Robinsons Land Corporation (“RLC”) has completed the overnight block placement of its shares in RL Commercial REIT, Inc. (“RCR”). On January 27, 2026, RLC sold a total of 945,946,000 common shares (the “Placement Shares”) of RCR at a transaction price of PHP7.40 per share, equivalent to PHP7,000,000,400.00 (exclusive of fees and taxes). With this placement, the public float of RCR increased to 8,636,190,210 common shares or 44.18% of the total issued and outstanding common shares.
The Placement Shares were offered and sold in the Philippines under transactions exempt from registration under the Philippine Securities Regulation Code (“SRC”), specifically, Section 10.1(l) of the SRC, as implemented by Rule 10.1.3 of the implementing rules and regulations of the SRC as amended by SEC Memorandum Circular No. 6, series 2021 and SEC Memorandum Circular No. 5 series of 2026. The Placement Shares were also 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”).
The Placement Shares will not be registered with the Philippine Securities and Exchange Commission (the “Philippine SEC”) under the SRC. Any future offer or sale of the Placement 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 January 29, 2026 under the Secondary Block Trade Agreement. RLC will submit the required Reinvestment Plan detailing the use of proceeds obtained from the sale of the Placement Shares accordingly.
BPI Capital Corporation acted as the Sole Global Coordinator, Joint Bookrunner, and Sole Domestic Placement Agent with JP Morgan Securities Plc and Maybank Securities Pte. Ltd. as the Joint Bookrunners and International Placement Agents for this transaction.
Jan 28, 2026
Robinsons Land Raises ₱7.0B Through RCR Share Block Sale

