NBS listing shares via Vulcan

18 April 2013

National Book Store Inc. (NBS) has started the process for its backdoor listing at the Philippine Stock Exchange via Vulcan Industrial & Mining Corporation with a cash infusion of up to P3.04 billion.

In a disclosure to the PSE, Vulcan said its board of directors has approved the increase in its authorized capital stock to P4 billion from P600 million.

NBS will then subscribe to P3.4 billion new shares from the increased capital at P1.00 per share consisting of P363.94 million via the conversion of its advances into equity and a cash subscription of P3.04 billion.

The liabilities were assigned by Alakor Corporation, another Ramos controlled firm, to NBS.
The Vulcan board has also approved the change in the compan's primary purpose from mining to retail and relegation of mining and oil exploration as secondary purpose.

It will also amend its secondary purposes "to include, among other things: wholesale, publishing, printing, manufacturing, distribution, contracting, and all other activities necessary for or incidental thereto."

Vulcan will also transfer its mining and oil-related assets and then change its corporate name to National Book Store Retail Corporation.

Another Ramos-controlled firm Anglo Philippine Holdings Corporation earlier said it had entered into an agreement with NBS to sell Anglo's stake in Vulcan to NBS.

The agreement covered the sale of 12.25 million share at the agreed price of P1.00 per share for a total of P12.5 million.

Vulcan holds mineral exploration rights in various parts of the country and operates a rock aggregates project located in Rizal.

The firm said its board discussed the possibility of its exiting the mining sector although no definite plans have been made. A committee has been created to look into alternative exit strategies.

Alfredo C. Ramos, NBS president, is the incumbent chairman and president of Vulcan Mining. Christopher M. Gotanco, president and CEO of Anglo Philippine Holdings Corporation, has been elected vice chairman and COO of the company in concurrent capacity.