C04229-2021

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)
Jun 18, 2021
2. SEC Identification Number
24015
3. BIR Tax Identification No.
000-282-553
4. Exact name of issuer as specified in its charter
Da Vinci Capital Holdings, Inc.
5. Province, country or other jurisdiction of incorporation
Manila, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
No. 900 Romualdez St., Postal Code 1007
8. Issuer's telephone number, including area code
09178150379
9. Former name or former address, if changed since last report
None
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 Share 1,124,999,969
11. Indicate the item numbers reported herein
Other Matters

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.

Da Vinci Capital Holdings, Inc.DAVIN

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

Share-for-Share Swap between Da Vinci Capital Holdings, Inc. (“DAVIN”) and Cosco Capital, Inc. (“COSCO”)

Background/Description of the Disclosure

Further to the Amended Comprehensive Corporate Disclosures of DAVIN (C02111-2021) dated March 31, 2021, DAVIN wishes to inform the exchange that the Deed of Exchange between DAVIN and COSCO was executed on June 18, 2021. Under the Deed of Exchange, COSCO shall transfer 100% of its shares in Montosco, Meritus, and PWSI to DAVIN in exchange for the issuance of a total of 11,250,000,000 common shares at PhP2.00 per share to COSCO.

Other Relevant Information

DAVIN shall seek approval of the SEC on the increase in authorized capital stock and the subscription of COSCO of shares in exchange for (a) 7,500,000 shares in Montosco, (b) 7,500,000 shares in Meritus, and (c) 1,500,000 shares in PWSI. DAVIN shall likewise seek SEC confirmation on its exemption from registration of securities and the valuation of the shares which shall stand as consideration to be received from COSCO pursuant to the share-for-share swap between DAVIN and COSCO.

Upon approval of the SEC of the increase in its authorized capital stock and the share-for-share swap between DAVIN and COSCO, the Parties shall apply for the Certificate Authorizing Registration with the BIR, and the listing of the additional shares with the Philippine Stock Exchange, within the year.

Filed on behalf by:
Name Candy Dacanay-Datuon
Designation Corporate Secretary