C08560-2025

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)
Dec 9, 2025
2. SEC Identification Number
39274
3. BIR Tax Identification No.
000-506-020-000
4. Exact name of issuer as specified in its charter
ACEN CORPORATION
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
35th Floor, Ayala Triangle Gardens Tower 2, Paseo de Roxas corner Makati Avenue, Makati City Postal Code 1226
8. Issuer's telephone number, including area code
0277306300
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 39,951,435,064
Series A Preferred Shares 8,341,500
Series B Preferred Shares 16,658,500
11. Indicate the item numbers reported herein
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.

ACEN CORPORATIONACEN

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

ACEN’s subscription to additional shares of Greencore Power Solutions 3, Inc. (Arayat- Mexico Solar Power Plant Project)
Background/Description of the Disclosure

The Company executed a Subscription Agreement with Greencore Power Solutions 3, Inc. (“Greencore 3”) covering the following shares of stock pro rata to its existing 45% shareholding in Greencore 3:

(a) An additional 2,413,862 Common A shares with a par value of Php 1.00 per share, for an aggregate subscription amount of Two Million Four Hundred Thirteen Thousand Eight Hundred Sixty-Two Pesos (Php 2,413,862.00); and

(b) An additional 41,974,772 RPS A shares with a par value of Php 20.41 per share, for an aggregate subscription amount of Eight Hundred Fifty-Six Million Seven Hundred Five Thousand Ninety-Six and 52/100 Pesos (Php 856,705,096.52).
Date of Approval by
Board of Directors		 Dec 13, 2021
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

Proceeds from the subscription will be used by Greencore 3 to partially settle its outstanding loan obligations to the Company. The said loan was previously extended to finance the development and construction of a photovoltaic (PV) solar power plant located in Arayat and Mexico, Pampanga, Philippines (the “Project”).
Details of the acquisition or disposition
Date Dec 9, 2025
Manner

Subscription to additional Common and Redeemable Preferred Shares.
Description of the company to be acquired or sold

Greencore 3 is a joint venture company of ACEN and Citicore Solar Energy Corporation operating 115.671 MW Arayat-Mexico PV Solar Power Plant in Arayat and Mexico, Pampanga, Philippines.
The terms and conditions of the transaction
Number of shares to be acquired or disposed -
Percentage to the total outstanding shares of the company subject of the transaction -
Price per share -
Nature and amount of consideration given or received

The consideration was a straight cash payment made upon signing the relevant documents.
Principle followed in determining the amount of consideration

The amount of consideration was determined based on project requirement and mutual agreement of the parties.
Terms of payment

Cash
Conditions precedent to closing of the transaction, if any

Execution of the Subscription Contract and other related documents.
Any other salient terms

The Company is subscribing to a portion of the planned increase in the authorized capital stock of Greencore 3. Accordingly, the completion of the Company’s subscription is subject to, and will take effect upon, the approval by the Securities and Exchange Commission of Greencore’s increase in authorized capital stock.
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
Greencore Power Solutions 3, Inc. Principal Stockholder
Effect(s) on the business, financial condition and operations of the Issuer, if any

Partial settlement of Greencore 3’s outstanding loan obligations to the Company. Said loan was previously extended by the Company to finance the development and construction of the Project.
Other Relevant Information

The terms and conditions of the transaction:

(1) Number of shares to be acquired: (a) An additional 2,413,862 Common A shares with a par value of Php 1.00 per share, for an aggregate subscription amount of Two Million Four Hundred Thirteen Thousand Eight Hundred Sixty-Two Pesos (Php 2,413,862.00); and (b) An additional 41,974,772 RPS A shares with a par value of Php 20.41 per share, for an aggregate subscription amount of Eight Hundred Fifty-Six Million Seven Hundred Five Thousand Ninety-Six and 52/100 Pesos (Php 856,705,096.52).

(2) Percentage to the total outstanding shares of the company subject of the transaction: 45% of Greencore 3

(3) Price per share: As stated in item (1) above; the total consideration is less than ten percent (10%) of the Company’s total assets as of 31 December 2024.
Filed on behalf by:
Name Candy Dacanay-Datuon
Designation Assistant Vice President