NOTICE
Subject Robinsons Retail Holdings, Inc.: Share-for-Share Swap - Additional Listing
Company Name Robinsons Retail Holdings, Inc.
Security Details
Type of Security Stock Symbol Par Value
Common Shares RRHI Php 1.00
Type of Transaction(s) Share-for-Share Swap ("Share Swap") Transaction
Date of PSE Approval Jan 26, 2022
Transaction Ratio (if applicable) Please see below
Transaction Value Php 17,999,999,840
Details of the Transaction
Subscriber Consideration Transaction Price Stock Symbol Number of Shares Issued
Mulgrave Corporation B.V. ("MCBV") 34,968,437 common shares of Rustan Supercenters, Inc. ("RSCI") Php 17,999,999,840 RRHI 191,489,360
Lock-up Details (if applicable)
Duration of Lock-up N/A
Applicable Lock-up Rule N/A
Escrow Agent N/A
Date of Execution of Escrow Agreement N/A
Details of the Mandatory Lock-up
Name of Shareholder No. of Shares Stock Symbol Percentage
N/A - - -
Details of the Voluntary Lock-up (if applicable)
Name of Shareholder No. of Shares Stock Symbol Percentage
N/A - - -
Shares to be Listed
Stock Symbol No. of Shares
RRHI 191,489,360
Tradable Shares
Stock Symbol No. of Shares
- -
Listing Date Apr 1, 2022

Adjustments

Issued Shares (if applicable)
Type of Security / Stock Symbol Before After
RRHI 1,576,489,360 1,576,489,360
Outstanding Shares (if applicable)
Type of Security / Stock Symbol Before After
RRHI 1,495,333,850 1,495,333,850
Listed Shares
Type of Security / Stock Symbol Before After
RRHI 1,385,000,000 1,576,489,360
Other Relevant Information

The Board of Directors of Robinsons Retail Holdings, Inc. ("RRHI" or the "Company") approved the subscription by Mulgrave Corporation B.V. ("MCBV") to 191,489,360 common shares (the "Swap Shares") at Php 94.00 per share. The Swap Shares were issued to MCBV in exchange for MCBV's 100% shareholdings (a total of 34,968,437 common shares) in Rustan Supercenters, Inc. ("RSCI") (the "Share Swap Transaction").

Please refer to the relevant disclosures of the Company on the following dates:

1. C01966-2018 dated March 23, 2018; and
2. C07883-2018 dated November 23, 2018.

As of March 30, 2022, the Company has complied with the applicable requirements of the Exchange for the listing of the Swap Shares including, among others, the submission of the sworn Corporate Secretary's Certification attesting that the Swap Shares shall be duly lodged with the Philippine Depository & Trust Corp. ("PDTC") and shall be made available in the PDTC system on the scheduled listing date.

The number of RRHI's listed shares will be accordingly adjusted on the listing date.

For your information and guidance.

Filed on behalf by:
Name Norberto Moreno Jr.
Designation Listings Department

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Robinsons Retail Holdings Inc. published this content on 30 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 March 2022 02:54:08 UTC.