C05101-2024

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)
Jul 31, 2024
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 4-2 - 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

DigiCo acquires 10% minority interest in CIS Bayad Center, Inc. (“Bayad”).

Background/Description of the Disclosure

On July 31, 2024, DigiCo, formally known as Limitless Growth Ventures Inc., acquired 56,105 common shares of Bayad from Corporate Information Solutions, Inc. (“CIS”). The Board of Directors of DigiCo approved the acquisition on July 19, 2024.

Date of Approval by
Board of Directors
Jul 19, 2024
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

DigiCo’s acquisition of Bayad will enable DigiCo to leverage its expertise and resources to support Bayad’s growth trajectory 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 60%-owned by PLDT, 20%-owned by Meralco, and 20%-owned by MPIC. The acquisition makes available an additional payment gateway for the use of DigiCo, a subsidiary of PLDT.

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 corporation duly organized under Philippine laws and with office address at G/F, Business Solutions Center Meralco Complex, Ortigas Avenue, Pasig City. It has developed an outsourced bills payment collection service in the Philippines, aggregating a multitude of billers into a robust system that is now being used by leading establishments and electronic money institutions across the country. Formerly known as Bayad Center, a fintech subsidiary of Meralco, it continues to innovate the industry and offer a whole suite of financial products and services available to both consumers and businesses.

The terms and conditions of the transaction
Number of shares to be acquired or disposed 56,105
Percentage to the total outstanding shares of the company subject of the transaction 10
Price per share P5,703.59
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
Corporate Information Solutions, Inc. CIS is a company controlled by Meralco. DigiCo and CIS do not have common directors or officers. The Chairman of CIS is Atty. Ray C. Espinosa, who is a director of PLDT.
Effect(s) on the business, financial condition and operations of the Issuer, if any

None.

Other Relevant Information

None.

Filed on behalf by:
Name Kristine Mariz De Claro
Designation Associate Attorney