C04549-2016 |
Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding | |
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COMMON SHARES | 1,200,000,000 |
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.
Subject of the Disclosure |
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Disposal of 35% shareholding interests in Nechester Corporation by SBS Philippines Corporation (the "Company") |
Background/Description of the Disclosure |
Sale of 192,499 common shares of the capital stock of Neschester Corporation to STI Education Systems Holdings, Inc. |
Date of Approval by Board of Directors |
Aug 1, 2016 |
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Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction |
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Management considered it to be an appropriate time to divest and sell its shareholdings in Neschester Corporation to unlock the share's best maximum value and realize a major gain from the transaction. The gain from such investment will diversify the income streams of SBS Philippines Corporation. |
Date | Aug 2, 2016 |
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Manner |
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Sale of shares of stock for cash |
Description of the company to be acquired or sold |
Neschester Corporation is a holding company with investment asset. |
Number of shares to be acquired or disposed | 192,499 |
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Percentage to the total outstanding shares of the company subject of the transaction | 35 |
Price per share | P314.91 |
Nature and amount of consideration given or received |
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The total consideration for the Sale Shares is P60,619,850.00 payable in cash |
Principle followed in determining the amount of consideration |
Asset valuation |
Terms of payment |
The total consideration for the Sale Shares is payable in full in cash upon signing of the Deed of Absolute Sale on 2 August 2016 |
Conditions precedent to closing of the transaction, if any |
Completion of due diligence review and performance of pre-closing undertakings |
Any other salient terms |
none |
Name | Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates | |
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STI Education Systems Holdings, Inc. | none |
Effect(s) on the business, financial condition and operations of the Issuer, if any |
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The sale of the Neschester shares will result in major cash inflows to the Company and which sales proceeds will be used for general working capital and to pursue attractive investment opportunities. |
Other Relevant Information |
none |
Name | Regina Simona De Guzman |
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Designation | Corporate Secretary and Compliance Officer |