premiere horizon alliance corporation annual report 2015

2015 Annual Report

Premiere Horizon Alliance Corporation

From entertainment, to gaming, and finally to

INSPIRED INVESTING

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C O N T E N T SVision, Mission, and ValuesOur BusinessesMilestonesChairman’s MessagePresident’s Report2015 Performance and Financial HighlightsPlans and ProspectsRedstone Construction and Development CorporationConcepts Unplugged Business Environment Solutions, Inc.Goshen Land Capital, Inc.West Palawan PremiereSocial Value CreationCorporate GovernancePHA Board of Directors, Subsidiary Heads, and Management Team2015 Audited Financial StatementsInvestor Information

468

1013161720232426283033

3748

Table of Contents

32015 Annual Report


4 Vision, Mission, and Values

Vision, Mission, and Values

Premiere Horizon Alliance Corporation (PHA) is an investment holding company that maximizes corporate value by focusing on projects that invigorate the countryside. Strengthened by a future-looking mindset and a commitment to excellence, PHA continues to expand into industries with high growth potential.

VisionPHA’s vision is to become a major enabler of countryside development anchored on new technologies and best practices.

MissionPHA is a Value Creation (VC) and Execution Company (EC) that will be known for its ability to execute with integrity and tenacity amidst challenges, with the precedence of collective welfare over individual interests.

Core Ideologies• Unrelenting imagination and passion

for value creation• Integrity with tenacity amidst challenges• Excellence in teamwork and engagement• Unassailable stewardship over

entrusted resources

Core Values• Excellence• Unassailable stewardship• Fairness• Inclusivity for all

52015 Annual Report


Up and coming countryside enabler investing in profitable businesses that address gaps in mineral resource development, food security, tourism and shelter, working towards greener pastures and bluer skies.

Contract miner to three of the largest nickel ore producers in the country with a fleet of 89 trucks and 41 heavy equipment.

Redstone Construction and Development Corporation (RCDC)

6 Our Businesses Investment Focus andPercent of Ownership

Our Businesses

Shelter and CommunitiesFood SecurityNatural Resources Development

Percent of Ownership 80%

51% 55% 100%

Renewable, off-grid refrigeration provider that utilizes a US-patented, modular technology to provide refrigeration up to -25 degrees at significantly lower costs and deploys technology at no CAPEX to client.

Major regional developer in the North with 18 master-planned projects. At the helm is Atty. Alexander Bangsoy, a finalist of the 2013 Ernst & Young Entrepreneur of the Year.

Primed for a master-planned tourism estate, the 512 hectares of land is 30km or one hour from Puerto Princesa City proper and from the international airport.

Concepts Unplugged Business Environment Solutions, Inc. (CUBES)

Goshen Land Capital, Inc. (Goshen)

West Palawan Premiere (WPP)

72015 Annual Report


8 Milestones

M I L E S T O N E S

2008Approved acquisition of Digiwave Solutions, Inc.

Renamed as Premiere Entertainment Philippines, Inc.

2011Renamed to Premiere Horizon Alliance Corporation

Received Securities and Exchange Commission approval to expand to mining and real estate industries

1997Listed at the Philippine Stock Exchange and became the first public company engaged in the production of motion pictures

1988Incorporated as Premiere Films International, Inc.

1996Renamed as Premiere Entertainment Productions, Inc.

92015 Annual Report


P2015Completed the issuance of P400 millionExchangeableNotes

Acquired 55% of Goshen Land Capital, Inc.

2012Acquired Redstone Construction Development Corporation

Acquired 512 hectares of property in Puerto Princesa City, Palawan

2014Acquired 51% of Concepts Unplugged Business Environment Solutions, Inc.

Sold gaming assets of Digiwave Solutions, Inc. for P620 million

Changed the vision and business focus from gaming to countryside development

2013Issued P175 million of Convertible Debt

http://premierehorizon.com/index.php/news/press-releases/81-premiere-horizon-completes-placement-of-php-400-million-of-exchangeable-notes





http://premierehorizon.com/index.php/news/press-releases/78-premiere-horizon-invests-php440-million-in-goshen-land-capital



http://premierehorizon.com/index.php/news/press-releases/72-premiere-horizon-signs-shareholders-agreement-with-cubes




http://premierehorizon.com/index.php/news/press-releases/71-premiere-horizon-signs-an-asset-and-share-purchase-agreement-with-leisure-and-resorts-world-corporation




http://premierehorizon.com/index.php/news/press-releases/60-premiere-horizons-inaugurates-another-cold-storage-facility





10 Chairman’s Message

Dear Fellow Shareholders,

In the last four years, Premiere Horizon Alliance has evolved from a gaming company to an investment holding company that seeks to become a major enabler in countryside development especially with the positive outlook of the Philippine economy.

The Growth Economy

We have seen remarkable growth in our GDP in the last four years, with an average annual growth rate of 6.4%. Add to this are the series of credit rating upgrades from S&P, Fitch and Moody’s. The Philippines is now at an investment grade level, which is considered a vote of confidence for developing countries that the international market consider to be safe to invest in. We are now one of the fastest growing economies in the world and PHA aims to ride this wave of growth.

Challenges and Opportunities

The year 2015 was a banner year for PHA with the strategic acquisitions of businesses engaged in food security and shelter and communities.We also raised funds through exchangeable notes to finance current business expansions

and acquisitions. Recurring income is assured with our three operating subsidiaries and will continue to be strengthened by future acquisitions.

But 2015 also had its challenges. We saw stock market prices dive with Greece’s default and China’s stock market crash. Being a global economy, this greatly affected the Philippine market with the local stocks losing value.

Invigorating the Countryside

With the recent win of a President from the Mindanao area, the push towards countryside development is now more important and gives us the needed momentum to becoming an enabler of such growth. We will be passionately working towards the realization of our vision of invigorating the countryside, doing our part in shaping a better future not only for our shareholders but also for our country and our environment.

To all our stakeholders, we thank you for being a part of this exciting journey as we move towards our goal of growth for all.

TEOFILO A. HENSONChairman

Chairman’s Message

112015 Annual Report


12 President’s Report

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Dear Fellow Shareholders,

It gives me great pleasure to present the President’s Report for Premiere Horizon Alliance Corporation for the year ended December 31, 2015.

