LN00259-2022

NOTICE

Subject LFM Properties Corporation: Listing by Way of Introduction - Listing Date and Trading Symbol
Company Name LFM Properties Corporation
Security Details
Type of Security Stock Symbol Par Value
Common Shares LPC Php 0.01
Sector SME Sector
Subsector SME Sector
Mode of Listing Listing by Way of Introduction
Board Small, Medium and Emerging (SME) Board
Reference(s) Listing Notices LN00255-2022 dated November 03, 2022 and LN00258-2022 dated November 07, 2022
Primary Offer Shares
Stock Symbol No. of Shares
- -
Secondary Offer Shares (if applicable)
Stock Symbol No. of Shares
- -
Total Offer Shares
Stock Symbol No. of Shares
- -
Over-Allotment Option Shares (if applicable)
Stock Symbol No. of Shares
- -
Offer Price Php 0.107 per share
Applicable Lock-up Rule Article III, Part E, Section 3 of the Consolidated Listing and Disclosure Rules, as amended
Total Shares Under Escrow
Stock Symbol No. of Shares Duration of Lock-up
LPC 18,927,665,557 one (1) year
Total Shares for Listing
Stock Symbol No. of Shares
LPC 24,802,384,828
Tradable Shares
Stock Symbol No. of Shares
LPC 5,874,719,271
Listing Date Nov 9, 2022

Adjustments

Issued Shares
Type of Security / Stock Symbol Before (if applicable) After
LPC - 25,000,000,000
Outstanding Shares
Type of Security / Stock Symbol Before (if applicable) After
LPC - 25,000,000,000
Treasury Shares (if applicable)
Type of Security / Stock Symbol Before (if applicable) After
LPC - -
Listed Shares
Type of Security / Stock Symbol Before (if applicable) After
LPC - 24,802,384,828
Other Relevant Information

On November 25, 2020, the Board of Directors of LFM declared the distribution of its 10,350,000,000 common shares (the “Property Dividend Shares”) in LPC, as property dividends to its shareholders of record as of December 18, 2020 (the “Property Dividend”). The Property Dividend resulted in the distribution to LFM shareholders at a rate of 69 LPC common shares for every 1 LFM common shares.

Prior to the Property Dividend, LFM is the legal and beneficial owner of 100% of LPC’s outstanding capital stock. After LFM’s property dividend distribution of 41.40% of its shareholdings in LPC, LFM would own 58.60% of LPC’s outstanding capital.

As a result of the Property Dividend to the shareholders of LFM, the Company is qualified to list its common shares under Article III Part G Section 1(b) of the Rules on Listing by Way of Introduction of the Exchange which states:

Listing of securities by way of introduction may be appropriate in the following circumstances:

….

(b) where the securities of an unlisted Issuer are distributed by way of property dividend by a listed issuer to shareholders of that listed Issuer;

….

The SEC has issued the Order of Registration on October 13, 2022. The opening price of the Company’s shares on listing date is Php0.107 per share, based on the Valuation and Fairness Opinion Report dated May 25, 2021 and issued by R.G. Manabat & Co., a member firm of the KPMG global organization, an independent advisor. Please note that the Php0.107 per share Offer Price as indicated above refers to the initial listing price of the Company’s shares, as previously announced.

In compliance with the lock-up requirement of the Exchange, LPC shares held by its majority stockholders and their related parties agreed not to sell, assign or in any manner dispose of the Company’s shares for the prescribed period.

Further, Article III, Part G, Section 6 of the Amended Rules on Listing By Way of Introduction states that:

“Section 6. Lifting of the trading band – The trading band on the Applicant Company’s securities to be listed shall be lifted on the listing date in order to allow market forces to determine the price of the securities of the Applicant Company. After the listing date, the trading band shall be reinstated.”

In accordance with the above-cited rule, the trading band on LPC shares will be lifted on listing date, November 09, 2022, Wednesday, and will be reinstated on November 10, 2022, Thursday.

For your information and guidance.

Filed on behalf by:
Name Norberto Moreno Jr.
Designation Listings Department