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 9, 20222. SEC Identification Number 153933. BIR Tax Identification No. 000-463-069-0004. Exact name of issuer as specified in its charter HOUSE OF INVESTMENTS, INC.5. Province, country or other jurisdiction of incorporation MAKATI CITY, METRO MANILA, PHILIPPINES6. Industry Classification Code(SEC Use Only) 7. Address of principal office 9F GREPALIFE BUILDING 221 SEN. GIL PUYAT AVENUE, MAKATI CITYPostal Code12008. Issuer's telephone number, including area code 02 8815 9636 to 389. 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
776,465,281
AMOUNT OF OUTSTANDING DEBT
28,617,406,035
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.
House of Investments, Inc.HI
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
Joint Venture Between (JVA) House of Investments, Inc., Sojitz Corporation of Japan and San Lorenzo Ruiz Investment Holdings and Investments, Inc.
Background/Description of the Disclosure
House of Investments (PSE:HI) entered into a JVA with Sojitz Corporation of Japan (SOJITZ) and San Lorenzo Ruiz Investment Holdings and Services, Inc. (SLR), a wholly-owned subsidiary of the Company, for the purpose of developing, operating, marketing, and leasing a property owned by SLR in Makati.
Date of Approval by Board of Directors
Jun 25, 2021
Date of Approval by Stockholders, if applicable
N/A
Description and nature of the transaction including the timetable for implementation, and related regulatory requirements
On June, 25, 2021, the execution of a JVA with SOJITZ and SLR, a wholly-owned subsidiary of the Company. All the closing conditions stated below have been completed on February 8, 2022. There is no related regulatory requirement for this joint venture.
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction
The joint venture was entered by the Parties for the purpose of developing, operating, marketing, and leasing the property in Makati City that is owned by SLR. Post development or when it commences its leasing operations, HI will benefit through recognition of profits from the JV. Currently, the property is not generating any profit since it is non-operational.
Terms and conditions of the joint venture
Amount of investment and/or interest by the parties involved
HI will hold 60% and SOJITZ will hold 40% of SLR.
SLR intends to apply with the Special Body of Land Use and Zoning (SBLUZ) of Makati City for additional Floor Area Ratio (FAR) under Resolution No. SBLUZ-2016-002 of the City of Makati . The amount of investment by Sojitz will depend on the final FAR.
Provisions on profit-sharing, arrangements on management and operations
Any profits will be through dividends following the shareholding structure. The general administration/operations of SLR will be managed by HI.
Conditions precedent to closing of transaction, if any
Approval of the FAR by SBLUZ; SLR board's and stockholders' approval for amendment of Articles of Incorporation and By-laws of SLR; confirmation of development cost; and execution of Share Subscription Agreement (SSA) and Deed of Absolute Share of shares (DOAS).
Other salient features of the joint venture agreement
-
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
House of Investments, Inc.
Holding & Management Company
-
Sojitz Corporation
Trading Company
The Sojitz Group is a general trading company with a worldwide network comprising approximately 400 group companies and operations in some 50 countries. Sojitz Corporation is also the Partner of HI in Sojitz G Auto Philippines in the distributorship of Geely cars in the Philippines.
San Lorenzo Ruiz Investment Holdings & Services, Inc.
Real Estate Company
SLR is a wholly owned subsidiary of House of Investments
Effect(s) on the business, financial condition and operations of the Issuer, if any
Post development or when it commences its leasing operations, HI will benefit through recognition of profits from the JV. Currently, the property is not generating any profit since it is non-operational.
Other Relevant Information
Updating to indicate that closing conditions have been completed.
Filed on behalf by:
Name
Ma. Esperanza Joven
Designation
Vice President
Attachments
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Disclaimer
House of Investments Inc. published this content on 09 February 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 09 February 2022 01:37:05 UTC.
House of Investments, Inc. is a Philippines-based holding company, which is primarily engaged in car dealership, construction, education, afterlife services, consumer finance, property leasing and management, project management, security, and pharmaceuticals. Its segments include Cars Business, Education, Property and Property Services, and Others. Car Business segment represents automotive dealerships of the Company. Education segment primarily consists of revenues from IPO and subsidiaries in education and other related support services. Property and Property Services segment represents property leasing activities from ATYC and project management services of the Company. Other Services segment represent support services, which is engaged in the sale of pharmaceutical products, trading of consumer goods and rendering various services to the consumers. Its subsidiaries include Landev Corporation and Investment Managers, Inc.