C08518-2023

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 10, 2023
2. SEC Identification Number
CS201619734
3. BIR Tax Identification No.
009 393 167
4. Exact name of issuer as specified in its charter
Chelsea Logistics and Infrastructure Holdings Corp.
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
Stella Hizon Reyes Road, Bo.Pampanga, Davao City Postal Code 8000
8. Issuer's telephone number, including area code
+63 82 2245373 / +63 2 8403 4015
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 2,274,768,615
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.

Chelsea Logistics and Infrastructure Holdings Corp.C

PSE Disclosure Form 4-11 - Change in Number of Issued and Outstanding Shares References: Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Change in the number of the issued and outstanding shares of Chelsea Logistics and Infrastructure Holdings Corp.

Background/Description of the Disclosure

In compliance with the Subscription and Debt Conversion Agreements executed with its creditors Metropolitan Bank & Trust Compnay (MBTC) and the Members of the Board of Trustees of the Private Education Retirement Annuity Association (PERAA), in their Individual Capacities as Trustees (PERAA Trustees),Chelsea Logistics and Infrastructure Holdings Corp. issued a total of 77,791,000 shares to MBTC and PERAA.

Prior to the issuance of the shares to MBTC and PERAA, Udenna Corporation subscribed to 375,000,000 Common shares of the Corporation from the increase in the authorized capital stock of the Corporation from Two Billion Pesos (Php 2B) to Three Billion Five Hundred Million Pesos (Php 3.5B), which increase was approved by the Securities and Exchange Commission on April 4, 2022.

For its additional subscription, Udenna Corporation made a partial payment of P 305,625,000 on November 3, 2020. The subscription of Udenna Corporation was recorded in the books of the Corporation on April 30, 2022, after the approval by the Securities and Exchange Commission of the Corporation's application for increase in authorized capital stock.

Udenna Corporation's partially-paid shares are not yet recorded in the books of the Corporation's Stock Transfer Agent.

Change(s) in Number of Issued and Outstanding Shares

Issued Shares
Type of Security /Stock Symbol Before After
Common / C 1,821,977,615 2,274,768,615
Outstanding Shares
Type of Security /Stock Symbol Before After
Common / C 1,821,977,615 2,274,768,615
Other Changes, if any
In percent Before After
Public float 29.86 27.34
Foreign Ownership level 0.91 0.69
Filed on behalf by:
Name Ma. Henedina San Juan
Designation Corporate Secretary