| C08838-2025 |
| Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding | |
|---|---|---|
| Common Shares | 6,116,762,198 |
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| Subject of the Disclosure |
|---|
Purchase of 74.8% stake in Alabang Commercial Corporation (ACC) |
| Background/Description of the Disclosure |
Rockwell Land Corporation (PSE: ROCK) executed today share purchase agreements (SPA) with Mr. Francisco M. Bayot, Jr. and other shareholders of ACC. |
| Date of Approval by Board of Directors |
Dec 22, 2025 |
|---|
| Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction |
|---|
With the acquisition, ROCK will have the opportunity to expand its footprint in a prime location with long term redevelopment opportunities. The existing assets of ACC will add 137,000 sqm of gross leasable area to ROCK's existing retail and office portfolio, representing a 58% growth. |
| Date | Dec 22, 2025 |
|---|
| Manner |
|---|
ROCK executed SPAs with Mr. Francisco M. Bayot, Jr. and other ACC Shareholders. |
| Description of the company to be acquired or sold |
ACC is a domestic corporation that owns and operates Alabang Town Center, a shopping mall located in Muntinlupa City. |
| Number of shares to be acquired or disposed | 611,242 |
|---|---|
| Percentage to the total outstanding shares of the company subject of the transaction | 74.8 |
| Price per share | 35337.88 |
| Nature and amount of consideration given or received |
|---|
Total consideration of Php 21.6 Billion will be paid in 3 equal installments. |
| Principle followed in determining the amount of consideration |
Arms-length negotiations |
| Terms of payment |
3 equal installment payments due on or before December 22, 2025, December 15, 2026 and December 15, 2027 |
| Conditions precedent to closing of the transaction, if any |
Usual Conditions |
| Any other salient terms |
n/a |
| Effect(s) on the business, financial condition and operations of the Issuer, if any |
|---|
58% increase in ROCKs gross leasable area. |
| Other Relevant Information |
N/A |
| Name | Ellen Almodiel |
|---|---|
| Designation | Senior Vice President and Chief Finance Officer and Chief Compliance Officer |