A landlord position that captures value through rent and appreciation
In the shifting landscape of Philippine tourism development, Abacore Capital Holdings has chosen patience over partnership, unwinding a joint venture in Batangas and replacing it with a lease-to-own structure that trades shared risk for steady, recurring income. The Mother of All Asia Monument project — a 100-hectare vision in Pagkilatan, Batangas City — will now unfold in measured phases, with Montemaria Resort OPC and Highsource Prime Building Inc. leasing the land they once co-owned, holding the option to buy it if the dream proves worthy of the investment. It is a restructuring that speaks to a broader truth in development: that ownership, deferred, can sometimes be more honest than ownership assumed too soon.
- A joint venture built on shared ownership has been quietly dissolved, replaced by a more cautious architecture of leases and conditional rights — a signal that the original partnership structure was no longer serving its purpose.
- Twenty hectares of prime Batangas tourism land now change hands not through sale but through a 25-year lease at P540 per square meter annually, with two renewal options that could extend occupancy across three-quarters of a century.
- A purchase option locked at P9,000 per square meter gives developers a five-year window to buy at today's price — after which the land's fate is tied to whatever the market decides it is worth.
- Expansion into an additional 40 hectares hinges on proof of progress: developers must complete at least 51 percent of Phase 1 before the next chapter of the project can begin.
- Abacore shares dipped 3.85 percent on the day of the announcement, leaving investors to interpret whether the restructuring signals strategic prudence or an admission that the original venture had run into difficulty.
Abacore Capital Holdings signed a memorandum of agreement on Monday with Montemaria Resort OPC and Highsource Prime Building Inc., dissolving their joint venture and replacing it with a lease-to-own arrangement for the Mother of All Asia Monument, a tourism development spanning roughly 100 hectares in Pagkilatan, Batangas City. The three parties settled accounts from the wound-down venture and established a new framework built on phased leasing rather than shared ownership.
Under the new terms, Montemaria and Highsource will lease an initial 20-hectare parcel — Phase 1 — for 25 years, with two additional 25-year renewal options available. For the first five years, annual rent is set at P540 per square meter, equivalent to 6 percent of the P9,000 per square meter purchase price. After that period, rent adjusts to fair market value, with increases tied to Bangko Sentral ng Pilipinas interest rates.
The lease-to-own element rests on a purchase option: during the first five years, the developers may buy Phase 1 at the fixed price of P9,000 per square meter. Beyond that window, any purchase would be priced at prevailing fair market value — rewarding early commitment and leaving later decisions to the market. A growth clause allows the developers to expand into an additional 40 hectares for Phase 2 once 51 percent of Phase 1 is complete, with that land priced at fair market value at the time of exercise.
Alongside the main agreement, the parties executed several supporting contracts: Montemaria and Highsource acquired the Cenacle building and its improvements for P25.6 million, and took on leases covering Miracle Walk, parking facilities, and portions of the monument itself. For Abacore, the restructuring offers recurring lease income and proceeds from existing improvements, without the capital burden of developing the resort directly. For the developers, it lowers the barrier to entry while preserving a path to full ownership.
Markets received the news quietly — Abacore shares fell P0.015, or 3.85 percent, to close at P0.375. Whether the move reads as careful risk management or a concession to earlier difficulties, the project now rests on a financial foundation of conditional ownership and long-term lease payments rather than the shared control it began with.
Abacore Capital Holdings unwound a joint venture on Monday and replaced it with a lease-to-own structure, a move that transforms how a sprawling Batangas resort project will be developed and financed. The company signed a memorandum of agreement with Montemaria Resort OPC and Highsource Prime Building Inc., converting their shared ownership stake into a long-term leasing arrangement with embedded purchase rights—a shift that converts an abstract partnership into a concrete, phased real estate transaction.
