C05895-2024

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)
Sep 5, 2024
2. SEC Identification Number
CS201320778
3. BIR Tax Identification No.
008-647-589
4. Exact name of issuer as specified in its charter
CENTURY PACIFIC FOOD, INC.
5. Province, country or other jurisdiction of incorporation
MANILA, PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
7F CENTERPOINT BUILDING, JULIA VARGAS AVENUE CORNER GARNET ROAD, ORTIGAS CENTER, PASIG CITY Postal Code 1605
8. Issuer's telephone number, including area code
(632) 8633-8555
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 3,542,258,595
11. Indicate the item numbers reported herein
Item 9

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.

Century Pacific Food, Inc.CNPF

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

Century Pacific Acquires Coconut Processing Facility
Background/Description of the Disclosure

Century Pacific Food, Inc. (PSE:CNPF), one of the leading food and beverage companies in the Philippines, announced the acquisition of 100% stake in Coco Harvest Inc., which owns a coconut processing facility in Misamis Occidental, Mindanao, Philippines.

Built in 2016, the fully integrated facility of Coco Harvest sits on a 6-hectare property and has the capability to produce higher value coconut-based products such as coconut water, coconut milk, desiccated coconut, and virgin coconut oil. Furthermore, the existing facility is strategically located to capitalize on the abundance of coconut supply in the region.

CNPF is acquiring a 100% interest in Coco Harvest. Combined with further investments in facility improvements, the total capital expenditure allotted amounts to approximately USD 40 million, which will be financed by the Company’s internally generated cash flow from operations.
The capacity expansion is expected to create more than 1,500 quality manufacturing jobs in Mindanao.
Date of Approval by
Board of Directors		 Sep 5, 2024
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

This deal is an accretive acquisition. More importantly, it marks a significant milestone for the company. CNPF’s coconut business, encompassing both domestic and export, has grown substantially these past few years on the back of burgeoning trends in health and wellness. The new capacity from Coco Harvest will bolster the CNPF’s capability to serve rising demand, with room for further expansion as the business grows.
Details of the acquisition or disposition
Date Sep 5, 2024
Manner

Upon execution, CNPF shall subscribe to shares of stock, representing a 100% interest in Coco Harvest Inc.’s outstanding capital stock for a consideration equivalent to less than 5% of CNPF’s total assets of 31 December 2023.
Description of the company to be acquired or sold

Coco Harvest Inc. owns a coconut processing facility built in 2016. The fully integrated facility sits on a 6-hectare property and has the capability to produce higher value coconut-based products such as coconut water, coconut milk, desiccated coconut, and virgin coconut oil. Furthermore, the existing facility is strategically located to capitalize on the abundance of coconut supply in the region.
The terms and conditions of the transaction
Number of shares to be acquired or disposed 50,010,000
Percentage to the total outstanding shares of the company subject of the transaction 100
Price per share See Nature & amount of consideration given section
Nature and amount of consideration given or received

The total consideration amount is less than 5% of CNPF’s total assets as of 31 December 2023. It will be paid using internally generated cash.
Principle followed in determining the amount of consideration

The consideration is based on the fair value of Coco Harvest Inc.
Terms of payment

Full payment in cash upon execution
Conditions precedent to closing of the transaction, if any

None
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
Yong Yong T. Young None
Manuel C. Co None
Raymond C. Co None
Tin Wai L. Chan None
Jame T. Chua None
Effect(s) on the business, financial condition and operations of the Issuer, if any

The acquisition will expand CNPF’s processing capacity of coconut products, which will allow the company to serve customer demand, thereby increasing revenues and profits.
Other Relevant Information

None
Filed on behalf by:
Name Richard Kristoffer Manapat
Designation Chief Information Officer