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)

Jul 2, 2024

2. SEC Identification Number

77487

3. BIR Tax Identification No.

000-388-771

4. Exact name of issuer as specified in its charter

JOLLIBEE FOODS CORPORATION doing business under the name and style of Jollibee

5. Province, country or other jurisdiction of incorporation

PHILIPPINES

6. Industry Classification Code(SEC Use Only)

7. Address of principal office

10/F JOLLIBEE PLAZA BUILDING, 10 F. ORTIGAS JR. AVENUE, ORTIGAS CENTER, PASIG CITY Postal Code 1605

8. Issuer's telephone number, including area code

(632) 8634-1111

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	1,120,864,017
Treasury	16,447,340
Preferred Shares (JFCPA)	3,000,000
Preferred Shares (JFCPB)	9,000,000

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.

Jollibee Foods CorporationJFC

PSE Disclosure Form 4-22 - Joint Ventures References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure
JFC to Acquire Most Loved South Korean Value Coffee Brand
Background/Description of the Disclosure
Jollibee Foods Corporation (JFC, also known as the Jollibee Group), one of the largest Asian food service companies today signed definitive agreements such that its wholly owned subsidiary, Jollibee Worldwide Pte. Ltd. (JWPL) shall acquire majority shareholding of effectively 70% in “Compose Coffee Co., Ltd.” and “JMCF Co. Ltd.” collectively called “Compose Coffee”. The remaining shareholdings shall be held by Titan Dining Partners II Ltd. (Titan Fund II) and Elevation Equity Partners Korea Limited (Elevation) with effective shareholdings of 5% and 25%, respectively.

Date of Approval by Board of Directors	Jul 2, 2024
Date of Approval by Stockholders, if applicable	N/A

Description and nature of the transaction including the timetable for implementation, and related regulatory requirements
Completion of this transaction is subject to standard legal agreements and regulatory authority approval.

Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction
This acquisition is aligned with JFC’s commitment to Coffee and Tea Segment and franchising initiatives. This strategic, rapid growth, financially lucrative investment serves as JFC’s gateway in unlocking the fast-growing international value coffee market in South Korea which ranks 3rd globally in terms of coffee consumption per capita.

Terms and conditions of the joint venture

Amount of investment and/or interest by the parties involved
The effective shareholding of the parties are as follows: JWPL: 70% Elevation: 25% Titan Fund II: 5% The total consideration for the acquisition is approximately USD340 million (~KRW470 billion). The interest of JFC does not reach 10% of its Total Book Value.
Provisions on profit-sharing, arrangements on management and operations
The profits will be distributed in accordance with the Parties’ respective effective shareholdings.
Conditions precedent to closing of transaction, if any
Completion of this transaction is subject to standard legal agreements, funding requirements and regulatory authority approval.
Other salient features of the joint venture agreement
-

Identity and/or corporate background of the parties to the transaction, including the following

Name	Nature of Business	Nature of any material relationship with the Issuer and the parties to the joint venture, their directors/officers or any of their affiliates
JWPL	Holding Company	Wholly-owned subsidiary of Issuer
Elevation	Private Equity Fund	None
Titan Fund II	Special purpose company	JWPL has 90% interest in Titan Fund II.

Effect(s) on the business, financial condition and operations of the Issuer, if any
Compose Coffee has a debt-free balance sheet, superior cash returns and excellent profitability margins, evidenced by its high double-digit Earnings before Interests, Taxes and Depreciation and Amortization (EBITDA) and EBIT margins due to its capital-light, 100% franchised business model. Compose Coffee will be consolidated into JFC’s financial statements immediately upon completion of the acquisition, with an estimated uplift of +2% in Revenues bringing the international business’ contribution to 41% of Global Revenues, +12% in EBIT in 2024 and +34% in store count (2,600+ stores). Compose Coffee will be JFC’s biggest brand in terms of number of stores. It will bring JFC’s store network closer to 10,000 stores, more than 66% of which will be outside the Philippines. Compose Coffee will also further strengthen JFC’s Balance Sheet since it has no existing loans nor non-trade obligations.
Other Relevant Information
Please see attachment for Press Release.