THE Securities and Exchange Commission (SEC) has approved the merger of Century Properties Group Inc. (CPG) and its wholly owned subsidiary PHirst Park Homes Inc., paving the way for the consolidation of the two real estate companies.
In a disclosure on Wednesday, Century Properties said the SEC approved the merger on Sept. 29, with PHirst Park Homes to be absorbed into CPG with the latter as the surviving entity.The merger, which was approved by Century Properties’ stockholders on July 24, forms part of the company’s internal corporate restructuring aimed at streamlining operations, improving resource allocation and creating operational synergies.Century Properties said the consolidation was also intended to improve financial management, utilize tax assets, and enhance regulatory and tax administration efficiencies.Under the approved plan, PHirst Park Homes assets and liabilities will be transferred to Century Properties upon effectivity of the merger.Century Properties will issue common shares in exchange for PHirst Park Homes shares based on the 30-day volume-weighted average price of CPG shares as of April 30, subject to final confirmation and any adjustments required by the SEC.Any CPG shares issued under the merger that become treasury shares will be retired within 180 days from issuance, subject to applicable laws and regulations.The merger is expected to take effect either upon the SEC’s issuance of the Certificate of Merger or on Sept. 30, whichever is later, subject to compliance with the conditions under the merger plan, the disclosure read.PHirst Park Homes develops residential communities under the PHirst brand, with projects across Cavite, Batangas, Laguna, Quezon, Bulacan, Pampanga, Bataan and Nueva Ecija.Century Properties said the merger was not expected to result in a material change in its ultimate ownership structure, business operations or strategic direction.The company’s shares closed unchanged at P0.60 each on Wednesday.
