C06263-2017

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 19, 2017
2. SEC Identification Number
31168
3. BIR Tax Identification No.
002-724-446-000
4. Exact name of issuer as specified in its charter
A Brown Company, Inc.
5. Province, country or other jurisdiction of incorporation
Metro Manila
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
Xavier Estates Uptown, Airport Road, Balulang, Cagayan de Oro City Postal Code 9000
8. Issuer's telephone number, including area code
Liaison Office - (02) 638-6832; (02) 633-3135
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 Stock 2,477,667,911
11. Indicate the item numbers reported herein
Item No. 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.

A Brown Company, Inc.BRN

PSE Disclosure Form 4-11 - Change in Number of Issued and Outstanding Shares References: Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Issuance of Shares from the Conversion of Debt and Deposits for Future Subscription to Equity

Background/Description of the Disclosure

On 12 October 2017, the Board of Directors approved the conversion of the Company’s debt and deposits for future subscription amounting to Php 450,000,000 to equity at Php 1.13/share broken down as follows:

Debt Liability Number of Shares
Brownfield Holdings Incorporated----- Php 250,000,000.00 221,238,938 shares

Deposits for future subscription
Valueleases, Inc. --------------------------- 100,000,000.00 88,495,575 shares
RME Consulting, Inc. --------------------- 100,000,000.00 88,495,575 shares
Total ---------------------------------------- Php 450,000,000.00 398,230,088 shares

After the payment of their corresponding documentary stamp tax (DST) today, the said shares are considered issued and outstanding but are yet to be listed.

As a result, the changes in number of issued and outstanding shares including the public float and foreign ownership level are shown below:

Change(s) in Number of Issued and Outstanding Shares

Issued Shares
Type of Security /Stock Symbol Before After
Common / BRN 2,079,438,837 2,477,668,925
Outstanding Shares
Type of Security /Stock Symbol Before After
Common / BRN 2,079,437,823 2,477,667,911
Other Changes, if any
In percent Before After
Public float 45.03 44.94
Foreign Ownership level 1 0.84
Filed on behalf by:
Name Allan Ace Magdaluyo
Designation Senior Finance Manager/Corporate Information Officer