From Gaming to Countryside Development

Two years ago, PHA changed its strategy with the vision of “Invigorating the Countryside.” From a gaming company, PHA decided to focus on projects that will innovate the countryside, improve economic ecosystems, cross boundaries and bridge gaps. PHA’s new vision is to become a major enabler of countryside development anchored on new technologies and best practices.

I am glad to say that we are now on the take off path towards sustainable development with

investments in businesses that are profitable, replicable, scalable and with recurring income.

Expansions and Acquisitions

In January 2015, PHA completed the acquisition of Concepts Unplugged Business Environment Solutions (CUBES), Inc., an alternative refrigeration technology company that provides off-grid biomass-powered solutions to cold storage facilities. CUBES became a subsidiary of PHA with a 51% ownership stake amounting to P80 million.

In February 2015, PHA increased its ownership in Redstone Construction Development Corporation (RCDC) from 66.9% to 80%. To service its new mining contracts, RCDC acquired 49 trucks and 31 heavy equipment with a value of P366.55 million.

In June 2015, PHA acquired Goshen Land Capital, Inc. (Goshen), a premier real estate developer

President’s Report

2015 Annual Report


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in Northern Luzon based in Baguio City. PHA bought 55% of Goshen for P440 million.

In order to accelerate strategic developments in PHA’s existing business as well as to fund new acquisitions, the Board approved in June the issuance of Exchangeable Notes via private placement consisting of P350 million for the main tranche with an optional tranche of P250 million.

PHA continues to identify other businesses that will generate more revenues. We are now looking at various business opportunities in mining, real estate, energy and tourism-related industries.

Results of Operations

The year 2015 continued 2014’s start of PHA’s comeback and turnaround, from a deficit in 2013 to positive Retained Earnings.

Revenues grew five fold from P146,981,261 in 2014 to P882,677,463 in 2015. Net income for the year is P85,677,463 compared to P147,492,911 in 2014. This was due to the one time gain of P126,490,018 from the sale of the assets of Digiwave.

Total assets for 2015 grew to P3,305,082,444 from P748,167,998 in 2014, a 340% growth.

Total equity increased to P829,321,150 in 2015, a 91% growth compared to P433,615,495 in 2014. Retained Earnings registered an 85% growth in 2015 at P124,971,767 compared to P67,686,368 in 2014.

Plans and Prospects

PHA will be active in the business development of existing investment properties in the field of tourism estate, light industries, cement and mineral resources development. We will actively seek out a partner to form potential joint venture partnerships, with an emphasis on increasing shareholder values.

Redstone Construction and Development Corporation

• Further streamline its operations• Continue to service the clients with a focus

on cost efficiency and cash flow generation• To be the largest independent contract

miner in the country.

Concepts Unplugged Business Environment Solutions, Inc.

• High growth prospects due to virtual monopoly of superior

refrigeration technology

President’s Report

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• Shoo-in for a regional play in the Asean Economic Community

• A market potential of 100,000 TRs.• To be the largest national and ASEAN

provider of off-grid, renewable cold storage systems.

Goshen Land Capital, Inc.

• Seek out opportunities in investment rental properties

• Focus on emerging cities with an anchor on BPO community development

• To be the largest national and ASEAN provider of quality shelter for the millennials.

West Palawan Premiere

• Strengthened connectivity with the building of new roads and airports.

• Position masterplan for eco-tourism growth.• Potential partnerships with real estate

and hospitality industry players.

Other projects related to infrastructure, renewable energy and tourism development.

We’d like to thank all our shareholders for the 19 years of support and trust. We hope

that you will continue to be with us as we passionately work on the realization of our vision of becoming an enabler in countryside development.

AUGUSTO ANTONIO C. SERAFICA, JR.President & CEO

2015 Annual Report


16 2015 Highlights Performance and Financial Highlights

Performance Highlights

P400M

Acquisition of 51% of CUBES51%

Acquisition of 55% of Goshen55%

P366MP366 million CAPEX for RCDC

Issuance of Exchangeable Notes of P400 million

2 0 1 5 H I G H L I G H T S



Financial Highlights

TOTAL REVENUESP147M 500% P882M

20142015

NET INCOMEP21M + P126.5M (one-time gain from sale of a subsidiary)

P85.6M20142015

TOTAL ASSETS

340% P3.3B20142015

P748M

TOTAL EQUITY

91% P829M20142015

P433M

RETAINED EARNINGS

85% P125M20142015

P67M

P L A N S & P R O S P E C T S

Redstone Construction And Development Corporation (RCDC)

• Further streamline operations

• Continue focus on cost efficiency and cash flow generation

• Become the largest independent contract miner in the country

Goshen Land Capital, Inc. (Goshen)

• Seek out opportunities in investment rental properties

• Focus on emerging cities with an anchor on BPO community development

• Become the largest national and ASEAN provider of quality shelter for the millennials

Concepts Unplugged Business Environment Solutions, Inc.(CUBES)

• Capitalize on high growth prospects due to virtual monopoly of superior refrigeration technology

• Explore opportunities in the ASEAN Economic Community

• Boost market potential of 100,000 TRs

• Become the largest national and ASEAN provider of off-grid, renewable cold storage systems

18 Plans and Prospects

Develop projects related to infrastructure, renewable energy, and tourism development

West Palawan Premiere (WPP)

• Strengthened connectivity with the building of new roads and airports

• Position master plan for eco-tourism growth

• Partner with real estate and hospitality industry players



Redstone Construction and Development Corporation (RCDC) is an 80% subsidiary of PHA primarily engaged in contract mining and construction works for mining, real estate development, environmental protection and remediation, dam, dikes, flood control and reclamation including quarrying, hauling, earthmoving works and heavy equipment rentals. RCDC has been engaged in contract mining projects by three of the leading ore producers in the Philippines.

In pursuit of PHA’s vision of invigorating the countryside, RCDC has expanded its business by securing new hauling and extraction contracts with some of the biggest mining companies in the country. To support the additional volume, RCDC acquired additional 49 trucks and 31 heavy equipment amounting to P366 million, bringing the fleet to a total of 89 trucks and 41 heavy equipment.

RCDC’s gross revenue in 2015 is P289.7 million, a 97% increase compared to the 2014 figure of P147 million.

