Please be informed that at our special meeting of stockholders held today, the stockholders considered and approved the issuance of 462,481,990 primary common shares to Ayala Land, Inc. and its subsidiaries, Capitol Central Commercial Ventures Corp., Bay City Commercial Ventures Corp., Makati Cornerstone Leasing Corp. and North Triangle Hotel Ventures, Inc. in exchange for six (6) commercial properties with an aggregate value of P17,333,824,985.20, as validated by a third-party fairness opinion.
Resolution No. S-06-2026: “RESOLVED, to approve the issuance of 462,481,990 primary common shares to Ayala Land, Inc. (‘ALI’), and its subsidiaries, Capitol Central Commercial Ventures Corp. (‘CCCVC’), Bay City Commercial Ventures Corp. (‘BCCVC’), Makati Cornerstone Leasing Corp. (‘MCLC’), and North Triangle Hotel Ventures, Inc. (‘NTHVI’) (CCCVC, BCCVC, MCLC, and NTHVI are collectively referred to as ‘Subsidiaries’), in exchange of identified properties owned by ALI and the Subsidiaries valued at Seventeen Billion Three Hundred Thirty-Three Million Eight Hundred Twenty-Four Thousand Nine Hundred Eighty-Five and 20/100 Pesos (P17,333,824,985.20), under a property-for-share swap, at an issue price of P37.48 per share, set at a premium over the thirty (30)-day volume weighted average price (30-day VWAP) of P37.29 or the prevailing Market Price.” |