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)
Aug 26, 2017
2. SEC Identification Number
A200117708
3. BIR Tax Identification No.
219-934-330
4. Exact name of issuer as specified in its charter
Xurpas Inc.
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
7F Cambridge Centre Building 108 Tordesillas St., Salcedo Village, Makati CityPostal Code1227
8. Issuer's telephone number, including area code
(632) 889-6467
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
1,803,654,504
11. Indicate the item numbers reported herein
Item 9
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.
Xurpas Inc.X
PSE Disclosure Form 4-30 - Material Information/Transactions References: SRC Rule 17 (SEC Form 17-C) and Sections 4.1 and 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Results of Board Meeting
Background/Description of the Disclosure
On July 18, 2017, the Board of Directors of Xurpas Inc. approved the buy-back of 53,298,242 Xurpas Shares from Mr. Emmanuel Jean Allix pursuant to the agreement executed on June 7, 2017.
Other Relevant Information
This disclosure was amended to provide details on the share buy-back transaction on 18 July 2017, and the timeline of payment as follows:
PRICE PER SHARE Since Mr. Emmanuel Jean Michel Allix will be paid in cash instead of Xurpas shares, Xurpas has to re-acquire the unlisted shares previously issued to him to avoid double payment. Accordingly, Xurpas approved the buy back of its own shares at the lowest price possible, and with the least costs and appropriate taxes that may be incurred for the buy back, taking into consideration the agreement of the parties. The consideration for the buy back of Xurpas shares is part of the entire payment structure agreed upon by the parties, and is not an additional cost to Xurpas.
BREAKDOWN OF PAYMENT Description: Amount (in USD) New Acquisition Price: 14,670,720 Buyback Acquisition Price: 532,983 Less: Subscription Price: (106,597) Total: 15,097,106
PAYMENT SCHEDULE First Payment Amount: 2,797,106 Payment Date: October 6, 2016
Second Payment Amount: 5,100,000 Payment Date: June 9, 2017
The remaining balance due to Mr. Emmanuel Allix shall be fully paid by the end of calendar year 2017.