Filinvest Land to Enter a Property-For-Share Swap with FILRT

​Filinvest Land, Inc. (FLI) and Filinvest REIT Corp. (FILRT) will enter into a property-for-share swap whereby FLI will transfer its ownership over Festival Mall-Main Mall in favor of FILRT, in exchange for 1,626,003,316 primary common shares of FILRT, at an issue price of P3.85 per share, with a total value of Six Billion Two Hundred Sixty Million One Hundred Twelve Thousand Seven Hundred Sixty-Six and 60/100 Pesos (P6,260,112,766.60) (the Transaction Price).

The Transaction Price was set at a thirty percent (30%) premium over FILRT's 30-day VWAP of P2.94 per share or the Market Price, within the price range of fair value provided by FTI Consulting’s Fairness Opinion and LeeChiu Property Consultants, Inc.’s Valuation Report.

The transaction will allow FLI to increase its equity in FILRT from 51.06% to 63.27%. This transaction fulfills FLI’s commitment as the sponsor of FILRT to continually support the growth and expansion of the REIT portfolio through the infusion of high-quality income generating real estate assets.

Festival Mall-Main Mall, which has a gross leasable area of 121,862 square meters, is located in Filinvest City, Alabang, Muntinlupa City.

The property was appraised by Leechiu Property Consultants and a fairness opinion was provided by FTI Consulting.

For the valuation of the property, a discounted cashflows (DCF) approach was used as the primary method to determine the value of the property. Under the DCF approach, the future cashflows of the property was discounted using a weighted average cost of capital (WACC). The WACC was determined using a capital asset pricing model. A direct capitalization approach was also used as secondary reference for the valuation of the property.

For the valuation of the shares, FTI consulting used various methodologies such as the DCF approach, a dividend discount model, and comparable public companies’ method, to arrive at a range of values of the fair value of FILRT shares.

Filinvest REIT Corp. (FILRT) is a real estate investment trust (REIT) company whose sponsor is Filinvest Land, Inc., one of the largest property developers in the Philippines with an established portfolio of residential, office, retail and industrial developments around the country.

FILRT was publicly listed on the Philippine Stock Exchange on 12 August 2021 as the Philippines’ first sustainability-themed REIT. Its original portfolio consists of 17 Grade A and LEED Gold certified office buildings which include green and sustainability-themed features. An addition to the portfolio is 2.9 hectares of land that is being leased to the owner and operator of Crimson Resort & Spa Boracay.

​Totaling over 330,000 square meters of gross leasable area, 16 of the buildings are in Northgate Cyberzone in Filinvest City in Alabang. Filinvest City is a 244-hectare mixed-use and integrated city that is the first and only central business district in the Philippines to receive LEED® (Leadership in Energy and Environmental Design) v4 Gold for Neighborhood Development Plan certification as well as a three-star BERDE (Building for Ecologically Responsive Design Excellence) certification. Another building is Filinvest Cyberzone Cebu Tower 1 located in the gateway of Cebu IT Park in Lahug, Cebu City.

Filinvest Land, Inc. (FLI) is one of the country’s leading full-range property developers. For over 60 years, the company has built a diverse project portfolio spanning the archipelago including large-scale townships: Havila (306 hectares), Timberland Heights (677 hectares) and Manna East (60 hectares) in Rizal, Ciudad de Calamba (350 hectares), The Wood Estates in Cavite (94 hectares) City di Mare in Cebu (50 hectares), and Palm Estates in Talisay City (51 hectares). FLI has since built more than 200 residential developments across the country.

​FLI owns 20% of Filinvest Alabang, developer of Filinvest City (244 hectares), a central business district in southern Metro Manila. FLI is also developing two townships in the Clark Special Economic Zone: its industrial and logistics park and mixed- use development at New Clark City (288 hectares) and Filinvest Mimosa+ Leisure City (201 hectares) in partnership with Filinvest Development Corporation.