PREMIERE Horizon Alliance Corp. (PHA) has received a notice from Nuovo Gran CT, Inc. that the latter’s writ of preliminary attachment against the properties of Squidpay Technology, Inc. and Marvin C. Dela Cruz has been granted.
In a disclosure on Thursday, PHA said that the Regional Trial Court, Manila, Branch 45 allegedly granted Nuovo Gran’s application for the court order.
“This order has no impact on the operations and financial condition of PHA as it is merely implementing a court order on the freezing of PHA shares held under Mr. Dela Cruz,” the firm said.
PHA said that according to the order, Nuovo Gran forged a convertible loan agreement on Dec. 14, 2020 with Mr. Dela Cruz for P100 million with a maturity date of June 14, 2022.
The loan may be paid through PHA shares should Nuovo Gran exercise its conversion right, which the latter served through a conversion notice.
“These were not heeded, and [Squidpay Technology] failed to pay the loan on its maturity date,” the firm said, quoting the notice it received.
PHA said that the letter from Nuovo Gran’s counsel, Divina Law Office, identifies PHA as a defendant in the case. However, the company clarified that it has not received any summons regarding the case.
On Oct. 29, 2020, PHA entered into a memorandum agreement (MoA) with Mr. Dela Cruz for the equity infusion of up to 55% or 2.80 billion shares in PHA.
The subscription was priced at P0.33 per share with a total consideration of P925 million: P325 million in cash and P625 million via a combination of cash and infusion of Squidpay Technology shares in two years.
In November last year, the board of directors of PHA approved the acquisition of 33% shares in Squidpay Technology for P561 million, which translates to 264 million existing and outstanding shares owned by the group of Mr. Dela Cruz.
PHA said the funding will come from the P625-million subscription payable by the group in accordance with the MoA, with the deadline of Oct. 29, 2022 for the subscription.
PHA engages in business activities relating to entertainment, gaming, hotel and leisure. According to its public ownership report posted in July, Mr. Dela Cruz owns 1.39 billion direct shares or 24.35% outstanding shares in PHA.
On Thursday, shares of PHA closed unchanged at P0.315 apiece. — Justine Irish D. Tabile