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Press Releases

2

May 2006

AYALA’S BOARD OF DIRECTORS APPROVES ISSUANCE AND OFFERING OF PREFERRED “B” SHARES

The executive committee of the Board of Directors of Ayala, in the exercise of its authority set forth in the by-laws, has approved today the issuance and offering of Preferred “B” shares of the corporation in the amount of P3 billion with an option to increase the offer size up to P5.8 billion.

The Preferred “B” shares will be offered at its par value of P 100.00 per share with a fixed quarterly dividend rate based on a 5-year Mart. If the shares are not redeemed at the end of the 5th year from date of issue, the Optional Redemption Date, the dividend yield shall be adjusted to the higher of the original dividend yield and the 10-year FXTN benchmark as displayed on Mart1 page. Payment of current dividends shall be cumulative. The Preferred shares shall be non-convertible and shall have no voting and pre-emptive rights.

BPI Capital Corp. and Hongkong and Shanghai Banking Corp., Ltd. will be the Joint Issue Managers and book runners for the Issue. BPI Capital Corp., Hongkong and Shanghai Banking Corp., Ltd. and First Metro Investment Corp. will act as the Joint Lead Underwriters.

The executive committee likewise approved the filing of the Registration Statement covering the shares with the Securities and Exchange Commission and the application for listing of the shares with the Philippine Stock Exchange.

The above information was submitted on May 2, 2006 by Ayala managing director for corporate governance and legal affairs Renato O. Marzan in compliance with the disclosure rules of the Securities and Exchange Commission and the Philippine Stock Exchange.