The project at the center of this restructuring is the Mother of All Asia Monument, a tourism development sitting on roughly 100 hectares in Pagkilatan, Batangas City. Rather than continue as equal partners, the three parties agreed to wind down their joint venture entity and settle accounts. Montemaria and Highsource will now lease the initial 20 hectares—designated Phase 1—under terms that give them a clear path to eventual ownership if they choose to exercise it.
The lease price was set at an annual payment equivalent to 6 percent of P9,000 per square meter, which works out to P540 per square meter each year for the first five years. After that initial period, the annual rent will adjust based on fair market value, with increases pegged to the Bangko Sentral ng Pilipinas interest rate. The lease itself runs for 25 years initially, with two additional 25-year renewal options built in—a structure that essentially locks in long-term occupancy rights for the developers.
What makes the arrangement genuinely lease-to-own is the purchase option embedded within it. During the first five years, Montemaria and Highsource can buy the 20-hectare Phase 1 parcel at P9,000 per square meter. If they wait beyond that window, the purchase price will be whatever the land is worth at fair market value when they finally decide to buy. This gives the developers flexibility: they can test the market, build out the resort, and decide whether to commit to ownership based on how the project performs.
The deal also includes a growth mechanism. Once the developers complete at least 51 percent of Phase 1, they gain the right to expand into an additional 40 hectares for Phase 2 development. That expansion will be priced at fair market value at the time they exercise the option, meaning the cost will reflect whatever the property is worth once Phase 1 is substantially built out. Simultaneous with signing the main agreement, the parties executed several implementing contracts: Montemaria and Highsource purchased the Cenacle building and its improvements for P25.6 million, and they also took on leases covering Miracle Walk, parking facilities within Phase 1, and portions of the monument itself.
For Abacore, the restructuring promises to generate recurring cash flows from the annual lease payments and from the sale of existing improvements on the property. The company avoids the capital intensity of developing the resort itself while retaining the option to sell the land outright if the developers exercise their purchase rights. For Montemaria and Highsource, the arrangement offers a lower barrier to entry—they pay annual rent rather than purchasing the full 100 hectares upfront—while preserving their ability to acquire the land if the project succeeds.
The market's initial reaction was muted. Abacore shares fell P0.015, or 3.85 percent, closing at P0.375 each on the day the agreement was announced. Whether investors saw the restructuring as a prudent de-risking move or a sign of difficulty in the original joint venture remained unclear from the price action alone. What is clear is that the Mother of All Asia Monument project now has a different financial architecture—one built on lease payments and conditional ownership rather than shared control.
Citas Notables
The agreement was expected to generate recurring cash flows from the project and support further development of the Montemaria property— Abacore Capital Holdings
La Conversación del Hearth Otra perspectiva de la historia
Why would Abacore convert a joint venture into a lease arrangement? Doesn't that mean giving up control?
Not entirely. They're trading day-to-day operational control for something more valuable in a long development cycle: predictable cash flow. A joint venture requires constant coordination and shared decision-making. A lease generates annual payments regardless of how fast the resort gets built.
But the developers can buy the land. Doesn't Abacore lose the asset?
Only if the developers exercise the option. And that's a five-year window at a fixed price. After that, if they want to buy, Abacore gets fair market value—which will be higher if Phase 1 succeeds. The company is essentially betting that a successful resort makes the land more valuable.
What about the risk that the developers never buy?
Then Abacore keeps collecting rent for 25 years, potentially 75 years with renewals. They own the land, the developers improve it, and Abacore captures value through appreciation and lease escalations tied to interest rates. It's a landlord position.
The stock fell. Does that suggest the market thinks this is a bad deal?
A small decline on announcement day doesn't tell you much. Investors might have been hoping for a full sale, or they might simply be cautious about resort development in general. The real test is whether the lease payments materialize and whether Phase 1 gets built.
What happens if Phase 1 stalls?
Then Abacore still owns the land and can pursue other options. The developers are on the hook for lease payments and for maintaining common areas. The structure actually protects Abacore by making the developers bear development risk while Abacore collects rent.