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 22, 2025
2. SEC Identification Number
31168
3. BIR Tax Identification No.
002-724-446-000
4. Exact name of issuer as specified in its charter
A BROWN COMPANY, INC.
5. Province, country or other jurisdiction of incorporation
METRO MANILA
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
Xavier Estates, Masterson Avenue, Upper Balulang, Cagayan de Oro City Postal Code9000
8. Issuer's telephone number, including area code
Liaison Office – (02) 8631-8890 / (02) 8633-3135
9. Former name or former address, if changed since last report
-
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
2,324,147,000
Preferred Stock – Series A
13,264,900
Preferred Stock – Series B
7,431,750
Preferred Stock – Series C
6,941,000
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.
A Brown Company, Inc.BRN
PSE Disclosure Form 4-30 - Material Information/Transactions References: SRC Rule 17 (SEC Form 17-C) and Sections 4.1 and 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Results of the Regular Meeting of the Board of Directors
Background/Description of the Disclosure
1. Impairment Provisions for Non-Core Investments and Assets In line with the Company’s strategy to sharpen organizational focus and prioritize its profitable core businesses, the Board approved the recognition of one-time, non-cash impairment provisions. The total amount of the provisions is less than 5% of the Company’s assets. This covers: • The Vires LNG Project in Simlong, Batangas, where the Board has decided to suspend pre-development activities due to ongoing difficulties in securing grid connection capacity and gas supply, rendering the project timeline uncertain.
• Capitalized costs related to preliminary studies for the East West Rail Project, as the project has remained non-moving with uncertain forward implementation.
• Property, plant, and equipment assets related to the ABERDI palm oil plantation, mill, and refinery operations in Impasugong, Bukidnon as milling and refining activities at the Bukidnon facilities are suspended. The A Brown Group is currently prioritizing its palm oil operations through its other active milling plant operated by Surigao Greens Agricultural Corporation (SGAC) in Surigao del Sur.
2. Conversion of Deposits for Future Stock Subscription (DFFS) to APIC In relation to the above, the Board approved the conversion of Php 135.5 million in Deposits for Future Stock Subscription (DFFS) in Vires Energy Corporation and the Php 450 million in Deposits for Future Stock Subscription (DFFS) in ABERDI into equity. The impairment provisions and conversion of DFFS to equity are non-cash transactions that do not affect the Company’s current cash position or liquidity. These adjustments will be reflected in the Company's 2025 Audited Financial Statements. Recognizing these one-time items in the current year allows for the recording of significant one-time non-recurring transactions within the calendar year, thereby presenting a cleaner balance sheet moving forward. This portfolio cleanup does not rule out potential future value recovery should conditions change to facilitate redevelopment or sale of these assets.