C04368-2023

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)
Jun 1, 2023
2. SEC Identification Number
CS201503014
3. BIR Tax Identification No.
008-961-476-000
4. Exact name of issuer as specified in its charter
FRUITAS HOLDINGS INC
5. Province, country or other jurisdiction of incorporation
QUEZON CITY, PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
60 CORDILLERA ST. COR. E. RODRIGUEZ SR. AVE. QUEZON CITY Postal Code 1113
8. Issuer's telephone number, including area code
(02)884209447
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
FRUIT 2,133,680,000
11. Indicate the item numbers reported herein
ITEM NO. 9- OTHER EVENTS

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.

Fruitas Holdings, Inc.FRUIT

PSE Disclosure Form 4-31 - Press Release References: SRC Rule 17 (SEC Form 17-C)
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Fruitas accelerates growth of cloud kitchen business;
Acquires 100% Equity of Fly Kitchen Inc.
Background/Description of the Disclosure

Manila, Philippines – Fruitas Holdings Inc., leading food and beverage community store and kiosk operator listed on the Philippine Stock Exchange under the symbol “FRUIT” had previously announced the launch of its own cloud kitchen, Nube Kuxina, in the third quarter of 2022. FRUIT intends to further accelerate the growth of its cloud kitchen business through the acquisition of Fly Kitchen Inc. (“Fly Kitchen”). Fly Kitchen is a 3-year cloud kitchen company founded by Mr. Kristopher George Yang, President of First Georgetown Ventures, Inc. and Marco Alquiros, who honed his kitchen operations management skills and knowledge in his 10-year stint with the Filipino restaurant chain Giligan’s.

To capitalize on the shift in consumer purchasing trends, Fly Kitchen was founded in 2020 at the height of the COVID-19 pandemic. The business was able to expand into four strategic kitchen locations in Metro Manila, specifically in Makati City, Pasig City, Mandaluyong City, and Quezon City with a combined cooking area of about 200 square meters and cater to over 10 brands, including Hatid Pinoy, Jade Express, Kanin at Sabaw, and more. The business has also developed strong connections with third-party food aggregators like Foodpanda and Grabfood.

By maximizing synergies and integrating its own brands into the present Fly Kitchen ecosystem, the acquisition will enable FRUIT to significantly expand its cloud kitchen business and efficiently serve its customers. FRUIT eyes to market a number of its own food and beverage items such as its Fruitas fresh juices, Ling Nam, Soy & Bean, Sabroso Lechon, and more, via Fly Kitchen.

Under the agreement, FRUIT will purchase all of the outstanding shares of Fly Kitchen. Among Fly Kitchen’s key assets are the leasehold interests in the company's four kitchens, all of its inventory and equipment, recipes, and other technical know-how. The transaction was closed today, June 1, 2023.

“The purchase of Fly Kitchen fits our strategic objective to remain competitive in the digital arena. The startup complements our present activities and will enable us to accelerate the growth of this new source of revenue and profit for Fruitas. We are optimistic about the future of Fly Kitchen because many Filipinos have changed their eating habits. This will enable us to continue to reorient our company and strengthen our visibility online,” said Mr. Lester Yu, Fruitas Holdings President and Chief Executive Officer.
Other Relevant Information

Please refer to attached full copy of the Press Release.
Filed on behalf by:
Name Lerma Fajardo
Designation Deputy CFO & Comptroller