C01601-2024

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)
Mar 20, 2024
2. SEC Identification Number
52412
3. BIR Tax Identification No.
000-156-011-000
4. Exact name of issuer as specified in its charter
Belle Corporation
5. Province, country or other jurisdiction of incorporation
Metro Manila, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
5th Floor, Tower A, Two E-Com Center, Palm Coast Avenue, MOA Complex, Pasay City Postal Code 1300
8. Issuer's telephone number, including area code
8. (+632) 8662-8888
9. Former name or former address, if changed since last report
Not Applicable
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 Stock 9,696,464,297
11. Indicate the item numbers reported herein
Item 9

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.

Belle CorporationBEL

PSE Disclosure Form 4-30 - Material Information/Transactions References: SRC Rule 17 (SEC Form 17-C) and
Sections 4.1 and 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Terms and Conditions of Belle’s Tender Offer of Premium Leisure Corp. Shares
Background/Description of the Disclosure

Further to our disclosure dated 11 March 2024 in connection with the conduct by Belle of a Tender Offer for all of the outstanding common shares of Premium Leisure Corp. (PLC) for the purpose of eventually causing the filing of an application for the voluntary delisting of PLC from the Main Board of the Philippine Stock Exchange; please be advised that at a special meeting of the Corporation's Board of Directors held today, 20 March 2024, the following matters were approved:

1. Setting of Tender Offer Price: Based on the Fairness Valuation Report prepared and submitted by First Metro Investment Corporation (First Metro), the Tender Offer Price has been set at Eighty-Five Centavos (Php0.85) per share.

2. Setting of Tender Offer Period: The Tender Offer Period was set from 22 March 2024 to 24 April 2024.

3. Setting of Payment/Settlement Date: The payment and settlement of the shares to be tendered was also set from 25 April 2024 to 09 May 2024.

4. Tender Offer Agent: The engagement of BDO Securities Corporation as Tender Offer Agent.
Other Relevant Information

As required by the PSE Rules on Delisting, the Tender Offer Price is the higher of (i) the highest valuation based on the Fairness Valuation Report prepared by First Metro, or (ii) the volume weighted average price of PLC shares for one (1) year immediately preceding the date of posting of the disclosure of the approval by the PLC Board of Directors of PLC’s delisting from the PSE. First Metro, using various valuation methodologies, considered that PLC is fairly valued at between Php0.60 to Php0.85 per share. On the other hand, the 1-year volume weighted average price of PLC is at Php0.60 per share.

Finally, the PSE Rules on Delisting also requires that a party proposing the delisting of a listed company must show that it has acquired at least Ninety-Five Percent (95%) of the outstanding capital stock of the listed company. For this reason, Belle’s Tender Offer for the shares of PLC will be deemed withdrawn in the event that the required acquisition of at least 95% of PLC’s outstanding capital stock will not be secured.
Filed on behalf by:
Name Michelle Angeli Hernandez
Designation Vice President for Governance