LN00178-2021

NOTICE

Subject Apollo Global Capital, Inc.: Share-for-Share Swap and Debt-to-Equity Conversion – Additional Listing
Company Name Apollo Global Capital, Inc.
Security Details
Type of Security Stock Symbol Par Value
Common Shares APL Php0.01
Type of Transaction(s) Share-for-Share Swap and Debt-to-Equity Conversion
Date of PSE Approval Jun 23, 2021
Transaction Ratio (if applicable) Swap: 58,848 APL common shares for every 1 JDVC Resources Corporation (“JDVC”) common share
Transaction Value Php2,525,363,492.20
Details of the Transaction
Subscriber Consideration Transaction Price Stock Symbol Number of Shares Issued
Hyung Rae Doo 1,822,368 JDVC Common Shares Php0.01 APL 109,065,080,064
Napoleon M. de Leon Jr. 772,373 JDVC Common Shares Php0.01 APL 46,224,979,304
Lloyd Reagan C. Taboso 776,500 JDVC Common Shares Php0.01 APL 46,471,972,000
Daniel Chua Go 762,499 JDVC Common Shares Php0.01 APL 45,634,040,152
Joanna B. Co Conversion of debt amounting to Php 51,402,777.00 Php0.01 APL 5,140,277,777
Lock-up Details (if applicable)
Duration of Lock-up -
Applicable Lock-up Rule -
Escrow Agent -
Date of Execution of Escrow Agreement N/A
Details of the Mandatory Lock-up
Name of Shareholder No. of Shares Stock Symbol Percentage
- - - -
Details of the Voluntary Lock-up (if applicable)
Name of Shareholder No. of Shares Stock Symbol Percentage
Hyung Rae Doo 109,065,080,064 APL 38.91
Napoleon M. De Leon, Jr. 46,224,979,304 APL 16.49
Lloyd Reagan C. Taboso 46,471,972,000 APL 16.58
Daniel Chua Go 45,634,040,152 APL 16.28
Joanna B. Co 5,140,277,777 APL 1.83
Shares to be Listed
Stock Symbol No. of Shares
APL 252,536,349,297
Tradable Shares
Stock Symbol No. of Shares
- -
Listing Date Aug 11, 2021

Adjustments

Issued Shares (if applicable)
Type of Security / Stock Symbol Before After
APL 280,336,349,297 280,336,349,297
Outstanding Shares (if applicable)
Type of Security / Stock Symbol Before After
APL 280,336,349,297 280,336,349,297
Listed Shares
Type of Security / Stock Symbol Before After
APL 27,800,000,000 280,336,349,297
Other Relevant Information

Share-for-Share Swap Transaction

On February 17, 2017, the Board of Directors of Apollo Global Capital, Inc. (“APL” or the “Company”) approved the subscription to a total of 247,396,071,520 common shares (the “Swap Shares”) of the Company by Hyung Rae Doo, Napoleon M. de Leon, Lloyd Reagan C. Taboso and Daniel Chua Go (collectively, the “Subscribers”) in exchange for shares of stock owned by the Subscribers in JDVC Resources Corporation.

The Swap Shares were issued out of the increase in APL’s authorized capital stock, which was approved by the Securities and Exchange Commission (“SEC”) on October 9, 2017.

Please refer to the relevant disclosures of the Company on the following dates:

1. C00904-2017 dated February 20, 2017;
2. C00905-2017 dated February 20, 2017;
3. C01151-2017 dated March 1, 2017; and
4. C06106-2017 dated October 11, 2017.

Debt-to-Equity Conversion

On February 20, 2019, the Board of Directors of the Company authorized the Company to enter into a Convertible Loan Agreement with Ms. Joanna B. Co in the amount of Php 50,000,000.00.

Further, on September 11, 2019, the Board approved the conversion of the above loan to 5,140,277,777 APL common shares.

For further information regarding the Conversion Shares, please refer to the relevant disclosures of the Company on the following dates:

1. C01026-2019 dated February 20, 2019; and
2. C06284-2019 dated September 11, 2019.

As of August 9, 2021, the Company has complied with the applicable requirements of the Exchange for the listing of the Swap Shares and Conversion Shares including, among others, the submission of the sworn Corporate Secretary’s Certification attesting that the Conversion Shares shall be duly lodged with the Philippine Depository & Trust Corp. (“PDTC”) and shall be made available in the PDTC system on the scheduled listing date.

The number of APL’s listed shares will be accordingly adjusted on the listing date.

This notice is being amended to inform the investing public that in a letter dated August 11, 2021, the Company informed the Exchange that the shares held by Hyung Rae Doo, Napoleon M. De Leon, Jr., Lloyd Reagan C. Taboso and Daniel Chua Go in relation to the Share-for-Share Swap Transaction, and the shares held by Joanna B. Co in relation to the Debt-to-Equity Transaction, will be voluntarily locked-up for a period of 180 days from listing of the said shares.

For your information and guidance.

Filed on behalf by:
Name Norberto Moreno Jr.
Designation Listings Department