C05580-2021

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)
Aug 12, 2021
2. SEC Identification Number
147584
3. BIR Tax Identification No.
002-727-376-000
4. Exact name of issuer as specified in its charter
Premiere Horizon Alliance Corporation
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
Unit 1705, East Tower, Philippines Stock Exchange Centre, Exchange Road, Ortigas Center, Pasig City Postal Code 1605
8. Issuer's telephone number, including area code
(02) 8632-7715
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 STOCK P 0.25 PAR VALUE 5,096,541,496
11. Indicate the item numbers reported herein
Item No. 9 Other Item

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.

Premiere Horizon Alliance CorporationPHA

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

Premiere Horizon Issues a Put Option Notice under the Equity Financing Agreement with LDA Capital.

Background/Description of the Disclosure

Premiere Horizon Alliance Corporation (PHA) announced today that it has issued a Put Option Notice to LDA Capital Limited (LDA) in accordance with the provisions of the Put Option Agreement between PHA and LDA.

PHA disclosed on 21 July 2021 that its Board of Directors approved a Put Option Agreement (POA) with LDA, a global investment group, to provide PHA with up to Two Billion Five Hundred Million Pesos (PhP2,500,000,000) in committed equity capital over the next thirty-six months. In addition, the Board also approved the grant of a Call Option to LDA, which allows the Investor to purchase up to 133 million (133,000,000) common shares of the Company at an exercise price of PhP2.26 per share exercisable any time during the term of the Agreement.

The completion of the equity funding is subject to the subscription of the new shares by LDA, amounting to a maximum of One Hundred Ninety Million (190,000,000) new shares under the Put Option Notice. This is equivalent to 800% of the average daily volume in the last fifteen trading days. Under the Agreement, PHA can put up to 1000% of this average volume. The new shares will be issued at an issue price determined by the Volume Weighted Average Price (WVAP) of the Company’s shares during a period of thirty (30) consecutive trading days, subject to certain adjustments specified in the agreement. Consequently, PHA transferred One Hundred Ninety Million (190,000,000) listed shares to LDA as Collateral Shares for the Put Option Notice transaction. In addition, Twenty Million (20,000,000) shares were transferred to an Options Shares Securities Account of LDA to satisfy PHA’s obligations to sell options shares and to secure the payment of any portion of the commitment fee. The security shares were provided by the group of Mr. Marvin C. Dela Cruz and Mr. Augusto Antonio C. Serafica, Jr. on behalf of PHA.

PHA is well positioned and is within the cusp of achieving a positive head start in growing values for its countryside projects given the expected economic recovery in the Philippines and Asia in 2022. Furthermore, it was earlier announced that PHA will be included in the services index of the Philippine Stock Exchange effective 16 August 2021.

LDA’s investment in Premiere Horizon is a vote of confidence to the growth prospects of both PHA and the Philippines. PHA is one of the growth companies that LDA is funding to grow the fintech partnership with SPT including the highly competitive business of Digital Banking. The funds will also be used for the expansion of its project in real estate through its subsidiaries West Palawan Premiere and Goshen Land Capital, as well as new investments in mining given the positive growth prospects of basic metal commodities.

Some of LDA’s similar investments yielded great results of increase in shareholder values in companies like BrainChip, a leading provider of ultra-low power high performance AI technology in Australia which has seen its share price grow from AUD 0.175 to AUD 0.54 since it signed up the agreement with LDA. Another company is BBX Minerals Limited, a mineral exploration and technology company listed also on the Australian Securities Exchange which has seen its share price grow from AUD 0.135 to AUD 0.23 since the funding was announced.

Other Relevant Information

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Filed on behalf by:
Name Raul Ma. Anonas
Designation Executive Vice President, Chief Operating Officer, Chief Information Officer (CIO) and SEC Compliance Officer