C08083-2021

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)
Dec 1, 2021
2. SEC Identification Number
10683
3. BIR Tax Identification No.
000-141-166
4. Exact name of issuer as specified in its charter
SUNTRUST HOME DEVELOPERS, INC.
5. Province, country or other jurisdiction of incorporation
METRO MANILA, PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
26th Floor, Alliance Global Tower, 36th Street cor. 11th Avenue, Uptown Bonifacio, Taguig City Postal Code 1634
8. Issuer's telephone number, including area code
(632) 8894-6300
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 7,250,000,000
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.

Suntrust Home Developers, Inc.SUN

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

Update on the Disclosure of Suntrust Home Developers, Inc. in relation to the voluntary trading suspension of Suncity Group Holdings Ltd (“Suncity”) and Summit Ascent Holdings Limited (“SA Holdings”).
Background/Description of the Disclosure

On November 30, 2021, Suntrust Home Developers, Inc. (“SUN”) was informed that, at the application of Suncity and SA Holdings, trading their shares on The Stock Exchange of Hong Kong Limited (“HKE”) resumed at 9am on November 30, 2021 after said companies made additional disclosures in accordance with the HKE Listing Rules.
In a disclosure to the HKE, the board of directors of Suncity (“Suncity Board”) noted the news coverage (i) concerning the arrest by the People’ Procuratorate of Wenzhou City of Mr. Chau Cheok Wa (“Mr. Chau”), on allegations of illegal cross border gambling activities (ii) the arrest and detainment of Mr. Chau in Macau by the Macau Judicial Police on 27 November 2021 and it was alleged that Mr. Chau was suspected to have involved in illegal gaming and money laundering and (iii) the integrated resort named “Tigre de Cristal” (which is located in the Primyore Region in the Russian Federation and whose 77.5% of the controlling interest was indirectly held by SA Holdings) being involved in cross border gambling activities by sending officers to solicit for customers in the People’s Republic of China for its gaming operations ((i), (ii) and (ii) the "Incident"). The Suncity Board clarified that the allegation with respect to the involvement of Tigre de Cristal in cross border gambling activities is untrue. The Suncity Board also disclosed that it is of the view that, save for the risk of Sun City Gaming Promotion Company Limited (a company wholly-owned by Mr. Chau) being unable to supply accommodation products to Suncity and its subsidiaries (the “Group”) and the potential risk of loss of financial support of Mr. Chau, the Incident does not have any direct material adverse impact on the financial position, business or operations of the Group. As the Group is operated by a team of management personnel, the Suncity Board does not expect the Incident to have a material adverse impact on the daily operations of the Group, and as of the date of the announcement, there is no material disruption to the Group’s businesses. The Suncity Board also pointed out that members of the Group have been conducting, and will continue to conduct, their businesses in accordance with the applicable laws and regulations of their respective places of operation.In a disclosure to the HKE on the same date, the board of directors of SA Holdings (“SA Holdings Board”) noted the same news coverage on the Incident as described above. The SA Holdings Board clarified that the allegation with respect to the involvement of Tigre de Cristal in cross border gambling activities is untrue. Further, as a non-executive director of SA Holdings, Mr. Chau does not take part in carrying out day-to-day management and operations of SA Holdings. The SA Holdings Board is of the view that the Incident does not have any direct material adverse impact on the financial position, business or operation of SA Holdings, and as of the date of this announcement, there is no material disruption to SA Holdings’ businesses. The SA Holdings Board also pointed out that members of SA Holdings have been conducting, and will continue to conduct, their businesses in accordance with the applicable laws and regulations of their respective places of operation.Both Suncity Board and SA Holdings Board were informed by Mr. Chau of his intention to resign from the posts of chairman of the Board and executive Director of the Suncity and from the posts of the Chairman of the Board and a non-executive Director of SA Holdings.
Other Relevant Information

(cont.)On November 29, 2021, SUN was informed that the Hong Kong Stock Exchange, at the request of Suncity and SA Holdings, implemented a trading halt on the shares of Suncity and SA Holdings with effect from 9:00 a.m. on November 29, 2021 pending the release of an announcement in relation to news coverage regarding Mr. Chau Cheok Wa (an executive Director, the chairman of the Board and a controlling shareholder of Suncity and a non-executive Director, the chairman of the Board and a controlling shareholder of SA Holdings). Suncity is the parent company of Fortune Noble Limited (“Fortune Noble”) which holds 51% of the outstanding capital of SUN. Fortune Noble also holds SUN convertible bond in the principal amount of up to P7,300,000,000.00 in accordance with a Subscription Agreement dated May 29, 2020. SA Holdings is the parent company of Summit Ascent Investments Limited (“SA Investments”). SA Investments holds SUN convertible bond in the principal amount of up to P5,600,000,000.00 in accordance with a Subscription Agreement dated May 29, 2020. SA Investments also executed a Subscription Agreement on September 21, 2021 for its subscription to SUN convertible bond in the principal amount of up to of P6,400,000,000.00.

We will update the Exchange as more information becomes available to SUN.
Please refer to the following annexes for further information:

Annex A – Suncity Disclosure on Trading Suspension
Annex B – SA Holdings Disclosure on Trading Suspension
Annex C – Suncity Disclosure on Resumption of Trading
Annex D - SA Holdings Disclosure on Resumption of Trading
Filed on behalf by:
Name Nelileen Baxa
Designation Corporate Secretary