We would like to inform the Exchange that the special meeting of the Board of Directors of the Company held earlier today January 16, 2026 at the Spirit of Communications Centre 106 Carlos Palanca St. Legaspi Village, Makati City, where a quorum was present, the Board unanimously approved the following:
1. Approval of the issuance of 315,000,000 Unissued Common Shares by way of Private Placement under the following terms and conditions:
No. of Shares to be offered: 315,000,000 Common shares Offer Price: PHP 1.00 per Common Share Form of Payment: Cash Terms of Payment: Full Payment upon signing of the Subscription Agreement within a period of ten (10) days from this approval Taxes and Fees: All Taxes and expenses in relation to the subscription of shares under this Private Placement will be for the account of the Corporation. Lock-up Period: 180 Days
2. The approved issuance of 315,000,000 Unissued Common Shares is being done in pursuance of the Corporation's previously approved Private Placement to raise funds up to One Billion Pesos (Php1,000,000,000.00).
3. The proceeds for the issuance of 315,000,000 Unissued Common Shares will be utilized for the payment of advances /loans recorded in the books of the company as of the date of board approval.
4. The President, Mr. Augusto M. Cosio, Jr., is granted the power and authority to sign and execute the Subscription Agreements for and on behalf of the company.
5. The 315,000,000 Unissued Common Shares will be issued to the following investors who are subscribing on their own, separate and individual capacities in accordance with the below approved amount of subscriptions at the rate of PHP1.00 per Share:
Investor MR. PEREGRINO P. FERNANDEZ Amount of Subscription: 215,000,000.00 Business Profile: Mr. Fernandez is a Filipino businessman who owns Melekon Contractors Inc., a leading local construction company with projects including power generation, underground construction, mining, dredging, reclamation, and other civil engineering works.
Mr. Fernandez has substantial investments in Renewable Energy Projects, Tertiary Hospital Projects and Engineering Consultancy Businesses.
Mr. Fernandez has been acknowledged for his significant works in the privatization and restructuring of the Philippine Electricity Supply Industry and was the Chairman of the Committee that set up the Wholesale Electricity Spot Market (WESM). Mr. Fernandez is an Electrical Engineering graduate of Saint Louis University (Baguio City), finished a Diploma Degree in Development Economics at the University of the Philippines (Quezon City) and completed his Master's Degree in Development Economics and Doctorate Degree in Energy Economics at University of Kent/ University of Cambridge, England.
Investor MR. KONG MING YEUNG Amount of Subscription: 100,000,000.00
Mr. Yeung is a Filipino businessman who owns Supercity Capital Ventures Inc. and Metrosquare Holdings Inc., both of which are engage in the commercial real estate development and leasing businesses.
Mr. Yeung is a seasoned real estate investor with more than 20 years of involvement in commercial property development and leasing operations in the National Capital Region (NCR). He has built a portfolio of several commercial and office buildings across the Metropolitan Manila managed through his Enterprise Metrosquare Management Services.
Mr. Yeung is a Management Engineering graduate of Ateneo De Manila University-Manila (Quezon City).
6. Subscription Agreements will be executed with the aforementioned individual investors within a period of ten (10) days from the date of the approval. |