C03750-2015

SECURITIES AND EXCHANGE COMMISSIONSEC FORM 17-C

CURRENT REPORT UNDER SECTION 17
OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.2(c) THEREUNDER

1. Date of Report (Date of earliest event reported)
Jul 7, 2015
2. SEC Identification Number
AS092-07059
3. BIR Tax Identification No.
002-010-620
4. Exact name of issuer as specified in its charter
VANTAGE EQUITIES, INC.
5. Province, country or other jurisdiction of incorporation
Metro Manila, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
2005 East Tower, PSE Centre, Ortigas Center, Pasig, City, Metro Manila, Philippines Postal Code 1605
8. Issuer's telephone number, including area code
(02) 689-8090 to 689-8093
9. Former name or former address, if changed since last report
N/A
10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA
Title of Each Class Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding
Common shares 2,099,791,133
11. Indicate the item numbers reported herein
Item No. 2

The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.

Vantage Equities, Inc.V

PSE Disclosure Form 4-2 - Acquisition/Disposition of Shares of Another Corporation
References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Disposition of 186,121,771 common shares of Yehey! Corporation
Background/Description of the Disclosure

On 7 July 2015, Vantage Equities, Inc. (the “Company”), the parent company of Yehey! Corporation (“Yehey”), entered into a Share Purchase Agreement ("SPA") and sold its controlling interest amounting to 66.95% of the outstanding shares of Yehey. The sale effectively transferred control of the Company to a group of buyers represented by Mr. Alfonso Yap Go, acting for himself and as attorney-in-fact of his co-buyers, subject to the completion of the mandatory tender offer as prescribed by the rules of the Securities and Exchange Commission and other closing conditions.
Date of Approval by
Board of Directors		 Jul 7, 2015
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

The disposition of Yehey shares is part of the Company’s strategy to maintain its focus on its businesses in the financial sector.
Details of the acquisition or disposition
Date Jul 7, 2015
Manner

The shares of the SPA will be transferred via a special block sale on the Exchange once the mandatory tender offer and the closing conditions are complied with.
Description of the company to be acquired or sold

Yehey! Corporation is a corporation duly organized and existing under the laws of the Philippines. Yehey’s shares are listed in the Philippine Stock Exchange. Yehey is known to be a digital marketing company that delivers effective marketing solutions in the digital space. Yehey offers its clients digital marketing services to include Web Design and Development, Web Management, Media Buying & Planning, Digital PR and Reputation Management, Digital Strategy, Social Media Marketing, Digital Research, and Digital Strategy.
The terms and conditions of the transaction
Number of shares to be acquired or disposed 186,121,771
Percentage to the total outstanding shares of the company subject of the transaction 66.95
Price per share PhP1.56
Nature and amount of consideration given or received

The consideration is set provisionally at One Peso and Fifty Six Centavos (Php1.56) per share or a total consideration of about Two Hundred Ninety Million (Php290,000,000.00), subject to certain adjustments on the cash and cash equivalents available to Yehey to be agreed upon on or before the closing date.
Principle followed in determining the amount of consideration

The buyers’ offer price of PhP1.56 was accepted by the seller.
Terms of payment

Subject to the fulfillment of the closing conditions under the SPA, the buyers shall remit the Purchase Price (net of the downpayment and all other amounts which the seller have acknowledged as having received from the buyers in relation to the transactions contemplated in the SPA), in full and in immediately available and cleared funds, to the seller’s Crossing Broker in accordance with customary settlement for trading of shares or in such other manner as may be separately agreed upon by the parties.
Conditions precedent to closing of the transaction, if any

Certain deliverables to be complied with by both the buyers and the seller under the SPA on or before the closing date.
Any other salient terms

N/A
Identity of the person(s) from whom the assets were acquired or to whom they were sold
Name Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates
Mr. Alfonso Yap Go Mr. Go has no material relationship to the Issuer, Directors and Officers
Effect(s) on the business, financial condition and operations of the Issuer, if any

The Company can focus its assets on its businesses in the financial sector.
Other Relevant Information

N/A
Filed on behalf by:
Name ADRIAN FRANCIS BUSTOS
Designation ASSISTANT CORPORATE SECRETARY