As Philippine Restaurant Valuations Cool, the Deal Kitchen Heats Up

Anscor cashed out of The Bistro Group, Jollibee is carving up its global empire, and Figaro wants to leave the stock market. The common ingredient is a widening gap between public prices and private value.

The Philippine restaurant business is still selling meals. What it is struggling to sell is its story to the stock market.

As valuations drift lower and investors grow less willing to pay today for profits promised tomorrow, restaurant owners and strategic buyers are discovering that a weak market can be fertile ground for transactions. Assets are being sold, ownership structures are being rearranged, and entire companies are preparing to leave the public market.

The result is a burst of dealmaking that says as much about the limitations of the Philippine Stock Exchange as it does about the country’s appetite for coffee, pizza and fried chicken.

Consider A. Soriano Corporation, better known as Anscor. In November 2024, the listed holding company paid ₱1.609 billion for a minority stake in TBG Food Holdings, Inc., the operator of The Bistro Group. At the time, Anscor described the investment as an entry into one of the Philippines’ most attractive and resilient consumer segments. The Bistro Group operated about 200 restaurants across 23 brands, including Italianni’s, TGI Friday’s, and Texas Roadhouse.

Less than a year later, Anscor was out.

On October 1, 2025, it sold its entire roughly 22% interest to Inoza Business Holdings, Inc. for ₱1.914 billion. Including distributions and the gain on the sale, Anscor said the investment generated a gross annualized return exceeding 25%.

That is an unusually short holding period for what had been presented as strategic exposure to the consumer economy. It makes more sense when viewed as a lesson in the difference between financial value and strategic value.

Anscor held a minority position. Inoza, affiliated with the group behind Bounty Fresh, Chooks-to-Go and Uling Roasters, had already acquired control of The Bistro Group. Anscor’s stake was consequently worth more to Inoza than it was to Anscor. Buying the remaining block consolidated ownership and gave Inoza greater freedom to integrate a restaurant portfolio with its existing poultry, food-manufacturing and limited-service restaurant operations.

For Anscor, the calculation was equally simple. Why remain a passive minority investor under a new controlling shareholder when the controller was prepared to pay an attractive price?

The Bistro transaction wasn’t evidence of a restaurant company in distress. It was evidence that a strategic buyer could see value that was better realized through private negotiation than through the public market.

Jollibee Takes Out the Carving Knife

The same valuation tension is playing out on a much larger scale at Jollibee Foods Corporation.

In January 2026, Jollibee announced plans to separate its Philippine and international businesses. The domestic operation would remain listed in Manila, while a new company, Jollibee Foods Corporation International, or JFCI, would hold the businesses outside the Philippines. Existing JFC shareholders are expected to receive shares in the international company in proportion to their holdings, subject to the final structure, taxes, and regulatory approvals.

Jollibee initially contemplated a U.S. listing. By September, it had identified the Stock Exchange of Hong Kong as the preferred venue, arguing that Hong Kong’s investor base, Asian consumer-company comparables, and familiarity with JFCI’s regional brands offered a better fit for the international business.

The company’s official argument is that it is creating two businesses with distinct strategies and investment profiles. JFC’s Philippine operation would be a resilient, cash-generative domestic consumer company. JFCI would be a higher-growth international restaurant and beverage platform pursuing expansion across Asia and North America.

The unstated problem is that the market has been asked to value both businesses through one security.

A domestic investor buying JFC also assumes the acquisition and turnaround risks associated with its global portfolio. An international growth investor, meanwhile, must buy that portfolio through a Philippine-listed parent whose valuation is influenced by local liquidity, market sentiment, and country risk.

Combining the businesses may create operational scale, but it can muddy the investment case. The steady Philippine operation can be penalized for the international portfolio’s volatility, while the international brands may fail to receive the growth multiple they might attract on a larger foreign exchange.

That is the classic recipe for a conglomerate discount.

Analysts described the separation as a way to value Jollibee’s stable Philippine business independently from its faster-growing but more volatile overseas operations. When the plan was first disclosed in January 2026, JFC shares jumped sharply, suggesting investors saw value in the proposed split even before the structure was finalized.

The market’s enthusiasm didn’t last. JFC closed at ₱141.60 on October 9, down about 36% from its 52-week high of ₱221.80. A lower share price doesn’t prove that the company is undervalued, but it raises the stakes for management’s attempt to demonstrate what the constituent assets might be worth separately.

Highlands Gets a Price Tag

That helps explain Jollibee’s curious decision to sell control of one of its most successful international assets.

On September 23, 2026, Jollibee agreed to sell an 11% interest in Highlands Coffee to Viet Thai International Joint Stock Company, or VTI, for roughly $88 million. The sale will reduce Jollibee’s ownership from 60% to 49% while increasing VTI’s stake from 40% to 51%.

Why surrender control for the sale of only 11 percentage points?

Because those 11 points cross the most valuable line in corporate ownership: 50%.

VTI isn’t simply buying additional shares. It is buying control. The transaction values Highlands Coffee at an implied equity value of $800 million, well above the investment’s carrying value in Jollibee’s accounts. Jollibee will retain board representation, minority protections and economic participation in future growth.

The deal therefore performs several jobs at once.

