Shakey's Pizza Asia Ventures, Inc.PSE: PIZZA

Acquisition or Disposition of Assets

· Issued by Shakey's Pizza Asia Ventures, Inc.
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) Mar 5, 20222. SEC Identification Number 546663. BIR Tax Identification No. 000-163-3964. Exact name of issuer as specified in its charter SHAKEY'S PIZZA ASIA VENTURES INC.5. Province, country or other jurisdiction of incorporation MANILA, PHILIPPINES6. Industry Classification Code(SEC Use Only) 7. Address of principal office 15KM EAST SERVICE ROAD CORNER MARIAN ROAD 2, BARANGAY SAN MARTIN DE PORRES, PARANAQUE CITYPostal Code17008. Issuer's telephone number, including area code (632) 8742 53979. Former name or former address, if changed since last report N/A10. 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
Common Shares 1,683,760,178
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.

Shakey's Pizza Asia Ventures, Inc.PIZZA PSE Disclosure Form 4-1 - Acquisition or Disposition of Assets References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure

SHAKEY'S PIZZA AND SUBSIDIARY WOW BRAND HOLDINGS, INC. ACQUIRE 'POTATO CORNER'

Background/Description of the Disclosure

In connection with the disclosure last 23 December 2021, Shakey's Pizza Asia Ventures Inc (PSE: PIZZA), one of the country's leading restaurant operators, and its subsidiary, Wow Brand Holdings, Inc., announce the acquisition of Potato Corner, one of the leading food kiosk brands in the country. PIZZA and Wow Brand Holdings, Inc. acquired assets and intellectual property of Potato Corner.

Date of Approval by
Board of Directors 		Dec 23, 2021
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

Since its inception in 1992, the brand has built a vast network of over 1,000 outlets domestically and has a growing international footprint in Asia and beyond. Over the years, the business has built a strong brand equity and demonstrated robust performance, attractive margins, and the capability to scale - all aligned with PIZZA's criteria for acquisitions.

This is an accretive acquisition. Nonetheless, PIZZA will pursue maximizing synergies and wielding its expertise in business development, franchise management, and supply chain operations to further grow the brand sustainably.

Details of the acquisition or disposition
Date Mar 5, 2022
Description of the Transaction

PIZZA purchased assets relating to the Potato Corner business, including shares in a Potato Corner entity in Singapore.

The acquisition by PIZZA will also involve owning and operating all company-owned stores, as well as serving as brand-owner and franchisor of stores being operated by franchisees.

Manner

The parties executed Deeds of Assignment and Deeds of Sale of Trademarks, License Agreements, inventories, and other assets.

Description of the assets involved

Trademarks and all intellectual properties covering the Potato Corner Business, fixed assets, inventory, security deposits, revolving funds, license agreements, and other assets relating to the operation of the business

Terms and conditions of the transaction
Nature and amount of consideration given or received

Less than 10% of total assets of the company as of September 30, 2021

Principle followed in determining the amount of consideration

Appropriate financial and operational due diligence customary to this kind of transaction

Terms of payment

100% of the consideration was paid through cash

Conditions precedent to closing of the transaction, if any

Subject to fulfilment of conditions precedent customary to this kind of transaction:
- Submission of documents from the seller, including execution of contracts to enable operation of the business
- Turnover of access to use and operate assets and premised where operations are conducted

Any other salient terms

Not applicable

Identity of the person(s) from whom the assets 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
Cinco Corporation None
Fiesta Multi Brand Trading Corporation None
Halikinu Corporation None
Martindale Enterprises Limited None
Effect(s) on the business, financial condition and operations of the Issuer, if any

The acquisition will effectively increase revenues and earnings of PIZZA.

Other Relevant Information

None

If the transaction being reported is an acquisition, kindly submit the following additional information:
Source(s) of funds

A combination of internal cash and debt

If any asset so acquired by the issuer or its subsidiaries constituted plant, equipment or other physical property, state the nature of the business in which the assets were used by the persons from whom acquired and whether the issuer intends to continue such use or intends to devote the assets to other purposes, indicating such other purposes

The assets were used in the operation of company-owned Potato Corner stores, as well as serving as brand-owner and franchisor of stores being operated by franchisees. The Company intends to devote the assets to a similar purpose.

Filed on behalf by:
Name Manuel Del Barrio
Designation Chief Information Officer