INTERNATIONAL Container Terminal Services Inc. (ICTSI) has secured regulatory approval for the creation of a new class of preferred shares to be used for a proposed CEO stock option plan.
In separate disclosures, ICTSI said the Securities and Exchange Commission (SEC) on June 4 approved the creation of 25 million preferred C shares, amendments to the company’s articles of incorporation and by-laws and related changes to its capital structure.
The new preferred C shares will have a par value of P1 apiece and will be nonvoting, noncumulative and nonparticipating.
The shares will also be convertible into common shares and redeemable under terms to be determined by the company’s board of directors.
ICTSI said the preferred C shares would be reserved exclusively for allocation under its proposed CEO Stock Option Plan.
To facilitate the creation of the new share class, the company converted 25 million unissued preferred A shares into preferred C shares and canceled a remaining 964.2 million unissued preferred A shares.
The restructuring reduced ICTSI’s authorized capital stock to P4.26 billion from P5.23 billion.
The revised capital structure consists of 4.23 billion common shares, 3.8 million preferred A shares, 700 million preferred B shares and 25 million Preferred C shares.
The company said the changes would have no immediate effect on its outstanding shares, public float, or foreign ownership level because the preferred C shares remain unissued.
ICTSI’s board approved the creation of the new share class and related amendments in March, while shareholders ratified the proposals during the company’s annual meeting in April.
The SEC’s approval completes the regulatory process needed to implement the capital restructuring and establish the preferred shares intended for the executive incentive program.
Shares of the company rose P5.50, or 0.65 percent, to close at P855.00 each on Friday.