Fruitas : Clarification of News Reports

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) Feb 21, 20222. SEC Identification Number CS2015030143. BIR Tax Identification No. 008-961-476-0004. Exact name of issuer as specified in its charter FRUITAS HOLDINGS INC5. Province, country or other jurisdiction of incorporation QUEZON CITY, PHILIPPINES6. Industry Classification Code(SEC Use Only) 7. Address of principal office 60 CORDILLERA ST. COR. E. RODRIGUEZ SR. AVE. QUEZON CITYPostal Code11138. Issuer's telephone number, including area code (02)8842094479. Former name or former address, if changed since last report N/A10. 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
FRUIT	2,133,680,000

11. Indicate the item numbers reported herein ITEM NO. 9- OTHER EVENTS

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.

Fruitas Holdings, Inc.FRUIT 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 and Confirmation of News Report

Source	BusinessWorld Online
Subject of News Report	Balai Ni Fruitas files for P309-million IPO
Date of Publication	Feb 18, 2022

Clarification of News Report

This is with respect to the news article entitled "Balai ni Fruitas files for P309-million IPO." In the said article by BusinessWorld Online posted on February 18, 2022, it was reported that: "Balai Ni Fruitas, Inc., which operates a chain of bakeries and juice shops, is planning a P309.38-million initial public offering (IPO) next month to fund its expansion plans and for potential acquisitions. According to the Securities and Exchange Commission (SEC), the subsidiary of Fruitas Holdings, Inc. filed its registration statement on Feb. 17. . . . . IPO shares will be priced up to 75 centavos apiece. According to its prospectus dated Dec. 27, 2021, the final price will be set on March 7. 'The Company will not receive any proceeds from the offer of the secondary shares and option shares,' Balai said. Balai may raise up to P243.8 million in gross proceeds from the sale of 325 million primary common shares. The company may net up to P220.4 million from its IPO. 'The Company intends to use the net proceeds from the Offer for the store network expansion, commissary set-up and potential acquisition opportunities of the Company,' Balai said. Majority or 81.8% of its proceeds worth P180.4 million will be used for its store network expansion. The company aims to open 120 new owned stores in Metro Manila and 'selected urban areas' across the country until the end of next year. . . . . 'Vast majority of the stores to be opened from 2022-2023 are anticipated to carry the Balai Pandesal brand. Moreover, the Company also expects to expand the footprint of its other existing brands and future acquisitions which will depend on, among others, market opportunities and commercial considerations,' Balai said. Balai plans to allocate P20 million for its plans to set up commissaries in 2022, while another P20 million will be used to acquire other baked goods brands. 'The Company's potential target acquisitions will be geared towards broadening its baked goods product offering and/or adding sales channels. The Company is still in the early stages of evaluating these options and there are no definitive agreements signed,' Balai said. . . . . Balai plans to conduct its offer period from March 16 to 22, while its tentative listing date at the small, medium, and emerging board of the Philippine Stock Exchange is set on March 30. The company has yet to decide on its stock symbol. The company tapped First Metro Investment Corp. as the transaction's issue manager, bookrunner, and underwriter." On December 27, 2021, the Board of Directors of FRUIT authorized the proposed Initial Public Offering (IPO) of its wholly-owned subsidiary, Balai ni Fruitas, Inc. (BALAI) and disclosed the same to the Exchange. The registration statement for the BALAI IPO was formally received by SEC on February 17, 2022. We confirm that the above statements were lifted from BALAI's preliminary prospectus. The IPO of BALAI and the timing of the IPO are subject to compliance with requirements of the SEC and the Philippine Stock Exchange ("PSE"), obtaining approvals of the SEC and PSE. The shares of BALAI may not be sold, nor offers to buy them be accepted prior to the time the registration statement is rendered effective. This disclosure shall not constitute an offer to sell or be considered a solicitation to buy. In light of the risks and uncertainties associated with forward-looking statements, prospective investors should be aware that the forward-looking events and circumstances in the Prospectus may or may not occur. BALAI's actual results could differ significantly from those anticipated forward-looking statements.

Other Relevant Information

N/A

Filed on behalf by:

Name	Lerma Fajardo
Designation	Deputy CFO & Comptroller