Commission Decision No. 06-M-039/2019:
In the Matter of the Proposed Acquisition by Aboitiz Power Corporation
of Shares in Stock in AA Thermal Inc.
[MAO Case No. M-2018-039]
The transaction involves the acquisition by Aboitiz Power Corporation (Aboitiz Power) from Arlington Mariveles Netherlands Holding B.V., an affiliate of AC Energy, Inc. (AC Energy), of shares representing 49% voting interest and 60% economic interest in AA Thermal, Inc. (AA Thermal).
Post-acquisition, Aboitiz Power will own 49% of the voting shares in AA Thermal, while the other 51% will be retained by AC Energy. The total consideration is USD579.2 million, subject to adjustments on closing.
AA Thermal owns limited partnership interests in two entities which in turn, are limited partners in each of GNPower Mariveles Coal Plant Ltd. Co. (GMCP), the owner and operator of a 2×316 MW coal plant in Mariveles, Bataan, and GNPowerDinginin Ltd. Co. (GNPD), the developer and owner of a 2×668 MW supercritical coal plant project in Dinginin, Bataan, which is currently under construction.
The transaction will result in the increase of indirectly-held limited partnership interests of Aboitiz Power in GMCP and GNPD.
Aboitiz Power, the acquiring entity, is the holding company for the Aboitiz Group’s investments in power generation, distribution, and retail electricity services. On the other hand, AC Energy is the energy platform of Ayala Corporation, one of the largest business groups in the Philippines.