SECURITIES AND EXCHANGE COMMISSIONSEC FORM 17-A, AS AMENDED

ANNUAL REPORT PURSUANT TO SECTION 17
OF THE SECURITIES REGULATION CODE AND SECTION 141
OF THE CORPORATION CODE OF THE PHILIPPINES

1. For the fiscal year ended

Dec 31, 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 or organization

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, and former fiscal year, 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. Are any or all of registrant's securities listed on a Stock Exchange?

Yes

No

If yes, state the name of such stock exchange and the classes of securities listed therein:

Philippine Stock Exchange

12. Check whether the issuer:

(a) has filed all reports required to be filed by Section 17 of the SRC and SRC Rule 17.1 thereunder or Section 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections 26 and 141 of The Corporation Code of the Philippines during the preceding twelve (12) months (or for such shorter period that the registrant was required to file such reports)

Yes

No

(b) has been subject to such filing requirements for the past ninety (90) days

Yes

No

13. State the aggregate market value of the voting stock held by non-affiliates of the registrant. The aggregate market value shall be computed by reference to the price at which the stock was sold, or the average bid and asked prices of such stock, as of a specified date within sixty (60) days prior to the date of filing. If a determination as to whether a particular person or entity is an affiliate cannot be made without involving unreasonable effort and expense, the aggregate market value of the common stock held by non-affiliates may be calculated on the basis of assumptions reasonable under the circumstances, provided the assumptions are set forth in this Form

Php198,066,847,964

APPLICABLE ONLY TO ISSUERS INVOLVED IN INSOLVENCY SUSPENSION OF PAYMENTS PROCEEDINGS DURING THE PRECEDING FIVE YEARS

14. Check whether the issuer has filed all documents and reports required to be filed by Section 17 of the Code subsequent to the distribution of securities under a plan confirmed by a court or the Commission.

Yes

No

DOCUMENTS INCORPORATED BY REFERENCE

15. If any of the following documents are incorporated by reference, briefly describe them and identify the part of SEC Form 17-A into which the document is incorporated:

(a) Any annual report to security holders

N/A

(b) Any information statement filed pursuant to SRC Rule 20

N/A

(c) Any prospectus filed pursuant to SRC Rule 8.1

N/A

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 17-1 - Annual Report References: SRC Rule 17 and
Sections 17.2 and 17.8 of the Revised Disclosure Rules

For the fiscal year ended	Dec 31, 2016
Currency (indicate units, if applicable)	Php (in thousands)

Balance Sheet

	Year Ending	Previous Year Ending
	Dec 31, 2016	Dec 31, 2015
Current Assets	103,950,556	99,130,037
Total Assets	465,560,132	434,966,285
Current Liabilities	49,421,276	70,628,579
Total Liabilities	230,196,588	219,123,438
Retained Earnings/(Deficit)	142,370,486	125,368,103
Stockholders' Equity	235,363,544	215,842,847
Stockholders' Equity - Parent	231,481,032	212,488,822
Book Value per Share	8.02	7.36

Income Statement

	Year Ending	Previous Year Ending
	Dec 31, 2016	Dec 31, 2015
Operating Revenue	79,816,231	71,511,287
Other Revenue	1,114,931	8,579,321
Gross Revenue	80,931,162	80,090,608
Operating Expense	44,551,175	40,072,460
Other Expense	5,391,310	5,107,309
Gross Expense	49,942,485	45,179,769
Net Income/(Loss) Before Tax	30,988,677	34,910,839
Income Tax Expense	6,621,053	6,018,246
Net Income/(Loss) After Tax	24,367,624	28,892,593
Net Income/(Loss) Attributable to Parent Equity Holder	23,805,713	28,302,092
Earnings/(Loss) Per Share (Basic)	0.83	0.98
Earnings/(Loss) Per Share (Diluted)	0.83	0.98

Financial Ratios

	Formula	Fiscal Year Ended	Previous Fiscal Year
		Dec 31, 2016	Dec 31, 2015
Liquidity Analysis Ratios:
Current Ratio or Working Capital Ratio	Current Assets / Current Liabilities	2.1	1.4
Quick Ratio	(Current Assets - Inventory - Prepayments) / Current Liabilities	1.21	0.85
Solvency Ratio	Total Assets / Total Liabilities	2.02	1.99
Financial Leverage Ratios
Debt Ratio	Total Debt/Total Assets	0.35	0.36
Debt-to-Equity Ratio	Total Debt/Total Stockholders' Equity	0.7	0.72
Interest Coverage	Earnings Before Interest and Taxes (EBIT) / Interest Charges	9.64	11.19
Asset to Equity Ratio	Total Assets / Total Stockholders' Equity	2.01	2.05
Profitability Ratios
Gross Profit Margin	Sales - Cost of Goods Sold or Cost of Service / Sales	0.44	0.44
Net Profit Margin	Net Profit / Sales	0.3	0.29
Return on Assets	Net Income / Total Assets	0.05	0.07
Return on Equity	Net Income / Total Stockholders' Equity	0.11	0.1
Price/Earnings Ratio	Price Per Share / Earnings Per Common Share	34.34	22.11

Other Relevant Information
N/A