It raises cash that Jollibee says it may use for debt reduction, investment in other growth businesses, and returns to shareholders. It transfers control of a Vietnamese brand to its Vietnamese founder and chief executive. It also reduces the amount of capital and managerial responsibility Jollibee must commit while preserving nearly half the economics.

Most importantly, the transaction gives Highlands Coffee a visible market value before JFCI is separately listed.

Without a third-party transaction, prospective investors might discount Highlands because it sits inside a sprawling collection of restaurant and beverage businesses. With VTI paying a control price, Jollibee can point to an arm’s-length deal supporting an $800 million valuation.

Jollibee calls this “crystallizing value.” A less polished description would be that the company needed a transaction to show the market what its own financial statements weren’t showing clearly enough.

There is a cost. Once control passes to VTI, Highlands may no longer be fully consolidated in Jollibee’s accounts, subject to the final accounting treatment. JFCI’s reported revenue and operating profit could consequently look smaller, even if its 49% interest remains valuable.

But that may be the point. The future JFCI can be presented as a less capital-intensive owner of international brands rather than a conglomerate determined to control every asset on its balance sheet.

Figaro Heads for the Exit

If Jollibee’s answer to weak valuation is to create another public company, Figaro Culinary Group, Inc. is heading in the opposite direction.

On October 7, 2026, Figaro Coffee Systems Inc. notified Figaro Culinary of its intention to buy the shares held by eligible minority investors at ₱0.82 apiece and seek the company’s voluntary delisting from the PSE. The proposal excludes shares owned by continuing major shareholders, including Monde Nissin Corporation, Carmetheus Holdings, Inc. and Camerton, Inc.

The tender offer would be financed through a senior secured term-loan facility from China Banking Corporation. Completion remains subject to shareholder approval, the tender process, and the bidder and continuing major shareholders reaching the ownership threshold required for delisting.

The company’s initial disclosure gives little explanation for why a business that went public in January 2022 now wants to leave less than five years later.

The price offers a clue.

Figaro traded at ₱0.67 immediately before the announcement, almost 11% below its ₱0.75 IPO price. The ₱0.82 offer carries roughly a 22% premium to the unaffected market price, but only about a 9% premium to the IPO price, before accounting for dividends and the time value of money.

A premium to a depressed market price doesn’t necessarily equal a premium to intrinsic value.

Figaro’s most important asset is Angel’s Pizza, which accounted for roughly 92% of group revenue in the latest quarter cited in public reporting. The company has already begun transferring the pizza operation into a dedicated corporate vehicle, saying the structure would support growth, operating efficiency, and domestic and international expansion.

The restructuring creates options. A separate Angel’s Pizza entity could accommodate a strategic investor, a franchise expansion, a future sale or another capital transaction. Under private ownership, the controlling group would have more freedom to pursue those alternatives without the disclosure burden, minority scrutiny, and short-term pricing pressure that come with a public listing.

It would also keep more of the future upside among the continuing shareholders.

That makes the Figaro transaction look less like a rescue of a failing restaurant company and more like a leveraged wager by insiders who think the public market is pricing the business too cheaply. The controlling group is effectively replacing minority equity with secured debt.

The risk doesn’t disappear. It changes owners.

Public shareholders surrender future participation in exchange for ₱0.82 a share. The continuing owners capture the prospective upside but assume the debt used to finance the buyout. If Angel’s Pizza keeps expanding and margins recover, the controlling shareholders may have acquired an undervalued asset at an attractive price. If growth slows or borrowing costs bite, the leverage that made the transaction possible may become its burden.

A Market That Prices Companies Into Motion

Taken together, these transactions don’t establish that every Philippine restaurant business is cheap. They do show that owners increasingly believe the existing market structure isn’t giving them the value, capital or flexibility they want.

Anscor found a strategic buyer willing to place a higher private value on its Bistro stake. Jollibee is separating its domestic and international operations so that each can be evaluated by a more suitable investor base. Its Highlands Coffee deal puts an external value on a major international asset. Figaro’s controlling shareholders are trying to buy out the public at a modest premium to an already subdued price.

These are different transactions, but they spring from the same widening divide: the price at which a company trades and the value insiders or strategic buyers believe can be extracted from it are no longer the same thing.

For the PSE, that divide poses an uncomfortable problem.

Markets need more than listings. They need liquidity, credible price discovery, and investors willing to reward growth. When those conditions weaken, a stock exchange can become less a source of capital than a showroom where controlling shareholders discover how cheaply their companies can be bought back.

The risk is circular. Low valuations encourage companies to delist or seek foreign venues. Fewer investible companies reduce market depth. Lower depth drives away more institutional capital, further weakening valuations.

Restaurant operators can respond by changing ownership, separating assets, or borrowing money to leave the market. Minority investors have fewer choices. They can tender, follow the company overseas, or hope that the next controlling shareholder assigns them the same value it assigns itself.

The Philippine restaurant industry is still expanding. What is contracting is the market’s willingness to pay for that expansion in advance.

And when valuations trend south, the deals come to life.

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Disclaimer: This is for informational purposes and is not investment advice. Figures come from company disclosures and exchange data; valuation ratios reflect the author’s calculations based on cited inputs.