This is with reference to Leisure & Resorts World Corporation’s (“LR” or the “Company”) disclosure under Company Announcement No. C01423-2022 dated March 8, 2022.
In the said disclosure, the Company stated that:
“In a meeting held on March 7, 2022, the Board of Directors of LRWC approved and authorized the issuance of One Billion Two Hundred Seventy Two Million Three Hundred Fifty Two Thousand Five Hundred Twelve (1,272,352,512) common shares from its unissued capital stock (‘Subscribed Shares’) at an issue price of Php1.65 per share. This shall raise a total of Php2,099,381,645 for LRWC.
The Subscribed Shares shall be subscribed as follows:
Name of Subscriber/Investor Number of Shares
Colonial Group Holdings Corp. 100,000,000
Euphonious Holdings Inc. 230,000,000
Euhatan Holdings Inc. 340,000,000
Leisure Advantage Inc. 187,352,512
Globalist Technology Co. Ltd. 90,000,000
Catchy Solutions Limited 225,000,000
XII Capital Inc. 100,000,000
The Subscription Agreements expressly reserve the right of the subscribers to assign its right to subscribe to its affiliates, associates, or other third parties.”
After a careful review of the disclosure submitted by the Company, the Exchange deems the above-mentioned transaction to be covered by the Rule on Additional Listing of Securities (the “Additional Listing Rule”) under Article V of the Consolidated Listing and Disclosure Rules of the Exchange.
Under the Additional Listing Rule, the stockholders of the Company must approve the transaction. Further, as a general rule, the Exchange shall not permit the listing of shares subscribed by related parties unless a rights or public offering is first undertaken. However, the requirement for a rights or public offer may be waived by a majority vote representing the outstanding shares held by the minority stockholders in a special meeting. Please refer to Section 9 of the Additional Listing Rule for other exceptions to the rights or public offering requirement.
Pursuant to Section 3 of the Additional Listing Rule, the Exchange will implement a one (1) hour trading halt on LR’s shares from 9:30 a.m. to 10:30 a.m. today, March 8, 2022.
The Exchange will inform the Trading Participants and the investing public of further developments on the matter.
For your information and guidance. |
NOTICE