Figaro Culinary Group seeks PSE delisting through P0.82-a-share tender offer

Figaro Culinary Group seeks PSE delisting through P0.82-a-share tender offer
Figaro eyes PSE delisting

Figaro Culinary Group is moving to leave the Philippine Stock Exchange, with affiliate Figaro Coffee Systems planning to buy out minority investors through a tender offer. The proposed transaction still requires shareholder approval and would proceed only if the group and its majority shareholders reach at least 95% ownership of the company’s outstanding common shares.

Highlights

  • Figaro Culinary Group received a P0.82-per-share tender offer for voluntary delisting from PSE, targeting shares not held by major shareholders or directors.
  • Offer price reflects a 22.4% premium to the last traded price of P0.67 and 14% above latest book value of P0.72 as of March 2026.
  • Delisting enables continued corporate restructuring, including Angel's Pizza spin-off, providing the group with greater flexibility beyond public-listing requirements.

Delisting plan and tender offer terms

As reported by BusinessWorld Online, Figaro Culinary Group said in a regulatory filing on Thursday that it received notice from Figaro Coffee Systems, Inc. on the planned tender offer at P0.82 per share and the proposed voluntary delisting from the Philippine Stock Exchange.

The offer covers shares held by stockholders other than Monde Nissin Corp., Carmetheus Holdings, Inc., and Camerton, Inc., as well as qualifying shares held by directors. Figaro Coffee Systems plans to fund the tender offer through a senior secured term loan facility from China Banking Corp.

Figaro Culinary Group said its board approved the proposed delisting, subject to shareholder approval, completion of the tender offer, and Figaro Coffee Systems together with its majority shareholders acquiring at least 95% of the company’s outstanding common shares. The company has set a special stockholders' meeting for Nov. 13 to seek approval and also requested a voluntary trading suspension of its common shares for Oct. 8 following the disclosure.

Implications for restructuring and investors

COL Financial Group Research Analyst Denise Joaquin said the move would end the company’s relatively short period as a listed firm if completed, roughly four years after its 2022 initial public offering.

She said tendering shareholders would still receive a premium to the market price and a slight premium to the company’s reported book value. According to her calculations, the P0.82 per share offer represents a 22.4% premium to Figaro Culinary Group’s last traded price of P0.67 per share and is about 14% above its latest book value of around P0.72 per share as of March 2026.

Joaquin also pointed to the group’s ongoing corporate restructuring, including the separation of Angel’s Pizza into a wholly owned subsidiary. She said delisting could give the food service and restaurant group greater flexibility to pursue further restructuring without the requirements tied to maintaining a public listing.

Figaro Culinary Group is engaged in food processing, manufacturing and packaging, as well as restaurant and food-service operations. Through Figaro Coffee Systems, the group operates and franchises brands including Figaro Coffee, Angel’s Pizza, Tien Ma’s, and Koobideh Kebabs.

In our earlier report on takeover speculation around Banca Generali, we outlined how investors were weighing whether parent Generali might move to buy out the remaining shares it does not own. We also noted that the scenario was unfolding amid Italy’s broader banking consolidation tensions, where competing deals were influencing control of key financial assets.

This material may contain third-party opinions, none of the data and information on this webpage constitutes investment advice according to our Disclaimer. While we adhere to strict Editorial Integrity, this post may contain references to products from our partners.