C06475-2015

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)
Dec 4, 2015
2. SEC Identification Number
A200117708
3. BIR Tax Identification No.
219-934-330
4. Exact name of issuer as specified in its charter
Xurpas Inc.
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
7F Cambridge Centre, 108 Tordesillas St., Salcedo Village, Makati City Postal Code 1227
8. Issuer's telephone number, including area code
(632) 889-6467
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 172,000,660
11. Indicate the item numbers reported herein
Item 9

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.

Xurpas Inc.X

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

Acquisition of shares in Quick.ly, Inc.
Background/Description of the Disclosure

Xurpas Inc. ("Xurpas") acquired 666,666 shares of Series A Preferred Stock in Quick.ly, Inc. ("Quick.ly"), a Silicon Valley technology start-up coming up with a cutting-edge search engine product. The investment gives Xurpas 4.8% ownership of Quick.ly on a fully-diluted basis, for a total investment of US$999,999.00, at the purchase price of $1.50 per share.
Date of Approval by
Board of Directors		 May 18, 2015
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

Xurpas seeks to introduce truly innovative products in its aggressive expansion throughout Southeast Asia. This most recent investment in a company with unique, cutting edge mobile search technology from one of California’s hottest technology hubs furthers this goal.
Details of the acquisition or disposition
Date May 18, 2015
Manner

The first closing of the transaction is marked by the execution of the Term Sheet and other definitive documents for the acquisition of shares. The final closing will occur upon receipt by Xurpas of the stock certificates for the investment.
Description of the company to be acquired or sold

Quick.ly was incorporated on January 13, 2015 in the State of Delaware, United States of America with principal office at 160 Greentree Drive, Suite 101, Dover City, Kent County, Delaware 19904. It is licensed to do business in Pasadena, California.

Quick.ly is reinventing search to get people to what they are looking for more quickly. It is an operating company of Idealab, a creator and operator of technology businesses, based in Pasadena, California.
The terms and conditions of the transaction
Number of shares to be acquired or disposed 666,666
Percentage to the total outstanding shares of the company subject of the transaction 4.8
Price per share US$1.5
Nature and amount of consideration given or received

Cash
Principle followed in determining the amount of consideration

Fair market value of the shares
Terms of payment

Straight cash payment
Conditions precedent to closing of the transaction, if any

None
Any other salient terms

None
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
Quick.ly, Inc. None
Effect(s) on the business, financial condition and operations of the Issuer, if any

The investment is expected to contribute to the expansion of Xurpas throughout Southeast Asia by enabling Xurpas to offer a more diversified and world-class portfolio of mobile products, such as the innovative search technology being developed by Quick.ly.
Other Relevant Information

Quick.ly is the fifth company to join the impressive roster of Xurpas’ investments, which includes Singapore-based Altitude Games, local HR-tech firm Storm Flex Systems, PT Sembilan Digital Investama, owner of Indonesian mobile content company Ninelives, and Singapore-based multiplayer games platform MatchMe. It is also Xurpas’ first investment outside of Asia.

This disclosure was amended to reflect the change in Xurpas' shareholdings in Quick.ly from 4.5%, as previously disclosed, to 4.8%, which increase was a result of the completion of Quick.ly's investment round and came to Xurpas' knowledge just recently.
Filed on behalf by:
Name Mark Gorriceta
Designation Assistant Chief Information Officer