C05771-2016

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 10, 2016
2. SEC Identification Number
1674
3. BIR Tax Identification No.
000-479-027-000
4. Exact name of issuer as specified in its charter
MANILA BROADCASTING COMPANY
5. Province, country or other jurisdiction of incorporation
METRO MANILA, PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
MBC, BLDG., V. SOTTO ST., CCP COMPLEX, PASAY CITY Postal Code 1307
8. Issuer's telephone number, including area code
(632) 832-6149/832-6150
9. Former name or former address, if changed since last report
No change in address since its last reportr to this Honorable Commission
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 402,682,990
11. Indicate the item numbers reported herein
Item. 2 Acqusition of Assets

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.

Manila Broadcasting CompanyMBC

PSE Disclosure Form 5-1 - Substantial Acquisitions References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 and/or Section 5 of the Revised Disclosure Rules

Subject of the Disclosure

Acquisition of Shares.

Background/Description of the Disclosure

On October 10, 2016, Manila Broadcasting Company (MBC) executed an agreement with Elizalde Hotels and Resorts Inc. (EHRI), an affiliated company, for the purchase of 200,000 common shares. The total purchase price is P200,000,000.00 The price was determined based on the par value per share of EHRI. The closing of the transaction shall be subject to the complete of all customary closing as stated in the agreement.

Date of Approval by Board of Directors Oct 3, 2016
Date of Approval by Stockholders N/A
Other Relevant Regulatory Agency, if applicable N/A
Date of Approval by Relevant Regulatory Agency N/A
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

The acquisition aims to maximize MBC Stockholders' returns by investing in the high growth industry of Hotel and Resort Business.

Description of the transaction including the timetable for implementation and related regulatory requirements, if any

1) Share Sale and Purchase of 200,000 common shares for P200,000,000.00
2)Payment of P50,000,000.00 (25% of the purchase price) upon subscription.
3)The remaining P150,000,000.00 (75% of purchase price) payable within one year.

Identities of the parties to the transaction
Name Nature of Business Nature of any material relationship with the Issuer, their directors/officers or any of their affiliates
Elizalde Hotels and Resorts Inc. (EHRI) Engaged in the business of hotels and resorts Affiliated Company
Terms and conditions of the transaction
The nature and amount of consideration (e.g. price per share, the aggregate amount)

Cash, P 200,000,000.00 (P1,000.00 per share)

Basis upon which the amount of consideration or value of the transaction was determined

The value of the transaction is based on the par value per share of EHRI.

The number of shares to be acquired 200,000
Ratio/percentage to total outstanding capital stock 44.44
Terms of payment

25% upon Subscription: 75% within one year

Conditions precedent to closing of the transaction, if any

Standard conditions such as delivery of original stock certificates and the execution of the necessary transfer documents.

Description of the company subject of the transaction
Nature and business

Elizalde Hotels and Resorts Inc. (EHRI) is engaged in the business of hotels and resorts.
Please also refer to the Audited Financial Statements of EHRI as of December 31, 2015, a copy of which is attached hereto.

Discussion of major projects and investments

Please refer to the Audited Financial Statements of EHRI as of December 31, 2015, attached hereto.

List of subsidiaries and affiliates, with percentage holdings
Name % Ownership
FELIZ HOTEL BORACAY, INC. 99.97

Capital structure

Authorized capital stock
Type of Security Amount Number of Shares
Common Shares 1,000,000,000.00 1,000,000
Subscribed Shares
Type of Security Amount Number of Shares
Common Shares 250,050,000.00 250,050
Paid-Up Capital
Amount 62,550,000.00
Number of Shares 62,550
Issued Shares
Type of Security Amount Number of Shares
Common Shares 250,050,000.000 250,050
Outstanding Shares
Type of Security Amount Number of Shares
Common Shares 250,050,000.000 250,050
Par Value
Type of Security Amount
Common Shares Php1,000.00
Ownership Structure (including percentage holdings)
Name Number of Shares % Ownership
Elizalde Holdings Corporation 250,000 99.98
Fred J. Elizalde 10 0
Ruperto S. Nicdao, Jr. 10 0
Julio Manuel P. Macuja 10 0
Eduardo G. Cordova 10 0
Rudolph Steve E. Jularbal 10 0
Board of Directors
Name (Regular or Independent)
Fred J. Elizalde Regular
Ruperto S. Nicdao, Jr. Regular
Julio Manuel P. Macuja Regular
Eduardo G. Cordova Regular
Rudolph Steve E. Jularbal Regular
Principal Officers
Name Position/Designation
Eduardo G. Cordova Treasurer
Effect(s)/impact on the business, financial condition and operations of the Issuer

This acquisition will increase the MBC's income through dividends and capital gains that will be beneficial to MBC Stockholders.

Other Relevant Information

None.

Filed on behalf by:
Name Robert Pua
Designation Vice President - Controller