OKADA Manila Inc. (OMI), the operator of one of the big integrated resort and casino in Entertainment City, will be listed at the US Nasdaq exchange by way of a merger with one of the units of parent firm Universal Entertainment Corp.
In a disclosure by OMI’s listed corporate vehicle Asiabest Group International Inc., the casino operator will be merged with 26 Capital Acquisition Corp., a company already listed at the Nasdaq, with the Philippine casino operator becoming the surviving entity. 26 Capital is a listed special purpose acquisition company.
Okada Manila owners Tiger Resort Asia Ltd., Tiger Resort Leisure and Entertainment Inc. and OMI will enter a series of transactions with 26 Capital. The deals call for the listing of Okada Manila and delisting of 26 Capital from the American stock exchange.
26 Capital will become a wholly-owned subsidiary of OMI and the former’s shareholders will receive OMI American depositary shares (ADS) representing the OMI common shares as the underlying shares.
“The merger is conditional on, among others, the approval of the shareholders of 26 Capital, approval for the OMI ADS and the OMI Warrants, to be listed on the Nasdaq [National Association of Securities Dealers Automated Quotations], the registration statements under the US Securities Act related to the issuance of the OMI ADS and OMI Warrants being effective, and the completion of the reorganization prior to the merger,” the company said in its disclosure.
The closing on the merger and the listing are expected to be completed no later than the end of June next year, it said.
Asiabest, meanwhile, said the listing of Okada Manila to the Nasdaq does not affect its plans to commercially operate the company. In 2019, Tiger Resorts, which owns and operates a number of casinos in the region, bought most of the shares of Asiabest, effectively undertaking a backdoor listing at the Philippine Stock Exchange. After that, the market saw no activity from the company and then the pandemic struck in 2020.
“The plans had just been delayed primarily because of the pandemic, which has affected most, if not all industries, and more so the resort, leisure and entertainment industry,” Asiabest’s disclosure read. “ABG has been informed by its parent companies that the plan to fold-in [the] operations of Okada Manila still remain[s] and that they intend to commence commercial operations in the ensuing year and conduct the required public offering.”
Asiabest, formerly AGP Industrial Corp., said in its disclosure it will communicate with the exchange more detailed information within the first quarter of 2022.
“And should there be any changes in the disclosed plans, we undertake to immediately inform the exchange and the public of the same,” the disclosure read.