As announced in Disclosure Notice No. DN00094-2021 dated July 8, 2021, the trading of the shares of The Keepers Holdings, Inc. ("KEEPR") was suspended due to its non-compliance with the required minimum public ownership under the Exchange’s existing rules and guidelines.
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)
Oct 29, 2021
2. SEC Identification Number
24015
3. BIR Tax Identification No.
000-282-553
4. Exact name of issuer as specified in its charter
The Keepers Holdings, Inc.
5. Province, country or other jurisdiction of incorporation
9. Former name or former address, if changed since last report
Da Vinci Capital Holdings, Inc.
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
11,508,750,313
11. Indicate the item numbers reported herein
Other Matters
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.
The Keepers Holdings, Inc.KEEPR
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
(a) Result of special board meeting of The Keepers Holdings, Inc. (formerly, Da Vinci Capital Holdings, Inc.) dated October 25, 2021;
(b) Approval of the Securities and Exchange Commission ("SEC") on the Adjustment of the Offer Price Range of the Follow-On Public Offering on 26 October 2021; and
(c) Determination of Final Offer Price of the FOO on 28 October 2021.
Background/Description of the Disclosure
The Board of Directors of The Keepers Holdings, Inc. (the "Company") approved in its special meeting held on October 25, 2021, the adjustment in the offer rice range of its Follow-On Public Offering ("FOO") of up to 3,000,000,000 common shares from P2.00 to P2.50 per Common Share to P1.50 to P2.00 per Common Share.
The aforementioned proposed adjustment in the offer price range of the FOO was approved by the Securities and Exchange Commission in its meeting held on October 26, 2021.
On October 28, 2021, the Company, China Bank Capital Corporation, PNB Capital and Investment Corporation and SB Capital Investment Corporation (collectively, the "Joint Lead Underwriters") determined the Final Offer Price for the Offer at P1.50 per Common Share.