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)

Dec 14, 2023

2. SEC Identification Number

CS200705607

3. BIR Tax Identification No.

006-710-876

4. Exact name of issuer as specified in its charter

SSI Group, Inc.

5. Province, country or other jurisdiction of incorporation

Philippines

6. Industry Classification Code(SEC Use Only)

7. Address of principal office

6F Midland Buendia Bldg, 403 Gil Puyat Ave., Makati City Postal Code 1200

8. Issuer's telephone number, including area code

+632-8890-8034

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 Shares	3,291,177,930

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.

SSI Group, Inc.SSI

PSE Disclosure Form 4-22 - Joint Ventures References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure
Stores Specialists, Inc., a 100% owned subsidiary of SSI Group, Inc., has susbscribed to 16,666,666 common shares of PRADA Philippines, Inc. at a par value of PhP1.00/share
Background/Description of the Disclosure
PRADA Philippines, Inc. (the JVco) is a newly formed joint venture company owned 60% by Prada S.p.A and 40% owned by Stores Specialists, Inc. The JVco shall own and operate PRADA stores in the Philippines.

Date of Approval by Board of Directors	Dec 14, 2023
Date of Approval by Stockholders, if applicable	N/A

Description and nature of the transaction including the timetable for implementation, and related regulatory requirements
The JVco is expected to commence operations on January 1, 2024.

Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction
The JVco is expected to accelerate the growth of the PRADA brand in the Philippines and enable operating efficiencies, as SSI and PRADA transition from a franchisee-franchisor relationship to joint venture partners.

Terms and conditions of the joint venture

Amount of investment and/or interest by the parties involved
SSI's initial investment is PhP16,666,666, while PRADA's initial investment is PhP25,000,000. At completion SSI's total investment in the JVco will be PhP152,000,000, while PRADA's total investment in the JVco will be P228,000,000.
Provisions on profit-sharing, arrangements on management and operations
The JVco profits shall be distributed pro-rata between SSI and Prada S.p.A. The JVco shall operate existing and any future PRADA stores in the Philippines.
Conditions precedent to closing of transaction, if any
N/A
Other salient features of the joint venture agreement
N/A

Identity and/or corporate background of the parties to the transaction, including the following

Name	Nature of Business	Nature of any material relationship with the Issuer and the parties to the joint venture, their directors/officers or any of their affiliates
Stores Specialists, Inc.	Specialty Retail	100% owned subsidiary of SSI Group, Inc.
Prada S.p.A	Designer, manufacturer and distributor of luxury products	-

Effect(s) on the business, financial condition and operations of the Issuer, if any
The JVco is expected to further strengthen and accelerate the growth of the PRADA brand in the Philippines.
Other Relevant Information
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