| C06973-2026 |
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.
Jollibee Foods CorporationJFC| Subject of the Disclosure |
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Jollibee Group Crystallizes Value in Vietnam; Highlands Coffee's Vietnamese Founder to Acquire Control |
| Background/Description of the Disclosure |
Jollibee Foods Corporation (PSE: JFC) today announced that its wholly owned subsidiary, JSF Investments Pte. Ltd., has entered into a Share Purchase Agreement to sell an 11% interest in SF Vung Tau Joint Stock Company, the holding company of Highlands Coffee, to Viet Thai International Joint Stock Company (VTI) for total cash consideration of VND 2.3 trillion (approximately USD 88 million), plus adjustments. The transaction values the Vietnam coffee platform at an implied 100% equity value of USD 800 million, representing a substantial premium to the carrying value of the investment in the Jollibee Group's books. Upon completion, the Jollibee Group will hold a 49% interest in Highlands Coffee, while VTI will hold 51%. |
| Date of Approval by Board of Directors |
Sep 23, 2026 |
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| Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction |
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The transaction follows the Group’s stated approach to portfolio management: build a business, scale it, and optimize ownership once it is mature enough to attract external capital at an attractive valuation. Expected benefits to the Issuer include: |
| Date | Sep 23, 2026 |
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| Manner |
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Execution of a Master Share Purchase Agreement for the sale by JSF Investments Pte. Ltd. of its 11% equity interest in SF Vung Tau Joint Stock Company to Viet Thai International Joint Stock Company for cash consideration, payable over an agreed period following completion, with a capped upward price adjustment based on the value of the shares during such period. |
| Description of the company to be acquired or sold |
SF Vung Tau Joint Stock Company (“SFVT”) is the holding entity of the Highlands Coffee business in Vietnam. |
| Number of shares to be acquired or disposed | 1,460,938 |
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| Percentage to the total outstanding shares of the company subject of the transaction | 11 |
| Price per share | VND1.6 million (approximately USD60.24) |
| Nature and amount of consideration given or received |
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VND 2.3 trillion (approximately USD 88 million) |
| Principle followed in determining the amount of consideration |
Basis of consideration: a multiples-based valuation anchored on standard valuation methodologies, normalized EBITDA, and the company's growth profile. |
| Terms of payment |
VND 2.3 trillion (approximately USD 88 million) in cash, payable over an agreed payment period following completion and supported by agreed payment protections, with an upward adjustment linked to the value of the shares over that period, subject to an agreed cap. |
| Conditions precedent to closing of the transaction, if any |
Customary conditions precedent, including regulatory clearances and shareholder consents. |
| Any other salient terms |
Not applicable. |
| Name | Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates | |
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| Viet Thai International Joint Stock Company (VTI) is a Vietnam-based consumer marketing and retail company founded by David Thai in 1998. VTI is the buyer under the Share Purchase Agreement. | VTI is the founding shareholder of Highlands Coffee and has been the Jollibee Group’s joint venture partner in SFVT since 2011, currently holding a 40% interest (increasing to 51% following completion). Mr. David Thai, VTI’s founder, serves as Founder and Chief Executive Officer of Highlands Coffee. |
| Effect(s) on the business, financial condition and operations of the Issuer, if any |
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Ownership after completion in SFVT (and in Highlands Coffee): Jollibee Group 49%; VTI 51%. |
| Other Relevant Information |
Please see attached. |
| Name | VALERIE AMANTE |
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| Designation | Global Chief Legal, Ethics, and Compliance Officer Jollibee Group |