C04695-2025

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)

Jun 27, 2025

2. SEC Identification Number

A200110402

3. BIR Tax Identification No.

213-054-503-000

4. Exact name of issuer as specified in its charter

SBS PHILIPPINES CORPORATION

5. Province, country or other jurisdiction of incorporation

PHILIPPINES

6. Industry Classification Code(SEC Use Only)

7. Address of principal office

NO. 10 RESTHAVEN STREET, SAN FRANCISCO DEL MONTE, QUEZON CITY Postal Code 1105

8. Issuer's telephone number, including area code

02 8371-1111

9. Former name or former address, if changed since last report

N/A

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	1,549,999,999

11. Indicate the item numbers reported herein

Item 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.

SBS Philippines CorporationSBS

PSE Disclosure Form 4-2 - Acquisition/Disposition of Shares of Another Corporation
References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Shareholder ratification of additional investment of funds in Lakerfield Phils. Holdings Corp., an associate company of the Corporation

Background/Description of the Disclosure

The additional investment of PhP66,600,000.00 in Lakerfield Phils. Holdings Corp. (LPHC) by way of share subscription to 66,600,000 common shares at its par value of PhP 1.00 per share. was ratified by the affirmative vote of Corporation's shareholders representing at least 2/3 of its outstanding capital stock in the Annual Shareholders' Meeting of the Corporation held on June 27, 2025,

Date of Approval by
Board of Directors Oct 7, 2021

Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

This investment of funds and share acquisitions in LPHC represent the pro-rata share of the Corporation (based on its current equity percentage holdings) in the capital call made by LPHC for its working capital and the funding of maturing bank debt obligations that financed the acquisition of their investment properties. This additional investment of funds is in line with the diversification and investment strategy of the Corporation to acquire strategically selected investments that may deliver capital growth in the coming years. LPHC is owner of a 13,867.5 square meter lot located in Mandaluyong City, which is held for landbank investment.

Date Sep 20, 2024

Manner

The Corporation subscribed to an additional 66,600,000 common shares from the increase in the authorized capital stock of LPHC upon SEC approval thereof on September 20, 2024.

Description of the company to be acquired or sold

Lakerfield Phils. Holdings Corp. (LPHC) is a property holding company which is majority owned by the Sytengco Family. LPHC is owner of a 13,867.5 square meters lot located in Mandaluyong City.

The terms and conditions of the transaction

Number of shares to be acquired or disposed	66,600,000
Percentage to the total outstanding shares of the company subject of the transaction	19.88
Price per share	1.00

Nature and amount of consideration given or received

The share subscription of 66,600,000 common shares in LPHC was based on its par value of PhP 1.00 per common share for a total subscription cost of PhP 66,600,000.00 that was fully paid in cash.

Principle followed in determining the amount of consideration

The subscription price of PhP 1.00 per common share is based on the par value of PhP 1.00 per common share for the new shares offered from the increase in authorized capital stock (ACS) of LPHC. These new shares have the same features to the existing issued shares prior to the ACS increase and the subscription price for the new share subscriptions in support of the ACS increase is the same for all shareholders subscribing to the ACS increase.

Terms of payment

The consideration for the shares is the subscription price for the new shares based on its par value of PhP1.00 per common share which was fully paid in cash upon signing of the agreement on shares rights to future increase in authorized capital stock (deposit for future share subscription (DFSS) in support of the SEC application for increase in authorized capital stock of LPHC.

Conditions precedent to closing of the transaction, if any

Approval of the SEC of the increase in authorized capital stock of LPHC and ratification of the investment of funds by shareholders owning at least 2/3 of the outstanding capital stock of the Corporation.

Any other salient terms

None

Identity of the person(s) from whom the shares were acquired or to whom they were sold

Name	Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates
Lakerfield Phils. Holdings Corporation ("LPHC")	Lakerfield Phils. Holdings Corporation ("LPHC") is 2.43% directly owned by SBS parent company, Anesy Holdings Corporation and 58.14% by the Sytengco Family who are directors of the Corporation and their immediate family member.

Effect(s) on the business, financial condition and operations of the Issuer, if any

The additional investment of funds and share acquisition by the Corporation in LPHC is accounted for under the equity method in accordance with Philippine Accounting Standards (PAS) 28 – Investments in Associates and Joint Ventures. The additional investment made is recognized as an increase in the carrying amount of the investments in associates under non-current assets. Correspondingly, the Corporation’s share in the net results of operations of the LPHC as investee company for the period is recognized in the statement of comprehensive income as “Equity in net income (losses) of associates. Such investments in LPHC/Investee company is reported under Note 7 of the Company’s 2024 audited financial statements.

Other Relevant Information

On October 7, 2021, the Related Party Transaction (RPT) Committee and the Board of Directors of Corporation reviewed these additional investments in relation, to the benefit of the Corporation and the fairness terms thereof in accordance with the Related Party Transaction Policy of the Corporation and in line with the Corporation's investment strategy to have a more diversified interests in different property holding companies exploring and investing in certain property investment opportunities. Both the RPT Committee and the Board, with the favorable vote of all the independent directors, unanimously and jointly endorsed the investment for ratification of the shareholders of the Corporation.

This disclosure is an update of the previous report with Reference No. C03695-2017 on the acquisition of additional shares and investment of funds in LPHC.

Filed on behalf by:

Name	CHRISTINE BASE
Designation	CORPORATE SECRETARY