Commission Decision No. 14-M-011/2020:
Proposed Acquisition by Trident Water Company Holdings, Inc. of Shares in Manila Water Company, Inc.

ABSTRACT:

The proposed transaction is the acquisition by Trident Water Company Holdings, Inc. (Trident Water), a subsidiary company of Prime Metroline Holdings, Inc. (PMHI), of a 51%-voting interest in Manila Water Company, Inc. (Manila Water).

The transaction will be made pursuant to: (1) a Subscription Agreement in February 2020 between PMHI (on behalf of Trident Water) and Manila Water, where Trident Water will subscribe to 820,000,000 common shares of stock from the unissued authorized capital stock of Manila Water, subject to certain conditions to closing of the transaction; and (2) the granting by Philwater Holdings Company, Inc. (PHC) in favor of Trident of a proxy coupled with interest over such number of its voting preferred shares in Manila Water to Trident Water, together with its 820,000,000 common shares, to gain a voting interest of 51% in Manila Water as agreed between Trident Water and PHC.

The Acquiring Party is Trident Water Company Holdings, Inc., a Philippine corporation based in Makati City under Prime Metroline Holdings, Inc. The latter, as parent company, is engaged in various businesses including hotels, casinos, and mining firms such as Bloomberry Resorts Corporation, Bloomberry Resorts and Hotels, Inc., Apex Mining Co., Inc., Monte Oro Mining Co., Ltd., and Prime Metroline lnfrastructure Holdings Inc.

On the other hand, the Acquired Party is Manila Water Company, Inc., a Philippine corporation based in Quezon City under the Ayala Group of Companies. Manila Water holds the exclusive right to provide water services, including water treatment, water distribution, sewerage and sanitation services to the eastern zone of Metro Manila under a Concession Agreement with Metropolitan Waterworks and Sewerage System (MWSS). Manila Water has subsidiaries which provides water services outside of Metro Manila, such as in Laguna, Boracay, Cebu, and Zamboanga.