REDSTONE CONSTRUCTION DEVELOPMENT CORPORATION (RCDC)

20 Redstone Construction Development Corporation

97%contract miner to 3 leading nickel ore producers in the Philippines

increase in Gross Revenue

8941trucks and

heavy equipment fleet

22 Concepts Unplugged Business Environment Solutions, Inc.

ZERO ozone depletion and ZERO global warming potentials

RICE HUSK

Biomass—such as rice husk or napier grass—is burned to produce steam

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Steam powers an ammonia absorbtion refrigeration unit—the US-patented ThermoChiller

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THERMOCHILLER

ABSORBER

ThermoChiller produces cold air of up to -25°C

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Cold air goes to warehouses

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WAREHOUSE

CONCEPTS UNPLUGGED BUSINESS ENVIRONMENT SOLUTIONS, INC. (CUBES)

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Concepts Unplugged Business Environment Solutions, Inc. (CUBES) is engaged in the business of providing refrigeration to established cold storage facilities through a US-patented ThermoChiller system. The technology significantly reduces operating costs arising from high electricity bills and recurring equipment repair expenses and can provide refrigeration up to -25 degrees Celsius. This modular system is scalable, easily replicable and has been deployed in numerous sites in the US for the past 15 years. CUBES is the exclusive project company of this technology for the Asia Pacific region. For the Philippines, the technology will be deployed as off-grid installations that will utilize alternative fuel sources, specifically biomass, thereby contributing to environmental sustainability by diminishing the dependence on fossil fuels and the electricity grid.

CUBES’ business model is that it will install its equipment at the client’s facility at no capital expenditure cost to the client. What will be charged are only monthly service fees for providing the client’s refrigeration requirements. These service fees are significantly lower than the client’s electricity cost and eliminate the repair and maintenance expenses related to operating their existing refrigeration units. Moreover, the risk of failure of CUBES’ system is mitigated by the fact that the client can simply revert back to their old refrigeration system in case of such event.

0capital expenditureand zero MCR maintenance expenses for clients

refrigeration using biomass as fuel

significant electricity cost savings

-25ºC

2015 Annual Report


24 Goshen Land Capital Inc.

Goshen Land Capital Inc. (Goshen) is a homegrown real estate developer based in Baguio City. Incorporated in 2007, Goshen focused initially on residential subdivisions in prime locations all over the city. To further provide affordable yet quality homes for the ordinary Filipino, Goshen added master planned condominium communities in its offerings. These maximized land use and better living for residents because Goshen’s master-planned communities provide security, commercial convenience access and property management.

A traumatic childhood experience of ejectment from their rented home near a squatters’ area in Quezon City planted the seeds of providing affordable but excellent homes for ordinary Filipinos in the heart of Goshen founder, Atty. Alexander Bangsoy, the son of Igorot house helpers from Mountain Province. Years later, Goshen became a major real estate player in Northern Luzon and was awarded Developer of the Year for five consecutive years by the Baguio Midland Courier. In 2013, Atty. Alexander L. Bangsoy became a national finalist in the global Ernst and Young Entrepreneur of the Year Award.

Goshen currently has 18 master-planned projects with more than 3,000 units; while its revenues hit P737 million in 2015. Goshen is now poised to expand to emerging markets in nearby regions in Northern Luzon and in Asia.

GOSHEN LAND CAPITAL INC. (GOSHEN)

Features and AmenitiesSwimming Pool

Nature and Coffee Trails

Camping Sites

Playing Courts

Boardwalks

Natural Mountain Brook

Blue Ridge Mountains residential investment property owners can enjoy family picnics in its terraced picnic areas, enjoy the views on the park benches and use the Cordilleran inspired amphi-theater or recreation hall for fami-ly gatherings. A nice sweat while playing ball sports in the courts at the Blue Ridge Mountains with the cold mountain air strengthening the immune system of residents is a luxury while most people elsewhere in the city are stressed out with the daily bustle.

HICKORY HILLS. Architectural Perspective and House Design intended for uphill terrain.***

CALIFORNIA GLADE. Architectural Perspectyive and House Design intended for flat terrain.***

Total Revenue

18more than 3,000 units

master-planned projects

P737M



When one thinks of prime property in Baguio City, Philippine setting, it has to be commercial in val-ue and must be centrally located. But since affordabil-ity and availability are out of reach of most ordinary Filipinos wanting to have prime property, Goshen Land Towers, formerly Melbourne Towers to answer this need.

Baguio has scarce prime commercial proper-ty for sale especially within the central business dis-trict. If ever a property comes up for sale, one has to pawn the family silver and more before one could afford it. In reality, only about one percent of the lo-cals could afford this. This is why Goshen Towers by Goshen Land can now be that rare opportunity for or-dinary Filipinos to own prime commercial property.

At Goshen Land Towers, commercial space renters can now own their units instead of renting for a lifetime. Goshen Towers is one of Goshen Land’s prime investment property offerings for Filipinos here and abroad. With its installment downpayment, it is a very affordable investment property near Session road. It is a recommended investment basket for lo-cals abroad so they have an earning investment they could enjoy and look forward to when they come home.

On the day of its launching, almost seventy percent of the units were sold out. It was grabbed by locals from the city and the Cordilleras while some came to represent family members abroad. They see their investment in Goshen Towers as an investment, not a liability to their finances. “Tapon na pera kasi ang renta. Pag sa iyo ang unit mo, sa iyo na rin renta mo,” advises Goshen Land CEO Alexander Bangsoy.

Goshen Land Towers is a masterplanned community located just below Baguio’s famous Ses-sion Road. It offers residential and commercial con-dominium units ideal for business, clinics, offices and residences.***

CURRENTPROJECTS

Goshen Land Towers Location Map***

Eye Level Building Perspective ofGoshen Land Towers.***

Architectural Perspective of Rooftop pool at Goshen Land Tow-ers.***






CURRENTPROJECTS









CURRENTPROJECTS




26 West Palawan Premiere

The property is an interior vast tract of land located on the east bank of the West Philippine Sea (South China Sea) and bounded on the east by Forest Land about 2 kilometers southwest from Nagtabon Beach. The size of the property is 512 hectares within Sitio Nagtabon, Barangay Bacungan, Puerto Princesa City, Palawan.

The property is approximately 30 kilometers or one hour away from Puerto Princesa city proper and the international airport which will be operational by the end of 2017.

