C03444-2023

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)
May 4, 2023
2. SEC Identification Number
AS094-000088
3. BIR Tax Identification No.
003-058-789
4. Exact name of issuer as specified in its charter
SM PRIME HOLDINGS, INC.
5. Province, country or other jurisdiction of incorporation
PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
10th Floor Mall of Asia Arena Annex Building, Coral Way cor. J.W. Diokno Blvd., Mall of Asia Complex, Brgy. 76, Zone 10, CBP-1A, Pasay City, Philippines Postal Code 1300
8. Issuer's telephone number, including area code
(632) 8831-1000
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 STOCK, P1 PAR VALUE 28,879,231,694
11. Indicate the item numbers reported herein
ITEM # 9, LETTER B.

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.

SM Prime Holdings, Inc.SMPH

PSE Disclosure Form 4-31 - Press Release References: SRC Rule 17 (SEC Form 17-C)
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

PRESS RELEASE
SM Prime Announces Interest Rates for Fixed Rate Retail Bond Series S, T, and U

Background/Description of the Disclosure

(04 May 2023, Pasay City, Philippines) SM Prime Holdings, Inc. (SM Prime) has set the interest rates for its Peso-denominated Fixed Rate Bonds Series S at 6.2069 per cent due on 2025 (2.5 years); Series T at 6.2151 per cent due on 2027 (4years); and Series U at 6.3275 per cent due on 2029 (6 years). The Company issued an aggregate principal amount of PHP25.0 billion, with oversubscription option of an additional PHP10.0 billion.

“The fifth tranche of SM Prime’s PHP100 billion Debt Securities Program will be used in pursuance of our expansion plans that will provide the Company a stronger foothold in the key areas of the country. SM Prime remains committed in delivering sustainable developments across the Philippine that aims to provide improvement in the lives of many Filipinos,” SM Prime Chief Finance Officer John Nai Peng C. Ong said.

Similar to its previous bond issues, the Series S, T and U have been rated PRS Aaa by Philippine Rating Services Corporation (PhilRatings). PRS Aaa rating is the highest rating assigned by PhilRatings, denoting that such obligations are of the highest quality with minimal credit risk and the issuing company ‘s capacity to meet its financial commitment on the obligations is extremely strong.

The proposed issuance is under the Company’s PHP100 billion Shelf Registration of Fixed Rates Bonds approved by SEC on 12 February 2020 under the Securities and Exchange Commission (the “SEC”) (the “Debt Securities Program”) under SEC MSRD Order No. 6, Series of 2020 dated 28 February 2020. The offer period of the Bonds will take place from May 8 to 12, 2023.

SM Prime’s Series S, T, and U Bonds will be made available to investors through joint issue managers BDO Capital & Investment Corporation and China Bank Capital Corporation, which are also joint bookrunners and joint lead underwriters together with BPI Capital Corporation, EastWest Banking Corporation, First Metro Investment Corporation, RCBC Capital Corporation, and SB Capital Investment Corporation, following the receipt of the Permit to Sell from the Securities and Exchange Commission. These retail bonds are set to be issued on
May 23, 2023.

SM Prime remains committed to its role as a catalyst for economic growth, delivering innovative and sustainable lifestyle cities, thereby enriching the quality of life of millions of people.

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Other Relevant Information

For further information, please contact:
Alexander Pomento
Vice President, Investor Relations
SM Prime Holdings, Inc.
E-mail: [email protected]
Tel. no.: +632 8862 7940

Forward-looking Statement
This document may contain forward-looking statements and forward-looking information that are subject to significant risks and uncertainties including, without limitation, statements relating to known and unknown risks; uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from expected future results; performance or achievements expressed or implied by forward-looking statements; our overall future business, financial condition, and results of operations, including, but not limited to financial position or cash flow; our goals for or estimates of future operational performance or results; and changes in the regulatory environment including, but not limited to, policies, decisions, and determinations of governmental or regulatory authorities. Although: (1) SM Prime Holdings, Inc. has extensive experience; and (2) the forward-looking statements may be reasonable, nothing herein should be relied upon as a commitment from SM Prime Holdings, Inc. as we cannot guarantee future events, performance or events due to various risks and uncertainties.

Filed on behalf by:
Name Alexander Pomento
Designation Vice President