C01528-2014

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)
Mar 31, 2014
2. SEC Identification Number
CS200711792
3. BIR Tax Identification No.
006-806-867-000
4. Exact name of issuer as specified in its charter
GT Capital Holdings, Inc.
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
43rd Floor, GT Tower International, 6813 Ayala Avenue corner Dela Costa Street, Makati City Postal Code 1227
8. Issuer's telephone number, including area code
02-8364500
9. Former name or former address, if changed since last report
not applicable
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 174,300,000
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.

GT Capital Holdings, Inc.GTCAP

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

GT Capital Holdings, Inc. (GTCAP) acquires an additional 9.21% of Toyota Cubao, Inc. (TCI), raising its stake to 89.10%.

Background/Description of the Disclosure

GT Capital Holdings, Inc. (GTCAP) acquires an additional 9.21% of TCI, raising its stake to 89.10%.

Date of Approval by
Board of Directors
Mar 11, 2014
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

The acquisition improves the synergies among the automotive, banking and insurance businesses of GTCAP.

Details of the acquisition or disposition
Date Mar 31, 2014
Manner

Sale and purchase of shares.

Description of the company to be acquired or sold

TCI is a dealership for Toyota motor vehicles, parts and services.

The terms and conditions of the transaction
Number of shares to be acquired or disposed 7,200,000
Percentage to the total outstanding shares of the company subject of the transaction 9.21
Price per share 4.99
Nature and amount of consideration given or received

Sale of shares, paid in cash.

Principle followed in determining the amount of consideration

Fairness opinion by independent professional firm.

Terms of payment

Full payment of purchase price on transaction date.

Conditions precedent to closing of the transaction, if any

Related Party Transaction Committee approval, Board approval, due diligence and fairness opinion.

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
First Metro Investment Corporation FMIC is a subsidiary of Metrobank. GTCAP owns 25.1% of Metrobank.
Effect(s) on the business, financial condition and operations of the Issuer, if any

It is expected that the transaction will improve GTCAP's net income.

Other Relevant Information

None.

Filed on behalf by:
Name Renee Lynn Miciano
Designation Senior Legal & Compliance Officer