C07945-2023

SECURITIES AND EXCHANGE COMMISSION
SEC 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)
Nov 8, 2023
2. SEC Identification Number
1177
3. BIR Tax Identification No.
000-768-480-000
4. Exact name of issuer as specified in its charter
Globe Telecom, Inc.
5. Province, country or other jurisdiction of incorporation
Metro Manila, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
The Globe Tower, 32nd Street corner 7th Avenue, Bonifacio Global City, Taguig City Postal Code 1634
8. Issuer's telephone number, including area code
(02) 7797-2000
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 SHARES 144,228,604
Total Debt (in Millions of Pesos) 245,479
11. Indicate the item numbers reported herein
Please refer to the relevant attachment.

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.

Globe Telecom, Inc.GLO

PSE Disclosure Form 4-1 - Acquisition or Disposition of Assets References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Corporate Disclosure on Disposition of tower assets

Background/Description of the Disclosure

This is in relation to our disclosure dated 23 September 2022 on the sale and leaseback agreement with Phil-Tower Consortium, Inc. (PhilTower) for 1,350 towers.

Date of Approval by
Board of Directors
Aug 11, 2022
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

This transaction will allow Globe to efficiently raise capital, redeploy capital from passive infrastructure to active equipment, improve balance sheet health, and leverage expertise of tower companies.

Globe expects to recognize an estimated post-tax gain of Php5.2 billion from the transaction (which is subject to change based on the carrying amount of the tower assets at the time of actual sale).

Details of the acquisition or disposition
Date TBA
Description of the Transaction

On 23 September 2022, Globe signed an agreement with Phil-Tower Consortium, Inc. (PhilTower) for the sale of 1,350 telecommunication towers and related passive infrastructure for approximately Php20 billion.

On 11 February 2023, Globe closed 578 towers to be acquired by PhilTower for approximately Php 8.6 billion. Cumulatively, Globe has closed 578 out of 1,350 towers to be acquired by PhilTower.

On 28 April 2023, Globe closed 132 towers to be acquired by PhilTower for approximately Php 2.0 billion. Cumulatively, Globe has closed 710 out of 1,350 towers to be acquired by PhilTower.

On 8 November 2023, Globe closed 100 towers to be acquired by PhilTower for approximately Php 1.5 billion. Cumulatively, Globe has closed 810 out of 1,350 towers to be acquired by PhilTower.

There will be multiple closing dates which will happen as and when closing conditions are met. We will provide updates on the relevant development of the disposal of tower assets in due course.

Manner

Negotiated between the parties

Description of the assets involved

1,350 telecommunication towers and related passive infrastructure

Terms and conditions of the transaction
Nature and amount of consideration given or received

Sale of 1,350 towers amounting to approximately Php20 billion

Principle followed in determining the amount of consideration

The parties determined the selling price after negotiations.

Terms of payment

On 11 February 2023, 578 towers (out of 1,350) were sold to Phil-Tower for a cash consideration of Php 8.6 billion.

On 28 April 2023, Globe closed 132 towers to be acquired by PhilTower for approximately Php 2.0 billion. Cumulatively, Globe has closed 710 out of 1,350 towers to be acquired by PhilTower.

On 8 November 2023, Globe closed 100 towers to be acquired by PhilTower for approximately Php 1.5 billion. Cumulatively, Globe has closed 810 out of 1,350 towers to be acquired by PhilTower.

There will be multiple closing dates which will happen as and when closing conditions are met.

Conditions precedent to closing of the transaction, if any

The specific closing conditions are part of the Sale and Leaseback Agreement and covered by confidentiality obligation.

Any other salient terms

N.A.

Identity of the person(s) from whom the assets 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
Phil-Tower Consortium, Inc. (PhilTower) N.A.
Effect(s) on the business, financial condition and operations of the Issuer, if any

The transaction will result in availability of funds for Globe to support future capital expenditures, debt repayments and debt avoidance with the expectation to improve the balance sheet health of the company.

Other Relevant Information

This disclosure was amended to include an update on the transaction whereby on 28 April 2023, Globe closed the sale of 132 towers to Phil-Tower.

This disclosure was amended to include an update on the transaction whereby on 8 November 2023, Globe closed the sale of an additional 100 towers to Phil-Tower.

If the transaction being reported is an acquisition, kindly submit the following additional information:
Source(s) of funds

N.A.

If any asset so acquired by the issuer or its subsidiaries constituted plant, equipment or other physical property, state the nature of the business in which the assets were used by the persons from whom acquired and whether the issuer intends to continue such use or intends to devote the assets to other purposes, indicating such other purposes

N.A.

Filed on behalf by:
Name Jose Mari Fajardo
Designation Senior Director