C00563-2023

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)
Jan 20, 2023
2. SEC Identification Number
A199701584
3. BIR Tax Identification No.
005-469-606
4. Exact name of issuer as specified in its charter
Philippine Business Bank, Inc., A Savings Bank
5. Province, country or other jurisdiction of incorporation
Caloocan
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
350 Rizal Avenue corner 8th Avenue Grace Park, Caloocan City Postal Code 1400
8. Issuer's telephone number, including area code
(02) 8363-3333
9. Former name or former address, if changed since last report
Not Applicable
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 643,750,094
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.

Philippine Business BankPBB

PSE Disclosure Form 4-14 - Stock Rights Offering References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Approval of the Board of Directors of the Stock Rights Offering
Background/Description of the Disclosure

During the regular Board Meeting of Philippine Business Bank, Inc., A Savings Bank held on 17 August 2022, the Board of Directors approved the capital raise of P1,750,000,000 for the purpose of increasing capital and for general corporate requirements. The capital raise constitutes up to P1,750,000,000 consisting of: (a) P1,250,000,000 subscription of the Principal Shareholders via private placement fully paid on January 10, 2023; and (b) up to P500,000,000 Rights Offer to Eligible Shareholders as of Record Date.

The Bank submitted an application for increase in its authorized capital stock with the Company Registration and Monitoring Department of the Securities and Exchange Commission of the Philippines and the Bangko Sentral ng Pilipinas. The BSP issued the Certificate of Authority dated November 28, 2022 which the Bank submitted to SEC in support of its application for amendment of articles of incorporation to increase its authorized capital stock. The application for increase in capital stock was approved by the SEC on January 19, 2023.

Please note that the Rights Offer and the listing of the Rights Shares are each subject to regulatory approvals.
Date of Approval by Board of Directors Aug 17, 2022
Entitlement Ratio 1 Rights Share for every 4.6428 shares owned
Offer Price Php10.00 per Rights Share
Number of Shares to be Offered 50,000,000
Ex-Rights Date TBA
Record Date TBA
Start of Offer Period TBA
End of Offer Period TBA
Use of Proceeds

The proceeds from the offer will be used primarily to increase PBB’s capital to comply with minimum capital requirement for a universal bank license and for other general corporate purposes including but not limited to investments, loans, maintenance capex, operating expenses, and other opportunities.

Proceeds from the offer will be used to increase the Bank’s capitalization which will greatly expand the Bank’s capability to develop more businesses and harness opportunities in the financial services space. The increase will also enable PBB to meet the growing demands of the banking business and positions the Bank to exploit opportunities as the economy rebounds.
Other Relevant Information

The disclosure is amended to update the final entitlement ratio, number of shares to be offered given the SRO offer structure, and update the description of the disclosure to reflect full payment of the Principal Shareholders. Further, this is to clarify the capital raise consists of: (a) P1,250,000,000 subscription of the Principal Shareholders via Private Placement; and (b) up to P500,000,000 Rights Offer to Eligible Shareholders as of Record Date. The SRO and the Private Placement will be treated as separate transactions and will run independently of each other. Entitlement ratio of 4.6428 is final.
Filed on behalf by:
Name John David Sison
Designation Investment Relations Officer/VP-Head