apiece.

A tender offer for San Miguel Brewery and Ginebra San Miguel common shares held by minority shareholders was also authorized by the Pure Foods board, if required by relevant laws and regulations. The company put this down to "creative marketing and sales executions", which allowed it to push into new geographical regions.

In relation to the consolidation and share swap, San Miguel Pure Foods has asked regulators to exempt it from the 10% minimum public float requirement, as the transaction will dilute shareholdings. It also sought tax exemptions from authorities and clearance from Philippine Competition Commission.

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