C01750-2024

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)
Mar 25, 2024
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
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 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 Php Mn) 249,956
11. Indicate the item numbers reported herein
Disposition of Assets

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

Disposition of tower assets
Background/Description of the Disclosure

This is in relation to our disclosures dated 11 August 2022,12 August 2022 and 15 August 2022 on the Sale and Leaseback of 5,709 towers amounting to approximately Php71 billion.
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 Php13.5 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 11 August, 2022, Globe signed agreements with MIESCOR Infrastructure Development Corporation (“MIDC”) and Frontier Tower Associates Philippines,Inc. (FTAP) for the sale of 5,709 telecommunication towers and related passive infrastructure for approximately Php71 billion.

On 23 September 2022, Globe achieved the first closing of 800 towers out of the 3,529 to be acquired by Frontier Towers for approximately Php10.2 billion.

On 14 October 2022, Globe closed 701 towers out of the 2,180 to be acquired by MIDC for approximately Php8.4 billion.

On 9 December 2022, Globe closed 750 towers to be acquired by Frontier Towers for approximately Php9.5 billion. Cumulatively, Globe has closed 1,550 out of 3,529 towers to be acquired by Frontier Towers.

On 16 December 2022, Globe closed 159 towers to be acquired by MIDC for approximately Php1.9 billion. Cumulatively, Globe has closed 860 out of 2,180 towers to be acquired by MIDC.

On 8 May 2023, Globe closed 160 towers to be acquired by MIDC for approximately Php1.9 billion. Cumulatively, Globe has closed 1,020 out of 2,180 towers to be acquired by MIDC.

On 17 May 2023, Globe closed 431 towers to be acquired by Frontier Towers for approximately Php5.5 billion. Cumulatively, Globe has closed 1,981 out of 3,529 towers to be acquired by Frontier Towers.

On 15 August 2023, Globe closed 113 towers to be acquired by Frontier Towers for approximately Php1.4 billion. Cumulatively, Globe has closed 2,094 out of 3,529 towers to be acquired by Frontier Towers.

On 15 August 2023, Globe closed 100 towers to be acquired by MIDC for approximately Php1.2 billion. Cumulatively, Globe has closed 1,120 out of 2,180 towers to be acquired by MIDC

On 28 September 2023, Globe closed 29 towers to be acquired by MIDC for approximately Php348 million. Cumulatively, Globe has closed 1,149 out of 2,180 towers to be acquired by MIDC.

On 6 December 2023, Globe closed 120 towers to be acquired by Frontier Towers for approximately Php1.5 billion. Cumulatively, Globe has closed 2,214 out of 3,529 towers to be acquired by Frontier Towers.

On 15 December 2023, Globe closed 45 towers to be acquired by MIDC for approximately Php 540 million. Cumulatively, Globe has closed 1,194 out of 2,180 towers to be acquired by MIDC.

On 14 March 2024, Globe closed 154 towers to be acquired by MIDC for approximately Php 1.85 billion. Cumulatively, Globe has closed 1,348 out of 2,180 towers to be acquired by MIDC.

On 25 March 2024, Globe closed 91 towers to be acquired by Frontier Towers for approximately Php1.16 billion. Cumulatively,
Globe has closed 2,305 out of 3,529 towers to be acquired by Frontier Towers.

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

5,709 telecommunication towers and related passive infrastructure
Terms and conditions of the transaction
Nature and amount of consideration given or received

Sale of 5,709 towers amounting to approximately Php71 billion (2,180 towers to be sold to a subsidiary of Meralco, MIESCOR Infrastructure Development Corporation for approximately Php26 billion and 3,529 towers to be sold to Frontier Tower Associates Philippines, Inc. for approximately Php45 billion.)
Principle followed in determining the amount of consideration

The parties determined the selling price after negotiations.
Terms of payment

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

On 23 September 2022, 800 towers (out of 3,529) were sold to Frontier Towers for a cash consideration of Php10.2 billion.

On 14 October 2022, 701 towers (out of 2,180) were sold to MIDC for a cash consideration of Php8.4 billion.

On 9 December 2022, 750 towers (out of 3,529) were sold to Frontier Towers for a cash consideration of Php9.5 billion.

On 16 December 2022, 159 towers (out of 2,180) were sold to MIDC for a cash consideration of Php1.9 billion.

On 8 May 2023, 160 towers (out of 2,180) were sold to MIDC for a cash consideration of Php1.9 billion.

On 17 May 2023, 1,981 towers (out of 3,529) were sold to Frontier Towers for a cash consideration of Php5.5 billion.

On 15 August 2023, 113 towers were sold to Frontier Towers for a cash consideration of Php 1.4 billion.

On 15, August 2023, 100 towers were sold to MIDC for a cash consideration of Php1.2 billion.

On 28, September 2023, 29 towers were sold to MIDC for a cash consideration of Php348 million.

On 6 December 2023, 120 towers were sold to Frontier Towers for a cash consideration of Php 1.5 billion.

On 15 December 2023, 45 towers were sold to MIDC for a cash consideration of Php 540 million.

On 14 March 2024, 154 towers were sold to MIDC for a cash consideration of Php 1.85 billion.

On 25 March 2024, 91 towers were sold to Frontier Towers for a cash consideration of Php 1.16 billion.
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
MIESCOR Infrastructure Development Corporation (MIDC) N/A
Frontier Tower Associates Philippines,Inc. (FTAP) 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 23 September 2022, Globe achieved the first closing for the sale of 800 towers to Frontier Towers.

This disclosure was amended to include an update on the transaction whereby on 14 October 2022, Globe closed the sale of 701 towers to MIDC.

This disclosure was amended to include an update on the transaction whereby on 9 December 2022, Globe closed the sale of 750 towers to Frontier Towers.

This disclosure was amended to include an update on the transaction whereby on 16 December 2022, Globe closed the sale of 159 towers to MIDC.

This disclosure was amended to include an update on the transaction whereby on 8 May 2023, Globe closed the sale of 160 towers to MIDC.

This disclosure was amended to include an update on the transaction whereby on 17 May 2023, Globe closed the sale of 431 towers to Frontier Towers.

This disclosure was amended to include an update on the transaction whereby on 15 August 2023, Globe closed the sale of 113 towers to Frontier Towers.

This disclosure was amended to include an update on the transaction whereby on 15 August 2023, Globe closed the sale of 100 towers to MIDC.

This disclosure was amended to include an update on the transaction whereby on 28 September 2023, Globe closed the sale of 29 towers to MIDC.

This disclosure was amended to include an update on the transaction whereby on 6 December 2023, Globe closed the sale of 120 towers to Frontier Towers.

This disclosure was amended to include an update on the transaction whereby on 15 December 2023, Globe closed the sale of 45 towers to MIDC.

This disclosure was amended to include an update on the transaction whereby on 14 March 2024, Globe closed the sale of 154 towers to MIDC.

This disclosure was amended to include an update on the transaction whereby on 25 March 2024, Globe closed the sale of 91 towers to Frontier Towers.
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