C06765-2017

SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C

CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER

  1. Date of Report (Date of earliest event reported)

    Nov 9, 2017

  2. SEC Identification Number

    PW-277

  3. BIR Tax Identification No.

    000-060-741-000

  4. Exact name of issuer as specified in its charter

    SAN MIGUEL CORPORATION

  5. Province, country or other jurisdiction of incorporation

    Philippines

  6. Industry Classification Code(SEC Use Only)

  7. Address of principal office

    40 San Miguel Avenue, Mandaluyong City, Metro Manila, Philippines

    Postal Code

    1550

  8. Issuer's telephone number, including area code

    (632) 632-3000

  9. Former name or former address, if changed since last report

    N/A

  10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA

    Title of Each Class

    Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding

    SMC

    2,382,265,715

    SMCP1

    279,406,667

    SMC2B

    90,428,200

    SMC2C

    255,559,400

    SMC2D

    89,333,400

    SMC2E

    134,000,100

    SMC2F

    223,333,500

    SMC2G

    66,666,600

    SMC2H

    164,000,000

    SMC2I

    169,333,400

  11. Indicate the item numbers reported herein

Item 9

The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.

San Miguel Corporation SMC

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

Acquisition by San Miguel Yamamura Australasia Pty Ltd (SMYAC) of 100% of the issued capital of Best Bottlers Pty Ltd (Best).

Background/Description of the Disclosure

Share Sale between SMYA and the shareholders of Best to acquire 100% of Best.

Date of Approval by

Board of Directors Oct 2,2017

Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

Synergies in the SMYA Group focusing in the Australian wine industry

Manner

Details of the acquisition or disposition Date Oct 31, 2017

Share Sale

Description of the company to be acquired or sold

Located in Victoria, Australia, Best is wine bottling and packaging

facility specializing in various formats of contract filing. Its line of business includes still and sparkling wines, cider, ready-to-drink, and non-alcoholic beverages, including fruit juices.

The terms and conditions of the transaction

Number of shares to be acquired or disposed

8,747,840 shares

Percentage to the total outstanding shares of the company subject of the transaction

100

Price per share

Less than 10% of the total bookvalue of the Issuer

Nature and amount of consideration given or received

Less than 10% of the total book value of the Issuer

Principle followed in determining the amount of consideration

Enterprise value based on comparisons of EBITDA multiple, Discounted Cash Flow (DCF) and Net Asset Value (NAV)

Terms of payment

Completion payment was paid on October 31, 2017 with a deferred completion payment payable on December 22, 2017.

Conditions precedent to closing of the transaction, if any

  1. Landlord consents: Change of control notices signed by the respective lessors

  2. Renewal of the following accreditations:

    1. Excise licenses 8292 and 8293 and

    2. NATA accreditation 15190,

      3. (c) Plant and Equipment valuation to be determined by an independent appraiser

    Any other salient terms

    N/A

    Identity of the person(s) from whom the shares were acquired or to whom they were sold

    Name

    Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates

    Please see attached Annex A

    None

    Effect(s) on the business, financial condition and operations of the Issuer, if any

    Contribution of SMYA (Australia and New Zealand packaging business) of additional revenue to the Issuer

    Other Relevant Information

    None

    Filed on behalf by:

    Name

    Mary Rose Tan

    Designation

    Associate General Counsel and Assistant Corporate Secretary

    San Miguel Corporation published this content on 10 November 2017 and is solely responsible for the information contained herein.
    Distributed by Public, unedited and unaltered, on 10 November 2017 10:58:06 UTC.

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