C08312-2020

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)
Dec 1, 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
2-8631-8024
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 504,545,994
Preferred 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 4-30 - Material Information/Transactions References: SRC Rule 17 (SEC Form 17-C) and
Sections 4.1 and 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

FPH's announcement of tender offer for Lopez Holdings Corporation's common shares

Background/Description of the Disclosure

Please be advised that on December 1, 2020, the Board of Directors of First Philippine Holdings Corporation (“FPH” or the “Corporation”) has authorized the conduct of a tender offer to acquire a minimum of 908,459,782 common shares of the Corporation’s parent company, Lopez Holdings Corporation (“LPZ”), representing approximately 20% of the total issued and outstanding common shares of LPZ and up to a maximum of 2,069,273,361 common shares of LPZ representing approximately 45.56% of the total issued and outstanding common shares of LPZ, from all the shareholders of LPZ excluding the shares owned by its ultimate parent entity, Lopez, Inc. which has agreed not to tender its common shares, under such terms and conditions as the Corporation may determine, and as may be required and in accordance with law (“Tender Offer”).

A Tender Offer Report, in the form of SEC Form 19-1, including its annexes, will be filed with the Securities and Exchange Commission (“SEC”), the Philippine Stock Exchange (“PSE”), and LPZ on or about December 4, 2020, which contains, among others, the application to tender and the terms and conditions of the Tender Offer. Copies of the Tender Offer Report and the relevant tender offer materials will be disseminated as required by law and sent to each common shareholder of LPZ separately.

FPH acknowledged the intended filing of a petition for voluntary delisting of LPZ from the Main Board of the PSE, conditioned on the fulfillment of the terms and conditions as FPH may prescribe in accordance with law (“Voluntary Delisting”).

The Corporation, together with LPZ, intends to seek such clearances and reliefs from such government agencies and regulatory bodies as may be applicable to the Tender Offer, from the SEC, PSE, and the Philippine Competition Commission.

The Tender Offer is intended to commence on January 22, 2021 and end on February 19, 2021, subject to terms and conditions of the Tender Offer, at a price of Three Pesos and Eighty Five Centavos (P3.85) per common share.

In view of the foregoing, FPH requested for a trading halt for the duration of today, December 1, 2020.

Other Relevant Information

N/A

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