DA VINCI Capital Holdings, Inc. and Cosco Capital, Inc. have executed a deed of exchange on June 18 for a share-swap transaction, Da Vinci Capital disclosed to the exchange on Monday.
The company earlier said that it would revive its operations through a liquor distribution business.
Cosco Capital will be transferring all of its shares in Montosco, Inc., Meritus Prime Distribution, Inc., and Premier Wine and Spirits, Inc. (PWSI) to Da Vinci Capital.
The transaction includes 7.5 million shares in Montosco, 7.5 million shares in Meritus Prime Distribution, and 1.5 million PWSI shares.
In exchange, the company will issue Cosco Capital 11.25 billion common shares priced at P2 each.
Da Vinci Capital will be seeking approval from the Securities and Exchange Commission (SEC) for an increase in authorized capital stock and the subscription of Cosco Capital of shares in the company following the share-swap deal.
“[The company] shall likewise seek SEC confirmation on its exemption from registration of securities and the valuation of the shares which shall stand as consideration to be received from Cosco Capital pursuant to the share-for-share swap,” Da Vinci Capital said.
Once it receives the go signal from the SEC, both companies will apply for the certificate authorizing registration with the Bureau of Internal Revenue and the listing of the additional shares with the Philippine Stock Exchange within the year.
Da Vinci Capital previously said it would change its name to The Keepers Holdings, Inc., subject to stockholders’ and regulatory approval.
On Monday, shares of Da Vinci Capital at the stock exchange went down by 0.68% or two centavos to close at P2.94 each. — Keren Concepcion G. Valmonte