6-K
PLDT Inc. (PHI)
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934
For the month of August 2024
Commission File Number 1-03006
PLDT Inc.
(Exact Name of Registrant as Specified in Its Charter)
Ramon Cojuangco Building
Makati Avenue
Makati City
Philippines
(Address of principal executive offices)
(Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.)
Form 20-F Form 40-F
(Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes No
(If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________ )
NOTE REGARDING FORWARD-LOOKING STATEMENTS
Some information in this report may contain forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of 1934. We have based these forward-looking statements on our current beliefs, expectations and intentions as to facts, actions and events that will or may occur in the future. Such statements generally are identified by forward-looking words such as “believe,” “plan,” “anticipate,” “continue,” “estimate,” “expect,” “may,” “will” or other similar words.
A forward-looking statement may include a statement of the assumptions or bases underlying the forward-looking statement. We have chosen these assumptions or bases in good faith. These forward-looking statements are subject to risks, uncertainties and assumptions, some of which are beyond our control. In addition, these forward-looking statements reflect our current views with respect to future events and are not a guarantee of future performance. Actual results may differ materially from information contained in the forward-looking statements as a result of a number of factors, including, without limitation, the risk factors set forth in “Item 3. Key Information – Risk Factors” in our annual report on Form 20-F for the fiscal year ended December 31, 2023. You should also keep in mind that any forward-looking statement made by us in this report or elsewhere speaks only as at the date on which we made it. New risks and uncertainties come up from time to time, and it is impossible for us to predict these events or how they may affect us. We have no duty to, and do not intend to, update or revise the statements in this report after the date hereof. In light of these risks and uncertainties, you should keep in mind that actual results may differ materially from any forward-looking statement made in this report or elsewhere.
EXHIBITS
| Exhibit Number | Page | |
|---|---|---|
| Copy of the disclosure letter that we filed on July 31, 2024 with the Philippine Stock Exchange, Inc. and the Philippine Securities and Exchange Commission in connection with the acquistion by DigiCo, a subsidiary of PLDT Inc., of 10% minority interest in CIS Bayad Center Inc. | 7 |
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly authorized and caused this report to be signed on its behalf by the undersigned.
| PLDT Inc. |
|---|
| By : /s/Mark David P.Martinez<br><br>Name : Mark David P. Martinez<br><br>Title : Assistant Corporate Secretary<br><br>Date : August 1, 2024 |
EX-99.1
EXHIBITS
| Exhibit Number | Page | |
|---|---|---|
| Copy of the disclosure letter that we filed on July 31, 2024 with the Philippine Stock Exchange, Inc. and the Philippine Securities and Exchange Commission in connection with the acquistion by DigiCo, a subsidiary of PLDT Inc., of 10% minority interest in CIS Bayad Center Inc. | 7 |
July 31, 2024
The Philippine Stock Exchange, Inc.
6/F Philippine Stock Exchange Tower
28th Street corner 5th Avenue
Bonifacio Global City, Taguig City
Attention: Atty. Stefanie Ann B. Go
Officer-in-Charge – Disclosure Department
Securities & Exchange Commission
7907 Makati Avenue, Salcedo Village,
Barangay Bel-Air, Makati City
Attention: Mr. Vicente Graciano P. Felizmenio, Jr.
Director – Markets and Securities Regulation Department
Gentlemen:
In compliance with the PSE’s Revised Disclosure Rules, we submit herewith PSE Disclosure Form 4-2 in relation to the acquistion by DigiCo, a subsidiary of PLDT Inc., of 10% minority interest in CIS Bayad Center Inc.
This submission shall also serve as our compliance with Section 17.1 of the Securities Regulation Code regarding the filing of reports on significant developments.
Very truly yours,
/s/Mark David P. Martinez
Mark David P. Martinez
Assistant Corporate Secretary
PLDT Inc.
COVER SHEET
| SEC Registration Number | ||||
|---|---|---|---|---|
| P | W | - | 5 | 5 |
Company Name
| P | L | D | T | I | N | C. |
|---|
Principal Office (No./Street/Barangay/City/Town/Province)
| R | A | M | O | N | C | O | J | U | A | N | G | C | O | B | U | I | L | D | I | N | G | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| M | A | K | A | T | I | A | V | E | N | U | E | |||||||||||
| M | A | K | A | T | I | C | I | T | Y | |||||||||||||
| Form Type | Department requiring the report | Secondary License Type, If Applicable | ||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |||||||||||||
| 17 | - | C | M | S | R | D |
COMPANY INFORMATION
| Company’s Email Address | Company’s Telephone Number/s | Mobile Number |
|---|---|---|
| No. of Stockholders | Annual Meeting<br>Month/Day | Fiscal Year<br>Month/Day |
| --- | --- | --- |
| 11,372<br><br>As of June 30, 2024 | Every 2nd Tuesday of June | December 31 |
CONTACT PERSON INFORMATION The designated contact person MUST be an Officer of the Corporation
| Name of Contact Person | Email Address | Telephone Number/s | Mobile Number |
|---|---|---|---|
| Marilyn A. Victorio-Aquino | mvaquino@pldt.com.ph | 82500254 | |
| Contact Person’s Address | |||
| --- | |||
| MGO Building, Legaspi St. corner Dela Rosa St., Makati City |
Note: In case of death, resignation or cessation of office of the officer designated as contact person, such incident shall be reported to the Commission within thirty (30) calendar days from the occurrence thereof with information and complete contact details of the new contact person designated.
