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)

Aug 27, 2020

2. SEC Identification Number

A199908874

3. BIR Tax Identification No.

202955796

4. Exact name of issuer as specified in its charter

DFNN Inc.

5. Province, country or other jurisdiction of incorporation

Philippines

6. Industry Classification Code(SEC Use Only)

7. Address of principal office

L2 – L5 14/F PSE Tower, 5th Avenue corner 28th Street, Bonifacio Global City, Taguig City Postal Code 1634

8. Issuer's telephone number, including area code

(02) 8396-5270

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	324,620,008

11. Indicate the item numbers reported herein

None

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.

DFNN, Inc.DFNN

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
Execution of a Non-Binding Term Sheet by HatchAsia, Inc. (HAI) via its wholly-owned Australian Subsidiary (HAI is a company that is 18.98% owned by DFNN Inc.)
Background/Description of the Disclosure
Today, DFNN Inc. (DFNN Inc.) management was informed by its affiliate HatchAsia, Inc. (HAI) that it has, via its wholly owned Australian subsidiary, offered a non-binding Term Sheet on August 16, 2020 to take control of Silver Heritage Group Limited (KPMG Administrators Appointed) (Receivers and Managers Appointed) ACN 604 188 445 (SVH), a corporation listed on the Australian Stock Exchange (ASX:SVH). Further, on August 25, 2020 the administrators met with the creditors of SVH who unanimously resolved that SVH execute the Deed of Company Arrangement (DOCA) and relayed the resolution to HAI today. HAI’s recapitalization via DOCA methodology, as allowed by the Australian Stock Exchange, subject to SVH shareholder approval, will be effected via the acquisition of shares equal to approximately 92% of the issued share capital of SVH through a consolidation of shares of existing shareholders and a new issue of ordinary shares of a new Australian subsidiary of HAI, Hatch Australia Holdings Pty Limited. The consideration for this transaction is AUD530,000 in cash and 3% of the issued shares in SVH, subject to the terms and conditions to be set in the DOCA. Additional information will be disclosed when it is available as well as submitted to ASX. The successful conclusion would eventually result in the HatchAsia, Inc. shareholder-controlled entity being listed on the Australian Stock Exchange and DFNN owning part of the ASX Listed Entity. DFNN affiliate HAI is an entity engaged in building solutions for various industries through innovative technology, business process management, and retail gaming outlet operations consultancy. HAI is 18.98% owned by DFNN.
Other Relevant Information
None