PHA - Trading Halt - October 30, 2020

This is with reference to Premiere Horizon Alliance Corporation’s (“PHA” or the “Company”) disclosure under Company Announcement No. C07618-2020 dated October 30, 2020.

In the said disclosure, the Company stated that:

“. . . on October 29, 2020, Premiere Horizon Alliance Corporation (the ‘Company’ or ‘PHA’) entered into a Memorandum of Agreement with an investor group led by Marvin Dela Cruz for the equity infusion through a subscription of a total of 2,803,030,303 shares (the ‘Subscription Shares’) or up to 55% ownership in PHA. Subscription to these shares will be at Php0.33per share for a total consideration of Php925.0 Million, of which Php300 Million will be in cash and the balance of Php625 Million will be via a combination of cash and/or infusion of Squidpay Technology, Inc (‘SPTI’) shares over a period of 2 years, with the intent of making SPTI a subsidiary of PHA.

The Subscription Shares consist of 263,636,364 shares to be issued out of the current unissued capital stock of PHA and 2,539,393,939 shares to be subscribed out of an increase of authorized capital stock to be applied for by PHA, such that, the aggregate shares held by the Investors shall constitute fifty-five percent (55%) of the resulting issued and outstanding capital stock of PHA after the increase.

The parties also executed today, the subscription agreements covering the 263,636,364 PHA shares to be issued from the unissued authorized capital stock, at a price of Php0.33 per shares or total consideration of Php87.0 million payable in cash.

The remaining 2,539,393,939 shares will be issued from an increase in authorized capital stock of PHA to Php6.0 Billion, which will be subject to the approval of the shareholders in the upcoming Annual Shareholders Meeting scheduled for December 17, 2020.

Mr. Dela Cruz and his group are the majority owners of Squidpay Technology, Inc. a rising payment solutions company that aims to provide a convenient electronic payment and collection system through the use of stored value cards and mobile applications.

The terms and conditions of the foregoing transactions and execution of the agreements were approved by the PHA Board of Directors at its meeting held on the same day, October 29, 2020.

The Board also approved the following additional matters:

1. The amendment of the articles of incorporation and increase of the authorized capital stock of PHA from Php563,556,000.00 divided into 2,254,224,000 shares with a par value of Php0.25 per share, to Php1,500,000,000.00 divided into 6,000,000,000 common shares with a par value of Php0.25 per share;

2. The issuance of 303,030,304 shares worth up to Php100 million out of the increase in authorized capital stock to existing creditors at a price of Php0.33 per share.”

In view of the materiality, and subject to the Exchange’s further evaluation of the information disclosed by the Company, the Exchange will implement a one-hour trading halt on PHA shares starting 9:30 a.m. today, October 30, 2020.

The Exchange will inform the Trading Participants and the investing public of further developments on the matter.

For your information and guidance.

Source: PSE Edge

Source: Peso Economics