Ayala Land, Inc. Sold P2.77 Billion Worth of Common Shares of AREIT

​Ayala Land, Inc. (ALI) sold an aggregate of 75,000,000 common shares of AREIT, Inc. (AREIT) at a transaction price of P37.00 per share, equivalent to P2,775,000,000 (exclusive of fees and taxes) pursuant to a placement agreement with BPI Capital Corporation and UBS AG Singapore Branch. The transaction was upsized on the back of strong participation from local long only and international investors, and was multiple times oversubscribed.

The Offer Shares were offered and sold outside the United States in reliance on Regulation S under the U.S. Securities Act of 1933, as amended (the U.S. Securities Act), and within the United States to qualified institutional buyers as defined in, and in reliance on, Rule 144A under the U.S. Securities Act. The Offer Shares were also offered and sold in the Philippines in transactions that do not require registration under the Philippine Securities Regulation Code (SRC), specifically Section 10.1(l) and Section 10.1(k) of the SRC and Rule 10.1.3 of the implementing rules and regulations of the SRC.

The sale of the Offer Shares is exempt from the registration requirements of the SRC, and was not registered with the Philippine Securities and Exchange Commission (the Philippine SEC) under the SRC. Any future offer or sale of the Offer Shares by the buyers thereof in the Philippines is subject to the registration requirements of the SRC unless such offer or sale qualifies as an exempt transaction in accordance with the applicable requirements of the SRC.

The proceeds from the block sale shall be settled on December 12, 2024, subject to the terms and conditions of the Placement Agreement. ALI and its subsidiary will submit the required Reinvestment Plan detailing the use of proceeds obtained from the block sale in due course.