Top Line Business Development Corp. (“Top Line” or the “Company”) is pleased to announce that the initial public offering (IPO) of approximately 22% of its common shares has obtained final regulatory approval.
The Securities and Exchange Commission (SEC) officially approved Top Line’s registration of common shares on March 21, 2025, granting an Order of Registration and a Permit to Sell. This approval allows Top Line to offer 2,148,440,000 primary common shares, with an overallotment option of up to 214,844,000 secondary shares, representing a total 22% ownership interest, for public sale. In late February, the Philippine Stock Exchange (PSE) issued a Notice of Approval, paving the way for the Company’s common shares to be listed on the PSE Main Board.
The offer period for the IPO will run from March 24 to 31, 2025. Top Line’s listing on the PSE under the trading symbol “TOP” will be on April 8, 2025. The final offer price of ₱0.31 per share was determined by the market through a book-building process involving international and Philippine-based institutional investors.
Mr. Erik Lim, Top Line’s Chairman, President and CEO, said: “As the first Company from Cebu to list in almost a decade despite Top Line being founded a little over a decade ago, we are glad to reach this significant milestone. We thank the SEC and PSE for supporting us in our IPO journey. Our listing is a key step to our continued expansion as part of our vertical integration strategy to sustain our rapid capital appreciation.”
The Investment & Capital Corporation of the Philippines is the Company’s Issue Manager, Joint Lead Underwriter, and Joint Bookrunner for the IPO with PNB Capital and Investment Corporation as the Joint Lead Underwriter and Joint Bookrunner.
Mr. J. Mariano Ocampo, Senior Managing Director of Investment & Capital Corporation of the Philippines, said: “We believe in Top Line’s strong growth potential and its ability to deliver on its commitments. Throughout the IPO process, we have seen firsthand the company’s drive, passion, and strategic vision. With strong leadership at the helm, we are excited to see Top Line take this significant step toward its listing on the PSE.”
Mr. Gerry B. Valenciano, President and CEO of PNB Capital and Investment Corporation, said: “With sustained gross profit margins over the years, Top Line is poised to thrive in the fuel industry, which remains an essential commodity for the foreseeable future. Leveraging its homecourt advantage in Central Visayas, the Company is well-positioned to capitalize on rising fuel demand, particularly from its motorcycle niche market.”
The Company expects to raise approximately ₱624.6 million in IPO net proceeds. Top Line remains committed to its expansion plans, with PHP 300 million allocated for the construction of 20 service stations under its Light Fuels brand and ₱180 million designated for the acquisition of fuel tankers, representing 48% and 28.8% of the net proceeds, respectively. Following its final offer price, the adjustments were made in the allocation of its working capital at PHP 134.6 million and general corporate purposes at PHP 10 million, accounting for 21.6% and 1.6% of the net proceeds, respectively.
“We are fully committed to our IPO strategy, which focuses on integration, importation, and expansion to sustain our strong profit margins. This is why we are maintaining our allocation as initially mentioned for the construction of service stations and the acquisition of additional fuel tankers,” Mr. Lim added.
