C06913-2024

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)
Oct 30, 2024
2. SEC Identification Number
34218
3. BIR Tax Identification No.
000-153-610-000
4. Exact name of issuer as specified in its charter
AYALA CORPORATION
5. Province, country or other jurisdiction of incorporation
PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
37F to 39F, Ayala Triangle Gardens Tower 2, Paseo De Roxas Corner Makati Avenue, Makati City Postal Code 1226
8. Issuer's telephone number, including area code
(02)7908-3000
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 623,596,775
Preferred A Shares (Reissued) 5,244,515
Preferred B Series 2 Shares 30,000,000
Preferred B Series 3 Shares 7,500,000
Voting Preferred Shares 200,000,000
11. Indicate the item numbers reported herein
Item 9 - Other Matters

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.

Ayala CorporationAC

PSE Disclosure Form 4-21 - Redemption of Security References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Reminder and Guidelines on Redemption of Preferred “B” Series 2 (APB2R) Shares

Background/Description of the Disclosure

Further to our disclosure on September 30, 2024, we wish to remind the holders of our Preferred “B” Series 2 shares (the “Shares” or “APB2R shares”) of our exercise of the call option on the said Shares on November 29, 2024, the 5th year anniversary from issue date of the Shares as specified in its Prospectus. The Shares shall be redeemed at the redemption price equal to the issue price of P500 per share plus all accrued and unpaid dividends up until November 29, 2024 based on the dividend rate of 4.8214% per annum.

The registrar for our APB2R shares needs to prepare a certified Redemption Entitlement Report and deliver the same to us and our paying agent no later than 9:00 A.M. of November 19, 2024 or eight (8) banking days immediately prior to the redemption date. In view of the foregoing, the record date for the full redemption of the Shares is set for November 15, 2024, and the trading suspension on our APB2R shares is intended to start on November 14, 2024 until the re-issuance of the Shares.

Lastly, we are providing below guidelines for the redemption of the APB2R shares on November 29, 2024:

1. The relevant dates for the final APB2R dividend & redemption payment are as follows:

Final Dividend:

Ex-date - November 14, 2024
Record date - November 15, 2024
Payment date - November 29, 2024

Redemption (Equity):

Ex-date - November 14, 2024 (start of trading suspension)
Record date - November 15, 2024
Payment date - November 29, 2024

2. For clarity, those entitled to the APB2R redemption payment are the shareholders who acquired the shares prior to the dividend ex-date, November 14, 2024. They will receive the full redemption amount equal to the issue price plus the accrued and unpaid dividend for the period beginning August 29, 2024 to November 29, 2024.

3. The redemption amount comprising of the final dividend &/or redemption price will be paid in a manner similar to the quarterly dividend payments. Depending on the payment mode specified by the shareholders as appearing on the record of the Registrar, the final dividend and equity redemption shall be paid by electronic transfer to stockholders with enrolled accounts. For stockholders with no enrolled accounts, both the dividend checks and the redemption checks shall be available for pick-up at the Stock Transfer Service, Inc.’s office located at Unit 34-D Rufino Pacific Tower, 6784 Ayala Avenue, Makati City beginning November 29, 2024.

Date of Approval by Board of Directors Sep 30, 2024
Record Date, if applicable Nov 15, 2024
Redemption Price 100% of the issue price of P500 per share
Redemption Period November 29, 2024
Redemption Date Nov 29, 2024

Effects on the capital structure

Issued Shares
Type of Security/Stock Symbol Before After
Common Shares/AC 635,771,477 635,771,477
Preferred A Shares 6,755,485 6,755,485
Preferred A Shares (Reissued)/ ACPAR 5,244,515 5,244,515
Preferred B Series 28,000,000 28,000,000
Preferred B Series 2 Shares/ APB2R 30,000,000 30,000,000
Voting Preferred Shares 200,000,000 200,000,000
Outstanding Shares
Type of Security/Stock Symbol Before After
Common Shares/AC 623,596,775 623,596,775
Preferred A Shares (Reissued)/ ACPAR 5,244,515 5,244,515
Preferred B Series 2 Shares/ APB2R 30,000,000 0
Voting Preferred Shares 200,000,000 200,000,000
Treasury Shares
Type of Security/Stock Symbol Before After
Common Shares/AC 12,174,702 12,174,702
Preferred A Shares 6,755,485 6,755,485
Preferred B Series 28,000,000 28,000,000
Preferred B Series 2 Shares/ APB2R 0 30,000,000
Listed Shares
Type of Security/Stock Symbol Before After
Common Shares/AC 627,412,368 627,412,368
Preferred A Shares 6,755,485 6,755,485
Preferred A Shares (Reissued)/ ACPAR 5,244,515 5,244,515
Preferred B Series 28,000,000 28,000,000
Preferred B Series 2 Shares/ APB2R 30,000,000 30,000,000
Effect(s) on foreign ownership level, if any From 20.59% to 21.35%
Other Relevant Information

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Filed on behalf by:
Name Maria Franchette Acosta
Designation Corporate Secretary, Chief Legal Officer, OIC-Compliance Officer and Data Protection Officer