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)

Feb 2, 2023

2. SEC Identification Number

CS201811119

3. BIR Tax Identification No.

010-061-026-000

4. Exact name of issuer as specified in its charter

Figaro Coffee Group, Inc.

5. Province, country or other jurisdiction of incorporation

Philippines

6. Industry Classification Code(SEC Use Only)

7. Address of principal office

116 East Main Avenue, Phase V SEZ, Laguna Technopark Binan Laguna Postal Code 4034

8. Issuer's telephone number, including area code

(632) 8812-1718

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	4,648,187,003

11. Indicate the item numbers reported herein

n/a

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.

Figaro Coffee Group, Inc.FCG

PSE Disclosure Form 4-30 - Material Information/Transactions References: SRC Rule 17 (SEC Form 17-C) and
Sections 4.1 and 4.4 of the Revised Disclosure Rules

Subject of the Disclosure
Signing of Subscription Agreement between Figaro Coffee Group, Inc. and Monde Nissin Corporation
Background/Description of the Disclosure
At the special meeting of the Board of Directors of the Figaro Coffee Group, Inc. (the “Company” or “FCG”) held on 25 January 2023, the Board of Directors of the Company approved: (a) the issuance of 820,268,295 common shares (the “Subscription Shares”) from the existing authorized and unissued capital stock of the Company, at a subscription price of One Peso (P 1.00) per share, or a total subscription price of Eight Hundred Twenty Million Two Hundred Sixty-Eight Thousand Two Hundred and Ninety-Five Philippine Pesos (P 820,268,295.00) to Monde Nissin Corporation (the “Subscriber” or “MONDE”); (b) the execution of the Subscription Agreement with the Subscriber under the terms and conditions which management deems beneficial to the Company; and (c) the listing of the said shares with The Philippine Stock Exchange, Inc. (“PSE”). In relation thereto, the Company and the Subscriber have executed on February 2, 2023, the Subscription Agreement, for the issuance to, and subscription by, the Subscriber of 820,268,295 common shares from the existing authorized and unissued capital stock of the Company, at a subscription price of One Peso (P 1.00) per share, or a total subscription price of Eight Hundred Twenty Million Two Hundred Sixty-Eight Thousand Two Hundred and Ninety-Five Philippine Pesos (P 820,268,295.00). The Subscription Price was paid in full by the Subscriber on the same day via transfer of immediately available funds to a designated bank account. The Company shall apply for and secure the approval of the PSE of the listing of the Subscription Shares within One Hundred Eighty (180) days from signing of this Subscription Agreement or such longer period as may mutually be determined by the parties.
Other Relevant Information
For further reference, please see PSE Circular Nos. C00649-2023 dated January 26, 2023 (Material Information), C00650-2023 dated January 26, 2023 (Press Release) and C00868-2023 dated February 2, 2023 (Comprehensive Corporate Disclosure on Issuance of Shares) for the previous relevant disclosures of FCG.