C03662-2017

SECURITIES AND EXCHANGE COMMISSIONSEC FORM 17-C

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)
Jun 9, 2017
2. SEC Identification Number
A200110402
3. BIR Tax Identification No.
213-054-503
4. Exact name of issuer as specified in its charter
SBS PHILIPPINES CORPORATION
5. Province, country or other jurisdiction of incorporation
PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
10 RESTHAVEN STREET, SAN FRANCISCO DEL MONTE, QUEZON CITY Postal Code 1105
8. Issuer's telephone number, including area code
(02) 371 1111
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 1,169,040,400
11. Indicate the item numbers reported herein
ITEM 9: OTHER EVENTS

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.

SBS Philippines CorporationSBS

PSE Disclosure Form 4-14 - Stock Rights Offering References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Approval of the conduct of a Stock Rights Offering
Background/Description of the Disclosure

In its meeting held on June 9, 2017, the shareholders of the Company representing at least 2/3 of the outstanding capital stock of the Company approved a capital raising exercise through Stock Rights Offering to its registered stockholders (the “Rights Offer”) which will be issued partially from the Company’s unissued capital stock and partially from the increase in the Company’s authorized capital stock, with the Board of Directors being authorized to determine the size and terms of the Rights Offer, including the utilization of the proceeds of the Right Offer.

In its meeting held on June 9, 2017 after the holding of the Annual Shareholders' Meeting, the Board of Directors approved a Stock Rights Offering to its registered stockholders of up to 845,487,000 common shares (the “Rights Offer”) which will be issued partially from the Company's unissued capital stock and partially from the increase in the Company’s authorized capital stock;
Date of Approval by Board of Directors Apr 21, 2017
Entitlement Ratio TBA
Offer Price TBA
Number of Shares to be Offered 845,487,000
Ex-Rights Date TBA
Record Date TBA
Start of Offer Period TBA
End of Offer Period TBA
Use of Proceeds

The net proceeds from the RIghts Offer will be used by the Company to (i) support the capital requirements of its subsidiary, SBS Holdings and Enterprises Corporation, (ii) prepay a term loan, (iii) expand its distribution network and (iv) provide for general working capital requirements.
Other Relevant Information

The Rights Offer of up to 845,487,000 Common Shares is to be listed in two tranches, comprising of

(i) existing unissued Common Shares to be subscribed by the Public (the “Public Rights Shares”), and
(ii) to be created Common Shares upon approval of the SEC of the application to increase authorized capital stock, to be offered to Anesy Holdings Corporation and its Related Parties (the “Non-Public Rights Shares”) through the Underwriter.

The subscriptions to the Public Rights Shares will be listed in the Philippine Stock Exchange, Inc. (“PSE” or the “Exchange”), following the Offer Period.

The Non-Public Rights Shares will not be listed in the PSE together with the Public Shares due to the fact that the Non-Public Rights shares are not yet created or in existence at the time of the Offer. The Non-Public Rights Shares will be listed on the Main Board of the Exchange once created and after final approval by the PSE.

The controlling shareholder of the Company, Anesy Holdings Corporation (“Anesy Holdings”), has committed and undertaken to the Company and the Underwriter that it shall subscribe, not just to its entitlement of the Rights Shares, but also any unsubscribed Rights Shares after the mandatory second round of the stock rights offer. Thus, if any shareholder fails to subscribe to all the Rights Shares, Anesy Holdings, through the Underwriter, will take up any remaining unsubscribed Rights Shares.

This amends the Company Announcement under Circular No. C02352-2017 to reflect the June 9, 2017 approval of the shareholders of the conduct of the stock rights offering and how the Rights Offer will be issued, and the June 9, 2017 Board approval of the size of the Rights Offer (maximum number of shares to be offered), the maximum amount of proceeds to be raised and its specific uses.
Filed on behalf by:
Name Sabrina Adamelle Poon-Sytengco
Designation Corporate Information Officer and Investor Relation Officer