C01857-2024

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)
Apr 1, 2024
2. SEC Identification Number
PW-121
3. BIR Tax Identification No.
000-438-366-000
4. Exact name of issuer as specified in its charter
BANK OF THE PHILIPPINE ISLANDS
5. Province, country or other jurisdiction of incorporation
MANILA, PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
22/F-28/F AYALA TRIANGLE GARDENS TOWER 2, PASEO DE ROXAS COR. MAKATI AVE., BEL-AIR, MAKATI CITY (current business address) Postal Code 1226
8. Issuer's telephone number, including area code
(632)8663-6525(CORPSEC OFFICE)/(632)8663-6733(IR)
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 5,259,201,283
11. Indicate the item numbers reported herein
-

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.

Bank of the Philippine IslandsBPI

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

Signing of the Deeds of Absolute Sale of Shares covering BPI’s shareholdings in GoTyme Bank Corporation (“GoTyme Bank”) in favor of GoTyme Financial Pte Ltd. and Giga Investment Holdings Pte. Ltd., respectively.
Background/Description of the Disclosure

On 20 March 2024, the Board of Directors of BPI approved the sale of its 752,056,290 common shares, representing all of its stake in GoTyme Bank, to GoTyme Financial Pte Ltd. (744,099,587 common shares) and Giga Investment Holdings Pte. Ltd., (7,956,703 common shares), respectively, at Php1.20 per share, subject to BSP approval. The shares of BPI in GoTyme Bank were acquired by BPI pursuant to the merger between BPI and Robinsons Bank Corporation (“RBank”) with BPI as the surviving bank.

On 1 April 2024, Deeds of Absolute Sale of Shares covering the abovementioned sale of GoTyme Bank shares were signed by the authorized representatives of BPI.
Date of Approval by
Board of Directors		 Mar 20, 2024
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 intended to address any potential conflict of interest created by the significant overlap in and similarity of product offerings of GoTyme Bank and BPI.
Details of the acquisition or disposition
Date Apr 1, 2024
Manner

Sale in exchange for cash
Description of the company to be acquired or sold

GoTyme Bank is a joint venture of Tyme Investments Pte. Ltd. with members of the JG Summit Group and Robinsons Retail Holdings, Inc. and is one of the six banks with a digital banking license from the Banko Sentral ng Pilipinas. The subject of the sale is the 752,056,290 common shares held by BPI in Gotyme Bank, which comprise approximately 15% of the outstanding capital stock of GoTyme Bank and which were acquired by BPI as the successor-in-interest of RBank upon the effectivity of the merger between BPI and RBank.
The terms and conditions of the transaction
Number of shares to be acquired or disposed 752,056,290
Percentage to the total outstanding shares of the company subject of the transaction 15
Price per share Php 1.20 per share
Nature and amount of consideration given or received

Cash in the total amount of approximately Php902.47 million
Principle followed in determining the amount of consideration

The parties determined the selling price based on negotiations.
Terms of payment

Cash
Conditions precedent to closing of the transaction, if any

N/A
Any other salient terms

N/A
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
GoTyme Financial Pte. Ltd. JG Summit Capital Services Corp., which is the majority shareholder of GoTyme Financial Pte. Ltd., owns 3.58% of BPI
Giga Investment Holdings Pte. Ltd. None
Effect(s) on the business, financial condition and operations of the Issuer, if any

After the sale, BPI will have no shareholdings in GoTyme Bank.
Other Relevant Information

This disclosure is made to reflect the approval of the Board of Directors on 20 March 2024 and the signing of the Deeds of Absolute Sale today, 01 April 2024.
Filed on behalf by:
Name Maria Lourdes Gatmaytan
Designation Corporate Secretary