C04551-2023

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 9, 2023
2. SEC Identification Number
152747
3. BIR Tax Identification No.
000-153-790-000
4. Exact name of issuer as specified in its charter
Ayala Land, Inc.
5. Province, country or other jurisdiction of incorporation
Makati City, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
31F Tower One and Exchange Plaza, Ayala Triangle, Ayala Avenue, Makati City Postal Code 1226
8. Issuer's telephone number, including area code
+632 7908 3111
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 14,984,527,521
Preferred Shares 12,442,512,623
11. Indicate the item numbers reported herein
Item 9 - Other Matters

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.

Ayala Land, Inc.ALI

PSE Disclosure Form 4-13 - Clarification of News Reports References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Clarification of news article: "Ayala Land sets P50-B, three-year bond pipeline"
Source Inquirer.net
Subject of News Report Ayala Land sets P50-B, three-year bond pipeline
Date of Publication Jun 9, 2023
Clarification of News Report

We write with respect to the news articles posted in various online sites. In the attached news article entitled “Ayala Land sets P50-B, three-year bond pipeline” posted in Inquirer.net on June 9, 2023, it was reported in part that:

“MANILA -The Securities and Exchange Commission (SEC) approved Zobel-led Ayala Land Inc.’s P50- billion borrowing program as the property giant prepares to launch a multibillion-peso bond sale later this month.

The so-called shelf registration of bonds—approved by the SEC on June 6—allows the developer to easily launch bond offerings over the next three years.

The first tranche involves the sale of P12.25 billion to P17.25 billion in five-year and 10-year bonds.

Ayala Land will combine this with another P4.75-billion bond offer to raise nearly P22 billion to lower debt costs and partly finance capital expenditures.

The builder said in a previous deal prospectus the bonds will be offered to the public from June 14 through June 20 this year.

Listing date

The target listing date on the Philippine Dealing and Exchange Trust Inc. is June 27.

About half of the total proceeds, or P10.4 billion, will be used to finance capital expenditures, including land acquisition and project development costs for its various residential, office and leisure segments, the prospectus showed.

Ayala Land will allocate P10 billion to refinance short-term loans that were used to pay for the early redemption of bonds issued in 2018.

Finally, Ayala Land plans to allocate P1.33 billion to partially refinance outstanding short-term loans, including those drawn from Metropolitan Bank & Trust Co. and Hongkong and Shanghai Banking Corp. Ltd., the prospectus showed.




Underwriting team

The developer hired BDO Capital & Investment Corp., BPI Capital Corp., China Bank Capital Corp., EastWest Banking Corp., First Metro Investment Corp., RCBC Capital Corp., and SB Capital Corp. as joint lead underwriters and bookrunners for the offer.

The new bond sale will strengthen Ayala Land’s balance sheet as it prepares to continue aggressive expansion in 2023.

The developer earlier announced plans to boost capital spending by 17 percent to P85 billion this year.

Ayala Land will also increase residential project launches by 19.5 percent to P110 billion. This could be upsized further to P130 billion in case of strong demand.

. . . .”

This is to clarify and/or confirm the following:

1. Ayala Land, Inc. ("ALI" or the “Company”) has received a pre-effective letter issued by the Securities and Exchange Commission (SEC), following the SEC's meeting on June 6, 2023 that considered the Company's application for shelf registration of up to P50 billion of debt securities (the “2023 Securities Program”). The Company has sought the issuance of an order of effectivity covering the 2023 Securities Program.

2. ALI will file a Prospectus with the SEC today to cover the offering of P14 billion bonds with an oversubscription of P5 billion with details as follows:
a) Series A: 6.0253% p.a. 5-year Fixed Rate Bonds due 2028; and
b) Series B: 6.2948% p.a. 10-year Fixed Rate Bonds due 2033

3. Upon receipt from the SEC of the Order of Effectivity and Permit to Sell, the public offering of this first tranche will run from June 13 through June 19, 2023.

4. Net proceeds from the bond offering will be used to partially fund the Company’s capital expenditures, and to refinance short term borrowings.

5. ALI engaged BDO Capital & Investment Corporation, BPI Capital Corporation, China Bank Capital Corporation, East West Banking Corporation, First Metro Investment Corporation, RCBC Capital Corporation and SB Capital Investment Corporation as Joint Lead Underwriters and Bookrunners.

6. ALI has applied for a listing of the bonds and expects the listing date on the Philippine Dealing & Exchange Corp. to occur on the issue date of the bonds on June 26, 2023.
Other Relevant Information

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Filed on behalf by:
Name Michael Blase Aquilizan
Designation Manager