First Philippine Holdings Corp. (FPH) is selling its entire 90.74-percent stake in Rockwell Land Corp. to Crème Investment Corp., an investment vehicle of Eugenio “Gabby” Lopez III, for P15.92 billion, freeing up capital for the group’s investments in energy, infrastructure, and other businesses.
The transaction puts a major property development company under the ownership of the branch of the Lopez family associated with Gabby Lopez, while First Holdings, led by his first cousin Federico “Piki” Lopez, sharpens its focus on its core energy and infrastructure businesses.
FPH’s board approved the divestment on November 12, covering 5.296 billion common shares and 2.75 billion preferred shares in Rockwell Land. The agreed price is P3 per common share and P0.01 per preferred share.
Crème will pay P15.916 billion in cash upon closing, comprising P15.888 billion for the common shares and P27.5 million for the preferred shares.
The sale remains subject to definitive agreements, customary closing conditions, and approval by the Philippine Competition Commission. Crème must also conduct a mandatory tender offer for Rockwell shares held by shareholders other than FPH, in accordance with securities regulations.
The parties have yet to set a closing date. They have 12 months from the execution of the definitive agreements to satisfy the conditions for completing the transaction.
FPH said the divestment would enable it to redeploy capital toward its energy and infrastructure businesses, where it sees significant investment opportunities.
The sale also brings into focus the differing investment priorities of the Lopez cousins, whose branches have increasingly pursued distinct directions in managing their interests in the family’s sprawling business empire.
The transaction follows the sale by Gabby Lopez’s branch of its 25.68-percent stake in Lopez Inc., the family’s ultimate holding company, to businessman Ramon S. Ang. While that deal marked a further change in the family’s ownership structure, the Rockwell transaction gives the Gabby Lopez camp a direct investment position in a major property business.
The contrasting moves reflect the complexities of managing a multigenerational business group, where decisions on capital allocation, growth priorities, and the future direction of individual companies do not necessarily follow a single path. FPH’s decision to exit property development, in favor of energy and infrastructure, underscores the strategic choices being made by the branch led by Piki Lopez.
FPH engaged BDO Capital & Investment Corp. to provide an independent valuation opinion, which placed Rockwell’s common shares at P2.47 to P3.09 apiece. The agreed P3 price is therefore near the upper end of the valuation range. FPH said the price was arrived at through arm’s-length negotiations, while the preferred shares were valued at par.
In its disclosure, FPH acknowledged that certain directors of the seller and buyer are related within the fourth civil degree of consanguinity or affinity. The board said it considered advice from independent directors and external legal counsel in approving the transaction.
Rockwell Land was incorporated in 1975 as First Philippine Realty and Development Corp. before adopting its present name in 1995. It develops residential and commercial properties and has been listed on the Philippine Stock Exchange since 2012.