WEST PALAWAN PREMIERE (WPP)

Puerto Princesa

PALAWAN

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512or 1 hour away from international airport

hectares in Puerto Princesa City, Palawan

30KM

2015 Annual Report


28 Social Value Creation

PLACE PHA Film Legacy Project

Candes Multi-Purpose Cooperative Partner Engagement

Social Value Creation

Candes Multi-Purpose Cooperative Partner Engagement

Partnership with the members of Candes Multi-Purpose Co-operative located in Bacungan, Palawan. The cooperative has more than 500 members and has the following plans and activities for 2016:

• Sponsorship of the con-struction of the cooperative office with target completion within the year.

• Preparation of Project Plan for the Rattan Gathering business of the cooperative and linkages in the supply value chain.

• Skills inventory of the members of the cooperative to determine possible other projects to explore.

• Financial Literacy training for the cooperative officers.

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• Rattan weaving skills training, partnership with TESDA for value added processing

Premiere Leadership and Countryside Engagement Series (PLACE)

PHA will be working with different partners in the fulfillment of its commitment to invigorate the countryside and improve the leadership potential of micro and small

entrepreneurs to make them more competitive in the ASEAN Economic Community integration beginning 2015.

PHA will sponsor and hold leadership training modules to SME entrepreneurs thereby raising the capacity for leading and sustaining change in the countryside.

The scope of the PLACE Program is nationwide and will be done on a quarterly basis.

PHA Film Legacy Project

PHA has ownership of more than 300 original films and it plans to use this for cultural and educational purposes. It has started to institute the PHA Film Legacy Project in partnership with the national library and different private museums.

PHA will be working with different partners in the fulfillment of its commitment to invigorate the countryside...

2015 Annual Report


Premiere Horizon Alliance Cor-poration recognizes the need to ensure that the Company is directed, supervised, and supported with accountability, impartiality and transparency.

The Board of Directors and the Management of PHA also recognizes good corporate governance as essential in performing its obligations to the company’s multi-stakeholders. In line with this, PHA aims to strengthen corporate gover-nance by accomplishing major corporate goals with a focus on increasing shareholder value.

The original Manual of Corpo-rate Governance of PHA was

adopted on July 1, 2002. Pursu-ant to SEC Memorandum No. 6, the Company revised its Manual of Corporate Governance on September 16, 2009. The Board of Directors and Key Manage-ment officers of the Corporation will continue to attend Corpo-rate Governance seminars and trainings on an annual basis.

Responsibilities of the Board

The members of the Board of Directors of PHA are leaders with proven competence and integrity in their industries such as investment banking, finance and real estate. The Company

established an evaluation sys-tem to measure or determine the level of compliance of the Board of Directors and top level management with its Revised Manual of Corporate Gover-nance (“Manual”) that included the continuous monitoring of the Board members’ attendance in its board meetings and vari-ous committee meetings. The Certification on the Attendance of the individual members of the Board of Directors is sub-mitted annually to the SEC and the PSE. Moreover, the atten-dance and participation of the members of the Board of Direc-tors and the senior management of the Company in seminars and trainings on Corporate Gover-

30 Corporate Governance

Corporate Governance

nance are also monitored and submitted to the SEC and PSE. PHA also has a working Audit, Risk, Governance, Nominating and Election Committees and a Compensation Committee.

The machinery for corporate governance of Premiere Horizon Alliance Corporation (“PHA” or the “Corporation”) is principally contained in the Corporation’s Articles of Incorporation and By-Laws and their amendments. These constitutive documents lay down, among others, the basic structure of governance, minimum qualifications of directors, and the principal du-ties of the Board of Directors and officers of the Corporation. The function of this Manual of Corporate Governance is to supplement and complement the Corporation’s Articles and By-Laws by setting forth prin-ciples of good and transparent governance. These are also articulated in PHA’s Company Manual and Code of Conduct and Business Ethics.

Rights of Shareholders

PHA adopts the principle of “One Share, One Vote.”

The Company ensures that all shareholders are treated equally with respect to voting rights, subscription rights, and transfer rights. We have instituted an effective, secure, and efficient voting system which is done during the annul stockholders’ meeting. As part of the process, PHA ensures that all relevant questions during the Annual General Meeting

are addressed. All shareholders and stakeholders of the company have access to all relevant information about the Company as presented and published in the website and social media accounts.

The Company also has a dedi-cated Investor Relations page in its website with information about the company and the designated Investor Relations Officer with corresponding con-tact information.

Disclosure and Transparency

PHA has adopted the ASEAN Corporate Governance Manual along with the PSE and SEC disclosure rules and always abides by these policies and regulations. The Company assures that timely disclosures are done on all material transactions and changes. All necessary information are disclosed in a timely manner and available in the company website, social media accounts and in the yearly Annual Reports.

The Board of Directors and Management, employees and shareholders, believe that corporate governance is a necessary component of sound strategic business management and will therefore undertake every effort necessary to create awareness and continued compliance within the organization.

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Premiere Horizon Alliance Corporation recognizes the need to ensure that the Company is directed, supervised, and supported with accountability, impartiality and transparency.

2015 Annual Report


32 PHA Board of Directors

T EO FI LO A . H E N SO N AU G US TO A N TO N I O C . S E R A FI C A , J R .

S I SO M . L AO R AU L M A . F. A N O N A S

TEOFILO A. HENSONChairman of the Board

Mr. Teofilo Henson has been a Director of Premiere Horizon for 17 years. He served as the Company’s Treasurer from March 2011 to December 2014 and assumed chairmanship on January 2015. He has held the position of President of Puregold Realty Leasing and Management, Inc., a COSCO Capital company, until December 2014 where he supervised the operations, acquisition and development of the group’s commercial malls business. He has also held the position of President and Chief Executive Officer of Gem Communications Holdings Corp. and Southern Broadcasting Network Inc. which operated the first UHF-frequency television station in Metro Manila. Mr. Henson graduated with a degree in AB General Engineering from the Ateneo de Manila University and holds a Master’s Degree in Business Management from the Asian Institute of Management.

SISO M. LAOVice Chairman

Mr. Lao was elected as a Director of Premiere Horizon in 2011. Mr. Lao is the President and CEO of Milestone Garments Manufacturing and a director of Furniture Specialists, Inc., Blackstone Properties and Development Corp., One Megaworld Ventures and Skyfoods Corp. Mr. Lao graduated from Pats College of Aeronautics with a degree of Aeronautical Engineering.

