C01377-2024

SECURITIES AND EXCHANGE COMMISSION
SEC 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)
Mar 12, 2024
2. SEC Identification Number
62596
3. BIR Tax Identification No.
000-163-715-000
4. Exact name of issuer as specified in its charter
KEPPEL PHILIPPINES HOLDINGS, INC.
5. Province, country or other jurisdiction of incorporation
MAKATI CITY
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
UNT 3B COUNTRYSPACE 1 BUILDING, 133 SEN. GIL PUYAT AVE., SALCEDO VILLAGE, BRGY. BEL-AIR, MAKATI CITY Postal Code 1200
8. Issuer's telephone number, including area code
632 88921816
9. Former name or former address, if changed since last report
NA
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 CLASS A 35,756,070
COMMON CLASS B 21,476,949
11. Indicate the item numbers reported herein
Item No. 2

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.

Keppel Philippines Holdings, Inc.KPH

PSE Disclosure Form 4-1 - Acquisition or Disposition of Assets References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Disposition of land at Bauan, Batangas owned by the Issuer's 51% owned subsidiary, Goodsoil Marine Realty Inc.

Background/Description of the Disclosure

The Board of Directors of the Corporation in its meeting held on 7 March 2024, approved the sale by its 51% - owned subsidiary, Goodsoil Marine Realty, Inc., of its land with a total area of approximately 24.9 hectares located in Barangays San Miguel and San Roque, Bauan, Batangas to a non-related third party for Php1,500,000,000.00.

Date of Approval by
Board of Directors
Mar 7, 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 comes after a strategic review of investments and the opportunity to sell the land at valuation.

Details of the acquisition or disposition
Date Mar 7, 2024
Description of the Transaction

Sale of land owned by Goodsoil Marine Realty Inc. with a total area of approximately 24.9 hectares located in Barangays San Miguel and San Roque, Bauan, Batangas to a non-related third party, for Php1,500,000,000.00.

Manner

Cash payment through Manager's check

Description of the assets involved

The land that is subject of the sale has a total area of approximately 24.9 hectares and is located in Barangays San Miguel and San Roque, Bauan, Batangas.

Terms and conditions of the transaction
Nature and amount of consideration given or received

Amount received - Php1,500,000,000.00 plus value added tax and less withholding tax

Principle followed in determining the amount of consideration

The sale transaction was negotiated between a willing buyer and a willing seller and on an “as-is, where-is” basis. Fair market value of the land was considered.

Terms of payment

Payment in full through Manager's check on 7 March 2024.

Conditions precedent to closing of the transaction, if any

None

Any other salient terms

None

Identity of the person(s) from whom the assets 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
LS Shipping Management Corporation None
Effect(s) on the business, financial condition and operations of the Issuer, if any

The sale will improve the financial conditions of the Issuer and Goodsoil Marine Realty Inc.

Other Relevant Information

None

If the transaction being reported is an acquisition, kindly submit the following additional information:
Source(s) of funds

Not applicable

If any asset so acquired by the issuer or its subsidiaries constituted plant, equipment or other physical property, state the nature of the business in which the assets were used by the persons from whom acquired and whether the issuer intends to continue such use or intends to devote the assets to other purposes, indicating such other purposes

Not applicable

Filed on behalf by:
Name Felicidad Razon
Designation Vice President/Treasurer