Exhibit 99.2
|
|
|
|
Exhibit No. |
| Exhibit | |
|
|
| |
|
|
|
|
99.2 |
|
| Copies of the disclosure letters that were filed on March 23, 2023 by PLDT Inc. with the Philippine Securities and Exchange Commission, the Philippine Stock Exchange, Inc., and the Philippine Dealing and Exchange Corporation regarding the press release entitled “Update on the December 16, 2022 Disclosure.” |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 23, 2023
The Philippine Stock Exchange, Inc.
6/F Philippine Stock Exchange Tower
28th Street corner 5th Avenue
Bonifacio Global City, Taguig City
Attention: Ms. Alexandra D. Tom Wong
OIC-Disclosure Department
Securities & Exchange Commission
Secretariat Building, PICC Complex
Roxas Boulevard, Pasay City
Attention: Mr. Vicente Graciano P. Felizmenio, Jr.
Director – Markets and Securities Regulation Dept
Philippine Dealing & Exchange Corporation
29th Floor, BDO Equitable Tower
8751 Paseo de Roxas, Makati City 1226
Attention: Atty. Marie Rose M. Magallen-Lirio
Head - Issuer Compliance and Disclosure Department
Gentlemen:
In compliance with the PSE’s Revised Disclosure Rules, we submit herewith PSE Disclosure Forms 4-30 and 4-31 in relation to the press release entitled “Update on the December 16, 2022 Disclosure.”
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/Marilyn A.Victorio-Aquino
Marilyn A. Victorio-Aquino
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 |
| Fiscal Year |
|
| 11,424 As of February 28, 2023 |
| 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
Date of Report (Date of earliest event reported)
Exact name of issuer as specified in its charter
5. PHILIPPINES 6.____________ (SEC Use Only)
Province, country or other jurisdiction Industry Classification Code
of Incorporation
7. Ramon Cojuangco Building, Makati Avenue, Makati City 1200
Address of principal office Postal Code
8. (632) 82500254
Issuer's telephone number, including area code
9. Not Applicable
Former name or former address, if changed since last report
Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding |
________________________________________________________________
________________________________________________________________
________________________________________________________________
PLDT Inc.
TEL
PSE Disclosure Form 4-30 - Material Information/Transactions References: SRC Rule 17 (SEC Form 17-C) and Sections 4.1 and 4.4 of the Revised Disclosure Rules
Subject of the Disclosure |
Update on the December 16, 2022 Disclosure.
|
Background/Description of the Disclosure |
MANILA, Philippines 23rd March 2023 -
• The Company’s forensic review of the circumstances surrounding the elevated capital expenditure (“CapEx”) commitments disclosed on December 16, 2022 is substantially complete. The review, which was conducted by external counsel with the assistance of accounting and audit consultants, focused on the period 2019-2022 and identified no evidence of fraud, intentional concealment, or bad faith conduct on the part of any employee of the Company and no basis to restate the Company’s historical financial statements. • The Company has adopted and implemented, or is in the process of implementing, various operational enhancements to its policies, procedures and controls relating to CapEx management processes. • On December 16, 2022, the Company issued a disclosure about its elevated CapEx spend which included an estimated CapEx budget overrun of approximately PhP48 billion, net of advances to vendors. This amount represented management’s estimate of the outstanding commitments to its major vendors for the acquisition of property and equipment post-2022 after the anticipated cancellation or amendment of certain outstanding purchase orders. • The Company has completed discussions with its major vendors representing approximately 80% of its outstanding CapEx commitments as of December 31, 2022. That effort resulted in the Company’s entry into Settlement and Mutual Release Agreements with its major vendors in March 2023. Those agreements have the effect of reducing the Company’s outstanding commitments to these vendors for the acquisition of property and equipment post-2022 to approximately PhP33 billion, net of advances paid to these vendors. • The Company plans to engage in similar discussions with non-major vendors to achieve similar results.
|
Other Relevant Information |
Please refer to the attached press release.
This disclosure may contain some statements which constitute “forward-looking statements” that are subject to a number of risks and opportunities. Although PLDT believes that expectations reflected in any forward-looking statements are reasonable, it can give no guarantee of future performance, action or events. |
PLDT Inc.
TEL
PSE Disclosure Form 4-31 – Press Release References: SRC Rule 17 (SEC Form 17-C) and Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure |
Update on the December 16, 2022 Disclosure.
|
Background/Description of the Disclosure |
MANILA, Philippines 23rd March 2023 -
• The Company’s forensic review of the circumstances surrounding the elevated capital expenditure (“CapEx”) commitments disclosed on December 16, 2022 is substantially complete. The review, which was conducted by external counsel with the assistance of accounting and audit consultants, focused on the period 2019-2022 and identified no evidence of fraud, intentional concealment, or bad faith conduct on the part of any employee of the Company and no basis to restate the Company’s historical financial statements. • The Company has adopted and implemented, or is in the process of implementing, various operational enhancements to its policies, procedures and controls relating to CapEx management processes. • On December 16, 2022, the Company issued a disclosure about its elevated CapEx spend which included an estimated CapEx budget overrun of approximately PhP48 billion, net of advances to vendors. This amount represented management’s estimate of the outstanding commitments to its major vendors for the acquisition of property and equipment post-2022 after the anticipated cancellation or amendment of certain outstanding purchase orders. • The Company has completed discussions with its major vendors representing approximately 80% of its outstanding CapEx commitments as of December 31, 2022. That effort resulted in the Company’s entry into Settlement and Mutual Release Agreements with its major vendors in March 2023. Those agreements have the effect of reducing the Company’s outstanding commitments to these vendors for the acquisition of property and equipment post-2022 to approximately PhP33 billion, net of advances paid to these vendors. • The Company plans to engage in similar discussions with non-major vendors to achieve similar results.
|
Other Relevant Information |
Please refer to the attached press release.
This disclosure may contain some statements which constitute “forward-looking statements” that are subject to a number of risks and opportunities. Although PLDT believes that expectations reflected in any forward-looking statements are reasonable, it can give no guarantee of future performance, action or events. |
11. Item 9 (Other events)
Attached herewith is the press release entitled “Update on the December 16, 2022 Disclosure.”
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/Marilyn A. Victorio-Aquino
Marilyn A. Victorio-Aquino
Corporate Secretary
March 23, 2023
PLDT pressrelease
Update on the December 16, 2022 Disclosure
MANILA, Philippines 23rd March 2023 -
This press release may contain some statements which constitute “forward-looking statements” that are subject to a number of risks and opportunities that could affect PLDT’s business and results of operations. Although PLDT believes that expectations reflected in any forward-looking statements are reasonable, it can give no guarantee of future performance, action or events.
For further information, please contact:
Melissa V. Vergel de Dios | Cathy Y. Yang |
pldt_ir_center@pldt.com.ph | cyyang@pldt.com.ph |
About PLDT
PLDT is the Philippines’ largest integrated telco company. Through its principal business groups – from fixed line to wireless – PLDT offers a wide range of telecommunications and digital services across the Philippines’ most extensive fiber optic backbone, and fixed line and cellular networks.
PLDT is listed on the Philippine Stock Exchange (PSE:TEL) and its American Depositary Shares are listed on the New York Stock Exchange (NYSE:PHI). PLDT has one of the largest market capitalizations among Philippine-listed companies.
Further information can be obtained by visiting www.pldt.com
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/ Marilyn A. Victorio-Aquino |
Name | : | Marilyn A. Victorio-Aquino |
Title | : | Corporate Secretary |
Date : March 23, 2023