A group led by businessman Roberto V. Ongpin has just invested P64.3 billion to acquire 28 percent of San Miguel Corporation and will make a tender offer for other shares of SMC.

The acquisition makes Ongpin’s group the top shareholder of SMC although the status quo is supposed to be retained in the firm’s board.

Top Frontier Investment Holdings, Inc. acquired 857.12 million SMC shares from the San Miguel Retirement Plan which were crossed Friday on the Philippine Stock Exchange at P75.00 per share, a premium over market price.

SMC Group finance officer Ferdinand K. Constantino said this is a welcome move as this is a reflection of their trust in SMC as a business as well as its people.

He added that SMC management believes that the new investors, given their varied business portfolio, will provide added value to the company in terms of strategic positioning moving forward.

From the standpoint of the SMC Retirement Plan, SMC also confirmed that the sale will improve the total value of the Fund for the benefit of SMC employees.

SMC class A shares closed at P69 per share Friday from P65.50 before the deal was disclosed. SMC class B common shares also ended at P69 apiece from P66 the day before.

According to a statement issued by Ongpin’s nephew and Petron president Eric Recto, Top Frontier, was incorporated in March 2008 with Ongpin, who is an ally of SMC chairman Eduardo Cojuangco Jr., Iñigo Zobel and Jose Campos as major shareholders, together with Master Year Limited, a foreign-owned company.

“The acquisition was funded through a combination of equity and foreign borrowings” Ongpin said noting that “SMC is a very sound investment, with a strong balance sheet to support the new business endeavors which are clearly the future engines of growth. We also recognize that SMC has a very strong management and highly competent people resource.”

Ongpin, together with Master Year Limited, holds about 20 percent in Top Frontier while Zobel and Campos each hold 40 percent. Last February, Q-Tech Alliance Holdings Inc. which is 30 percent owned by Ongpin, acquired the 20 percent stake of Kirin Holdings in SMC in February for about 39.6 billion pesos.

Analysts say that this gives Ongpin control over 58 percent of SMC although his corresponding stake is at 11.6 percent.

Recto said in a text message to Business Bulletin that there will be “no change in board composition. He (Ongpin) is not taking over. He and his investors are buying in because of the existing set-up, including management.”