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 18, 2023

2. SEC Identification Number

34218

3. BIR Tax Identification No.

000-153-610-000

4. Exact name of issuer as specified in its charter

AYALA CORPORATION

5. Province, country or other jurisdiction of incorporation

PHILIPPINES

6. Industry Classification Code(SEC Use Only)

7. Address of principal office

37F to 39F, Ayala Triangle Gardens Tower 2, Paseo de Roxas cor Makati Avenue, Makati City Postal Code 1226

8. Issuer's telephone number, including area code

(02) 7908-3000

9. Former name or former address, if changed since last report

NA

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	619,807,425
Preferred A Shares	5,244,515
Preferred B Series 1 Shares	20,000,000
Preferred B Series 2 Shares	30,000,000
Voting Preferred Shares	200,000,000

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.

Ayala CorporationAC

PSE Disclosure Form 4-2 - Acquisition/Disposition of Shares of Another Corporation
References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure
Ayala Corporation’s (“Ayala”) divestment of its indirectly-held 92.45% stake in MT Technologies GmbH (“MT”)
Background/Description of the Disclosure
AC Industrial Technology Holdings Inc. (“AC Industrials”), a wholly-owned subsidiary of Ayala, has entered into and completed a Sale and Purchase Agreement for the sale of its 92.45% stake (held through its Singaporean subsidiary, AC Industrials (Singapore) Pte. Ltd.) in MT to Munich, Germany-based Callista Asset Management 18 GmbH, an affiliate of Callista Private Equity (“Callista”). MT’s minority shareholders also sold their shares, resulting in a 100 percent transfer of MT’s ownership to Callista. The transaction will result in an approximately EUR26 million loss, to be booked by AC Industrials and in turn Ayala.

Date of Approval by Board of Directors	N/A

Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction
The sale of MT continues Ayala’s strategic priority to realize value through a combination of strategic partnerships and divestments from certain non-core assets. Ayala will sharpen its focus on the continued expansion of its core businesses in real estate, banking, telecommunications, and power, and scaling up its emerging businesses in healthcare and logistics.

Details of the acquisition or disposition

Date	Aug 18, 2023

Manner
Sale of shares
Description of the company to be acquired or sold
MT Technologies GmbH, a majority-owned entity by Ayala thru AC Industrials (Singapore) Pte. Ltd., is a German auto parts-maker specializing in designing and manufacturing of injection molds for metal and plastic car parts.

The terms and conditions of the transaction

Number of shares to be acquired or disposed	841,295
Percentage to the total outstanding shares of the company subject of the transaction	92.45
Price per share	Less than 10% of AC's total equity

Nature and amount of consideration given or received
Nominal purchase price will be paid in cash
Principle followed in determining the amount of consideration
Negotiated amount between buyer and sellers
Terms of payment
100% payment at signing
Conditions precedent to closing of the transaction, if any
Payment of purchase price
Any other salient terms
The sale will be executed alongside a sale and leaseback by MT of its property in Ingolstadt and assignment of shareholder loans to the purchaser.

Identity of the person(s) from whom the shares were acquired or to whom they were sold

Name	Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates
Callista Asset Management 18 GmbH	None

Effect(s) on the business, financial condition and operations of the Issuer, if any
EUR26 million one-off P&L loss EUR26 million reduction in equity
Other Relevant Information
The agreed consideration was not on a per share basis.