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)

Feb 12, 2018

2. SEC Identification Number

163671

3. BIR Tax Identification No.

320-000-804-342

4. Exact name of issuer as specified in its charter

PRIME ORION PHILIPPINES, INC.

5. Province, country or other jurisdiction of incorporation

METRO MANILA, PHILIPPINES

6. Industry Classification Code(SEC Use Only)

7. Address of principal office

UNIT 1014, TOWER ONE AND EXCHANGE PLAZA, AYALA TRIANGLE, AYALA AVENUE, MAKATI CITY Postal Code 1226

8. Issuer's telephone number, including area code

(632) 884-1106

9. Former name or former address, 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 SHARES	4,923,084,883

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.

Prime Orion Philippines, Inc.POPI

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
Change in number of issued and outstanding shares
Background/Description of the Disclosure
Please be informed that 42 grantees subscribed, effective today, to 26,629,700 common shares at P1.68 per share under our Employee Stock Ownership Plan (ESOWN) Tranche 2-First Availment. The subscription price is 80% of the average market price of our common shares at the Philippine Stock Exchange over the 30-day trading period beginning September 18, 2017, and ending October 30, 2017. As a result of the subscription of the 42 ESOWN grantees, the number of our outstanding common shares is now 4,923,084,883.

Change(s) in Number of Issued and Outstanding Shares

Issued Shares

Type of Security /Stock Symbol	Before	After
POPI	2,389,654,698	2,389,654,698

Outstanding Shares

Type of Security /Stock Symbol	Before	After
POPI	4,896,455,183	4,923,084,883

Other Changes, if any

In percent	Before	After
Public float	36.69	36.49
Foreign Ownership level	1.09	1.08