Monday, August 13, 2018

EDC recognized as one of ASEAN’s best in corporate governance

Geothermal leader Energy Development Corporation (EDC) was recently recognized for its outstanding corporate governance practices by the Institute of Corporate Directors (ICD). ICD is a non-stock, non-profit organization dedicated to the professionalizing corporate directorship by raising corporate governance standards. It assessed and ranked different publicly listed companies through the ASEAN Corporate Governance Scorecard (ACGS). Companies were ranked based on rights of shareholders, equitable treatment of shareholders, role of stakeholders in corporate governance, disclosure and transparency, and responsibilities of the board. The corporate governance scorecard is benchmarked against international best practices that encourage publicly listed companies to go beyond minimum compliance, further pushing for the improvement of corporate governance practices.

EDC’s corporate governance practices are primarily embodied in the Company’s Manual of Corporate Governance, Code of Conduct and Business Ethics and Code of Conduct and Discipline. EDC won additional points for developing policies on Conflict of Interest, Protected Disclosures, Giving and Receiving of Corporate Gifts, Fraud, and Related Party Transactions, as well as the manual on Enterprise Risk Management.

EDC is the world’s largest vertically integrated geothermal company and the largest renewable energy firm in the country, with an installed total capacity of 1,456.8 MW of purely renewable energy. It is a part of the Lopez Group of Companies.

Wednesday, August 8, 2018


The Board of Directors of Energy Development Corporation (EDC) approved yesterday the company’s plan to voluntarily delist its common shares from the Philippine Stock Exchange (PSE) and, in accordance with the PSE’s delisting regulations, to conduct a tender offer (the Tender Offer) for all of its common shares held by the public, at a price of P7.25 per common share (the Tender Offer Price). Upon the successful completion of the Tender Offer (and subject to the approval by the PSE of the voluntary delisting), EDC is expected to be delisted from the PSE.


“The intention to eventually delist EDC was shared with the market last year and the tender offer that our board has approved today presents a meaningful opportunity for our minority shareholders to realize their investment prior to the delisting of the company, at a significant premium to the current share price,” EDC President and Chief Operating Officer, Richard Tantoco stated.


In September 2017, Philippines Renewable Energy Holdings Corporation (PREHC) completed a voluntary tender offer to acquire 8.9 billion common shares of EDC.


At that time, PREHC and First Gen Corporation (First Gen) communicated to the market their intentions to eventually delist EDC, to pursue a corporate strategy that would require greater flexibility over factors like its dividend policy and leverage, and to support long-term growth.


EDC’s Tender Offer Price of P7.25 per share represents a 46% premium over the closing share price of P4.95 on 7 August 2018 and a 40% premium over the three-month volume weighted average price of P5.18. The independent financial adviser, KPMG, issued an opinion based on an independent valuation that the Tender Offer Price is fair and reasonable from a financial point of view.


Subject to the filing by EDC of the Tender Offer Report (SEC Form 19-1) with the Securities and Exchange Commission (SEC), the Tender Offer period is expected to commence from 25 September 2018 to 22 October 2018 (the Tender Offer Period),[1] and is subject to a minimum of 1,162,000,000 common shares being tendered and eligible for acceptance by EDC through the Tender Offer, which will reduce the percentage of shares held by the public from 10.9% to less than 5.0%, and in turn, allow a voluntary delisting of the company, subject to PSE approval (the Threshold Condition).


EDC may extend the Tender Offer Period (with prior approval of the SEC) and may, at its discretion, waive the Threshold Condition.



About the Tender Offer


As approved by the Board of Directors of EDC and subject to the filing of the Tender Offer Report (SEC 19-1) with the SEC, the terms of the Tender Offer shall be as follows:


Tender Offer Price P7.25 per common share
Tender Offer Period 25 September 2018 to 22 October 2018
Shares available for tender The Tender Offer is for up to 2,040,006,713 common shares, representing all common shares held by the public
Tender Offer Report The Tender Offer Report (in the form of SEC Form 19-1, including its annexes, exhibits and schedules) is expected to be filed with the SEC and the PSE on or before the commencement of the Tender Offer on 25 September 2018. The Tender Offer Report shall contain, among others, the terms and conditions of the Tender Offer.

[1] Pursuant to the Securities and Regulation Code (SRC) Rule 19.5, EDC shall make an announcement of its intention to make a tender offer 30 business days prior to the start of the offer.



About EDC

Energy Development Corporation (EDC) is a global geothermal energy industry pioneer and the Philippines’ largest renewable energy (RE) producer, delivering 1,472MW of clean renewable energy (RE) to the country in the form of hydro, solar, and wind power apart from geothermal. Our 150MW Burgos Wind Farm is also the biggest in the country while our almost 1,200MW geothermal installed capacity accounts for 61% of the country’s total installed geothermal capacity.


EDC powers infinite possibilities by being a champion of renewable energy that move people, transport ideas, drive industry, and transform lives.

With sustainability at the heart of our entire business value chain, we generate power through clean, renewable sources while implementing the same environmental and social practices and programs in all our business units to enhance the ecosystem and uplift the lives of the residents in our host communities.


About First Gen

First Gen is a leading independent power producer in the Philippines that primarily utilizes clean and indigenous fuels such as natural gas, geothermal energy from steam, hydro-electric, wind, and solar power. The company has 3,490MW of installed capacity in its portfolio which accounts for 21% of the country’s gross generation capacity. First Gen is a subsidiary of First Philippine Holdings Corporation, one of the oldest and largest conglomerates in the Philippines, and has over 20 years of experience in power development and is a part of the Lopez Group of Companies.



PREHC is a consortium of investors comprised of funds managed by Macquarie Infrastructure and Real Assets (MIRA) and Arran Investment Pte Ltd (Arran), an affiliate of GIC Pte Ltd (GIC). MIRA and GIC are committed, long-term renewable energy investors, owning and operating a combined installed capacity of over 18 GW globally.




Friday, July 13, 2018

EDC and Miriam College partners to propagate premium threatened native trees

MIRIAM COLLEGE SUPPORTS THE PROPAGATION OF PREMIUM THREATENED NATIVE TREES. Miriam College, a premier Filipino Catholic education institution, has teamed up with geothermal leader Energy Development Corporation’s (EDC) BINHI program to preserve premium threatened native tree species. A total of 25 trees from 11 different native tree species were planted in the Mini Forest Park located in Miriam College’s Loyola Heights campus in Quezon City last July 12th. The activity is part of the Maryknoll College High School Batch 1968 golden jubilee anniversary. Present during the activity were (back row, from left): Dr. Carlo Garcia, Miriam College Environmental Studies Institute (ESI) Head; Hazel Velasco, First Philippine Holdings Integrated Corporate Communications Assistant Manager; Dr. Gail Galang, Miriam College Institutional Partnerships and Programs Office Head; Dr. Rosario Lapus, Miriam College President; Maryknoll College Batch 1968 representatives Marite Laviña, Malu Padilla, Dolly del Rosario, Cynthia Arteficio, Missy Unson, Eppi Crisologo, Yvonne Lago, Monina Valencia, and Myra Zuñiga; Joseph Server, Joseph Server Associates President; Jimson Solatre, EDC Watershed Management Supervisor; Alex Cheng, EDC Watershed Management Analyst; Mary Ann Arcega, Miriam College Special Projects Coordinator; Eric Buado, Miriam College ESI personnel; (front row, from left) Ronino Gibe, EDC Corporate Social Responsibility Officer; and Ernesto De Guzman, EDC Consultant.