C07899-2023 |
Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding | |
---|---|---|
COMMON | 1,036,281,485 | |
EEIPA | 15,000,000 | |
EEIPB | 45,000,000 |
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.
Subject of the Disclosure |
---|
Sale of Issuer's 60% interest in its subsidiary, BiotechJP Corporation |
Background/Description of the Disclosure |
Today, November 7, 2023, Issuer executed a Deed of Assignment selling all of its interest in its subsidiary, BiotechJP Corporation to Earthman Consulting & Development Corporation. |
Date of Approval by Board of Directors |
Sep 22, 2023 |
---|
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction |
---|
The sale is part of the Issuer's strategy to exit from its non-core business. |
Date | Nov 7, 2023 |
---|
Manner |
---|
Disposition thru payment of cash consideration |
Description of the company to be acquired or sold |
BiotechJP Corporation, a subsidiary of the Issuer engaged in the business of manufacturing food and therapeutic food. |
Number of shares to be acquired or disposed | 181,815 |
---|---|
Percentage to the total outstanding shares of the company subject of the transaction | 60 |
Price per share | 275.00 |
Nature and amount of consideration given or received |
---|
Consideration is paid in cash in the total amount of PhP50,000,000.00 |
Principle followed in determining the amount of consideration |
The consideration was determined by applying premium to the book value for the Issuer. |
Terms of payment |
Full payment upon execution |
Conditions precedent to closing of the transaction, if any |
Subject to the issuance of electronic Certificate Authorizing Registration by the BIR. |
Any other salient terms |
None |
Name | Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates | |
---|---|---|
Earthman Consulting & Development Corporation | None |
Effect(s) on the business, financial condition and operations of the Issuer, if any |
---|
Upon completion of the sale, the Issuer will have completely divested all its interest in BiotechJP Corporation and will no longer be its subsidiary. Other than this, there is no other effect on the Issuer’s business, financial condition and operations. |
Other Relevant Information |
Please see attached Amended SEC FORM 17C. |
Name | Teresita Salazar |
---|---|
Designation | Sr. Legal Services Officer |