RL Commercial REIT Inc.

08/11/2022 | Press release | Distributed by Public on 08/11/2022 03:53

Reinvestment Plan

SECURITIES AND EXCHANGE COMMISSIONSEC 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) Aug 5, 20222. SEC Identification Number 1513093. BIR Tax Identification No. 004-707-597-0004. Exact name of issuer as specified in its charter RL COMMERCIAL REIT, INC. (Formerly: Robinsons Realty and Management Corporation)5. Province, country or other jurisdiction of incorporation Metro Manila, Philippines6. Industry Classification Code(SEC Use Only) 7. Address of principal office 25F Robinsons Cyberscape Alpha, Sapphire and Garnet Roads, Brgy. San Antonio, Ortigas Center, Pasig CityPostal Code16058. Issuer's telephone number, including area code (02)8397-18889. 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 Stock 9,948,997,197
11. Indicate the item numbers reported herein 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.

RL Commercial REIT, Inc.RCR

PSE Disclosure Form REIT-1 - Reinvestment Plan
References: Rule 4 of the IRR of the REIT Act of 2009 and
Sections 4 and 8 of the Amended PSE Listing Rules for REITS

Report Date Aug 5, 2022
  • InitialFiling
  • Amend
Amendment No.: 1
Items amended by Filing

In view of the COVID-19 pandemic, the different community quarantines along with the various government restrictions affecting movement of persons and business operations, RLC was constrained to make adjustments and change the order of priorities of projects in order to optimize its expenditures. Robinsons Land Corporation hereby submits its First Amended Sponsor Reinvestment Plan in Connection with the Offer of RL Commercial REIT, Inc. (RCR) of Secondary Offer of up to 3,342,864,000 Common Shares, With an Over-Allotment Option of up to 305,103,000 Common Shares Offer Price of P6.45 per Offer Share. Changes are as follows:

Projects that were removed from the list:
1. Bridgetowne Hotel
2. Go Hotels Tuguegarao
3. Nizanta at Ciudades
4. Bacoor R&F Land Corporation

Projected disbursements for the following projects were reduced:
1. Pasig City (Land Acquisition)
2. Brighton Bacolod
3. Shang Robinsons Properties, Inc.
4. Brighton Agono (BTPA)
5. The Radiance Manila Bay - South Tower
6. Opus
7. Gateway Regency Studios
8. Sierra Valley
9. Galleria Residences - Tower 2
10. The Magnolia Residences - Tower D
11. Bridgetowne Complex
12. Springdale Angono (SPA 1 &2)
13. RP Dumaguete Expansion Phase 1
14. Summit Hotel GenSan
15. The Residences at The Westinal Manila Sonata Place
16. RLX Calamba
17. Cirrus
18. North Luzon / Central Luzon (Land Acquisition)
19. Visayas / Mindanao (Land Acquisition)
20. Cavite / Laguna / Batangas / Rizal / Quezon (Land Acquisition)
21. Integrated Development (Land Acquisition)

Project disbursements for the following projects were increased:
1. RP Gapan
2. Terrazo at Robinsons Vineyard
3. Grand Tierra Ph 2
4. RLX Mexico
5. Southsquare Village
6. Galleria Rresidences - Tower 3
7. Bloomfields General Santos
8. Westin Sonata Hotel
9. Acacia Escalades - Building B
10. Galleria Residences - Tower 1
11. Summit Hotel Naga / Go Hotels Naga
12. RLX San Fernando
13. RP La Union
14. RP Antipolo Expansion
15. GBF 1 & 2
16. Montclair
17. Sierra Valley Gardens - Building 1 and 2
18. The Sapphire Bloc - East and South Towers
19. SYNC - S and Y Towers
20. Iloio Towers
21. NUSTAR Hotel and Mall
22. NCR: Makati / Mandaluyong / Quezon / San Juan City (Land Acquisition)

Robinsons Land Corporation was added as disbursing entity for the following projects:
1. Bridgetowne Complex
2. Sierra Valley
3. RLX Calamba
4. RLX San Fernando
5. Montclair
6. RLX Mexico

