Energy Development : Tender Offer Update

Energy Development Corporation

38th Floor, One Corporate Centre Building, Julia Vargas corner Meralco Avenue Ortigas Center, Pasig 1605, Philippines

Trunklines: +63 (2) 667-7332 (PLDT) / +63 (2) 755-2332 (Globe)

September 18, 2017

OIC-HEAD, Disclosures Department The Philippine Stock Exchange, Inc. Philippine Stock Exchange Plaza

Ayala Triangle, Ayala Avenue, Makati City

Dear Mr. Zuño:

We advise the Philippine Stock Exchange that Energy Development Corporation (EDC) has received a notice from the Philippines Renewable Energy Holdings Corporation (PREHC or the Bidder) on 18 September 2017 in relation to its present tender offer (the EDC Tender Offer).

The Bidder has advised that:

1. The EDC Tender Offer was under the condition (among others) that during the course of the EDC Tender Offer, at least 6,600,000,000 common shares of the Target shall have been (a) validly tendered, (b) eligible for or otherwise capable of being purchased by the Bidder, and (c) accepted for purchase by the Bidder, each in accordance with the terms and conditions of the EDC Tender Offer.

2. On 8 September 2017, the Bidder filed with the SEC a request to extend the initial tender offer period for the EDC Tender Offer for up to 20 business days citing, among others, the intention to maximize the present tender offer and to allow more shareholders to participate in the EDC Tender Offer. On 14 September 2017, the SEC approved the Bidder's request.

3. As of 12:00pm, 18 September 2017, based on the indicative and preliminary results of the submissions made by the Target's shareholders pursuant to the EDC Tender Offer, the Bidder believes that more than the minimum threshold of 6,600,000,000 common shares of the Company have been tendered for acceptance and purchase by the Bidder.

4. The Bidder shall no longer pursue or implement an extension of the initial tender offer period for the EDC Tender Offer. Subject to final review and verification of the eligibility of any and all tendered shares for acceptance and purchase by the Bidder and the fulfilment ( or waiver by the Bidder) of all other applicable conditions of the EDC Tender Offer, the Bidder intends to proceed with the EDC Tender Offer in accordance with the terms, conditions and procedures as set forth in the Tender Offer Report.

5. In order to provide the tendering shareholders and the general public with information on matters relating to the acceptance and purchase of the tendered shares, the Bidder intends to and will provide on or around 22 September 2017, appropriate disclosures to the SEC, the Target and the PSE (including an amended Tender Offer Report ahead of the final Tender Offer Report due on or before the close of the EDC Tender Offer) detailing the results of the Bidder's and the tender offer agent's review of the submissions made pursuant to the EDC Tender Offer.

Attached is a copy of the notice.

cc: VINA VANESSA S. SALONGA

Head - Issuer Compliance and Disclosure Department (ICDD) Philippine Dealing & Exchange Corp.

18 September 2017

38th Floor One Corporate Center,

Julia Vargas Avenue, Ortigas Center, Pasig City Metro Manila, Philippines

Attention: MR. FEDERICO R. LOPEZ

Chairman & Chief Executive Officer

Re: Tender Offer by Philippines Renewable Energy Holdings Corporation for Common Shares of Energy Development Corporation (EDC)

Gentlemen:

We refer to the present tender offer (the EDC Tender Offer) by Philippine Renewable Energy Holdings Corporation (PREHC or the Bidder) for up to (and only up to) 8,900,000,000 common shares (representing approximately 31.7% of the outstanding voting shares) of Energy Development Corporation (the Company or the Target) in accordance with the terms and conditions thereof as set forth in SEC Form 19-1 (including its annexes, exhibits and schedules, hereafter, the Tender Offer Report) dated and filed with the Securities and Exchange Commission (SEC) as of3 August 2017.

Attached for the Company's ready reference is a copy of the notice dated and filed by the Bidder with the SEC as of 18 September 2017, in connection with the present EDC Tender Offer.

We trust that you will find the foregoing in order.

[Signature page follows ]

Very truly yours,

PHILIPPINES RENEWABLE ENERGY HOLDINGS CORPORATION