C06718-2020

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)
Sep 24, 2020
2. SEC Identification Number
19073
3. BIR Tax Identification No.
000-288-698-000
4. Exact name of issuer as specified in its charter
First Philippine Holdings Corporation
5. Province, country or other jurisdiction of incorporation
Metro Manila, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
6th Floor Rockwell Business Center Tower 3, Ortigas Avenue, Pasig City Postal Code 1604
8. Issuer's telephone number, including area code
02-8631-8024
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 506,585,994
Preferred Redeemable 3,600,000
11. Indicate the item numbers reported herein
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.

First Philippine Holdings CorporationFPH

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

Acquisition of shares in First Batangas Hotel Corporation

Background/Description of the Disclosure

FPH has agreed to purchase from Brightnote Assets Corporation One Million Three Hundred Eighty-Four Thousand One Hundred Twenty-Seven (1,384,127) common shares, and (ii) Two Million Five Hundred Seventy-Two Thousand Seven Hundred Twenty-Six (2,572,726) preferred shares in First Batangas Hotel Corporation.

Date of Approval by
Board of Directors
N/A
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

FPH will be consolidating ownership from a 40.5% current stake to 57.7% after the purchase of shares in First Batangas Hotel Corporation (FBHC).

Details of the acquisition or disposition
Date Sep 24, 2020
Manner

Private Purchase

Description of the company to be acquired or sold

FBHC owns a hotel situated in a subsidiary of FPH, First Philippine Industrial Park.

The terms and conditions of the transaction
Number of shares to be acquired or disposed 1,384,127
Percentage to the total outstanding shares of the company subject of the transaction 17.2%
Price per share P2.90/share (inclusive of the preferred shares)
Nature and amount of consideration given or received

Cash in the total amount of Eleven Million Four Hundred Seventy Four Thousand Eight Hundred Seventy Three and 70/100 Philippine Pesos (Php11,474,873.70)

Principle followed in determining the amount of consideration

190% premium to par value

Terms of payment

Cash

Conditions precedent to closing of the transaction, if any

N/A

Any other salient terms

N/A

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
Brightnote Assets Corporation FPH holds a 10% stake in Brightnote Assets Corporation. FPH, Brightnote and Mircotel Development Corporation are parties to a shareholders’ agreement relating to FBHC. Mr. Nestor J. Padilla, SVP of FPH, acts as Chairman of BAC.
Effect(s) on the business, financial condition and operations of the Issuer, if any

FPH does not anticipate a significant financial impact from this acquisition.

Other Relevant Information

Number of Shares to be Acquired: One Million Three Hundred Eighty-Four Thousand One Hundred Twenty-Seven (1,384,127) common shares and Two Million Five Hundred Seventy-Two Thousand Seven Hundred Twenty-Six (2,572,726) preferred shares

Filed on behalf by:
Name Esmeraldo Amistad
Designation Vice President/Assistant Corporate Secretary