C08375-2023

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)
Nov 28, 2023
2. SEC Identification Number
31168
3. BIR Tax Identification No.
002-724-446-000
4. Exact name of issuer as specified in its charter
A Brown Company, Inc.
5. Province, country or other jurisdiction of incorporation
Metro Manila
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
Xavier Estates Uptown, Airport Road, Balulang, Cagayan de Oro City Postal Code 9000
8. Issuer's telephone number, including area code
Liaison Office --- 02-8631 8890 or (02) 8633-3135
9. Former name or former address, if changed since last report
-
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 2,372,367,911 shares
Preferred Stock 13,264,900 shares
11. Indicate the item numbers reported herein
Item No. 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.

A Brown Company, Inc.BRN

PSE Disclosure Form 14-1 - Notice of Analysts'/Investors' Briefing References: Section 14 of the Revised Disclosure Rules

Subject of the Disclosure

Qualified Institutional Buyers’ Briefing- Preferred Shares Offering

Background/Description of the Disclosure

In lieu of the previously announced November 29, 2023 schedule, please be advised that in connection with the Corporation’s Preferred Shares Offering – Series B and C, which is currently pending review of the Securities and Exchange Commission and the Philippine Stock Exchange, the Corporation together with PNB Capital and Investment Corporation will conduct a Qualified Institutional Buyers’ Briefing on December 5, 2023 (Tuesday) at 3:00 PM through Zoom.

Kindly note that since the briefing is limited only to Qualified Institutional Buyers, only Qualified Buyers as provided under Section 10.1(l) of the Securities Regulation Code and Rules 10.1.3 and 10.1.11 of the Implementing Rules of the Securities Regulation Code, who registered for the briefing will be provided the link and will be allowed in the meeting room.

Type of Briefing Qualified Institutional Buyers’ Briefing
Subject of the Briefing Preferred Shares Offering – Series B and C
Date of the Briefing Dec 5, 2023
Time 3:00 pm
Venue through Zoom
Contact Person Allan Ace Magdaluyo
Contact Details [email protected]
Other Relevant Information

DISCLAIMER

THIS COMMUNICATION SHALL NOT CONSTITUTE AN OFFER TO SELL OR BE CONSIDERED A SOLICITATION OF AN OFFER TO BUY SECURITIES OF A BROWN COMPANY, INC. (THE “COMPANY” OR THE “ISSUER”) AND MAY NOT BE PROVIDED TO PERSONS OR ENTITIES THAT ARE NOT QUALIFIED BUYERS AS DEFINED IN SECTION 10.(L) OF THE SECURITIES REGULATION CODE (REPUBLIC ACT NO. 8799) (“SRC”) AND RULES 10.1.3 AND 10.1.11 OF THE 2015 IMPLEMENTING RULES AND REGULATIONS OF THE SRC, AS AMENDED.

This communication is qualified entirely by the contents of the Prospectus and the Preliminary Offer Supplement. The said Prospectus and Preliminary Offer Supplement contain, among other matters, the information required under Rule 8.3 of the 2015 Implementing Rules and Regulations of the SRC, as amended, and which information is hereby incorporated in this communication.

THE SECURITIES AND EXCHANGE COMMISSION (“SEC”) HAS NOT APPROVED THESE SECURITIES OR DETERMINED IF THE PROSPECTUS AND THE OFFER SUPPLEMENT ARE ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE AND SHOULD BE REPORTED IMMEDIATELY TO THE SEC. THE OFFER AND SALE OF THE PREFERRED SHARES IS SUBJECT TO THE ISSUANCE BY THE SEC OF THE CERTIFICATE OF PERMIT TO OFFER SECURITIES FOR SALE. THIS INVITATION IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER OR OBLIGATION ON THE PART OF THE COMPANY TO ISSUE THE PREFERRED SHARES OR THE SOLE ISSUE MANAGER AND THE LEAD UNDERWRITER AND SOLE BOOKRUNNER TO ACCEPT ANY OFFER. PLEASE BE AWARE THAT PRIOR TO THE ISSUANCE OF THE PERMIT TO OFFER SECURITIES FOR SALE BY THE SEC, NO OFFER TO BUY THE SECURITIES CAN BE ACCEPTED AND NO PART OF THE PURCHASE PRICE CAN BE ACCEPTED OR RECEIVED, AND ANY SUCH OFFER MAY BE WITHDRAWN OR REVOKED, WITHOUT OBLIGATION OR COMMITMENT OF ANY KIND. THIS INVITATION SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY.


The schedule has been moved from November 29, 2023 (Wednesday) at 3:00 pm to December 5, 2023 (Tuesday) at 3:00 pm.

Filed on behalf by:
Name Allan Ace Magdaluyo
Designation Senior Finance Manager/Corporate Information Officer/Compliance Officer