General Announcement::DEL MONTE PHILIPPINES, INC. US$ PERPETUAL SECURITIES - MANDATE ANNOUNCEMENT

Issuer & Securities

Issuer/ Manager
DEL MONTE PACIFIC LIMITED
Securities
DEL MONTE PACIFIC LIMITED - VGG270541169 - D03
Stapled Security
No

Announcement Details

Announcement Title
General Announcement
Date &Time of Broadcast
19-Feb-2024 12:27:45
Status
New
Announcement Sub Title
DEL MONTE PHILIPPINES, INC. US$ PERPETUAL SECURITIES - MANDATE ANNOUNCEMENT
Announcement Reference
SG240219OTHRLWR4
Submitted By (Co./ Ind. Name)
Antonio E S Ungson
Designation
Company Secretary
Description (Please provide a detailed description of the event in the box below)
** DEL MONTE PACIFIC LIMITED'S INDIRECT SUBSIDIARY, DEL MONTE PHILIPPINES, INC. US$ PERPETUAL SECURITIES - MANDATE ANNOUNCEMENT **

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NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR TO ANY PERSON LOCATED IN OR RESIDENT OF OR IN ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW.

** DEL MONTE PACIFIC LIMITED'S INDIRECT SUBSIDIARY, DEL MONTE PHILIPPINES, INC. US$ PERPETUAL SECURITIES - MANDATE ANNOUNCEMENT **

JUBILANT YEAR INVESTMENTS LIMITED ("the Issuer"), a wholly-owned subsidiary of Del Monte Philippines, Inc., has mandated UBS* as Sole Global Coordinator, Lead Manager and Bookrunner to arrange a series of fixed income investor meetings and calls commencing on 19 February 2024. A Reg S US$ Senior Perpetual Capital Securities Offering may follow, subject to market conditions. The issuance will be guaranteed by Del Monte Philippines, Inc. and Philippine Packing Management Service Corporation (jointly the "Guarantors").

* UBS AG is incorporated in Switzerland with limited liability. UBS AG has a branch registered in Singapore (UEN S98FC5560C)


FCA / ICMA STABILIZATION APPLIES.

This announcement does not constitute or form part of and should not be construed as an offer or invitation or the solicitation of an offer to sell, issue or subscribe for securities in the United States, Philippines or elsewhere where such offer or sale would be unlawful. This announcement is confidential and solely for the use of the person it is addressed to and its advisers.

The securities mentioned herein, if the proposed offering proceeds, will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any state of the United States or any other jurisdiction.

If the proposed offering proceeds, the securities mentioned herein will only be offered and sold in offshore transactions outside the United States in reliance on Regulation S under the Securities Act and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state or local securities laws. No public offering of any securities mentioned herein is being or will be made in the United States, the Philippines or in any other jurisdiction where such an offering is restricted, prohibited or unlawful. Neither this announcement nor any portion hereof may be sent or transmitted, directly or indirectly, into the United States or any jurisdiction where to do so is unlawful. Any failure to comply with these restrictions may constitute a violation of the United States securities law, the Philippine Securities Regulation Code or the securities laws of any such other jurisdiction. This information is subject to change and does not purport to be a complete description of the securities or the proposed offering. Any failure to comply with these restrictions may result in a violation of the Securities Act or the applicable laws of other jurisdictions. No money, securities or other consideration is being solicited by this announcement or the information contained herein and, if sent in response to this announcement or the information contained herein, will not be accepted. Neither this announcement nor any information herein nor the fact of its distribution shall form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever.

Any investment decision should be made solely on the basis of an offering circular.

THE SECURITIES BEING OFFERED OR SOLD HAVE NOT BEEN REGISTERED, AND WILL NOT BE REGISTERED, WITH THE PHILIPPINE SECURITIES AND EXCHANGE COMMISSION UNDER THE PHILIPPINE SECURITIES REGULATION CODE ( SRC ). ANY FUTURE OFFER OR SALE THEREOF IS SUBJECT TO REGISTRATION REQUIREMENTS UNDER THE PHILIPPINE SRC, UNLESS SUCH OFFER OR SALE QUALIFIES AS AN EXEMPT TRANSACTION UNDER THE PHILIPPINE SRC.

This announcement and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the securities mentioned herein may not be circulated or distributed, nor may the securities mentioned herein (if offered) be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor (as defined in Section 4A of the Securities and Futures Act 2001 of Singapore, as modified or amended from time to time (the "SFA")) pursuant to Section 274 of the SFA or (ii) to an accredited investor (as defined in Section 4A of the SFA) pursuant to and in accordance with the conditions specified in Section 275 of the SFA and (where applicable) Regulation 3 of the Securities and Futures (Classes of Investors) Regulations 2018.

In connection with Section 309B of the SFA and the Securities and Futures (Capital Markets Products) Regulations 2018 of Singapore (the CMP Regulations 2018 ), the Issuer has determined the classification of the securities mentioned herein (if offered) as prescribed capital markets products (as defined in the "CMP Regulations 2018") and Excluded Investment Products (as defined in MAS Notice SFA 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products).