Exact Name of REIT as Specified in its Charter RL Commercial REIT, Inc.
Address of Principal Office 25F Robinsons Cyberscape Alpha, Sapphire and Garnet Roads, Ortigas Center, Pasig City
SEC Identification Number 151309
BIR Identification Number 004-707-597
Name of REIT Corporation: RL Commercial REIT, Inc.
Reinvestment Plan Period: Aug 5, 2022
A. Income-Generating Properties Transferred by the Sponsors/Promoters to the REIT
Name of Sponsor/Promoter Description of Property Transferred Certificate of Title of Property Transfer Value of the Property to the REIT
N/A - - -
B. Estimated Amount of Proceeds/Money to be Realized by the Sponsors/Promoters
I. From the Subsequent Sale of REIT shares or other securities issued in exchange for income-generating real estate transferred by the Sponsors/Promoters to the REIT
Name of Sponsor/Promoter Estimated Amount of Proceeds
Robinsons Land Corporation 22,680,000,000

II. From the Sale of income-generating real estate to the REIT
Name of Sponsor/Promoter Estimated Amount of Proceeds
N/A -
C. The Reinvestment Projects
Description of the Real Properties/Infrastructure Projects subject of the Reinvestment Policy
Description of the Real Properties/ Infrastructure Projects Location Estimated Timing of Disbursement of the Money/ Proceeds for Reinvestment Percentage of Completion as of the Date of the Reinvestment Plan Type of Investment
(Direct ownership, shareholding, etc.)
Opus Quezon City 3Q 2021 to 3Q 2022 60% RLC Owned (100%)
RP Antipolo Expansion Antipolo, Rizal 3Q 2021 to 3Q 2022 95% RLC Owned (100%)
RP Dumaguete Expansion Phase 1 Dumaguete City, Negros Oriental 3Q 2021 to 3Q 2022 95% RLC Owned (100%)
RP Gapan Gapan City, Nueva Ecija 3Q 2021 to 3Q 2022 80% RLC Owned (100%)
RP La Union San Fernando City, La Union 3Q 2021 to 3Q 2022 95% RLC Owned (100%)
NUSTAR Hotel and Mall (Cebu Integrated Resort) Cebu City 3Q 2021 to 3Q 2022 - RLC Owned (100%)
Summit Hotel Naga / Go Hotels Naga Naga City 3Q 2021 to 3Q 2022 95% RLC Owned (100%)
Westin Sonata Hotel Mandaluyong City 3Q 2021 to 3Q 2022 70% RLC Owned (100%)
Bloomfields General Santos General Santos City 3Q 2021 to 3Q 2022 95% RLC Owned (100%)
Brighton Angono (BTPA) Angono, Rizal 2Q 2022 to 3Q 2022 65% RLC Owned (100%)
Brighton Bacolod Bacolod City, Negros Occidental 3Q 2021 to 3Q 2022 95% RLC Owned (100%)
Grand Tierra Ph2 Tarlac 3Q 2021 to 3Q 2022 95% RLC Owned (100%)
Southsquare Village Cavite 3Q 2021 to 3Q 2022 95% RLC Owned (100%)
Springdale Angono (SPA 1 & 2) Angono, Rizal 3Q 2021 to 3Q 2022 SPA 1 - 100% SPA 2 - 45% RLC Owned (100%)
Terrazo At Robinsons Vineyard DasmariƱas, Cavite 3Q 2021 to 3Q 2022 95% RLC Owned (100%)
Bridgetowne Complex Quezon City 3Q 2021 to 3Q 2022 45% RLC Owned (100%) / Robinsons Logistix and Industrials, Inc. (100% owned RLC subsidiary)
Sierra Valley Cainta, Rizal 3Q 2021 to 2Q 2022 95% RLC Owned (100%) / Robinsons Logistix and Industrials, Inc. (100% owned RLC subsidiary)
RLX Calamba Calamba, Laguna 3Q 2021 to 3Q 2022 20% RLC Owned (100%) / Robinsons Logistix and Industrials, Inc. (100% owned RLC subsidiary)
RLX San Fernando San Fernando, Pampanga 3Q 2021 to 1Q 2022 95% RLC Owned (100%) / Robinsons Logistix and Industrials, Inc. (100% owned RLC subsidiary)
Montclair Porac, Pampanga 3Q 2021 to 3Q 2022 45% RLC Owned (100%) / Robinsons Logistix and Industrials, Inc. (100% owned RLC subsidiary)
