| C04355-2026 |
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.
Aboitiz Equity Ventures, Inc.AEV| Subject of the Disclosure |
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The Philippine Competition Commission (“PCC”) approved the sale of Aboitiz Equity Ventures Inc.’s (“AEV”, or “the Company”) 40% stake in Aboitiz InfraCapital, Inc. (“AIC”) to Global Infrastructure Partners, a part of BlackRock, through GIP EM ONYX PTE. LTD. (“GIP”) (the “Transaction”) |
| Background/Description of the Disclosure |
On 23 December 2025, AEV and AIC entered into a Share Subscription and Purchase Agreement (“SSPA”) with GIP for the subscription of, and purchase by, GIP of a forty percent (40%) ownership interest in AIC, the infrastructure arm of the Aboitiz Group. |
| Date of Approval by Board of Directors |
Dec 15, 2025 |
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| Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction |
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The transaction is intended to bring in a strategic investor in AIC. GIP brings deep global experience in infrastructure investing across transport, energy, water and digital assets, with a strong focus on operational excellence, sustainability and long-term value creation. |
| Date | Dec 23, 2025 |
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| Manner |
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Acquisition by way of share subscription and purchase pursuant to a Share Subscription and Purchase Agreement. |
| Description of the company to be acquired or sold |
AIC is the infrastructure arm of AEV. It holds a diversified portfolio of infrastructure-related investments in the Philippines, including airport operations, bulk water distribution, and telecommunications towers. |
| Number of shares to be acquired or disposed | - |
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| Percentage to the total outstanding shares of the company subject of the transaction | 40 |
| Price per share | Php 13,707,996,000.00 total consideration. |
| Nature and amount of consideration given or received |
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Cash payment of Php 13,707,996,000.00, of which Php 4,647,999,996.80 will be paid to AIC directly. The remaining balance to be paid to AEV. |
| Principle followed in determining the amount of consideration |
Valuation undertaken by GIP following its due diligence review of AIC assets and businesses. |
| Terms of payment |
One-time lump sum payment at closing. |
| Conditions precedent to closing of the transaction, if any |
Customary closing conditions, including, amongst others: (i) receipt of any applicable Philippine Competition Commission (PCC) approval; (ii) fulfillment of the warranties, undertakings and covenants of the Sellers and the Buyers; and (iii) the approval of AIC’s increase in authorized capital stock. |
| Any other salient terms |
None. |
| Name | Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates | |
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| GIP EM ONYX PTE. LTD. | None. |
| Effect(s) on the business, financial condition and operations of the Issuer, if any |
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The transaction results in a partial divestment of a minority equity interest of AEV in AIC. |
| Other Relevant Information |
The AEV disclosure dated 23 December 2025 has been amended to reflect the completion of one of the conditions precedent of the Transaction, which is the receipt of the PCC clearance. |
| Name | Sammy Dave Santos |
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| Designation | Senior Associate General Counsel |