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6-K Filing
PLDT (PHI) 6-KReport of Foreign Private Issuer
Filed: 31 Aug 16, 12:00am
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 2016
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, 2015. 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.
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EXHIBITS
Exhibit Number | Page | |||||
1 | Copy of the disclosure letter that we filed today with the Philippine Stock Exchange (with a copy furnished the Philippine Securities and Exchange Commission) in response to their letter dated August 30, 2016 requesting for clarification and/or confirmation of the news article entitled “Court of Appeals halts commissions review of telco deal” published in the August 30, 2016 issue of The Manila Times. |
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August 30, 2016
Philippine Stock Exchange
3/F Philippine Stock Exchange Plaza
Ayala Triangle, Ayala Avenue
Makati City
Attention: | Mr. Jose Valeriano B. Zuño III OIC — Head, Disclosure Department | |
Gentlemen:
We refer to your letter dated August 30, 2016 requesting for clarification and/or confirmation of the news article entitled “Court of Appeals halts commissions review of telco deal” published in the August 30, 2016 issue of The Manila Times. The article reported in part that:
“TELCO giants PLDT and Globe Telecom scored an initial victory in connection with a legal battle over their acquisition of the telecommunications business of San Miguel Corp., with the Court of Appeals halting competition regulators from reviewing the mega-deal.
In a seven-page resolution obtained by The Manila Times, the 12th Division of the appellate court issued a writ of preliminary injunction barring the Philippine Competition Commission (PCC) and its agents from conducting the review.
The injunction was issued, the court said, so as not to impair the rights of PLDT, Globe and San Miguel as it hears the telco giant’s petition questioning the PCC’s decision to investigate the P69.1-billion deal...
The August 26 injunction, penned by Associate Justice Ramon Bato with Associate Justices Manuel Barrios and Maria Elisa Sempio-Diy concurring, was addressed to PLDT.
‘Let a Writ of Preliminary Injunction be issued, enjoining and directing the respondent PCC, their officials and agents, or persons acting for and on their behalf to Cease and Desist from conducting further proceedings for the pre-acquisition review and/or investigation of the subject acquisition based on its Letters dated 7 June 2016 and 17 June 2016 during the effectivity hereof and until further orders from this Court,‘ the resolution stated.
. . . .”
We advise that our legal counsel in the subject case officially received today the Resolution of the Court of Appeals (12th Division) granting the preliminary injunction enjoining the Philippine Competition Commission from conducting further proceedings for the pre-acquisition review and/or investigation of the acquisition by PLDT and Globe of the telecommunications business of San Miguel Corporation, until further orders from the said Court. PLDT has instructed its legal counsel to immediately post the required bond in the sum of P1.0 million.
Respectfully yours,
/s/Ma. Lourdes C. Rausa-Chan
MA. LOURDES C. RAUSA-CHAN
Corporate Secretary
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August 30, 2016
SECURITIES & EXCHANGE COMMISSION
SEC Building, EDSA
Mandaluyong City
Attention: Mr. Vicente Graciano P. Felizmenio, Jr.
Director – Markets and Securities Regulation Dept.
Gentlemen:
In compliance with Section 17.1 (b) of the Securities Regulation Code and SRC Rule 17.1.1.1.3(a), we submit herewith two (2) copies of our letter dated August 30, 2016 to the Philippine Stock Exchange, Inc. in response to their letter dated August 30, 2016 requesting for clarification
and/or confirmation of the news article entitled “Court of Appeals halts commissions review of telco deal” published in the August 30, 2016 issue of The Manila Times.
Respectfully yours,
/s/Ma. Lourdes C. Rausa-Chan
MA. LOURDES C. RAUSA-CHAN
Corporate Secretary
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COVER SHEET
SEC Registration Number | ||||||||||||
P | W | - | 5 | 5 | ||||||||
Company Name
P | L | D | T | I | N | C. | ||||||||||||||||||||||||||||||||||||||||||
(F | O | R | M | E | R | L | Y | P | H | I | L | I | P | P | I | N | E | L | O | N | G | |||||||||||||||||||||||||||
D | I | S | T | A | N | C | E | T | E | L | E | P | H | O | N | E | C | O | M | P | A | N | Y) | |||||||||||||||||||||||||
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 | ||||
8168553 | ||||||
No. of Stockholders | Annual Meeting Month/Day | Fiscal Year Month/Day | ||
11,794 As of July 31, 2016 | Every 2nd Tuesday of June | December 31 | ||
CONTACT PERSON INFORMATION
The designated contact personMUST be an Officer of the Corporation
Name of Contact Person | Email Address | Telephone Number/s | Mobile Number | |||
Ma. Lourdes C. Rausa-Chan | lrchan@pldt.com.ph | 8168553 | ||||
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
1. | August 30, 2016 |
Date of Report (Date of earliest event reported)
2. | SEC Identification Number PW-55 |
3. | BIR Tax Identification No. 000-488-793 |
4. | PLDT Inc. |
Exact name of issuer as specified in its charter
5. | PHILIPPINES6. (SEC Use Only) | |||||
Province, country or other jurisdictionIndustry Classification Code | ||||||
of Incorporation | ||||||
7. | Ramon Cojuangco Building, Makati Avenue, Makati City Address of principal office | 1200 Postal Code |
8. (632) 816-8553
Issuer’s telephone number, including area code
9. Not Applicable
Former name or former address, if changed since last report
10. | 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 Outstanding and Amount of Debt Outstanding |
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11. Item 9 (Other Events)
Attached hereto is a copy of our letter to the Philippine Stock Exchange, Inc. in response to their letter dated August 30, 2016 requesting for clarification and/or confirmation of the news article entitled “Court of Appeals halts commissions review of telco deal” published in the August 30, 2016 issue of The Manila Times.
Pursuant to the requirements of the Securities Regulations Code, the Company has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
PLDT INC.
By:
/s/Ma. Lourdes C. Rausa-Chan
MA. LOURDES C. RAUSA-CHAN
Corporate Secretary
August 30, 2016
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
PLDT Inc.
By | : /s/Ma. Lourdes C. Rausa-Chan | |
Name | : Ma. Lourdes C. RAusa-Chan |
Title : Senior Vice President, Corporate Affairs and Legal Services Head |
and Corporate Secretary
Date: August 30, 2016
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