Solar Philippines Nueva Ecija : Stock Rights Offering
August 18, 2022 at 09:24 pm EDT
Share
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) Aug 19, 20222. SEC Identification Number CS2016273003. BIR Tax Identification No. 0094681034. Exact name of issuer as specified in its charter Solar Philippines Nueva Ecija Corporation5. Province, country or other jurisdiction of incorporation Philippines6. Industry Classification Code(SEC Use Only) 7. Address of principal office 20th Floor Philamlife Tower, 8767 Paseo de Roxas, Makati City, PhilippinesPostal Code12268. Issuer's telephone number, including area code (+632) 8817-25859. 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
Common Shares
8,124,350,005
11. Indicate the item numbers reported herein Item 9 - Other Items
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.
Solar Philippines Nueva Ecija CorporationSPNEC
PSE Disclosure Form 4-14 - Stock Rights Offering References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Stock Rights Offering (SRO) of Solar Philippines Nueva Ecija Corporation (SPNEC)
Background/Description of the Disclosure
On August 18, 2022, SPNEC informed the Philippine Stock Exchange (PSE) that the final Offer Price of its SRO is Php 1.50 per Rights Share. The Offer Price represents a 14% discount to the 15-day volume-weighted average price of SPNEC's Common Shares as of August 17, 2022.
Solar Philippines Power Project Holdings, Inc. (SPPPHI) has committed to ensure that all Rights Shares are fully subscribed pursuant to the Principal Shareholder's Undertaking, as provided in the SRO prospectus. The Terms of the Offer are attached for reference.
On July 28, 2022, the PSE issued a Notice of Approval for the application of SPNEC to list 1,875,649,995 shares as part of its SRO to eligible stockholders, based on the Ex-Date of August 22, 2022 and Record Date of August 25, 2022. The PSE has approved the proposed SRO timetable.
On July 19, 2022, the Securities and Exchange Commission (SEC) issued a Confirmation of Exempt Transaction confirming that SPNEC's planned SRO is exempt from the registration requirements of the Securities Regulation Code.
On February 14, 2022, the Board of Directors of SPNEC approved the conduct of an SRO, and on March 28, 2022, SPNEC confirmed its plan to file the SRO based on its current unissued ACS, at an entitlement ratio of 1 share for every 1.28 shares held from its public float.
Date of Approval by Board of Directors
Feb 14, 2022
Entitlement Ratio
1 share for every 1.28 shares held
Offer Price
Php 1.50 per share
Number of Shares to be Offered
1,875,649,995
Ex-Rights Date
Aug 22, 2022
Record Date
Aug 25, 2022
Start of Offer Period
Aug 30, 2022
End of Offer Period
Sep 5, 2022
Use of Proceeds
Project development (including securing land and off-take agreements) for the expansion of SPNEC's portfolio, and general corporate purposes.
Other Relevant Information
The disclosure has been amended to reflect the final Offer Price and the Principal Shareholder's Undertaking, and to attach the Terms of the Offer.
Furthermore, given this is an SRO, there will be necessary adjustments to SPNEC's share price and outstanding shares on Ex-Rights Date.
Filed on behalf by:
Name
Hazel Iris Lafuente
Designation
Director, Treasurer, Assistant Corporate Secretary, Head of Community Development and Chief Information Officer
Attachments
Original Link
Original Document
Permalink
Disclaimer
Solar Philippines Nueva Ecija Corporation published this content on 19 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 August 2022 01:23:05 UTC.
SP New Energy Corporation is a Philippines-based company, which primarily constructs, erects, assembles, commissions, operates and maintains power-generating plants, installations, shops, laboratories, pipelines, repair shops, electrical works, powerhouses, warehouses, terminals and related facilities for the conversion of renewable energy into usable form fit for electricity generation and distribution. The Company also promotes and undertakes research, development, utilization, manufacture, sale, marketing, distribution and commercial application of new, renewable, non-conventional and environment friendly energy sources and systems and of energy systems that use new, renewable and any energy resource applying energy conversion and/or utilization technologies for commercial application, and to perform other ancillary and incidental activities as may be provided by and under contract with the government of the Republic of the Philippines or any subdivision, instrumentality and others.
SP NEW ENERGY CORPORATION 
