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 28, 2016

2. SEC Identification Number

AS094-000088

3. BIR Tax Identification No.

003-058-789

4. Exact name of issuer as specified in its charter

SM PRIME HOLDINGS, INC.

5. Province, country or other jurisdiction of incorporation

PHILIPPINES

6. Industry Classification Code(SEC Use Only)

7. Address of principal office

10th Floor Mall of Asia Arena Annex Building, Coral Way cor. J.W. Diokno Blvd., Mall of Asia Complex, Brgy. 76, Zone 10, CBP-1A, Pasay City, Philippines Postal Code 1300

8. Issuer's telephone number, including area code

(632) 831-1000

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 STOCK, P1 PAR VALUE	28,879,231,694

11. Indicate the item numbers reported herein

ITEM # 9, LETTER B

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.

SM Prime Holdings, Inc.SMPH

PSE Disclosure Form 4-31 - Press Release References: SRC Rule 17 (SEC Form 17-C)
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure
PRESS RELEASE: SM Prime marked 3rd listing of Retail Bonds with issuance of PhP 10 Billion fixed rate bonds due 2026
Background/Description of the Disclosure
(28 July 2016, Makati, Philippines) SM Prime Holdings,Inc. (SM Prime) marked its 3rd listing of retail bonds with its issuance of PHP10 billion fixed rate bonds due on 2026. With SM Prime’s bond issuance, the total listed amount of the SM Group on PDEx shall be PHP84.83 billion, representing 14.47% of the total corporate fixed-income issues in the organized secondary market. For this series, SM Prime has set the interest rate for its Peso-denominated Series F, 10-year retail bonds at 4.2005% p.a. with an aggregate principal amount of PHP10 billion. This is part of the 3-year shelf registration with an aggregate amount of PHP60 billion. PDS Group President & CEO Cesar B. Crisol said: “PDS Group has long admired SM Prime’s plans and efforts to expand and develop the country’s up and coming regional cities. And as SM Prime has been executing this strategy for many years now, one may easily cite the firm as being one of earliest advocates of “inclusive economic growth.” The Directors and Officers of SM Prime who attended the event are SMPH President Hans T. Sy, Executive Vice President Jeffrey C. Lim, Chief Finance Officer John C. Ong, Finance Vice President Teresa Cecilia Reyes-Agsalud, Investor Relations Vice President Alexander D. Pomento, Treasury Assistant Vice President Maricel A. Ranola, and SM Investments Corporation Treasury Senior Vice President Marcelo C. Fernando Jr. Also present are representatives from the Joint Issue Managers, Joint Bookrunners, and Joint Lead Underwriters, including BDO Capital and Investment Corporation Senior Vice President Gabriel U. Lim, China Banking Corporation First Vice President Virgilio O. Chua, First Metro Investment Corporation Senior Executive Vice President Rabboni Francis B. Arjonillo, and Bank of the Philippine Islands Executive Vice President Dennis M. Montecillo. SM Prime remains committed to its role as a catalyst for economic growth, delivering innovative and sustainable lifestyle cities, thereby enriching the quality of life of millions of people.
Other Relevant Information
For further information, please contact: Alexander Pomento Vice President, Investor Relations SM Prime Holdings, Inc. E-mail: [email protected] Tel. no.: +632 862 7940