C04183-2021

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 17, 2021
2. SEC Identification Number
A200110402
3. BIR Tax Identification No.
213-054-503-000
4. Exact name of issuer as specified in its charter
SBS PHILIPPINES CORPORATION
5. Province, country or other jurisdiction of incorporation
PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
NO. 10 RESTHAVEN STREET, SAN FRANCISCO DEL MONTE, QUEZON CITY Postal Code 1105
8. Issuer's telephone number, including area code
(632) 8371-1111
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 SHARES 1,549,999,999
11. Indicate the item numbers reported herein
Item No. 9 Other Events

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.

SBS Philippines CorporationSBS

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

Sale of 89,055,000 common shares of the capital stock of Lence Holdings Corporation (~65% shareholding interest in Lence Holdings Corporation) by SBS Philippines Corporation (the “Company”)
Background/Description of the Disclosure

On March 19, 2021, the SBS Board of Directors approved to sell the Lence Holdings shares held by the Company.

On June 2, 2021, the Company signed Contract to Sell agreement for the sale of 89,055,000 common shares of the capital stock of Lence Holdings Corporation to Royal Cargo, Inc., together with all the other shareholders of Lence Holdings Corporation.

On June 17, 2021, the parties complied with the closing conditions, signed the closing documents, and paid the consideration of the transaction.
Date of Approval by
Board of Directors		 Mar 19, 2021
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

Management considered it to be appropriate time to divest and sell its shareholdings in Lence Holdings Corporation to unlock the share’s maximum value and realize a gain from the transaction. The divestment is aligned with Company’s direction to improve operational efficiency through expansion of additional warehouses in its head office located in Quezon City, instead of developing Lence’s property.
Details of the acquisition or disposition
Date Jun 17, 2021
Manner

Sale of shares for cash
Description of the company to be acquired or sold

Lence Holdings Corporation is a holding company with investment asset consisting of buildings, improvements and machineries (the “Facility”) and a wholly owned subsidiary, Benesale Land, Inc (“BLI”) that owns 4.7-hectare parcel of land at Silangan Industrial Park on which the Facility is located.
The Company has direct shareholding of 65% and a total beneficial ownership of 76.17% in Lence, which was previously intended for additional warehousing site of the Company in the southern part of Metro Manila.
The terms and conditions of the transaction
Number of shares to be acquired or disposed 89,055,000
Percentage to the total outstanding shares of the company subject of the transaction 65
Price per share 6.6113
Nature and amount of consideration given or received

The total consideration for the Sale Shares is Php 588,770,556.57 payable in cash
Principle followed in determining the amount of consideration

The price per share is based on the market value of the assets of the subject company as agreed by the contracting parties.
Terms of payment

The total consideration for the Sale Shares is payable in cash on or before June 17, 2021
Conditions precedent to closing of the transaction, if any

Completion of due diligence review and performance of pre-closing undertakings including the signing of the execution documents.
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
Royal Cargo, Inc. none
Effect(s) on the business, financial condition and operations of the Issuer, if any

The sale of Lence shares will result in substantial cash flow to the Company and sales proceeds will be used for its investment in warehouse expansion within Metro Manila for improved operational efficiency, installation of solar energy source for its operation, and reduction of outstanding debt.
Other Relevant Information

We updated the disclosure to amend the price per share and total consideration received by the Company after the parties involved finalized the pricing upon closing of the transaction.

The disclosure was also updated to indicate that the closing was culminated today, June 17, 2021.
Filed on behalf by:
Name Gerry Tan
Designation President and CEO