C05604-2015

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)
Oct 15, 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

Sale by Vantage Equities, Inc. (“VEI”) of 186,121,771 common shares to Alfonso Yap Go and his nominees: Nathaniel C. Go, and Socorro P. Lim representing 66.95% of the total issued and outstanding capital stock of YEHEY.
Background/Description of the Disclosure

On 15 October 2015, Vantage Equities, Inc. crossed 186,121,771 common shares of Yehey! Corporation, (the “Sale Shares”) to Alfonso Yap Go and his nominees are Nathaniel C. Go, and Socorro P. Lim pursuant to the Sale Purchase Agreement dated 7 July 2015. Under the Sale and Purchase Agreement, the closing of the transfer of the Sale Shares is subject to and conditioned upon the conduct and completion of a mandatory tender offer as well as the payment of the purchase price, which conditions have been complied with as of 15 October 2015.
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 Oct 15, 2015
Manner

The shares of the SPA is transferred via a special block sale on the Exchange.

A mandatory tender offer was conducted pursuant to the Securities Regulation Code.
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

Under the Sale and Purchase Agreement, the closing of the transfer of the Sale Shares is subject to and conditioned upon the conduct and completion of a mandatory tender offer as well as the payment of the purchase price, which conditions have been complied with as of 15 October 2015.
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. Alfonso Yap Go does not have any existing affiliation with the Company, its directors/officers. Further, Mr. Go does not own, whether beneficially or of record, any common shares of the Company.
Nathaniel C. Go Mr. Nathaniel C. Go does not have any existing affiliation with the Company, its directors/officers. Further, Mr. Go does not own, whether beneficially or of record, any common shares of the Company.
Socorro P. Lim Ms. Socorro P. Lim does not have any existing affiliation with the Company, its directors/officers. Further, Ms. Lim does not own, whether beneficially or of record, any common shares of the Company.
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

Amendment to update details on disposition of shares.
Filed on behalf by:
Name MARIBEL BERE
Designation GROUP COMPTROLLER