C01483-2015

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)
Mar 26, 2015
2. SEC Identification Number
A200117708
3. BIR Tax Identification No.
219-934-330
4. Exact name of issuer as specified in its charter
XURPAS INC.
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
7F Cambridge Centre, 108 Tordesillas St., Salcedo Village, Makati City Postal Code 1227
8. Issuer's telephone number, including area code
(632) 889-6467
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 Shares 1,720,000,660
11. Indicate the item numbers reported herein
Item 2

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.

Xurpas Inc.X

PSE Disclosure Form 4-2 - Acquisition/Disposition of Shares of Another Corporation
References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Acquisition of 49% shareholdings in Indonesian IT firm PT Sembilan Digital Investama ("SDI")
Background/Description of the Disclosure

Xurpas Inc. ("X") enters the Indonesian market as it acquires 49% of Indonesian firm SDI for US$ 245,000. The acquisition will give X access to and control of PT Ninelives Interactive ("Ninelives"), a mobile content and distribution company, which SDI owns.
Date of Approval by
Board of Directors		 Mar 26, 2015
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

Indonesia is one of the most exciting mobile markets in the world with close to 300 million subscribers. The striking similarity between the Indonesian market and the Philippines makes it an ideal location to establish another stronghold.

Ninelives has been in the business of mobile content development and distribution for the past three years. It has existing contracts with top mobile carriers such as Telkomsel, Indonesia’s market leader with a 138-million subscriber base, as well as XL Axiata and Indosat, with around 63 million and 55 million subscribers, respectively.

With its entry into the Indonesian market, X continues to execute its strategy of expanding distribution channels for its products, in this instance through the establishment of a new operation in Southeast Asia. The purchase of SDI, and in effect Ninelives, gives X access to a huge market for its games and services.
Details of the acquisition or disposition
Date Mar 26, 2015
Manner

X and SDI signed a Binding Term Sheet for the purchase of 49% of SDI at a cost of US$ 245,000.
Description of the company to be acquired or sold

SDI was incorporated on October 4, 2012 in Indonesia, with principal office located at JI. Pos Pengumben Raya No 01 RT 010 RW 03, Kel Srengseng, Jakarta Barat. SDI is licensed to engage in the business of information technology service and internet content, e-commerce service, and the supply and use of multimedia services through telecommunication devices, among others.

Ninelives was established on May 5, 2011 in Indonesia, with principal office located at JI. Raya Pos Pengumben No. 1, Komp. Permata Boulevard Blok BE, RT 010/003, Kelurahan Srengseng, Jakarta Barat. Ninelives is licensed as a mobile content provider under the country’s telco regulator Badan Regulasi Telekomunikasi Indonesia (BRTI).
The terms and conditions of the transaction
Number of shares to be acquired or disposed 147
Percentage to the total outstanding shares of the company subject of the transaction 49
Price per share US$ 1,666.66
Nature and amount of consideration given or received

US$ 245,000 cash
Principle followed in determining the amount of consideration

Fair market value of the shares
Terms of payment

The initial payment of US$ 125,000 was paid upon signing of the Binding Term Sheet and the remaining balance will be given after execution of the definitive documents containing the comprehensive terms and conditions of the acquisition.
Conditions precedent to closing of the transaction, if any

Signing of the definitive documents
Any other salient terms

N/A
Identity of the person(s) from whom the assets were acquired or to whom they were sold
Name Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates
PT Sembilan Digital Investama None
Effect(s) on the business, financial condition and operations of the Issuer, if any

The purchase of SDI and in effect, Ninelives, marks X's entry into the Indonesian market, in fulfillment of its commitment to grow the business by establishing other bases of operations in Southeast Asia. The acquisition of 49% of SDI gives X an expanded distribution network in the region through the strategic acquisition of existing mobile consumer content, enterprise and applications developer and proprietary technologies.
Other Relevant Information

SDI is the third company acquired by X since the initial public offering in December 2014.

X's book value is P1,490.56 million or P0.87 per share based on its 2014 Audited Financial Statement.
Filed on behalf by:
Name Mark Gorriceta
Designation Assistant Chief Information Officer