LN00233-2022

NOTICE

Subject AREIT, Inc.: Property-for-Share Swap - Additional Listing
Company Name AREIT, Inc.
Security Details
Type of Security Stock Symbol Par Value
Common Shares AREIT Php 10.00
Type of Transaction(s) Property-for-Share Swap Transaction
Transaction Ratio (if applicable) N/A
Transaction Value Php 15,464,140,000.00
Details of the Transaction
Subscriber Consideration Transaction Price Stock Symbol Number of Shares Issued
Ayala Land, Inc. (“ALI”) Various Properties Php 32.00 AREIT 383,664,531
Westview Commercial Ventures Corp. (“WCVC”) Various Properties Php 32.00 AREIT 37,443,313
Glensworth Development, Inc. (“GDI”) Various Properties Php 32.00 AREIT 62,146,531
Lock-up Details (if applicable)
Duration of Lock-up 180 Days
Applicable Lock-up Rule Article V, Part A, Section 7 of the Consolidated Listing and Disclosure Rules
Escrow Agent BPI Securities Corp.
Date of Execution of Escrow Agreement Aug 3, 2022
Details of the Mandatory Lock-up
Name of Shareholder No. of Shares Stock Symbol Percentage
ALI 383,664,531 AREIT 25.43
WCVC 37,443,313 AREIT 2.48
GDI 62,146,531 AREIT 4.12
Details of the Voluntary Lock-up (if applicable)
Name of Shareholder No. of Shares Stock Symbol Percentage
- - - -
Shares to be Listed
Stock Symbol No. of Shares
AREIT 483,254,375
Tradable Shares
Stock Symbol No. of Shares
- -
Listing Date Sep 8, 2022

Adjustments

Issued Shares (if applicable)
Type of Security / Stock Symbol Before After
AREIT 1,576,240,780 1,576,240,780
Outstanding Shares (if applicable)
Type of Security / Stock Symbol Before After
AREIT 1,508,910,810 1,508,910,810
Listed Shares
Type of Security / Stock Symbol Before After
AREIT 1,092,986,405 1,576,240,780
Other Relevant Information

On March 16, 2021, the Board of Directors of AREIT, Inc. (“AREIT” or the “Company”) approved the issuance of 483,254,375 primary common shares (“Swap Shares”) to ALI, WCVC, and GDI to be issued out of the increase in the Company’s authorized capital stock in exchange of the following properties:

1. ALI - Vertis North Commercial Development, Ayala Life-FGU Makati, BPI-Philam Alabang
2. WCVC - Bacolod Capitol Corporate Center and Ayala Northpoint Technohub
3. GDI - One Evotech and Two Evotech

Please refer to the relevant disclosures of the Company on the following dates:

1. C01690-2021 dated March 16, 2021;
2. C02019-2021 dated March 29, 2021; and
3. C02674-2021 dated April 26, 2021.

As of September 6, 2022, the Company has complied with the applicable requirements of the Exchange for the listing of the Swap Shares including, among others, the submission of the sworn Corporate Secretary’s Certification attesting that the Swap Shares shall be duly lodged with the Philippine Depository & Trust Corp. (“PDTC”) and shall be made available in the PDTC system on the scheduled listing date.

The number of AREIT’s listed shares will be accordingly adjusted on the listing date.

This notice is being amended to reflect the correct number of resulting listed shares.

For your information and guidance.
Filed on behalf by:
Name Norberto Moreno Jr.
Designation Listings Department