C05100-2024

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)
Aug 1, 2024
2. SEC Identification Number
PW-102
3. BIR Tax Identification No.
000-101-528-000
4. Exact name of issuer as specified in its charter
Manila Electric Company
5. Province, country or other jurisdiction of incorporation
The Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
Lopez Building, Ortigas Avenue, Barangay Ugong, Pasig City Postal Code 1605
8. Issuer's telephone number, including area code
(02) 8632-8014
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
Common 1,127,098,705
Debt Securities (Bonds in Billion PhP) 2.87
11. Indicate the item numbers reported herein
Item 9 (Other Events)

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.

Manila Electric CompanyMER

PSE Disclosure Form 4-2 - Acquisition/Disposition of Shares of Another Corporation
References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Corporate Information Solutions, Inc. Completes Sale of its Share Interest in Bayad

Background/Description of the Disclosure

Following our disclosure on July 29, 2024 that Corporate Information Solutions, Inc. (“CIS”) a wholly owned subsidiary of Manila Electric Company which owns a 95% share in CIS Bayad Center, Inc. (“Bayad”), has agreed to sell 10% of its share interest in Bayad to Digico, we would like to confirm that the Digico completed the acquisition of 56,105 common shares of Bayad (the “Sale Shares”) for a consideration amount of PhP320,000,000.00 on July 31, 2024 following completion of the closing conditions. The sale of the Sale Shares was approved by the Board of Directors of CIS and Bayad on July 16, 2024.

Date of Approval by
Board of Directors
Jul 16, 2024
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

The expertise and resources of Digico will be leveraged to support the growth trajectory of Bayad while exploring and unlocking synergies in the companies led by Mr. Manuel V. Pangilinan, such as PLDT Inc. (PLDT), Manila Electric Company (Meralco), and Metro Pacific Investments Corporation (MPIC).

Digico is a new digital entity jointly owned by PLDT, Inc., Manila Electric Company, and Metro Pacific Investments Corporation, with share ownership of 60%, 20%, and 20%, respectively.

Details of the acquisition or disposition
Date Jul 31, 2024
Manner

Please refer to “Background/Description of the Disclosure”.

Description of the company to be acquired or sold

Bayad is a subsidiary of Manila Electric Company through its wholly owned subsidiary, Corporate Information Solutions, Inc. It is a corporation duly organized under Philippine laws with office address at the Business Solutions Center, Meralco Complex, Ortigas Avenue, Barangay Ugong, Pasig City. It is a bills payment provider which serves more than 800 utility, financial, and various billers with a network of more than 104,000 touchpoints worldwide.

The terms and conditions of the transaction
Number of shares to be acquired or disposed 56,105 common shares
Percentage to the total outstanding shares of the company subject of the transaction 10%
Price per share PhP5703.59 per share
Nature and amount of consideration given or received

The total purchase price is PhP320,000,000.00.

Principle followed in determining the amount of consideration

The purchase price is based on Bayad’s business valuation using financial projections and future cash flows at 10% of its total issued and outstanding capital stock.

Terms of payment

The total purchase price was paid on July 31, 2024.

Conditions precedent to closing of the transaction, if any

The closing of the transaction occurred on July 31, 2024 upon the fulfillment of closing conditions that are customary in transactions of a similar nature including, but not limited to, the following: (a) completion of due diligence review; (b) procurement of internal corporate approvals; and (c) execution of definitive agreements.

Any other salient terms

None.

Identity of the person(s) from whom the shares were acquired or to whom they were sold
Name Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates
Dgico, formerly Limitless Growth Ventures, Inc. CIS, the seller, and the Digico, the buyer doe not have common directors or officers. The Chairman of Digico is Mr. Manuel V. Pangilinan, who is also the Chairman of Manila Electric Company. Mr. Victorico P. Vargas, who is the President and COO of Digico, is a director of Manila Electric Company.
Effect(s) on the business, financial condition and operations of the Issuer, if any

None

Other Relevant Information

None.

Filed on behalf by:
Name Jocelyn Villar-Altamira
Designation Senior Assistant Vice President and Head, Corporate Governance and Compliance