Bacnotan, subsidiary concludes sale

Two cement companies affiliated with the Phinma Group yesterday signed a
share purchase agreement for the sale of their combined controlling stake in
Union Cement Holdings Corp. (UCHC) to the local holding company of Swiss
cement group Holcim Ltd.

In a disclosure to the Philippine Stock Exchange, Bacnotan Consolidated
Industries, Inc. said the agreement covered its stake in UCHC as well as
that of its subsidiary, Atlas Cement Corp.

The sale, to Cemco Holdings, Inc., will be finalized on August 12, after
compliance with precedent conditions as well as the delivery of documents
specified under the share purchase agreement.

Bacnotan is selling 206.3 million shares of stock in UCHC, or 21.31% of its
direct stake, to Cemco Holdings, Inc. for US$89.38m. Its subsidiary, Atlas
Cement, is selling 287.5 million shares or 29.69% of UCHC for US$124.55m.

Their combined shares constitute 51% of UCHC’s capital stock. The price of
$214m for these shares, said Bacnotan in an earlier statement, is "fair and
attractive" given Cemco Holdings’ technology, market reach, supply reach,
and capital resources.

Bacnotan’s board of directors approved the execution of the share purchase
agreement last July 5. Bacnotan said its board decided to sell the stakes
because of the "profound changes in the cement business brought about by
globalization."