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The Seven Year Bonds shall be repaid at maturity at par (or 100% of face value) on July 17, 2020 and the TenYear Bonds shall be repaid at maturity at par (or 100% of face value) on July 17, 2023, unless <strong>Globe</strong> exercisesits early redemption option according to the conditions therefor or as otherwise set out in this Prospectus (see“Description of the Bonds” – “Redemption and Purchase” and “Payment in the Event of Default” on pages 42 and51).Upon issuance, the Bonds shall constitute the direct, unconditional, unsubordinated, and unsecured obligationsof <strong>Globe</strong> and shall at all times rank pari passu and rateably without any preference or priority amongstthemselves and at least pari passu with all other present and future unsubordinated and unsecured obligations of<strong>Globe</strong>, other than obligations preferred by law. Pursuant to the laws on concurrence and preference of credits,the Bonds shall effectively be subordinated in right of payment to, among others, all of <strong>Globe</strong>’s secured debts tothe extent of the value of the assets securing such debt and all of its debt that is evidenced by a publicinstrument under Article 2244(14) of the Civil Code of the Philippines (see “Description of the Bonds” – “Ranking”on page 41).The Bonds have been rated PRS Aaa by the Philippine Rating Services Corporation (“PhilRatings”) on June 27,2013.The rating denotes <strong>Globe</strong>’s strong capacity to meet its financial commitment on the obligations. A rating isnot a recommendation to buy, sell or hold securities and may be subject to revision, suspension or withdrawal atany time by the rating agency concerned.The Bonds are offered to the public at face value through the Joint Lead Underwriters named below with thePhilippine Depository & Trust Corporation (“PDTC”) as the Registrar of the Bonds. The Bonds shall be issued inscripless form, with PDTC maintaining the scripless Register of Bondholders. Following the issuance of theBonds, <strong>Globe</strong> intends to apply for and cause their listing on the Philippine Dealing & Exchange Corp. (“PDEx”).The Bonds shall be issued in minimum denominations of P50,000.00 each, as a minimum, and in integralmultiples of P10,000.00 thereafter. The Bonds shall be traded in denominations of P10,000.00 in the secondarymarket.<strong>Globe</strong> expects to raise gross proceeds amounting to at least P7,000,000,000.00. The net proceeds areestimated to be at least P6,933,832,789 after deducting fees, commissions and expenses relating to theissuance of the Bonds. Proceeds of the Offer shall be used to partially fund capital expenditures requirements ofthe Company, which shall be discussed further in the section entitled “Use of Proceeds” on page 32 of thisProspectus. The Joint Lead Underwriters shall receive a fee of 35 basis points on the final aggregate nominalprincipal amount of the Bonds issued.On June 3, 2013, <strong>Globe</strong> filed a Registration Statement with the Securities and Exchange Commission (“SEC”), inconnection with the offer and sale to the public of debt securities with an aggregate principal amount ofP7,000,000,000.00. The SEC is expected to issue an order rendering the registration statement effective, and acorresponding permit to offer securities for sale covering the Offer.There can be no assurance in respect of: (i) whether <strong>Globe</strong> would issue such debt securities at all; (ii) the size ortiming of any individual issuance or the total issuance of such debt securities; or (iii) the specific terms andconditions of any such issuance. Any decision by <strong>Globe</strong> to offer such debt securities will depend on a number offactors at the relevant time, many of which are not within <strong>Globe</strong>’s control, including but not limited to: prevailinginterest rates, the financing requirements of <strong>Globe</strong>’s business and prospects, market liquidity and the state of thedomestic capital market, and the Philippine, regional and global economies in general.<strong>Globe</strong> confirms that this Prospectus contains all material information relating to the Company, its affiliates andsubsidiaries, as well as material information on the issue and offering of and the Bonds as may be required bythe applicable laws of the Republic of the Philippines. No facts have been omitted that would make anystatement in this Prospectus misleading in any material respect. <strong>Globe</strong> confirms that it has made all reasonableinquiries with respect to any information, data and analysis(ses) provided to it by its advisors and consultants orwhich is otherwise publicly available for inclusion into this Prospectus. <strong>Globe</strong>, however, has not independentlyverified any or all such publicly available information, data or analysis(ses).The price of securities can and does fluctuate, and any individual security may experience upward or downwardmovements, and may even become valueless. There is an inherent risk that losses may be incurred rather thanprofit made as a result of buying and selling securities. An investment in the Bonds described in this Prospectusinvolves a certain degree of risk. A prospective purchaser of the Bonds should carefully consider several factorsinherent to the Company (detailed in “Risk Factors and Other Considerations” section on page 19 of thisProspectus) such as risks pertinent to the industry and operational risks relevant to the Philippines vis-à-vis risksinherent to the Bonds, in addition to the other information contained in this Prospectus, in deciding whether toinvest in the Bonds.ii

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