By Roderick T. dela Cruz

The largest shareholder of Express Telecommunications Co., or Extelcom, defended its negotiations with ?cash-rich? San Miguel Corp. for investment in the company, saying the Lopez group?s Bayan Telecommunications is in no position to initiate the talks because it is under corporate rehabilitation.

?Cash-rich San Miguel Corp. has committed to put its full managerial and financial muscle into Extelcom if and when it decides on the company?s acquisition,? said Trans Digital Excel Inc., the creditor-turned-shareholder of Extelcom in a statement.

San Miguel confirmed its plan to buy into ExtelCom, a company with a P9-billion debt that has recently applied for a permit to re-enter the mobile phone business.

Trans Digital, a group identified with businessman Roberto Ongpin, acquired the interest of Millicom Cellular and Mayon Holdings of GMA Network chairman Felipe Gozon in Extelcom.

Other shareholders of Extelcom were Marifil Holdings of BayanTel and Scott Sproule Cellular.

Gozon, in a chance interview, said Mayon Holdings Inc. divested its stake in Extelcom to the group of Ongpin for an undisclosed amount two years ago, because the telecom firm was highly indebted.

BayanTel, whose shares in Extelcom were diluted from 46 percent to 8 percent under the corporate rehabilitation sought by Trans Digital, accused the latter of ?hostile? takeover.

In response, Trans Digital Excel dispelled any ?hostile takeover? and refuted BayanTel?s claim of ?illegal dilution? of the Lopez shares.

Lawyer Plaridel Bohol II of Trans Digital said the present ownership of Extelcom was a result of the decision of the Regional Trial Court of Manila approving the rehabilitation plan for the company.

This decision had been recently upheld by the Court of Appeals, he said.

Bohol also denied that Trans Digital was a ?Vulture fund.? He said the company was actually a creditor that filed the petition for the corporate rehabilitation of Extelcom, the country?s first cellular mobile telephone services carrier.

?The court-approved rehabilitation plan successfully restructured Extelcom?s outstanding debt of P9 billion and has allowed the company to position itself for an impending re-launch and the resumption of full operations,? Bohol said.

Bohol said a shareholder could lose its majority status if it failed or refused to shoulder its portion of the company?s debt.