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CR02058-2016 SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-A, AS AMENDED ANNUAL REPORT PURSUANT TO SECTION 17 OF THE SECURITIES REGULATION CODE AND SECTION 141 OF THE CORPORATION CODE OF THE PHILIPPINES 1. For the fiscal year ended Dec 31, 2015 2. SEC Identification Number 167423 3. BIR Tax Identification No. 000-477-103 4. Exact name of issuer as specified in its charter MEGAWORLD CORPORATION 5. Province, country or other jurisdiction of incorporation or organization Metro Manila 6. Industry Classification Code(SEC Use Only) 7. Address of principal office 28th Floor, The World Centre, 330 Sen. Gil Puyat Avenue, Makati City Postal Code 1227 8. Issuer's telephone number, including area code (632) 8678826 to 40 9. Former name or former address, and former fiscal year, if changed since last report N/A 10. 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 32,239,445,872 Preferred 6,000,000,000 11. Are any or all of registrant's securities listed on a Stock Exchange? Yes No If yes, state the name of such stock exchange and the classes of securities listed therein: Philippine Stock Exchange, Common Shares 12. Check whether the issuer: (a) has filed all reports required to be filed by Section 17 of the SRC and SRC Rule 17.1 thereunder or Section 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections 26 and 141 of The Corporation Code of the Philippines during the preceding twelve (12) months (or for such shorter period that the registrant was required to file such reports) Yes No (b) has been subject to such filing requirements for the past ninety (90) days Yes No 13. State the aggregate market value of the voting stock held by non-affiliates of the registrant. The aggregate market value shall be computed by reference to the price at which the stock was sold, or the average bid and asked prices of such stock, as of a specified date within sixty (60) days prior to the date of filing. If a determination as to whether a particular person or entity is an affiliate cannot be made without involving unreasonable effort and expense, the aggregate market value of the common stock held by non-affiliates may be calculated on the basis of assumptions reasonable under the circumstances, provided the assumptions are set forth in this Form Php39,079,692,871.20 based on the closing price of Php3.60 per share as of February 29, 2016. APPLICABLE ONLY TO ISSUERS INVOLVED IN INSOLVENCY SUSPENSION OF PAYMENTS PROCEEDINGS DURING THE PRECEDING FIVE YEARS 14. Check whether the issuer has filed all documents and reports required to be filed by Section 17 of the Code subsequent to the distribution of securities under a plan confirmed by a court or the Commission. Yes No DOCUMENTS INCORPORATED BY REFERENCE 15. If any of the following documents are incorporated by reference, briefly describe them and identify the part of SEC Form 17-A into which the document is incorporated: (a) Any annual report to security holders N/A (b) Any information statement filed pursuant to SRC Rule 20 N/A (c) Any prospectus filed pursuant to SRC Rule 8.1 N/A 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. Megaworld Corporation MEG PSE Disclosure Form 17-1 - Annual Report References: SRC Rule 17 and Sections 17.2 and 17.8 of the Revised Disclosure Rules For the fiscal year Dec 31, 2015 ended Currency (indicate Philippine Pesos units, if applicable) Balance Sheet Year Ending Previous Year Ending Dec 31, 2015 Dec 31, 2014 Current Assets 131,175,365,355 122,090,504,171 Total Assets 251,684,763,702 221,039,841,593 Current Liabilities 36,478,816,621 38,878,034,885 Total Liabilities 117,271,409,059 92,241,048,372 Retained 70,780,278,605 62,470,152,903 Earnings/(Deficit) Stockholders' Equity 134,413,354,643 128,798,793,221 Stockholders' Equity - Parent 116,688,480,613 110,802,948,163 Book Value per Share 3.67 3.48 Income Statement Year Ending Previous Year Ending Dec 31, 2015 Dec 31, 2014 Operating Revenue 42,252,866,468 37,300,841,957 Other Revenue 2,742,793,901 15,829,916,006 Gross Revenue 44,995,660,369 53,130,757,963 Operating Expense 28,410,205,062 26,762,225,526 Other Expense 2,725,974,969 1,693,486,697 Gross Expense 31,136,180,031 28,455,712,223 Net Income/(Loss) Before Tax 13,859,480,338 24,675,045,740 Income Tax Expense 3,284,678,495 3,120,330,226 Net Income/(Loss) After Tax 10,574,801,843 21,554,715,514 Net Income/(Loss) Attributable to Parent 10,215,095,444 21,219,577,584 Equity Holder Earnings/(Loss) Per Share (Basic) 0.32 0.67 Earnings/(Loss) Per