C05007-2021

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)
Jul 22, 2021
2. SEC Identification Number
AS092-00589
3. BIR Tax Identification No.
001-817-292
4. Exact name of issuer as specified in its charter
Greenergy Holdings Incorporated
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
54 National Road, Dampol II-A, Pulilan, Bulacan Postal Code 3005
8. Issuer's telephone number, including area code
(02) 8997-5184
9. Former name or former address, if changed since last report
Not applicable
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 1,800,778,573
Preferred Shares 1,000,000,000
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.

Greenergy Holdings IncorporatedGREEN

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

Acquisition of Shares in Agrinurture, Inc.

Background/Description of the Disclosure

Greenergy Holdings Incorporated (the “Company”) wishes to inform the investing public that it acquired today six million one hundred ninety-three thousand six hundred (6,193,600) secondary common shares of Agrinurture, Inc. (“ANI”) through the open market for an aggregate consideration of Php38,068,644.00 exclusive of taxes, fees and commission or average price of Php6.1464 per share. Upon issuance of the shares, the Company shall hold a total of 111,296,246 shares or equivalent to 10.86% of the total issued and outstanding shares of ANI.

Date of Approval by
Board of Directors
Apr 25, 2014
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

The transaction will strengthen the position of the Company in the other “green” projects.

Details of the acquisition or disposition
Date Jul 22, 2021
Manner

Payment in cash of Php38,068,644.00 exclusive of taxes, fees and commission

Description of the company to be acquired or sold

Incorporated on February 4, 1997, AgriNurture, Inc. (ANI) started its business operations in the same year as an importer, trader and fabricator of post-harvest agricultural machineries intended to improve the productivity as well as increase the income of Filipino farmers. Formerly known as Mabuhay 2000 Enterprises, Inc., ANI was the first to bring into the Philippine market the Mega-Sun brand of grain dryers and thereafter established itself as one of the more reliable local supplier and manufacturer of conveyor systems and other rice mill equipment.

ANI eventually diversified into other various agro-commercial businesses, specifically focusing on the export trading of fresh produce as its main revenue stream. Since then, ANI has become one of the Philippines' produce exporters to the world market. At present, ANI supplies home-grown fruits such as mango, banana and pineapple to customers in Hong Kong, Mainland China, the Middle East, and to different European regions.

ANI ventured into the importation and trading of rice in the first quarter of 2015 and has since then participated in the rice importation program for private sector on the National Food Authority.

Currently, ANI conducts its business through operating divisions and wholly-owned or majority-owned subsidiaries. The Philippine operations group is organized into three business units, namely export, local distribution, and retail & franchising. Meanwhile, the foreign operations group is principally engaged in fruits and vegetable trading in Hong Kong and China.

The terms and conditions of the transaction
Number of shares to be acquired or disposed 6,193,600
Percentage to the total outstanding shares of the company subject of the transaction 0.6
Price per share 6.1464 (average price per share)
Nature and amount of consideration given or received

Payment in cash of Php38,068,644.00 exclusive of taxes, fees and commission

Principle followed in determining the amount of consideration

Price of the share in open market exclusive of taxes, fees and commission.

Terms of payment

Price of the share in open market exclusive of taxes, fees and commission.

Conditions precedent to closing of the transaction, if any

None.

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
Open Market None
Effect(s) on the business, financial condition and operations of the Issuer, if any

The transaction will strengthen the position of the Company in the other “green” projects.

Other Relevant Information

Please see attached SEC Form 17-C.

Filed on behalf by:
Name Paula Katrina Nora
Designation Corporate Secretary