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 10, 2017

2. SEC Identification Number

1746

3. BIR Tax Identification No.

000-126-853-000

4. Exact name of issuer as specified in its charter

STI Education Systems Holdings, Inc.

5. Province, country or other jurisdiction of incorporation

Philippines

6. Industry Classification Code(SEC Use Only)

7. Address of principal office

7th Floor, STI Holdings Center, 6764 Ayala Avenue, Makati City Postal Code 1226

8. Issuer's telephone number, including area code

(632) 844-9553

9. Former name or former address, if changed since last report

-

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	9,904,806,924

11. Indicate the item numbers reported herein

-

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.

STI Education Systems Holdings, Inc.STI

PSE Disclosure Form 4-13 - Clarification of News Reports References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure
Clarification of News Article

Source	BusinessWorld Online
Subject of News Report	"SEC approves shelf offerings of Megaworld, STI"
Date of Publication	Mar 10, 2017

Clarification of News Report
We write with respect to the attached news article entitled “SEC approves shelf offerings of Megaworld, STI” posted in BusinessWorld Online on March 10, 2017. The article reported in part that: “The Securities and Exchange Commission (SEC) has approved the shelf offering of Megaworld Corp. and STI Education Services Group, Inc. in the bond market. . . . . Aside from the shelf registration of Megaworld, the corporate regulator allowed the subsidiary of listed STI Education Systems Holdings, Inc. to offer P5 billion worth of fixed-rate bonds within the next three years. STI Education Services will initially issue Series 7Y bonds due 2024 and Series 10Y bonds due 2027 with a cumulative face value of P3 billion. PhilRatings has assigned a ‘PRS Aa’ rating on the debt securities. The Company known as STI College earmarked the proceeds of the entire debt securities program for the expansion of its campuses and other general corporate purposes, according to the latest prospectus submitted to the SEC on March 3 . . . .” In connection with the foregoing news article, the Company wishes to clarify that the Securities and Exchange Commission (the “SEC”) has given pre-effective approval for its subsidiary, STI Education Services Group, Inc. (“STI ESG”), to offer P5 billion worth of fixed-rate bonds within the next three years under the shelf registration program of the SEC. The Company expects to receive the permit to sell for the aforementioned bonds soon. The Company confirms that STI ESG will initially issue Series 7Y bonds due 2024 and Series 10Y bonds due 2027 with a cumulative face value of P3 billion. PhilRatings has assigned a “PRS Aa” rating on the debt securities. The proceeds of the first tranche, amounting to P3 billion, of the debt securities program have been earmarked for the expansion of the Company’s campuses, refinancing of short term loans incurred for the acquisition of land and other general corporate requirements.
Other Relevant Information
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