C05811-2021

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 19, 2021
2. SEC Identification Number
A199701848
3. BIR Tax Identification No.
200-302-092-000
4. Exact name of issuer as specified in its charter
AGRINURTURE, INC.
5. Province, country or other jurisdiction of incorporation
PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
NO. 54 NATIONAL ROAD, DAMPOL II-A, PULILAN, BULACAN Postal Code 3005
8. Issuer's telephone number, including area code
044-8156340
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 1,024,446,888
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.

AgriNurture, Inc.ANI

PSE Disclosure Form 4-14 - Stock Rights Offering References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Confirmation of the Conduct of Stock Rights Offering of Agrinurture, Inc. and change in the number of shares to be offered.
Background/Description of the Disclosure

On 17 February 2018, the Board of Directors of AgriNurture, Inc. (the Company) approved the authority to conduct Stock Rights Offering (SRO) of common shares to all eligible shareholders of the Company (“Rights Issue”) at offer price of P1.00 per share. An existing shareholder owning 2.5 shares shall be entitled to 1 Stock Rights Share. The number of shares to be offered was 283,761,714.

On 28 December 2018, the Board has approved the change in the entitlement ratio from 1:2.5 to 1:5 with every shareholder owning 5 shares shall be entitled to 1 Stock Rights Share. The number of shares to be offered was changed from 283,761,714 to 153,654,818

On 20 March 2020, the Board approved to change the entitlement ratio from 1:5 to 1:2.5 to eligible shareholders of ANI. An existing shareholder owning 2.5 shares shall be entitled to 1 Stock Rights Share. The number of shares to be offered was changed from 153,654,818 to 407,309,635.

Determination of the final terms and conditions of the Rights Issue, including but not limited to record date has been delegated to the Board.

The principal shareholders shall be allowed to subscribe not just to its entitlement of the Stock Rights Shares, but also to any unsubscribed Stock Rights Shares after the mandatory rounds of the stock rights offer.

On 10 October 2020, in relation to the SRO, the Board approved the change in the terms and conditions of the Issuance of Warrants to Existing Shareholders to bundle said issuance to the SRO. It has been approved that every shareholder availing of three (3) Stock Rights Share shall be entitled to one (1) warrant. Moreover, the number of shares to be offered was changed from 407,309,635 to 307,309,635. The change was due to the exclusion of Earthright Holdings, Inc. in the computation considering that it will undertake to sweep all remaining stock rights shares that will not be availed of by the other shareholders.

On 19 August 2021, the Board confirmed the authority to conduct a Stock Rights Offering of common shares to all eligible shareholders of the Company at offer price of P1.00 per share. An existing shareholder owning 2.5 shares shall be entitled to 1 Stock Rights Share. The number of shares to be offered was changed from 307,309,635 to 288,000,027 The change is due to the re-computation of the number of shares which are eligible to participate in the SRO.
Date of Approval by Board of Directors Feb 17, 2018
Entitlement Ratio 1 stock rights share for every 2.5 shares held
Offer Price Php 1.00
Number of Shares to be Offered 288,000,027
Ex-Rights Date TBA
Record Date TBA
Start of Offer Period TBA
End of Offer Period TBA
Use of Proceeds

The Rights Issue is intended to provide additional working capital to support the growth and strategic initiatives of the Corporation's core businesses. Management shall finalize the specific allocation of the proceeds for review and approval of the Board.
Other Relevant Information

This further amendment is being made in order to reflect the change in the number of shares to be offered from 307,309,635 to 288,000,027.

This fifth disclosure amendment supersedes all previous information disclosed by the Company relating to its Stock Rights Offering.
Filed on behalf by:
Name Maricris Connie Pua
Designation Corporate Secretary