AUGUSTO ANTONIO C. SERAFICA, JR.President & CEO

Mr. Serafica was elected as a Regular Director during the Board meeting on May 2010 and became Chairman in March 2011 until December 2014. Mr. Serafica is also the current Managing Director of Asian Alliance Investment Corporation and Asian Alliance Holdings & Development Corporation. He is also a Regular Director of Marcventures Holdings Inc. and Bright Kindle Resources Inc. Mr. Serafica is a veteran investment banker with expertise in mergers and acquisitions, fundraising and placement, and business development. Industries where he has extensive experience in are mining, real estate, and technology-related businesses. Mr. Serafica is also the past Chairman of the AIM Alumni Association and is the current National Treasurer of the Brotherhood of Christian Businessmen & Professionals. A CPA, Mr. Serafica earned his BA in Accountancy in San Beda College and acquired his MA in Business Management from the Asian Institute of Management.

RAUL MA. F. ANONASExecutive Vice President & COO

Mr. Anonas was elected as Regular Director of Premiere Horizon in September 2012. Mr. Anonas is the Chairman of Rosabaya Distributors Inc. and Humabon Distributors wherein he acquired broad and in-depth knowledge of the countryside retail markets. He is also the Vice Chairman of First Ardent Property Development Corporation and President & CEO of Rajawali Resources and Holdings Inc. Mr. Anonas is a corporate finance veteran with expertise in investment banking, mergers and acquisitions, and project financing. He also has extensive experience as an entrepreneur and has successfully managed start-up companies. Mr. Anonas holds a B.S. Management Degree from the Ateneo de Manila University and an MBA in Finance from Fordham University.

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PHA Board of Directors

2015 Annual Report


34 PHA Board of Directors

SubsidiaryHeads

VICTOR Y. LIM, JR.Director

Mr. Lim was elected as Regular Director on July 28, 2015. He is currently the Chair-man of V2S Property Developers, inc., President of Yuchengco Lim Development Corporation, Chairman of National Affairs Committee of the Financial Executives In-stitute of the Philippines (FINEX), Trustee of the Ateneo Scholarships Foundation, Secretary of the International Association of Financial Executives Institute, Direc-tor of the Ateneo Alumni Association, and memeber of the Management Association of the Philippines. Mr. Lim holds a Bachelor of Science in Economics degree from the Ateneo de Manila University and a Masters in Business Management degree from the Asian Institue of Management.

RAMON A. RECTODirector

Mr. Recto was elected as Regular Director on December 18, 2012 replacing Atty. Ro-berto V. San Jose. He is currently President of Marcventures Holdings, Inc., Chairman & President of C.M.E. Technology Philippines, Inc. and Director of Crown Equities, Inc. A graduate of Master of Industrial Manage-ment and a holder of Bachelor of Science in

Mechanical Engineering and Electrical Engi-neering at the University of the Philippines.

SAMUEL O. OCCEÑA, JR.Independent Director

Mr. Occeña, Jr. was elected as Independent Director on June 2012. He is a financial consultant for various companies and has acquired his MA in Business Management from the Asian Institute of Management.

IGNATIUS F. YENKOIndependent Director

Mr. Yenko was elected as Independent Direc-tor on June 2012. He is currently Vice Chair-man of TKC Steel Corporation, Director of Sterling Bank of Asia and Management Con-sultant for Cyan Management Corp. A holder of Masters in Business Management at the Asian Institute of Management and a degree holder of Bachelor of Arts Major in Econom-ics from the Ateneo de Manila University.

ROBERTO V. SAN JOSEDirector & Corporate Secretary

Atty. San Jose has been the Corporate Secretary of the Company since 1996.

He is a member of the Philippine Bar and is a Partner of the Castillo Laman Tan Pantaleon and San Jose Law Offices. He is Chairman and Director of Mabuhay Holdings Corp., and Director and/or Corporate Secretary of CP Group of Companies, CP Equities Corp., Atlas Resources Management Group and MAA Consultants, Inc. He is also currently the Corporate Secretary of Alsons Consolidated Resources, Inc., Solid Group, Inc., Philweb Corporation, FMF Development Corp. and Anglo Philippines Holdings Corp. Atty. San Jose holds a Law Degree from the University of the Philippines.

ANA MARIA A. KATIGBAK-LIMAssistant Corporate Secretary

Atty. Katigbak is a member of the Integrat-ed Bar of the Philippines and a graduate of Bachelor of Laws and Bachelor of Arts in Comparative Literature (Cum Laude) at the University of the Philippines. She is currently a partner at the Castillo Laman Tan Pantaleon San Jose Law Offices. She is also a Director or Officer of publicly-listed companies and registered membership clubs such as: Boulevard Holdings, Inc., Mabuhay Holdings, Inc., Solid Group, Inc., The Metropolitan Club, Inc., AJO.net Holdings, Inc., and PhilWeb Corporation.

V I C TO R Y. L I M , J R . SA M U E L O. O CC E Ñ A

I G N AT I US F. Y E N KO RO B E R TO V. SA N J OS E

R A M O N A . R EC TO

A N A M A R I A A . K AT I G BA K- L I M

35

CARLOS C. CRUZPresident & CEO, RCDC

Eng. Carlos Cruz has been the Presi-dent of Redstone Construction since 2011. He has over 30 years experi-ence in the field of construction and engineering. Mr. Cruz has expertise in open pit mining and dam construc-tion, and is knowledgeable on the current trends in site development, excavation, and general earthmov-ing. He has managed contract mining activities for more than 25 years. Companies serviced include Nickel Asia Corporation, Marcventures Min-ing & Development Corp., Benguet Corporation and Philex Mining Corp. Mr. Cruz also engaged in various real estate projects for clients like Filin-vest Development Corporation, Sta. Lucia Realty & Development Corp., Fil-Estate Development Corporation, Asian Pacific Estates Development Corp., Palmera Homes, JAKA Re-alty Corporation including the AFP Northern Luzon Command Subdivi-sion Project. General engineering and earthworks were likewise under-taken for companies like Kawasaki Steel Corporation, Hopewell Power Corporation, D.M. Consunji Inc., China Harbor Engineering Company and TOYO-Agno River Flood Control System. Mr. Cruz has a Bachelor of Science degree in Civil Engineering and holds a civil engineer profes-sional license.

