Abacore's Unit Signs MOA with Montemaria and Highsource

Abacore Capital Holdings, Inc. (ABA), through its subsidiary, Philippine Regional Investment Development Corporation (PRIDE), entered a Memorandum of Agreement (MOA) with the group of Montemaria Resort OPC (MMR) and Highsource Prime Building Inc. (HIGHSOURCE) amending its previous Joint Venture into a Lease with Option to Buy arrangement. The MOA covers a portion of the Mother of All Asia Monument tourism project (PROJECT) currently being developed over the approximately one hundred (100) hectare ABA/PRIDE property in Pagkilatan, Batangas City, Batangas.

Salient details of the MOA are as follows:

• Parties will winddown their Joint Venture entity after accounting and liquidation thereof

• MMR and HIGHSOURCE shall lease an initial 20 hectares of the PROJECT property (Phase 1) under the following conditions:

─ lease for land shall have an annual rate per square meter equivalent to 6% of P9,000 or P540.

─ above base rate shall apply for land leased for the first five (5) years of the MOA and shall be adjusted depending on the fair market value of the PROJECT properties at the time of such future lease.

─ escalation shall be based on published Bangko Sentral ng Pilipinas annual interest rates.

─ lease period shall be initially 25 years extendable twice thereafter for a period of 25 years per extension.

• MMR and HIGHSOURCE shall have the Option to Buy land within the initial 20 hectares of development (Phase 1) for P9,000 per square meter for the first five (5) years of the MOA, after which, the option to buy the land shall be at a price equivalent to the fair market value of the PROJECT properties at the time such option is exercised.

• If MMR / HIGHSOURCE completes development of at least 51% of Phase 1 of the PROJECT properties, then MMR / HIGHSOURCE shall have the option to expand its development for another forty (40) hectares (Phase 2) of the PROJECT based on the fair market value of the PROJECT properties at the time of the exercise of such option to expand.

• Phase 1 and Phase 2 shall be based on a development plan set by the Parties.

• MMR / HIGHSOURCE shall also lease portions of the leased premises or improvements of ABA / PRIDE currently on the PROJECT. Lease on premises shall be based on rates specified under the MOA.

• MMR / HIGHSOURCE shall likewise develop and maintain all common areas such as roads and landscaping within Phase 1 and Phase 2 of the PROJECT.


In agreeing to the MOA with MMR and HIGHSOURCE, ABA through PRIDE reaps the following benefits (among others)

• MMR and HIGHSOURCE represent anchor tenants / developers for ABA / PRIDE Montemaria tourism PROJECT.

• ABA / PRIDE shall have regular recurring cashflows and income from its PROJECT from the effectivity of the MOA.

• The valuation of the other ABA /PRIDE PROPERTIES within the Montemaria tourism PROJECT increases as a result of the development and structures that MMR and HIGHSOURCE introduces into the PROJECT.

In fact, simultaneous with the execution of the MOA, the PARTIES likewise executed Implementing Agreements as follows:

• Pursuant to its option to buy under the MOA, MMR and HIGHSOURCE purchased the land and improvements of the Cenacle building of ABA / PRIDE for P25.6 million pesos.

• MMR and HIGHSOURCE also immediately executed leases on land representing the Miracle Walk and parking facilities within Phase 1 of the PROJECT and leases on portions of the MonteMaria monument.

These Implementing Agreements were signed and implemented right after the Parties executed the MOA, validating the start of the implementation MOA.