Press Release
December 6, 2011


Q: So far, ano na po na-e-establish ng committee? What's the liability of Mr. Teves?

Serge: Mr. Teves has not been able to properly justify why they used that particular structure na idadaan pa sa GAS, bakit masyadong mataas ang binayaran nila. Sabi nila from a commercial point of view, justified daw. Tama, I admit that. But in the contract, that there is a buy-out price. Why did they do away with the buy-out price. The buy-out price was about $776 million, while what we paid was about $1 billion. Sobra naman ito. Itong kumpanyang ito, bayad na lahat ang utang ng gobyerno kasi hindi nagbayad 'yung MRT. Nagbayad ang MRT, $480 million, guaranteed, they didn't pay a cent, so the government paid. May 15% sila, okay lang 'yun. Pero, never-ending. And the $190 million we just bought for $1 billion. Sa $190M lang, nagbabayad na nga tayo ng 15%. Pagkatapos, if we want to buy out the $190 million that they put in, we pay $1 billion.

Q: What is the committee going to do with the Herbosa letter on the insider trading finding?

Serge: The SEC now really has to nail down its accusations of insider trading. They will complete that investigation. As you can see in the Herbosa letter, they said there are evidences. But I have them extra evidence, so nagulat sila. I told them, 'This is what we are looking for.' They will have to complete their investigation and file the proper case.

Q: What will the committee do with the SEC finding?

Serge: The Committee now really have to revisit the Securities Regulations Code because there's a lot of loopholes. And if we file an insider trading case now, it will be the first in the history of the Philippines. Biro mo, ang daming nagluko-luko diyan sa stock exchange, and not 1 case has been filed and adjudicated.

Q: Na-establish ba kung sino ang kumita dun sa overprice?

Serge: We know that was done through Ashmore, through GAS, through Belsky, through First Digital Trading of Hongkong yata, those were the front organizations pero it's not easy getting the books of accounts because these are all foreign corporations. Ginamit nila 'yung GAS eh. Bakit nila gagamitin 'yung GAS? Para baguhin ba 'yung overprice dun? Why would they use Belsky, GAS, First Digital? These firms were not even in existence. Kung bibili ako ng shares, didiretso na ako, bakit idadaan ko pa sa Belsky, sa GAS, sa First Digital? Bakit ganun?

Q: Hindi kasi sila kikita?

Serge: Yes, hindi sila kikita.

Q: That also explains the rush?

Serge: Yes, that also explains the rush. Siyempre, gusto agad kumita, alam mo na. Hindi ninyo nakikita 'yung over-all na this is a slew of special transactions: from the sale of the Meralco shares, to the sale of Petron, to this GAS shares and MRT, to the Philex shares. 'Yung mga last minute na kasi mag-e-ending na sa 2010 si Bulilit...

Q: Sir, 'yung binabanggit niyong deadline for Pangilinan to recover short-swing profits?

Serge: I am very disappointed in Mr. Pangilinan. His deadline is tomorrow and he has absolutely not exercised his fiduciary responsibility to the minority holders of Philex. Okay, he owns 40%, fine if he doesn't want. But the law is there. Section 23.2 of the Securities Regulation Code says that he MUST sue for the disgorgement of short-swing profits of any director. He has refused to do so, and any stockholder now of Philex can take him to court and accuse him of shirking his fiduciary responsibility. Sa DBP shares lang, P412 million na 'yung short-swing profits niya. And that's illegal.

Q: Do you get the impression that he is not interested in pursuing that?

Serge: Yes. He has not filed. And he has sworn to uphold the law, and he sits as Chief Executive Officer of so many public corporations, then this is the way he will treat his minority shareholders in Meralco, in Manila Water, PLDT or Philex, I think it's a crime or sin.

Q: Nonetheless, the SEC can still go after Pangilinan?

Serge: It's not Mr. Pangilinan who engaged in insider trading, actually, it's Mr. Ongpin.

Q: San papasok si Mike Arroyo? Sa Ashmore? Sa GAS?

Serge: We really have to dig deeper into that. Alam niyo ako, very careful ako eh. Even if the evidence is there na, I will not tell you in 3 months. I want to confirm it first.

Q: Ongpin says there's nothing in Pangilinan's affidavit that pins him down for insider trading?

Serge: Yes, that's correct. There's nothing in his affidavit that pins him down on insider trading. But that's only because you guys did not see the SEC letter. You need the SEC letter, side by side with the affidavit, to establish insider trading.

Q: What was the explanation of Mr. Teves on the loan given to the $2 corporation called GAS?

Serge: That's a complicated thing, but that's what they call as an SPV, Special Purpose Vehicle, where it was just utilized to pass the bill through the SPV. The SPV is a no-liability company na idadaan mo lang dun, parang corporate cover lang.

Q: Has SEC explained why it has not filed insider trading case against all those involved?

Serge: They said they are now trying to finish up their investigation. Actually, they are very careful, they have to dig up the trading orders done by the traders and brokers in the Philippine Exchange.

Q: They are still building up the case?

Serge: Well, I gave them only the affidavit of Manny Pangilinan about 3 weeks ago eh.

Q: Ano ang liability ni GMA sa issuance ng memorandum order dun sa MRT3? Anong charges?

Serge: This is the first direct link that we have. What the president really said, 'Gawin niyo ang deal.' If we find that this is corrupt, then we can implead her. Charges? Anti-graft and corrupt practices. Plunder. Kasi series ito eh, maraming transactions. Binili sa Ashmore, binili sa Presidio, binili sa Elliott, binili sa Goldman Sachs.

Q: Who can be indicted there?

Serge: I don't know yet. Like I said during the hearing, this is one of the most complicated, complex financial transactions. As a matter of fact, if you ask any of the old directors of DBP and Land Bank, maybe only 1 or 2 understand the whole dealings, the rest are just rubber-stamps.

Q: Magkano ang overprice? Who pocketed the profit?

Serge: About $225 million, minimum. Who pocketed the profit? We have to find out. Because as I said, wala akong access sa books abroad eh. But just from the Philippine government point of view, unfortunately for them, nakasulat na sa kontrata if there's a buy-out on this date, for example in 2007, the price is $675 million. If there's a buy-out in 2008, the price is $776 million. The buy-out occured in 2008, why did we pay a $1 billion? So right there, you already have a $225 million overprice. They have to explain.

Q: Nagbayad ba ng taxes?

Serge: Wala. Kaya nga dinaan sa SPV para hindi sila magbayad ng taxes.

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