C04132-2021

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 15, 2021
2. SEC Identification Number
39274
3. BIR Tax Identification No.
000-506-020-000
4. Exact name of issuer as specified in its charter
AC Energy Corporation
5. Province, country or other jurisdiction of incorporation
Makati City, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
4th Floor, 6750 Office Tower, Ayala Avenue, Makati City Postal Code 1226
8. Issuer's telephone number, including area code
(02) 7730 6300
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 21,540,037,644
11. Indicate the item numbers reported herein
N/A

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.

AC Energy CorporationACEN

PSE Disclosure Form 4-2 - Acquisition/Disposition of Shares of Another Corporation
References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Subscription by the Company of shares in Buendia Christiana Holdings Corp.

Background/Description of the Disclosure

The Company, AC Energy Corporation ("ACEN"), signed a subscription agreement with wholly-owned subsidiary Buendia Christiana Holdings Corp. ("BCHC") for the subscription by ACEN of: (a) 75,000,000 Redeemable Preferred A Shares (“RPS A”) with a par value of Php 0.10 per share, and (b) 4,075,000 Redeemable Preferred B Shares (“RPS B”) with a par value of Php100.00 per share, for a total par value of Php415,000,000.00 (the “Subscription Price), to be issued out of the increase in authorized capital stock (“ACS”) of BCHC.

Date of Approval by
Board of Directors
Aug 18, 2020
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

The subscription will be used by BCHC to fund acquisition of potential project sites.

Details of the acquisition or disposition
Date Jun 15, 2021
Manner

Subscription to RPS A and RPS B

Description of the company to be acquired or sold

BCHC is a subsidiary of ACEN, and is a special purpose vehicle which will own land for the Company’s development projects.

The terms and conditions of the transaction
Number of shares to be acquired or disposed 79,075,000
Percentage to the total outstanding shares of the company subject of the transaction 30.97
Price per share Php 0.10 - RPS A; Php 100.00 - RPS B
Nature and amount of consideration given or received

Total Subscription Price of Php415,000,000.00 for the 75,000,000 RPS A and 4,075,000 RPS B to be fully paid on date of acquisition

Principle followed in determining the amount of consideration

Subscription at par value for 75,000,000 RPS A and 4,075,000 RPS B

Terms of payment

Upon date of acquisition, full payment of the Subscription Price in the amount of Php415,000,000.00.

Conditions precedent to closing of the transaction, if any

Subject to the necessary regulatory approvals from the SEC on the increase in authorized capital stock of BCHC and full payment of the Subscription Price

Any other salient terms

None

Identity of the person(s) from whom the shares were acquired or to whom they were sold
Name Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates
Buendia Christiana Holdings Corp. A subsidiary of the Company
Effect(s) on the business, financial condition and operations of the Issuer, if any

Investment in the Company’s subsidiary, to be used for the Company’s future projects.

Other Relevant Information

The figure under “Percentage to the total outstanding shares of the company subject of the transaction” assumes SEC approval of the increase in BCHC’s authorized capital stock.

Filed on behalf by:
Name Alan Ascalon
Designation Vice President/ Asst. Corporate Secretary