NOTICE

Subject	Cebu Holdings, Inc. - Delisting

Background
This is with reference to the merger of Cebu Holdings, Inc. (“CHI” or the “Company”) with Ayala Land, Inc. (“ALI”), with ALI as the surviving entity. CHI, in its request for Voluntary Trading Suspension announced in Circular No. C08433-2021 dated December 16, 2021, stated in part that: . . . . “The voluntary trading suspension is being requested in anticipation of the approval by the SEC on December 16, 2021 of the Merger. Upon the issuance of the Certificate of Approval of the Articles and Plan of Merger by the SEC, CHI shall effectively be absorbed by ALI and cease to exist by operation of law and consequently, there will no longer be any CHI shares for trading. The Company wishes to emphasize that the trading suspension on CHI shares will never be lifted since the Company will cease to exist as of the effectivity of the Merger. The Company will update PSE as soon as the Certificate of Approval of the Articles and Plan of Merger has been received.” . . . . Further, in a disclosure via Circular No. C08441-2021 dated December 16, 2021, CHI disclosed that the Securities and Exchange Commission (“SEC”) approved the merger of CHI with ALI. The disclosure further stated that “The SEC has approved and made effective on December 16, 2021 the merger of CHI, AiO, ASCVC and CBDI with and into ALI, with ALI as the surviving entity (the “Merger”). ALI shall be the surviving entity in the Merger and shall possess all the rights, privileges and immunities of CHI, AiO, ASCVC and CDBI (the “Absorbed Corporations”), and all properties and liabilities, and all and every other interest of or belonging to the Absorbed Corporations shall be taken and deemed transferred to ALI without further act or deed. ALI shall secure approval from the Philippine Stock Exchange’s (PSE), for the additional listing of shares to cover the shares to be issued pursuant to the Merger.” On February 26, 2024 under Listing Notice LN00033-2024 dated February 22, 2024, the Exchange announced the listing of the shares pursuant to the merger of ALI with CHI effective on February 26, 2024. In connection with the above, please be advised that CHI shares will be removed from the Official Registry of the Exchange effective March 1, 2024.

Background

This is with reference to the merger of Cebu Holdings, Inc. (“CHI” or the “Company”) with Ayala Land, Inc. (“ALI”), with ALI as the surviving entity.

CHI, in its request for Voluntary Trading Suspension announced in Circular No. C08433-2021 dated December 16, 2021, stated in part that:

. . . .

“The voluntary trading suspension is being requested in anticipation of the approval by the SEC on December 16, 2021 of the Merger.

Upon the issuance of the Certificate of Approval of the Articles and Plan of Merger by the SEC, CHI shall effectively be absorbed by ALI and cease to exist by operation of law and consequently, there will no longer be any CHI shares for trading. The Company wishes to emphasize that the trading suspension on CHI shares will never be lifted since the Company will cease to exist as of the effectivity of the Merger.

The Company will update PSE as soon as the Certificate of Approval of the Articles and Plan of Merger has been received.”

. . . .

Further, in a disclosure via Circular No. C08441-2021 dated December 16, 2021, CHI disclosed that the Securities and Exchange Commission (“SEC”) approved the merger of CHI with ALI. The disclosure further stated that “The SEC has approved and made effective on December 16, 2021 the merger of CHI, AiO, ASCVC and CBDI with and into ALI, with ALI as the surviving entity (the “Merger”). ALI shall be the surviving entity in the Merger and shall possess all the rights, privileges and immunities of CHI, AiO, ASCVC and CDBI (the “Absorbed Corporations”), and all properties and liabilities, and all and every other interest of or belonging to the Absorbed Corporations shall be taken and deemed transferred to ALI without further act or deed.

ALI shall secure approval from the Philippine Stock Exchange’s (PSE), for the additional listing of shares to cover the shares to be issued pursuant to the Merger.”

On February 26, 2024 under Listing Notice LN00033-2024 dated February 22, 2024, the Exchange announced the listing of the shares pursuant to the merger of ALI with CHI effective on February 26, 2024.

In connection with the above, please be advised that CHI shares will be removed from the Official Registry of the Exchange effective March 1, 2024.

Name of Listed Company	Cebu Holdings, Inc.

Details of the Security/(ies) to be Delisted
Type of Security	Stock Symbol
Common	CHI

Effective Date of Delisting	Mar 1, 2024

Reason for Delisting
The SEC on December 16, 2021 has approved the merger of CHI, AiO, ASCVC and CBDI with and into ALI, with ALI as the surviving entity. As previously announced in Circular No. C08441-2021 dated December 16, 2021, the Company disclosed in part that: “CHI will cease to exist upon the implementation of the Plan of Merger. The shares held by the stockholders of the Company as of record date of the Merger, will be exchanged for ALI common shares in accordance with the ratio of 0.19:1. ALI, as the Surviving Corporation, shall continue to possess all the rights, privileges, immunities, and powers and shall be subject to all the duties and liabilities of a corporation under the Revised Corporation Code.” As a result of the approval of the merger of CHI with ALI, the separate juridical personality of CHI has ceased to exist by operation of law.
Other Relevant Information
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Reference(s)
Circular Nos. C08433-2021 and C08441-2021 both dated December 16, 2021 and Listing Notice LN00033-2024 dated February 22, 2024.

Filed on behalf by:

Name	Norberto Moreno Jr.
Designation	Disclosure Department