RLX Mexico Mexico, Pampanga 3Q 2021 to 2Q 2022 95% RLC Owned (100%) / Robinsons Logistix and Industrials, Inc. (100% owned RLC subsidiary)
GBF 1 & 2 Quezon City 3Q 2021 to 3Q 2022 30% RLC Owned (100%)
Iloilo Towers Iloilo 3Q 2021 to 3Q 2022 Tower 1 - 100% Tower 2 - 55% RLC Owned (100%)
Robinsons DoubleDragon Corp. - 3Q 2021 to 3Q 2022 - RLC Owned (65.72%)
Acacia Escalades - Building B Pasig City 3Q 2021 to 3Q 2022 95% RLC Owned (100%)
Cirrus Pasig City 3Q 2021 to 3Q 2022 30% RLC Owned (100%)
Galleria Residences - Tower 1 Cebu City 3Q 2021 to 3Q 2022 95% RLC Owned (100%)
Galleria Residences - Tower 2 Cebu City 3Q 2021 to 3Q 2022 60% RLC Owned (100%)
Galleria Residences - Tower 3 Cebu City 3Q 2021 to 3Q 2022 40% RLC Owned (100%)
Gateway Regency Studios Mandaluyong City 3Q 2021 to 3Q 2022 70% RLC Owned (100%)
Sierra Valley Gardens - Building 1 and 2 Cainta, Rizal 3Q 2021 to 3Q 2022 10% RLC Owned (100%)
SYNC - S and Y Towers Pasig City 3Q 2021 to 3Q 2022 S Tower - 45% Y Tower - 0% RLC Owned (100%)
The Magnolia Residences - Tower D Quezon City 3Q 2021 to 3Q 2022 100% RLC Owned (100%)
The Radiance Manila Bay - South Tower Pasay City 3Q 2021 to 3Q 2022 100% RLC Owned (100%)
The Residences at The Westin Manila Sonata Place Mandaluyong City 3Q 2021 to 3Q 2022 70% RLC Owned (100%)
The Sapphire Bloc - East and South Towers Pasig City 3Q 2021 to 3Q 2022 East Tower - 50% RLC Owned (100%)
Shang Robinsons Properties, Inc. - 3Q 2021 to 3Q 2022 - RLC Owned (50%)
North Luzon / Central Luzon North Luzon / Central Luzon 3Q 2022 - RLC Owned (100%)
Visayas/Mindanao Visayas/Mindanao 1Q 2022 to 3Q 2022 - RLC Owned (100%)
Cavite/ Laguna / Batangas/ Rizal / Quezon Cavite/ Laguna / Batangas/ Rizal / Quezon 3Q 2021 - 4Q 2021 - RLC Owned (100%)
Pasig City Pasig City 3Q 2021 to 2Q 2022 - RLC Owned (100%)
Integrated Development Taguig City 3Q 2022 - RLC Owned (100%)
NCR: Makati / Mandaluyong/ Quezon / San Juan City NCR: Makati / Mandaluyong/ Quezon / San Juan City 1Q 2022 to 3Q 2022 - Bonifacio Property Ventures, Inc. (100% owned RLC subsidiary)
Summit Hotel GenSan General Santos City 3Q 2021 to 3Q 2022 95% RLC Owned (100%)
Other Relevant Information

On August 20, 2021, RLC submitted its Reinvestment Plan covering a total of approximately PhP22.82 Billion net proceeds from the sale of Offer Shares after deducting the fees and expenses related to listing and stabilization activities. In view of the COVID-19 pandemic, the different community quarantines along with the various government restrictions affecting movement of persons and business operations, RLC was constrained to make adjustments and change the order of priorities of projects in order to optimize its expenditures.

In view of the foregoing unforeseen events and following current regulations, RLC hereby submits its Amended Reinvestment Plan which provides for the investment of the net proceeds in building and property development and land. The Amended Reinvestment Plan covers different projects lined-up for RLC. RLC will disburse the amount RLC is required to reinvest from the net proceeds of the sale of the Offer Shares to any of the projects enumerated in the Amended Reinvestment Plan. All disbursements for such projects are intended to be distributed within one (1) year from receipt of the proceeds from the secondary offer of RCR shares and any money raised by RLC from the sale of income-generating real estate to RCR.

Filed on behalf by:
Name Matias Raymundo
Designation CFO