9. Former name or former address, if changed since last report
-
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 STOCK
8,512,658,975
11. Indicate the item numbers reported herein
-
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.
MRC Allied, Inc.MRC
PSE Disclosure Form 5-1 - Substantial Acquisitions References: SRC Rule 17 (SEC Form 17-C) and Section 4.4 and/or Section 5 of the Revised Disclosure Rules
Subject of the Disclosure
Acquisition of 15% Stake in 50MW SULU ELECTRIC POWER AND LIGHT PHILS INC. (SEPALCO) Solar Project
Background/Description of the Disclosure
Please see attached.
Date of Approval by Board of Directors
Sep 20, 2017
Date of Approval by Stockholders
N/A
Other Relevant Regulatory Agency, if applicable
N/A
Date of Approval by Relevant Regulatory Agency
N/A
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction
The deal will solidify the entry of the Company into the solar power industry by allowing it to participate in the operation of an already existing renewable energy (RE) power plant.
Description of the transaction including the timetable for implementation and related regulatory requirements, if any
The Board approved the acquisition of the 15% stake in the SEPALCO Solar Project for 5M USD and thereafter signed a Memorandum of Agreement. The concerned parties agreed to sign and execute a Deed of Absolute Sale (DOAS) indicating the terms and other details of the transaction within 30 days.
Identities of the parties to the transaction
Name
Nature of Business
Nature of any material relationship with the Issuer, their directors/officers or any of their affiliates
Amled International Systems Inc.
Energy Company
NONE
Terms and conditions of the transaction
The nature and amount of consideration (e.g. price per share, the aggregate amount)
USD 5M (Php255M)
Basis upon which the amount of consideration or value of the transaction was determined
USD 0.03175 per share (Php1.619 per share)
The number of shares to be acquired
157,500,000
Ratio/percentage to total outstanding capital stock
15
Terms of payment
TBA
Conditions precedent to closing of the transaction, if any
TBA
Description of the company subject of the transaction
Nature and business
SULU ELECTRIC POWER AND LIGHT PHILS INC. (SEPALCO) is a domestic corporation engaged in the business of power generation.
Discussion of major projects and investments
SEPALCO owns and operates the 50MW Solar Project located in Brgy. Castilla, Palo, Leyte
List of subsidiaries and affiliates, with percentage holdings
Effect(s)/impact on the business, financial condition and operations of the Issuer
The deal will solidify the entry of the Company into the solar power industry by allowing it to participate in the operation of an already existing renewable energy (RE) power plant.
Other Relevant Information
The payment of the USD 5M (Php255M) will be sourced from shareholder's advances. To update the relative information for the SEPALCO acquisition.