Share (Diluted) 0.31 0.66 Financial Ratios Fiscal Year Ended Previous Fiscal Year Formula Dec 31, 2015 Dec 31, 2014 Liquidity Analysis Ratios: Current Ratio or Current Assets / Current 3.6 3.14 Working Capital Ratio Liabilities (Current Assets - Inventory - Quick Ratio Prepayments) / Current 1.37 1.26 Liabilities Solvency Ratio Total Assets / Total Liabilities 2.15 2.4 Financial Leverage Ratios Debt Ratio Total Debt/Total Assets 0.47 0.42 Total Debt/Total Debt-to-Equity Ratio 0.39 0.26 Stockholders' Equity Earnings Before Interest and Interest Coverage Taxes (EBIT) / Interest 7.41 14.59 Charges Total Assets / Total Asset to Equity Ratio 1.87 1.72 Stockholders' Equity Profitability Ratios Sales - Cost of Goods Sold or Gross Profit Margin 46.03 44.33 Cost of Service / Sales Net Profit Margin Net Profit / Sales 23.5 40.57 Return on Assets Net Income / Total Assets 4.2 9.75 Net Income / Total Return on Equity 7.87 16.74 Stockholders' Equity Price Per Share / Earnings Price/Earnings Ratio 13.24 6.99 Per Common Share Other Relevant Information None Filed on behalf by: Name Dohrie Edangalino Designation Head-Corporate Compliance Group SECURITIES AND EXCHANGE COMMISSION SEC FORM 17 -A ANNUAL REPORT PURSUANT TO SECTION 17 OF THE SECURITIES REGULATION CODE AND SECTION 141 OF THE CORPORATION CODE 1. For the fiscal year ended 31 December 2015 2. SEC Identification Number: 167423 3. BIR Tax Identification No.: 000-477-103 4. MEGAWORLD CORPORATION Exact name of issuer as specified in its charter 5. Metro Manila Province, Country or other jurisdiction of incorporation or organization 6. (SEC Use Only) Industry Classification Code 7. 28th Floor The World Centre 330 Sen. Gil Puyat Avenue Makati City, Philippines 1227 Address of principal office 8. (632) 867-8826-40 Issuer's telephone number, including area code 9. Securities registered pursuant to Sections 8 and 12 of the SRC , or Sec. 4 and 8 of the RSA Title of Each Class Number of Shares of Stock Outstanding Common 32,239,445,872 Preferred 6,000,000,000 Total 38,239,445,872 10. Are any or all of these securities listed on a Stock Exchange? Yes [x] No [ 1 Philippine Stock Exchange Common Shares 11 . Check whether the issuer: (a) has filed all reports required to be filed by Section 17 of the SRC and SRC Rule 17 thereunder or Section 11 of the RSA and RSA Rule 11 (a)-1 thereunder, and Sections 26 and 141 of The Corporation Code of the Philippines during the preceding twelve (12) months. Yes [x] No[ 1 (b) has been subject to such filing requirements for the past ninety (90) days. Yes [x) No[ 1 12. Aggregate Market Value of Voting Common Stock held by Non-Affiliates as of February 29, 2016 is Php39,079,692,871.20 based on the closing price of Php3.60 per share. PART I - BUSINESS AND GENERAL INFORMATION BUSINESS Business Development The Company was founded by Andrew Tan and incorporated under Philippine law on August 24, 1989 to engage in the development, leasing and marketing of real estate. The Company initially established a reputation for building high-end residential condominiums and commercial properties located in convenient urban locations with easy access to offices as well as leisure and entertainment amenities in Metro Manila. Beginning in 1996, in response to demand for the lifestyle convenience of having quality residences in close proximity to office and leisure facilities, the Company began to focus on the development of mixed- use communities, primarily for the middle-income market, by commencing the development of its Eastwood City community township. In addition, the Company engages in other property related activities such as project design, construction oversight and property management. In 1999, Eastwood City Cyberpark became the first IT park in the Philippines to be designated a PEZA special economic zone. Since its incorporation in 1989, the Company and its affiliates have launched approximately 371 residential buildings, office buildings and hotels consisting in aggregate of more than 6,786,146 square meters of floor area. The following are some of the major residential and office projects completed by the Company: Residential 8 Newtown Boulevard (Cebu City) 150 Newport Boulevard (Pasay City) Greenbelt Madisons (Makati City) Belmont Luxury Hotel (Pasay City) Greenbelt Parkplace (Makati City) Palmtree Villas (Pasay City) Greenbelt Radissons (Makati City) The Parkside Villas (Pasay City) One and Two Lafayette Square (Makati City) The Residential Resort (Pasay City) One Central (Makati City) Corinthian Hills (Quezon City)