BDO Leasing to appeal RS suspension with SEC
BDO LEASING and Finance, Inc. (BDOLF) will appeal the suspension of its registration statement (RS) with the Securities and Exchange Commission (SEC) after this was flagged for being 鈥渕aterially incomplete and inaccurate.鈥
This comes after parent bank BDO Unibank, Inc. sold its controlling stake in BDOLF to third parties and the revisions in BDOLF鈥檚 primary business to become a holding company.
In a filing with the local bourse on Monday, the leasing and financing arm of Sy-led BDO Unibank, Inc. said it wants to engage the SEC for a reconsideration of the regulator鈥檚 decision as soon as possible.
鈥淏DOLF believes that there are no sufficient grounds for the suspension of its Registration Statement (RS),鈥 it said, noting it has been transparent and timely with reporting material transactions.
鈥淭he protection of minority shareholders has always been considered by BDOLF. In particular, minority shareholders are vested with appraisal rights and the Mandatory Tender Offer will allow them to sell their shares at a premium,鈥 BDOLF said.
Last week, the SEC鈥檚 Markets and Securities Regulation Department (MSRD) ordered the suspension of BDOLF鈥檚 registration statement, saying the information in the document has become 鈥渕aterially incomplete and inaccurate鈥 after the company sold a controlling stake to third parties.
鈥淭he MSRD finds that the suspension of the RS is consistent with public interest and protection of investors as the RS is materially incomplete and inaccurate, and, if left unchecked, would tend to work a fraud on investors,鈥 the SEC said on Feb. 14.
It cited that Rule 14 of the 2015 Implementing Rules of the Securities Regulation Code that an amended RS is needed to be filed with the SEC in circumstances such as a major change in the primary business of the issuer; reorganization of the company; or an increase in risk on the investment or on the securities covered by the registration.
Last month, BDO said it entered into an agreement to sell its equity stake worth 88.54% of BDOLF for about P5.451 billion as part of the restructuring of its leasing business. 鈥 LWTN
