C02551-2023

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)
Apr 3, 2023
2. SEC Identification Number
A200207283
3. BIR Tax Identification No.
006-036-274
4. Exact name of issuer as specified in its charter
P-H-O-E-N-I-X PETROLEUM PHILIPPINES, INC.
5. Province, country or other jurisdiction of incorporation
Davao City, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
STELLA HIZON REYES ROAD, BO. PAMPANGA, LANANG, DAVAO CITY Postal Code 8000
8. Issuer's telephone number, including area code
+63-82-2358888
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 1,442,216,332
PREFERRED SHARES 14,500,000
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.

Phoenix Petroleum Philippines, Inc.PNX

PSE Disclosure Form 4-32 - Reply to Exchange's Query

Subject of the Disclosure

Clarification on unredeemed Preferred Share Series -- PNX3B and PNX4

Description of the Disclosure

The Step-Up Rates of unredeemed Preferred Shares Series PNX3B and PNX4 are part of the terms and conditions of their issuances hence, already approved by the Company's Board of Directors and granted sometime in November 2015 and October 2019, respectively.

Information Requested

We write in reply to your correspondence dated 30 March 2023 in relation to the Company’s Preferred Shares specifically the non-voting series – PNX3B and PNX4.

On your query pertaining to the redemption of these preferred share series -- PNX3B and PNX4, we confirm that the same has yet to be redeemed by the Company.

Thus, for both series and as part of our commitment, these preferred shares are already subject to step up dividend rate as follows:

1. For PNX3B, based on the prospectus, unless the offer shares are redeemed by the Company, an adjustment shall be made such that the dividend rate of 8.1078% per annum plus 2% per annum step up rate or a total of 10.1078%.

2. On the other hand for PNX4, based on prospectus, unless the offer shares are not redeemed by the third anniversary of the Issue Date, the dividend rate shall be adjusted to the higher of:
a) The prevailing Dividend Rate; or
b) A Dividend Rate equal to the Step-Up Benchmark Rate plus 850 basis points.

Based on the foregoing for the Step-Up Rate of PNX4 and applying its commitment, the Step Up Rate is 15.6615% per annum.

The Step Up Rates shall be computed and applied on the next dividend period from the respective anniversary dates of these preferred shares such as December 18, 2022 for PNX3B and November 7, 2022 for PNX4.

Filed on behalf by:
Name Rosalio II Roque
Designation Legal Manager