DANIEL C. DYPresident & CEO, CUBES

Mr. Daniel Dy is the President of CUBES and also currently the Managing Director of Leadership Initiatives International Inc. He has worked with companies in various fields in manufacturing, construc-tion, mining, telecom, water utility, as well as food industries. Mr. Dy is also a Director in Pan Pacific Industrial Sales, Co. Inc., a company owned by the Dy family. The family has been in the business of distribu-tion and training in the use of protec-tive safety equipment for more than fifty years. It is from this background where Mr. Dy draws expertise in

developing systems for risk manage-ment and total profit protection. He has also been a consultant for a num-ber of companies for ISO certification and Total Quality Management. He has been a proponent of renewable energy and sustainable projects in-cluding solar projects in other Asian countries. Mr. Dy has a Bachelor of Science degree in Industrial Engi-neering from the University of the Philippines Diliman. He is also an active member of the Brotherhood of Christian Businessmen and Profes-sionals (BCBP) and is currently the National Family Ministry Head.

ALEXANDER L. BANGSOYPresident & CEO, Goshen

Atty. Alexander Bangsoy is an en-trepreneur and the President & CEO of Goshen Land Capital, Inc., one of the biggest real estate companies in Northern Luzon, Philippines. He was recently appointed by President Noynoy Aquino a board seat at the John Hay Management Corporation (JHMC), a subsidiary of the Bases Conversion Development Authority (BCDA). He was nominated as an Ernst & Young Entrepreneur of the Year 2013 by the Philippine Stock Ex-change and he went on to be one of the top 12 finalists for the award. Lo-cally, Atty. Bangsoy was nominated as an Outstanding Citizen of Baguio in 2013. Atty. Bangsoy graduated with a Bachelor of Science degree major in Accounting from Saint Louis University. He holds a degree of Doc-tor in Jurisprudence (JD) from the Ateneo College of Law and a Masters in Entrepreneurship from the Asian Institute of Management. He took up the Owner/President Management Program Batch 45 at the Harvard Business School, Boston, U.S.A. and he continued his study at the Kellogg School of Management, Chicago and took the Accelerating Sales Force Performance. He is currently the administrator of the Manahan Bldg. in Session Road, former Legal Con-sultant to the National Power Corp. Office of the President, a leader of Tuloy Pinoy and an active Member of Gawad Kalinga and Legal Aid.

Subsidiary Heads

The

CEO As the Chairman of the board and CEO of Goshen Land Capital, Inc., Atty. Bangsoy is responsible for setting the direction of the company, overseeing the operations of the organization and carrying out the strategic plans and policies of Goshen Land. Apart from Goshen Land, Bangsoy belongs to various organizations where he ex-hibits his knowledge and prowess for business and law. He is currently the administrator of the Manahan Building in Session Road, former Legal Consultant to the Nation-al Power Corp. Office of the President, a leader of Tuloy Pinoy and an active Member of Gawad Kalinga and Le-gal Aid. He was recently appointed by President Noynoy Aquino a board seat at the John Hay Management Cor-poration (JHMC), a subsidiary of the Bases Conversion Development Authority (BCDA).

Having come from an entrepreneurial family, he started early helping out in the family business. He lat-er on discovered his love for law and entered the Ateneo College of Law and took his Masters in Entrepreneurship at the Asian Institute of Management. Starting off as a real estate lawyer, and later on developing a now successful real-estate business, Bangsoy has gone a long way from his childhood dream. His keen sense in business and real estate expertise gave him a good start and a definite edge in putting up Goshen Land.

Atty. Bangsoy continues to lead Goshen Land while he trains its human resource. He adopts the learn-ing-by-doing-model within the company’s value-based culture which produces competent leaders within the or-ganization.

His values-based company earned him a nomina-tion from the Philippine Stock Exchange (PSE) as an Ernst and Young Entrepreneur of the Year 2013 and later be-came one of the top 12 Finalist nationwide. In recognition of Atty. Bangsoy’s outstanding contribution to the com-munity as an entrepreneur, he was appointed as a Mem-ber of the Board of Directors of John Hay Management Corporation. His appointment as a member of the Board of Directors of JHMC is a recognition of his outstanding contribution to the community as an entrepreneur.

Locally, Atty. Bangsoy was nominated as an Out-standing Citizen of Baguio 2013 and recognized as Saint Louis Alumni Entrepreneur of the Year 2013. He took up the Owner/President Management Program Batch 45 at the Harvard Business School, Boston, U.S.A. and he con-tinued his study at the Kellogg School of Management, Chicago and took the Accelerating Sales Force Perfor-mance.***

Atty. Alexander L. BangsoyPresident and

Chief Executive Officer

C A R LOS C . C R UZ

DA N I E L C . DY

A L E X A N D E R L . BA N GSOY

2015 Annual Report


36 PHA Management Team

PHA Management Team

Alexander T. LichaucoVice President /Investor Relations Officer

Joseph Jeeben R. SeguiAssistant Vice President

Augusto Antonio C. Serafica, Jr.President & CEO

Andres A. del RosarioTreasurer /Senior Vice President

Raul Ma. F. AnonasExecutive Vice President & COO

Manolo B. TuasonChief Finance Officer /Senior Vice President

Ricardo S. Consunji IIISenior Vice President for Operations

Stephen E. CascolanAsst. Corporate Secretary /Vice President & Chief Legal Officer

Ana Liza G. AquinoVice President

37

2015 Audited Financial Statements

2015 Annual Report


38 2015 Audited Financial Statements

*SGVFS015476*

PREMIERE HORIZON ALLIANCE CORPORATION AND SUBSIDIARIESCONSOLIDATED BALANCE SHEETS

December 312015 2014

ASSETS

Current AssetsCash and cash equivalents (Note 4) P=143,779,309 P=190,317,094Receivables - net (Note 5) 446,287,506 105,110,456Real estate held for sale (Note 6) 518,605,977 –Inventories - at cost 14,742,456 7,988,848Other current assets (Note 7) 196,363,375 21,156,114

1,319,778,623 324,572,512Assets classified as held for sale (Note 8) 34,742,559 –Total Current Assets 1,354,521,182 324,572,512

Noncurrent AssetsNoncurrent portion of installment contracts receivable 862,207,775 –Investment properties (Note 13) 272,998,460 159,981,000Investments in associates (Note 14) – 73,441,901Goodwill and intangible assets (Note 11) 199,942,321 16,644,472Property and equipment - net (Note 12) 479,055,009 163,887,166Land and land development (Note 6) 80,644,240 –Other noncurrent assets - net (Note 15) 55,713,457 9,640,947Total Noncurrent Assets 1,950,561,262 423,595,486

