C01980-2023

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)
Mar 16, 2023
2. SEC Identification Number
PW-55
3. BIR Tax Identification No.
000-488-793
4. Exact name of issuer as specified in its charter
PLDT Inc.
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
RAMON COJUANGCO BUILDING, MAKATI AVENUE, MAKATI CITY Postal Code 1200
8. Issuer's telephone number, including area code
(632) 8250 0254
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
- -
11. Indicate the item numbers reported herein
-

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.

PLDT Inc.TEL

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

PLDT Group announces new tower sale and leaseback transaction
Background/Description of the Disclosure

MANILA, March 16, 2023 - The country’s largest integrated telco, PLDT Inc. (“PLDT”) (PSE: TEL) (NYSE: PHI), announced today that its subsidiaries, Smart Communications, Inc. (“Smart”) and Digitel Mobile Phils., Inc., have signed a Sale and Purchase Agreement in connection with the sale of 1,012 telecommunications towers and associated passive telecommunications infrastructure for over PhP12.1 billion to Frontier Tower Associates Philippines Inc. (“Frontier”). This price mirrors the value of the towers covered by the sale and leaseback transactions announced in April and December 2022. The transaction brings the total number of towers monetized via sale and leaseback transactions to over 7,500 for a total consideration of more than PhP98 billion.

Frontier is a subsidiary of Pinnacle Towers Pte. Ltd. (“Pinnacle”), an Asia-focused digital infrastructure platform with a strong focus on the rapidly growing Philippines market, which KKR invested in 2020. The 1,012 towers being monetized are primarily located in Luzon.

Concurrent with the execution of the Sale and Purchase Agreement for the sale of 1,012 telecommunications towers, Smart also entered into a Master Services Agreement with Frontier on similar terms (including tenor and lease rate) as the Master Services Agreements previously entered into by Smart in relation to the sale and leaseback transactions announced in April and December 2022. Upon completion of the transaction, Smart will lease back the towers for a period of 10 years at competitive terms as the anchor tenant. The sale and leaseback will be complemented by a commitment of 550 new points of service from Smart over the next few years enabling Smart to further expand its network and enhance customer experience.

This transaction supports the current administration’s “Build Better More” program which incorporates a strong digital infrastructure program to ensure that Filipinos will have access to affordable and reliable internet.

The transaction is expected to generate a material gain on disposal for PLDT.

Commenting on the transaction, PLDT Chairman Manuel V. Pangilinan said “This transaction cements our relationship with one of the largest independent tower companies in the country, providing the Group with another important partner to support our expansion, while unlocking additional value.”

PLDT and Smart President and CEO Alfredo S. Panlilio added “This transaction represents another important milestone in our asset-light strategy focused on operational efficiencies and best-in-class customer experience, supportive of the government’s digital roadmap for the Philippines.” Panlilio is a member of the Private Sector Advisory Council (PSAC) Digital Infrastructure group that supports the nation's development blueprint and digitalization agenda through the GoDigital Pilipinas movement.

Patrick Tangney, Chairman and CEO of Frontier, said “Our partnership with PLDT is built on a foundation of trust: trust that we can continue to deliver long-term value in operating and expanding PLDT’s world-class network in an environmentally sustainable manner. This transaction provides a wonderful opportunity for us to enhance digital connectivity and inclusion throughout the Philippines for PLDT and the people of the Philippines.”

Closing of the transaction will be staggered based on the number of towers being transferred and subject to customary closing conditions. All closings are expected to be completed in 2023.

UBS AG acted as exclusive financial adviser to PLDT and Smart on this transaction.
Other Relevant Information

This disclosure may contain some statements which constitute “forward-looking statements” that are subject to a number of risks and opportunities. Although PLDT believes that expectations reflected in any forward-looking statements are reasonable, it can give no guarantee of future performance, action or events.

Please refer to attached press release.
Filed on behalf by:
Name Kristine Mariz De Claro
Designation Associate Attorney