LN00221-2021

NOTICE

Subject Jollibee Foods Corporation: Follow-on Public Offering of Series “A” and Series “B” Preferred Shares - Preliminary Terms and Conditions
Company Name Jollibee Foods Corporation
Security Details
Type of Security Stock Symbol Par Value
Series “A” Preferred Shares JFCPA Php 1.00
Series “B” Preferred Shares JFCPB Php 1.00
Mode of Listing Follow-on Public Offer
Board Main Board
Date of PSE Approval Sep 22, 2021
Issued Shares (Post-Offer)
Stock Symbol No. of Shares
- Up to 12,000,000
Outstanding Shares (Post-Offer)
Stock Symbol No. of Shares
- Up to 12,000,000
Treasury Shares (Post-Offer) (if applicable)
Stock Symbol No. of Shares
NA -
Primary Offer Shares
Stock Symbol No. of Shares
- 8,000,000
Secondary Offer Shares (if applicable)
Stock Symbol No. of Shares
NA -
Total Offer Shares
Stock Symbol No. of Shares
- 8,000,000
Over-Allotment Option Shares (if applicable)
Stock Symbol No. of Shares
- Up to 4,000,000
Shares Applied for Listing
Stock Symbol No. of Shares
- Up to 12,000,000
Offer Price Php 1,000.00
Market Capitalization (Post-IPO) -
TP Allocation 1,600,000 Preferred Shares equivalent to Php 1,600,000,000.00
Allocation per TP Up to 12,800 Preferred Shares equivalent to Php 12,800,000.00
LSI Allocation N/A
Estimated Public Float (Post-IPO) -
Applicable Lock-up Rule N/A
Total Shares Under Escrow
Stock Symbol No. of Shares Duration of Lock-up
- - -
Lead Underwriter(s) Please see below
Stabilizing Agent (if applicable) N/A
Other Parties to the Offer
Function Name of the Party
Issue Manager BPI Capital Corporation
Joint Lead Underwriters and Bookrunners BDO Capital & Investment Corporation
Joint Lead Underwriters and Bookrunners BPI Capital Corporation
Joint Lead Underwriters and Bookrunners China Bank Capital Corporation
Joint Lead Underwriters and Bookrunners SB Capital Investment Corporation
Legal Counsel to the Company Picazo Buyco Tan Fider & Santos
Legal Counsel to the Issue Manager and Joint Lead Underwriters and Bookrunners SyCip Salazar Hernandez & Gatmaitan
Stock Transfer Agent Stock Transfer Service, Inc.
Receiving Agent Stock Transfer Service, Inc.
Escrow Agent N/A
External Auditor SyCip Gorres Velayo & Co.
Price-Setting Date Sep 22, 2021
Start of Offer Period Sep 28, 2021
End of Offer Period Oct 4, 2021
Tentative Listing Date Oct 14, 2021
Corporate Website Hyperlink to the Prospectus TBA
Other Relevant Information

The Exchange approved on September 22, 2021 the application of Jollibee Foods Corporation (“JFC” or the “Company”) for the shelf listing of up to 20,000,000 Preferred Shares (the “Shelf Listed Shares”), with a par value of Php1.00 per share. The Shelf Listed Shares shall be offered by the Company within a period of three (3) years from the date of effectivity of the Registration Statement covering the shelf registration of the Shelf Listed Shares (the “Shelf Period”).

Out of the 20,000,000 Shelf Listed Shares, a total of up to 12,000,000 Series “A” and Series “B” Preferred Shares (the “Initial Offer Shares”) will be offered as the first tranche:

a. Base Offering: 8,000,000 Series “A” and Series “B” Preferred Shares. Determination of the exact number of shares for each series shall be determined after dividend rate setting; and

b. Oversubscription Option: In the event of an oversubscription, the Issue Manager, and Joint Lead Underwriters and Bookrunners, with the consent of the Company, has the right, but not the obligation, to increase the size of the Offer by up to 4,000,000 Offer Shares. Determination of the exact number of shares for each series shall be determined after dividend rate setting.

The number of issued and outstanding shares indicated in the fields above is on the assumption that the oversubscription option is fully exercised.

Please refer to the attached copy of the signed Offer Terms of the Company’s Series “A” and Series “B” Preferred Shares for the details on the Offer terms and conditions, as well as the features of the subject Preferred Shares.

The Price-Setting Date of September 22, 2021 as indicated above is the Company’s Dividend Rate Setting Date for the Dividend Rate of the JFCPA and JFCPB.

Please refer to Circular Nos. C03253-2021 dated May 12, 2021, C04399-2021 dated June 28, 2021, and C05615-2021 dated August 13, 2021 for the Company’s relevant disclosures relevant to the Series “2” Preferred Shares.

The Exchange’s approval of the listing of the JFCPA and JFCPB Shares is subject to the Company’s compliance with all of the conditions and post-approval requirements of the Exchange.

The Exchange will advise the investing public of developments on the Offer of the Company.

For your information and guidance.
Filed on behalf by:
Name Norberto Moreno Jr.
Designation Listings Department