TOTAL ASSETS P=3,305,082,444 P=748,167,998

LIABILITIES AND EQUITY

Current LiabilitiesTrade and other payables (Note 16) P=927,827,023 P=113,369,925Short-term loans (Note 17) 182,225,000 79,350,000Income tax payable 301,659 3,782,722Current portion of: Installment payable (Note 19) 129,684,997 24,101,280 Loans payable (Note 18) 405,823,149 8,333,333Total Current Liabilities 1,645,861,828 228,937,260

Noncurrent LiabilitiesPension liabilities (Note 22) 15,437,540 3,462,390Convertible loans (Note 20) 392,381,437 47,709,564Noncurrent portion of: Installment payable (Note 19) 49,315,346 7,595,572

Loans payable (Note 18) 187,506,866 11,111,111Deferred tax liabilities (Note 28) 182,208,623 15,736,606Other noncurrent liabilities 3,049,654 –Total Noncurrent Liabilities 829,899,466 85,615,243

(Forward)



*SGVFS015476*

- 2 -

December 312015 2014

Equity (Notes 1 and 23)Equity attributable to equity holders of the parent Capital stock P=471,115,222 P=411,273,000 Additional paid-in capital (Notes 20 and 23) 65,427,509 28,358,491

Unrealized gain (loss) on available-for-sale (AFS) financial assets (Note 9) (377,699) 92,301Retained earnings 124,971,767 67,686,368Parent Company shares held by a subsidiary (Note 23) (151,405,856) (96,585,549)

509,730,943 410,824,611Equity attributable to non-controlling interests 319,590,207 22,790,884Total Equity 829,321,150 433,615,495

TOTAL LIABILITIES AND EQUITY P=3,305,082,444 P=748,167,998

See accompanying Notes to Consolidated Financial Statements


*SGVFS015476*

PREMIERE HORIZON ALLIANCE CORPORATION AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Years Ended December 312015 2014 2013

REVENUES (Notes 30 and 32)Real estate sales P=590,369,661 P=– P=–Mining related services 289,714,919 146,981,261 79,693,735Service contracts 2,025,000 – –Film rights 357,143 – –

882,466,723 146,981,261 79,693,735

COSTS AND EXPENSESCost of real estate sales (Note 6) 353,514,082 – –Cost of services (Note 24) 223,216,450 99,166,597 53,500,555General and administrative (Note 25) 175,369,423 43,193,172 21,786,311

752,099,955 142,359,769 75,286,866

OTHER INCOME (CHARGES)Gain from change in fair value of investment

properties (Note 13) 95,522,590 47,843,000 9,999,000Equity in net earnings of an associate (Note 14) 1,180,072 895,246 546,655Interest income (Note 4) 467,102 499,376 25,994Gain on sale of AFS financial assets – – 4,390,660Foreign exchange gain (loss) - net 48,367 (1,711) (131,555)Interest expense (Notes 17, 18, 19 and 20) (57,535,131) (9,343,472) (9,726,258)Impairment losses - net of reversal (Note 27) (6,903,244) (7,496,460) –Other income (expenses) - net 3,531,953 (394,839) 3,091,377

36,311,709 32,001,140 8,195,873

INCOME BEFORE INCOME TAX 166,678,477 36,622,632 12,602,742

PROVISION FOR INCOME TAX (Note 28) 81,001,014 21,121,437 6,912,468

INCOME FROM CONTINUINGOPERATIONS 85,677,463 15,501,195 5,690,274

DISCONTINUED OPERATIONS, NET OFTAX (Note 33)

Income from discontinued operations – 5,501,698 8,206,435Gain from sale of a subsidiary - net – 126,490,018 –

– 131,991,716 8,206,435

NET INCOME 85,677,463 147,492,911 13,896,709

OTHER COMPREHENSIVE INCOME (LOSS)Item to be reclassified to income or loss in

subsequent periods:Unrealized gain (loss) on AFS financial assets (Note 9) (470,000) 92,301 1,964,699

Item not to be reclassified to income or loss insubsequent periods:Remeasurement gain (loss) on defined benefit obligation (Note 22) 3,181,215 (856,777) 521,837

2,711,215 (764,476) 2,486,536

TOTAL COMPREHENSIVE INCOME P=88,388,678 P=146,728,435 P=16,383,245

(Forward)



*SGVFS015476*

- 2 -


NET INCOME ATTRIBUTABLE TO:Equity holders of the parent

Income from continuing operations P=51,692,616 P=10,884,542 P=2,960,994Income from discontinued operations – 131,132,350 8,206,435

51,692,616 142,016,892 11,167,429Non-controlling interests

Income from continuing operations 33,984,847 4,616,653 2,729,280Income from discontinued operations – 859,366 –

33,984,847 5,476,019 2,729,280P=85,677,463 P=147,492,911 P=13,896,709

TOTAL COMPREHENSIVE INCOMEATTRIBUTABLE TO:

Equity holders of the parentComprehensive income from continuing operations P=53,035,442 P=10,406,752 P=5,335,728Comprehensive income from discontinued operations – 131,132,350 8,206,435

53,035,442 141,539,102 13,542,163Non-controlling interests

Comprehensive income from continuing operations 35,353,236 4,329,967 2,841,082Comprehensive income from discontinued operations – 859,366 –

35,353,236 5,189,333 2,841,082P=88,388,678 P=146,728,435 P=16,383,245

EARNINGS PER SHARE ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT COMPANY (Note 29)Basic P=0.0308 P=0.0796 P=0.0061Diluted 0.0308 0.0755 0.0061

EARNINGS PER SHARE ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT COMPANY FROM CONTINUING OPERATIONS (Note 29)Basic/diluted P=0.0308 P=0.0061 P=0.0016

See accompanying Notes to Consolidated Financial Statements.


