Please be advised of the following issuance of common shares in connection with the merger of Century Properties Group Inc. (“CPGI”) and PHirst Park Homes Inc. (“PPHI”), with CPGI as the surviving corporation: 1. Further to our disclosure on April 13, 2026 regarding the approval by the Board of Directors of the merger of CPGI and PPHI, and our subsequent disclosures regarding the approval of the merger by the stockholders and the Securities and Exchange Commission, please be informed that a total of 6,163,494,503 common shares were issued in connection with the merger, comprising (i) 3,300,276,310 common shares from CPGI’s authorized but unissued common shares existing prior to the increase in authorized capital stock, and (ii) 2,863,218,193 common shares from the 5,000,000,000 additional common shares created by the increase in authorized capital stock. The latter 2,863,218,193 common shares were subscribed and fully paid through the net assets of the absorbed corporation, PPHI, as consideration for the merger.
The 2,863,218,193 common shares sourced from the increase in authorized capital stock have a par value of Php0.53 per share, with an aggregate subscription price of Php1,918,356,189.11, which was fully paid through the transfer of the net assets of the absorbed corporation, PPHI, as consideration for the issuance of such shares. Of the 5,000,000,000 additional common shares created by the increase in authorized capital stock, the remaining 2,136,781,807 common shares remain unsubscribed and unissued. Following the issuance, the Company's share capital information is as follows: Particulars Number of Shares Common Issued Shares 17,863,218,193 Common Outstanding Shares 11,599,600,690 Listed Common Shares 11,699,723,690 Common Shares Issued in Connection with Merger 6,163,494,503 Common Shares Issued from Pre-Increase Authorized but Unissued Shares 3,300,276,310 Common Shares Subscribed from Capital Increase 2,863,218,193 |