LN00150-2017

NOTICE

Subject Chelsea Logistics Holdings Corp.: Initial Public Offering – Offering Memorandum
Company Name Chelsea Logistics Holdings Corp.
Security Details
Type of Security Stock Symbol Par Value
Common Shares CLC Php 1.00
Mode of Listing Initial Public Offering
Board Main Board
Date of PSE Approval Jul 19, 2017
Issued Shares (Post-Offer)
Stock Symbol No. of Shares
CLC 1,821,977,615
Outstanding Shares (Post-Offer)
Stock Symbol No. of Shares
CLC 1,821,977,615
Treasury Shares (Post-Offer) (if applicable)
Stock Symbol No. of Shares
- -
Primary Offer Shares
Stock Symbol No. of Shares
CLC 546,593,000
Secondary Offer Shares (if applicable)
Stock Symbol No. of Shares
- -
Total Offer Shares
Stock Symbol No. of Shares
CLC 546,593,000
Over-Allotment Option Shares (if applicable)
Stock Symbol No. of Shares
- -
Shares Applied for Listing
Stock Symbol No. of Shares
CLC 1,821,977,615
Offer Price Up to Php 14.63
Market Capitalization (Post-IPO) Up to Php 26,655,532,507.45
TP Allocation Up to 109,319,000 common shares equivalent to up to Php 1,599,336,970.00
Allocation per TP Up to 828,100 common shares equivalent to up to Php 12,115,103.00
LSI Allocation Up to 54,659,400 common shares equivalent to up to Php 799,667,022.00
Estimated Public Float (Post-IPO) 30.00%
Applicable Lock-up Rule Article III, Part D, Section 2 of the Listing Rules
Total Shares Under Escrow
Stock Symbol No. of Shares Duration of Lock-up
CLC 1,275,384,613 365 days
Lead Underwriter(s) BDO Capital & Investments Corporation (“BDO Capital”)
Stabilizing Agent (if applicable) -
Other Parties to the Offer
Function Name of the Party
Issue Manager and Sole Bookrunner BDO Capital
Participating Underwriter BA Investments and Holdings, Inc.
Legal Advisor to CLC Romulo Mabanta Buenaventura Sayoc & De Los Angeles
Legal Advisor to BDO Capital Martinez Vergara Gonzales & Serrano
Stock Transfer Agent BDO Unibank, Inc. – Trust and Investments Group
Receiving Agent BDO Unibank, Inc. – Trust and Investments Group
Escrow Agent BDO Unibank, Inc. – Trust and Investments Group
External Auditor Punongbayan & Araullo
Price-Setting Date Jul 20, 2017
Start of Offer Period Jul 24, 2017
End of Offer Period Jul 31, 2017
Tentative Listing Date Aug 8, 2017
Corporate Website Hyperlink to the Prospectus http://www.chelsealogistics.ph/reports/prospectus/prospectus
Other Relevant Information

The Exchange’s approval of the Initial Public Offering (“IPO”) of the common shares of Chelsea Logistics Holdings Corp. (“CLC” or the “Company”) is subject to its compliance with all of the post-approval conditions and requirements of the Exchange.

In relation to the allocation for Local Small Investors (“LSI”), the Exchange approved the Company’s request to increase the maximum allowable subscription of LSIs to Php 100,000.00 per LSI. In view thereof and as provided in CLC’s Offer Terms Sheet, each LSI for the IPO of CLC will be allowed to subscribe to a maximum of 6,800 Offer Shares or to a maximum amount of Php 99,484.00. The Implementing Guidelines for LSIs will be made available prior to the start of the Offer Period.

This Notice is amended to include the attached Offer Terms Sheet of CLC, for further reference. The Exchange will advise the investing public of further developments on the IPO of the Company.

For your information and guidance.