C07273-2024 |
Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding | |
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Common | 7,520,983,658 |
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.
Subject of the Disclosure |
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Additional Capital Infusion in Subsidiary |
Background/Description of the Disclosure |
We wish to advise the Exchange that, during its meeting held on November 13, 2024, the Board of Directors of JG Summit Holdings, Inc. (JGS) approved the proposal to infuse additional capital of up to Php17.1 billion into its wholly-owned subsidiary, JG Summit Olefins Corporation (JGSOC). This infusion is primarily intended to pay off JGSOC maturing obligations. |
Date of Approval by Board of Directors |
Nov 13, 2024 |
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Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction |
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JGSOC will use the funds to pay off its maturing obligations |
Date | TBA |
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Manner |
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JGS will subscribe to additional shares of JGSOC which will be partially issued out of an increase in capital stock and partially through existing unissued shares |
Description of the company to be acquired or sold |
JGSOC is a wholly owned subsidiary of JGS engaged in acquiring, designing, constructing, erecting, assembling, rehabilitating, expanding, commissioning, operating and maintaining a naphtha cracker plant and related facilities for the production of products such as polymer grade ethylene, polymer grade propylene, pyrolysis gasoline, mixed C4, pyrolysis fuel oil and other products and their by-products; to sell such products and by-products to any person or entity through markets, by trading, exportation or by contract; to administer conserve and manage the products and by-products generated by the plant, owned by the Corporation, or by a third party; to invest in or acquire corporations or entities engaged in any of the foregoing activities. |
Number of shares to be acquired or disposed | 6,928,593,031 |
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Percentage to the total outstanding shares of the company subject of the transaction | 53% |
Price per share | P4.95 per share |
Nature and amount of consideration given or received |
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Cash subscription |
Principle followed in determining the amount of consideration |
Book value per share of JGSOC based on its audited financial statements as December 31, 2024 |
Terms of payment |
On the increase in authorized capital, 25% will be subscribed, out of which more than 25% will be paid on or before December 26, 2024. On the subscription to the unissued shares, payment will be made on or before December 26, 2024. |
Conditions precedent to closing of the transaction, if any |
None |
Any other salient terms |
None |
Name | Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates | |
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JG Summit Olefins Corporation | Wholly-owned subsidiary |
Effect(s) on the business, financial condition and operations of the Issuer, if any |
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JGS remains to be in a healthy financial condition |
Other Relevant Information |
Please see the attached JGS SEC Form 17-C Current Report |
Name | Maria Celia Fernandez-Estavillo |
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Designation | Chief Legal Officer and Corporate Secretary |