C05555-2020

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)
2. SEC Identification Number
3. BIR Tax Identification No.
4. Exact name of issuer as specified in its charter
5. Province, country or other jurisdiction of incorporation
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
Postal Code
8. Issuer's telephone number, including area code
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
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.

PXP Energy CorporationPXP

PSE Disclosure Form 4-2 - Acquisition/Disposition of Shares of Another Corporation
References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Increase of Shareholdings in FEC Resources, Inc.
Background/Description of the Disclosure

PXP Energy Corporation (“PXP” or “the Company”) wishes to announce that it has increased its direct shareholding in FEC Resources Inc. (“FEC”) from 54.99% to 78.39%. This increases PXP’s total economic interest in Forum Energy Limited (“FEL”) from 76.07% to 77.66%. The additional interest was acquired through a subscription to 450,000,000 new ordinary shares of FEC through a stock rights offering. The new shares were issued at approximately US$0.00225 per share for a total consideration of US$1,012,500.

FEC is incorporated under the laws of Alberta, Canada. It primarily acts as an investment holding company. Its principal asset is a 6.8% stake in FEL. FEL is a UK Incorporated oiI and gas exploration and production company with a focus in the Philippines. It’s principal asset is a 70% interest in Service Contract 72, an 8,800-square kilometre (‘Km2’) offshore petroleum licence situated west of Palawan Island in the West Philippine Sea.

The acquisition of additional shares in FEC did not result in a change in the board of FEC or FEL.
Date of Approval by
Board of Directors
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

Increase its direct shareholding in FEC Resources Inc. (“FEC”) from 54.99% to 78.39%.
Details of the acquisition or disposition
Date
Manner

Through Participation in FEC's Stock Rights Offering
Description of the company to be acquired or sold

FEC Resources Inc., is incorporated under the laws of Alberta, Canada. It primarily acts as an investment holding company. Its principal asset is a 6.8% stake in FEL.
The terms and conditions of the transaction
Number of shares to be acquired or disposed
Percentage to the total outstanding shares of the company subject of the transaction
Price per share
Nature and amount of consideration given or received

US$1,012,500
Principle followed in determining the amount of consideration

Based on the price of FEC shares in the stock rights offering of $0.00225/share.
Terms of payment

Cash
Conditions precedent to closing of the transaction, if any

None
Any other salient terms

None
Identity of the person(s) from whom the shares were acquired or to whom they were sold
Name Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates
Effect(s) on the business, financial condition and operations of the Issuer, if any

FEC intends to use the proceeds from the Rights Offering for general working capital purposes primarily the payment of administrative expenses and to provide the Company with funds for investment opportunities including participation, in any fund raising of Forum Energy Limited in order to maintain its percentage ownership interest in that company.
Other Relevant Information

About PXP Energy Corporation

PXP is an upstream oil and gas company incorporated in the Philippines whose shares are listed on the Philippine Stock Exchange. The Company directly and indirectly owns oil and gas exploration and production assets located in the Philippines, and indirectly owns an exploration asset located in offshore Peru.

 

For further information, please contact:

Mark H. Rilles
Finance Controller
PXP Energy Corporation
Telephone: (632) 631 1381
Email: [email protected]
Filed on behalf by:
Name Mark Raymond Rilles
Designation Finance Controller