SECURITIES AND EXCHANGE COMMISSION
CURRENT REPORT UNDER SECTION 17
OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.1
- July 31, 2024
Date of Report (Date of earliest event reported)
SEC Identification Number PW-55
BIR Tax Identification No. 000-488-793
PLDT Inc.
Exact name of issuer as specified in its charter
- PHILIPPINES 6.____________ (SEC Use Only)
Province, country or other jurisdiction Industry Classification Code
of Incorporation
- Ramon Cojuangco Building, Makati Avenue, Makati City 1200
Address of principal office Postal Code
- (632) 82500254
Issuer's telephone number, including area code
- Not Applicable
Former name or former address, if changed since last report
- Securities registered pursuant to Sections 8 and 12 of the Securities Regulation Code and Sections 4 and 8 of the Revised Securities Act
| Title of Each Class | Number of Shares of Common Stock<br><br>Outstanding and Amount of Debt Outstanding |
|---|
________________________________________________________________
________________________________________________________________
________________________________________________________________
- Item 9 (Other events)
Attached herewith is PSE Form 4-2 in relation to the acquistion by DigiCo, a subsidiary of PLDT Inc., of 10% minority interest in CIS Bayad Center Inc.
Pursuant to the requirements of the Securities Regulation Code, the Company has duly authorized and caused this Report to be signed on its behalf by the undersigned.
PLDT INC.
By:
/s/Mark David P. Martinez
Mark David P. Martinez
Assistant Corporate Secretary
July 31, 2024
PLDT Inc.
TEL
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 |
|---|
| DigiCo acquires 10% minority interest in CIS Bayad Center, Inc. (“Bayad”). |
| Background/Description of the Disclosure |
| On July 31, 2024, DigiCo, formally known as Limitless Growth Ventures Inc., acquired 56,105 common shares of Bayad from Corporate Information Solutions, Inc. (“CIS”). |
| Date of Approval by Board of Directors |
| The Board of Directors of DigiCo approved the acquisition on July 19, 2024. |
| Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction |
| DigiCo’s acquisition of Bayad will enable DigiCo to leverage its expertise and resources to support Bayad’s growth trajectory while exploring and unlocking synergies in the companies led by Mr. Manuel V. Pangilinan such as PLDT Inc. (“PLDT”), Manila Electric Company (“Meralco”), and Metro Pacific Investments Corporation (“MPIC”). DigiCo is 60%-owned by PLDT, 20%-owned by Meralco, and 20%-owned by MPIC. The acquisition makes available an additional payment gateway for the use of DigiCo, a subsidiary of PLDT. |
| Details of the Acquisition |
| Date |
| July 31, 2024 |
| Manner |
| Please refer to “Background/Description of the Disclosure”. |
| Description of the company to be acquired |
| --- |
| Bayad is a corporation duly organized under Philippine laws and with office address at G/F, Business Solutions Center Meralco Complex, Ortigas Avenue, Pasig City. It has developed an outsourced bills payment collection service in the Philippines, aggregating a multitude of billers into a robust system that is now being used by leading establishments and electronic money institutions across the country. Formerly known as Bayad Center, a fintech subsidiary of Meralco, it continues to innovate the industry and offer a whole suite of financial products and services available to both consumers and businesses. |
| Number of shares to be acquired |
| 56,105 common shares of Bayad. |
| Percentage to the total outstanding shares of the company subject of the transaction |
| 10% of the total issued and outstanding capital stock of Bayad. |
| Price per share |
| The purchase price per share is Php5,703.59. |
| Nature and amount of consideration given or received |
| The total purchase price is Php320,000,000.00. |
| Principle followed in determining the amount of consideration |
| The purchase price is based on Bayad’s business valuation using financial projections and future cash flows at 10% of its total issued and outstanding capital stock. |
| Terms of payment |
| The total purchase price was paid on July 31, 2024. |
| Conditions precedent to closing of the transaction, if any |
| The closing of the transaction occurred on July 31, 2024 upon the fulfillment of closing conditions that are customary in transactions of a similar nature including, but not limited to, the following: (a) completion of due diligence review; (b) procurement of internal corporate approvals; and (c) execution of definitive agreements. |
| Any other salient terms |
| None. |
| Identity of the person(s) from whom the shares were acquired or to whom they were sold |
| The seller, CIS, is a company controlled by Meralco. |
| Nature of any material relationship with the Issuer, its directors/ officers, or any of its affiliates |
| --- |
| DigiCo and CIS do not have common directors or officers. The Chairman of CIS is Atty. Ray C. Espinosa, who is a director of PLDT. |
| Effect(s) on the business, financial condition and operations of the Issuer, if any |
| None. |
| Other Relevant Information |
| None. |
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly authorized and caused this report to be signed on its behalf by the undersigned.
| PLDT Inc. |
|---|
| By : /s/Mark David P.Martinez<br><br>Name : Mark David P. Martinez<br><br>Title : Assistant Corporate Secretary<br><br>Date : August 1, 2024 |