C06232-2021

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)
Sep 13, 2021
2. SEC Identification Number
CS200411461
3. BIR Tax Identification No.
232-715-069-000
4. Exact name of issuer as specified in its charter
Megawide Construction Corporation
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
No. 20 N. Domingo Street, Barangay Valencia, Quezon City Postal Code 1112
8. Issuer's telephone number, including area code
(02) 8655-1111
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 2,013,409,717
Preferred 97,126,010
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.

Megawide Construction CorporationMWIDE

PSE Disclosure Form 4-3 - Amendments to Articles of Incorporation References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Amendment of Article Seventh of the Articles of Incorporation

Background/Description of the Disclosure

On February 26, 2021, the Board of Directors approved the following resolutions: 1) increasing the Corporation's authorized capital stock to Five Billion Eighty Million Pesos (Php5,080,000,000.00); 2) increasing the Corporation's authorized capital stock of preferred shares by Twenty-Six Million (26,000,000) shares to a total of One Hundred Fifty Million (150,000,000) shares; and 3) amending Article Seventh of the Corporation's Articles of Incorporation.

On September 9, 2021, the Securities and Exchange Commission issued the Corporation’s Certificate of Approval of Increase of Capital Stock and Certificate of Filing of Amended Articles of Incorporation, both of which were received by the Corporation on September 10, 2021.

On September 10, 2021, Citicore Holdings Investment Inc., the parent company of the Corporation, formally subscribed to at least twenty-five percent (25%) of the increase in the Corporation's authorized capital stock, equivalent to Six Million Five Hundred Pesos (Php6,500,000.00), through the execution of the Subscription Agreement, and has offered to pay for twenty-five percent (25%) of such subscription in cash amounting to One Million Six Hundred Twenty-Five Thousand Pesos (Php1,625,000.00).

Date of Approval by
Board of Directors
Feb 26, 2021
Date of Approval by Stockholders May 21, 2021
Other Relevant Regulatory Agency, if applicable Not applicable
Date of Approval by Relevant Regulatory Agency, if applicable N/A
Date of Approval by Securities and Exchange Commission Sep 9, 2021
Date of Receipt of SEC approval Sep 10, 2021
Amendment(s)
Article No. From To
Seventh That the authorized capital stock of the corporation is FIVE BILLION FIFTY-FOUR MILLION PESOS (Php5,054,000,000.00) in lawful money of the Philippines, divided into the following classes: 1. FOUR BILLION NINE HUNDRED THIRTY MILLION (4,930,000,000) voting common shares with the par value of ONE PESO (P1.00) peso per share; and 2. ONE HUNDRED TWENTY-FOUR MILLION (124,000,000) cumulative, non-voting, non-participating, non-convertible, perpetual preferred shares with the par value of ONE PESO (P1.00) per share. That the authorized capital stock of the corporation is FIVE BILLION EIGHTY MILLION PESOS (Php5,080,000,000.00) in lawful money of the Philippines, divided into the following classes: 1. FOUR BILLION NINE HUNDRED THIRTY MILLION (4,930,000,000) voting common shares with the par value of ONE PESO (P1.00) peso per share; and 2. ONE HUNDRED FIFTY MILLION (150,000,000) cumulative, non-voting, non-participating, non-convertible, perpetual preferred shares with the par value of ONE PESO (P1.00) per share.
Rationale for the amendment(s)

The increase in authorized capital stock will allow Megawide to issue an additional 26,000,000 cumulative, non-voting, non-participating, non-convertible, perpetual preferred shares with the par value of One Peso (P1.00) per share.

The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the Articles of Incorporation with the SEC May 28, 2021
Expected date of SEC approval of the Amended Articles of Incorporation Sep 10, 2021
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any

The total authorized capital stock will increase to Php5,080,000,000.00, while the authorized capital stock for preferred shares will increase to Php150,000,000.00.

Other Relevant Information

This Report was amended to update the Background/Description of the Disclosure.

Filed on behalf by:
Name Kimberly Bisnar
Designation Assistant Corporate Secretary