*SGVFS015476*

PRE

MIE

RE

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RIZ

ON

AL

LIA

NC

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OR

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ION

AN

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UB

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GE

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ity H

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Par

ent

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ital

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k (N

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l Equ

ityB

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ber 3

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P=25,

797,

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P=2,5

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16P=2

8,35

8,49

1P=6

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96,5

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49)

P=410

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P=22,

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884

P=433

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Net

inco

me

for

the

year

––

––

51,6

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33,9

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Unr

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ben

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––

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812,

826

––

1,81

2,82

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389

3,18

1,21

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53,5

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–48

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4,33

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4,33

9,11

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–18

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43,6

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––

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N

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(54,

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1, 2

015

P=471

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P=47,

383,

824

P=18,

043,

685

P=65,

427,

509

P=124

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,767

(P=37

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405,

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30,9

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P=28,

604,

830

(P=29

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P=–P=4

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4,35

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war

d)

*SGVFS015476*

- 2 -

Attr

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11,1

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1,80

252

1,83

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11,5

77,4

641,

964,

699

–13

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2,84

1,08

216

,383

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of i

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951,

160

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8,95

1,16

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43,7

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P=411

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P=24,

331,

395

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8,60

4,83

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64)

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P=409

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P=64,

353,

507

P=474

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See

acco

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inan

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Sta

tem

ents.



*SGVFS015476*

PREMIERE HORIZON ALLIANCE CORPORATION AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF CASH FLOWS


CASH FLOWS FROM OPERATING ACTIVITIESIncome before income tax from continuing operations P=166,678,477 P=36,622,632 P=12,602,742Income before income tax from discontinued operations

(Note 33) – 173,151,576 13,921,828Income before income tax 166,678,477 209,774,208 26,524,570Adjustments for:

Depreciation and amortization (Notes 11 and 12) 66,266,808 27,917,283 38,994,594Interest expense (Notes 17, 18, 19 and 20) 57,535,131 13,052,025 13,427,981Impairment losses (Note 27) 6,903,244 7,068,318 3,449,484Dividend income – (135,000) –Net gain on disposal of subsidiary, net of tax – (126,490,018) –Unrealized foreign exchange loss (48,367) 1,711 131,555Interest income (Notes 4) (467,102) (909,546) (214,941)Equity in net earnings of associates (1,180,072) (895,246) (546,655)Loss (gain) on:

Disposal of property and equipment (14,931) – –Change in fair value of investment properties

(Note 13) (95,522,590) (47,843,000) (9,999,000)Redemption of convertible loans – 456,389 –Sale of AFS financial assets – (697,131) (4,390,660)

Operating income before working capital changes 200,150,598 81,299,993 67,376,928Decrease (increase) in:

Receivables (74,070,259) 57,293,826 (4,381,083)Real estate inventories (110,880,910) – –Inventories (6,753,608) (4,619,174) (1,974,305)Other current assets (154,035,578) (992,491) 155,134

Increase (decrease) in:Trade and other payables 241,719,452 29,947,888 (14,575,421)Pension liabilities 15,156,365 (558,889) 1,175,415Other noncurrent liabilities 3,049,654 – –

Net cash flows from operations 114,335,714 162,371,153 47,776,668Interest received 467,102 909,546 67,162Interest paid (53,728,118) (11,682,475) (12,332,218)Income tax paid (11,610,388) (50,381,093) (3,990,733)Net cash flows from operating activities 49,464,310 101,217,131 31,520,879

CASH FLOWS FROM INVESTING ACTIVITIESProceeds from sale of:

Property and equipment 100,000 112,642,798 –Investment in subsidiary (Note 33) – 451,337,405 –AFS financial assets – 5,318,724 12,930,259

(Forward)


*SGVFS015476*

- 2 -


CASH FLOWS FROM INVESTING ACTIVITIESAcquisitions of:

AFS financial assets P=– (P=5,199,292) P=–Non-controlling interest (Note 23) (5,240,000) (92,462,325) –Associates and subsidiaries - net of cash acquired (Note 10) (279,244,661) (258,000,000) –Property and equipment (Note 12) (355,336,827) (166,005,098) (15,685,169)

Decrease (increase) in:Notes receivable – – 1,500,000Goodwill and intangible assets – 51,265,687 (22,811,672)Investment properties (Note 13) (17,494,870) (12,150,000) –Other noncurrent assets (46,542,510) 29,385,989 (4,323,791)

Net cash flows from (used in) investing activities (703,758,868) 116,133,888 (28,390,373)

CASH FLOWS FROM FINANCING ACTIVITIESProceeds from:

Convertible loans (Note 20) 408,000,000 – 960,932Short-term loans (Note 17) 189,350,000 79,350,000 52,100,000Issuance of detachable warrants (Notes 20 and 23) 12,683,556 – –Loans payable (Note 18) – 25,000,000 –

Payment of:Convertible loans (Note 20) – (30,960,000) –Loans payable (Note 18) (8,333,334) (5,963,092) (296,877)Short-term loans (Note 17) (86,475,000) (52,100,000) (20,000,000)Purchase of Parent Company shares held by a subsidiary (Note 23) (54,820,307) (96,585,549) –

Increase (decrease) in installment payable 147,303,491 28,636,130 (31,901,597)Net cash flows from (used in) financing activities 607,708,406 (52,622,511) 862,458

NET INCREASE (DECREASE) IN CASH AND CASHEQUIVALENTS (46,586,152) 164,728,508 3,992,964

EFFECT OF CHANGES IN FOREIGN EXCHANGERATE 48,367 (1,711) 1,645

CASH AND CASH EQUIVALENTS AT BEGINNINGOF YEAR 190,317,094 25,590,297 21,595,688

CASH AND CASH EQUIVALENTS AT END OFYEAR (Note 4) P=143,779,309 P=190,317,094 P=25,590,297

See accompanying Notes to Consolidated Financial Statements.



Alexander T. LichaucoInvestor Relations OfficerEmail: [email protected]

Premiere Horizon Alliance Corporation1705 East Tower, Philippine Stock Exchange Center,Exchange Road, Ortigas Center, 1605 Pasig City,Metro Manila, PhilippinesPhone: +632 632 7714 / 632 7715www.premierehorizon.com

Investor Information

48 Investor Information

Premiere Horizon Alliance Corporation welcomes all inquiries and questions about investing in the company.

For retail investors, institutional investors, and analysts, please get in touch with our Investor Relations Officer.

mailto:[email protected]

http://www.premierehorizon.com


1705 East Tower, Philippine Stock Exchange Center, Exchange Road, Ortigas Center, 1605 Pasig City, Metro Manila, PhilippinesPhone: +632 632 7714 / 632 7715www.premierehorizon.com

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