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 12, 2016
2. SEC Identification Number
A199806865
3. BIR Tax Identification No.
005-301-677
4. Exact name of issuer as specified in its charter
Apollo Global Capital, Inc.
5. Province, country or other jurisdiction of incorporation
Metro Manila, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
1801 East Tower, PSE Centre, Exchange Road, Ortigas Center, Pasig CityPostal Code1605
8. Issuer's telephone number, including area code
(632) 620-2316
9. Former name or former address, if changed since last report
Yehey! Corporation
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
278,000,000
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.
YEHEY! CorporationYEHEY
PSE Disclosure Form 4-3 - Amendments to Articles of Incorporation References: SRC Rule 17 (SEC Form 17-C) and Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Amendment to disclose date of approval by SEC and date of such receipt of approval
Background/Description of the Disclosure
During the Annual Stockholders’ Meeting on December 11, 2015, the Stockholders approved and/or ratified the amendments to the Articles of Incorporation of the Company
Date of Approval by Board of Directors
Dec 7, 2015
Date of Approval by Stockholders
Dec 11, 2015
Other Relevant Regulatory Agency, if applicable
N/A
Date of Approval by Relevant Regulatory Agency, if applicable
N/A
Date of Approval by Securities and Exchange Commission
Oct 7, 2016
Date of Receipt of SEC approval
Oct 12, 2016
Amendment(s)
Article No.
From
To
1
Change the corporate name Yehey! Corporation
Apollo Global Capital, Inc.
2
Change the primary purpose to engage in the business of interenet online related products relating to a database search engine, such as, but not limited to, conceptualizing, designing, illustrating, processing and editing web sites; to engage in other pre-production and post-production work on we sites in the internet; and to sell and market said products in the form of advertising of finished products in the domestic or export market
holding company
2
Include in the secondary purpose as provided under Section 36 of the Corporation Code of the Philippines
the power to guarantee obligations of other corporation or entities in which the Corporation has lawful interes
7
Change par value from Php1.00
Php0.01 without any reduction in or return of capital
7
Increase the authorized capital stock of the Company from One Billion Pesos
Three Billion Pesos
Rationale for the amendment(s)
Amendment in Article 1: - The Company is winding down its information technology operations and digital marketing business. Since the Company will no longer undertake digital marketing operations and, given its new direction, Management believes that a new corporate name should be adopted to replace the existing corporate name, Yehey! Corporation.
Amendments in Article 2: - Since the Company will cease its digital marketing operations, the primary purpose of the Company, which is specific to a particular industry and/or activity, should no longer apply. As a holding company, the Company should be able to make investments in companies engaged in various industries. With the proposed change, the Company will benefit from the flexibility afforded by having the primary purpose of a holding company. - The amendment is made in line with the change of the primary purpose of the Company to that of a holding company. Management believes that as a holding company, there will be transactions that would necessitate the Company to guarantee obligations of other corporations such as its subsidiaries.
Amendments in Article 7: - Reducing the par value from One Peso (Php1.00) to One Centavo (Php0.01) without any reduction in or return of capital is intended to improve liquidity of the shares of the Company for the benefit of the shareholders. - The increase in the capital stock of the Company is being requested to allow the Company to be poised to issue equity shares as a way of raising funds for future opportunities of growth.
The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the Articles of Incorporation with the SEC
Jan 8, 2016
Expected date of SEC approval of the Amended Articles of Incorporation
Feb 5, 2016
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any
The amendments to the name and purpose of the Company are in relation to the change in the nature and purpose of the company from that of an information technology company to a holding company. As a holding company, the Company should be able to make investments in companies engaged in various industries.
After the change in par value is approved by the SEC, the Company will have an authorized capital stock of One Billion Pesos (Php1,000,000,000.00) divided into One Hundred Billion (100,000,000,000) shares.
After the increase in authorized capital stock is approved by the SEC, the Company will have an authorized capital stock of Three Billion Pesos (Php3,000,000,000.00) divided into Three Hundred Billion (300,000,000,000) shares.
Other Relevant Information
The amendments to this disclosure are: (1) date of approval by the SEC, and (2) date of receipt of such approval).
Please note that the amendment to increase the authorized capital stock was not included in the application for the amendment of the articles of incorporation filed with the SEC and was, thus, not part of the approved amended articles of incorporation.