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)
Feb 12, 2026
2. SEC Identification Number
PW-305
3. BIR Tax Identification No.
000-067-618
4. Exact name of issuer as specified in its charter
KEPPEL PHILIPPINES PROPERTIES, INC.
5. Province, country or other jurisdiction of incorporation
METRO MANILA, PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
26th Floor, The Podium West Tower, ADB Avenue, Wack-Wack Greenhills East, Mandaluyong CityPostal Code1555
8. Issuer's telephone number, including area code
(02) 8539-0460 loc 4990
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 Shares
293,828,900
Debt Outstanding
-
11. Indicate the item numbers reported herein
Item 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.
Keppel Philippines Properties, Inc.KEP
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
Signing of Share Purchase Agreement
Background/Description of the Disclosure
Keppel Philippines Properties, Inc. (the “Company”) was informed by Keppel Ltd., Keppel Management Ltd., Molten Pte. Ltd., and Kepwealth, Inc. (collectively, the “Sellers”) that the Sellers had entered into a share purchase agreement with Forward Synergy Group, Inc. (the “Buyer”) on February 12, 2026 for the sale and purchase of the Sellers’ 86.83% (“Sale Shares”) ownership of the total outstanding capital stock of the Company (the “Transaction”), which represents all of the shares owned by the Sellers in the Company.
The Sellers have agreed to sell the Sale Shares to the Buyer for an aggregate cash consideration of approximately PhP472.7 million (PhP1.8526 per share).
The Transaction is subject to the fulfillment of certain conditions precedent, including the conduct of a mandatory tender offer by the Buyer pursuant to the Securities Regulation Code of the Philippines and its implementing regulations.
A voluntary trading suspension starting at 9:00 a.m. on February 13, 2026 and ending at 9:00 a.m. on February 16, 2026 will be requested by the Company.
Other Relevant Information
Please find attached SEC Form 17-C dated February 12, 2026.