C08812-2025

SECURITIES AND EXCHANGE COMMISSION
SEC 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 19, 2025
2. SEC Identification Number
C199800134
3. BIR Tax Identification No.
200-652-460-000
4. Exact name of issuer as specified in its charter
ABOITIZ POWER CORPORATION
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
Ayala Triangle Gardens Tower 2, Paseo de Roxas cor. Makati Ave., Makati City, Metro Manila, Philippines Postal Code 1226
8. Issuer's telephone number, including area code
(02) 8886-2600
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 Stock P1 Par Value 7,205,854,307
Amount of Debt Outstanding (As of Sept. 30, 2025) 304,045,697,000.00
11. Indicate the item numbers reported herein
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.

Aboitiz Power CorporationAP

PSE Disclosure Form 4-1 - Acquisition or Disposition of Assets References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Thunder Consortium’s Acquisition of the Caliraya-Botocan-Kalayaan Hydroelectric Power Plant (“CBK HEPP”) Complex
Background/Description of the Disclosure

Please be advised that Aboitiz Power Corporation (“AboitizPower”) was informed today by its wholly-owned subsidiary, Aboitiz Renewables, Inc. (“ARI”), that closing has occurred under the asset purchase agreement between the Thunder Consortium (composed of ARI, Sumitomo Corporation, and Electric Power Development Co., Ltd.) and Power Sector Assets and Liabilities Management Corporation (“PSALM”) for the former’s acquisition of the Caliraya-Botocan-Kalayaan Hydroelectric Power Plant (“CBK HEPP”) Complex.
Date of Approval by
Board of Directors		 N/A
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

The acquisition aligns with AboitizPower’s strategy to expand its renewable energy portfolio and strengthen its long-term, stable power generation base.
Details of the acquisition or disposition
Date Dec 19, 2025
Description of the Transaction

The transaction involves the acquisition by the Thunder Consortium of the 797-megawatt CBK HEPP Complex in the province of Laguna from PSALM pursuant to the asset purchase agreement.
Manner

Cash
Description of the assets involved

The asset involved is the 797-megawatt CBK HEPP Complex in the province of Laguna.
Terms and conditions of the transaction
Nature and amount of consideration given or received

The total acquisition price is Php 36.27 billion.
Principle followed in determining the amount of consideration

The purchase price took into account the technical and operating characteristics of the asset, given the competitive bidding process.
Terms of payment

One time payment
Conditions precedent to closing of the transaction, if any

Customary conditions precedent (and PCC clearance requirement) have been satisfied.
Any other salient terms

None
Identity of the person(s) from whom the assets 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
Power Sector Assets and Liabilities Management Corporation None
Effect(s) on the business, financial condition and operations of the Issuer, if any

The acquisition is expected to have a positive effect on AboitizPower’s business and operations by increasing its renewable energy capacity and diversifying its generation portfolio.
Other Relevant Information

On July 4, 2025, AboitizPower disclosed that the Thunder Consortium was declared as the highest-ranking bidder in the bidding process conducted by the Privatization Bids and Awards Committee of PSALM for the privatization of the CBK HEPP Complex.

On July 18, 2025, AboitizPower disclosed that PSALM issued a Notice of Award to the Thunder Consortium as the Winning Bidder for the sale and privatization of the CBK HEPP Complex.

On August 14, 2025, AboitizPower disclosed that the Thunder Consortium signed the relevant project agreements with PSALM and the National Power Corporation in relation to the Notice of Award.

On November 28, 2025, AboitizPower disclosed that the Philippine Competition Commission approved the acquisition of the CBK HEPP Complex by the Thunder Consortium.

On December 17, 2025, AboitizPower disclosed that the Thunder Consortium secured bridge loan facilities to partially finance its acquisition of the CBK HEPP Complex.
If the transaction being reported is an acquisition, kindly submit the following additional information:
Source(s) of funds

Combination of debt and equity
If any asset so acquired by the issuer or its subsidiaries constituted plant, equipment or other physical property, state the nature of the business in which the assets were used by the persons from whom acquired and whether the issuer intends to continue such use or intends to devote the assets to other purposes, indicating such other purposes

The asset acquired was used for power generation. AboitizPower intends to continue to use the asset for the same purpose.
Filed on behalf by:
Name Marian Geronimo
Designation Assoc. General Counsel - Corporate Governance and Compliance