C07628-2024

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)
Nov 21, 2024
2. SEC Identification Number
AS092-00589
3. BIR Tax Identification No.
001-817-292
4. Exact name of issuer as specified in its charter
Greenergy Holdings Incorporated
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
54 National Road, Dampol II-A, Pulilan, Bulacan Postal Code 3005
8. Issuer's telephone number, including area code
(02) 8817-5116
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 Shares 4,150,778,574
Preferred Shares 1,000,000,000
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.

Greenergy Holdings IncorporatedGREEN

PSE Disclosure Form 4-11 - Change in Number of Issued and Outstanding Shares References: Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Change in Number of Issued and Outstanding Shares

Background/Description of the Disclosure

During the meeting of the Board of Directors (the “Board”) of Greenergy Holdings Incorporated (the “Company”) held on 21 November 2024, the Board approved, among others, the following:

(i) issuance of seven hundred fifty million (750,000,000) primary common shares of the capital stock of the Company with a par value of One Peso (Php1.00) per share or a total subscription price of Seven Hundred Fifty Million Pesos (Php750,000,000.00) in favor of Octagon Concrete Solutions Inc. (“OCSI”);

(ii) issuance of seven hundred million (700,000,000) primary common shares of the capital stock of the Company with a par value of One Peso (Php1.00) per share or a total subscription price of Seven Hundred Million Pesos (Php700,000,000.00) in favor of WRS Holding Inc. (“WRS”); and

(iii) issuance of one hundred million (100,000,000) primary common shares of the capital stock of the Company with a par value of One Peso (Php1.00) per share or a total subscription price of One Hundred Million Pesos (Php100,000,000.00) in favor of Padang Construction & Supplies Corporation (“PCSC”).

(collectively, the “Transactions”).

The Subscription Agreements covering the Transactions were executed today. Under the Subscription Agreements, the subscriber shall pay the amount equivalent to five percent (5%) of the subscription price upon execution thereof. The balance of the subscription price shall be paid based on the following payment schedule:

Date of Payment : Amount
On or before the first (1st) anniversary date of the execution of the Subscription Agreement : 15% of the Subscription Price
On or before the second (2nd) anniversary date of the execution of the Subscription Agreement : 20% of the Subscription Price
On or before the third (3rd) anniversary date of the execution of the Subscription Agreement : 30% of the Subscription Price
On or before the fourth (4th) anniversary date of the execution of the Subscription Agreement : 30% of the Subscription Price

The Transactions are intended to raise additional capital for the Company and to strengthen its financial capability to fund its various developmental and operating projects, as well as potential acquisitions and future investments.

As of 21 November 2024, the above shares are recorded in the books of the Company.

Change(s) in Number of Issued and Outstanding Shares

Issued Shares
Type of Security /Stock Symbol Before After
Common Shares/GREEN 2,600,778,574 4,150,778,574
Outstanding Shares
Type of Security /Stock Symbol Before After
Common Shares/GREEN 2,600,778,574 4,150,778,574
Other Changes, if any
In percent Before After
Public float 70.15 46.36
Foreign Ownership level 8.55 5.36
Filed on behalf by:
Name Sarah Jeane Cardona
Designation Assistant Corporate Secretary