San Miguel Corporation (SMC) Fixed-rate Bonds due 2027 and 2029

*Subject to 20% or 25% witholding tax or such other rates as may be required by law or regulations

San Miguel Corporation (SMC) was originally founded in 1890 as a single brewery in the Philippines. The company has since then transformed itself from a beverage, food and packaging business into a diversified conglomerate with businesses in fuel and oil, energy, infrastracture, and real estate industries. The company's product portfolio includes beer; spirits; non-alcoholic beverages; poultry; animal feeds; flour; fresh and processed meats; dairy products; coffee; various packaging products; a range of refined petroleum products; and cement. SMC has strategic partnerships with international companies, among them are Kirin Holdings Company, Limited for Beer; Hormel Foods International Corporation for processed meats; Nihon Yamamura Glass Company, LTD., Fuso Machine and Mold MFG. Co. LTD. and Can Pack S.A. for packasing products; and Korea Water Resources Corporation for its power business. The company's subsidiaries include San Miguel Food and Beverage, Inc.; Ginebra San Miguel, Inc.; SMC Global Power Holdings Corp.; Sea Refinery Corporation; San Miguel Holdings Cop.; and San Miguel Properties, Inc.

Source: SEC Form 17-A 2020

Issuer

San Miguel Corporation (“SMC”)

Joint Issue Managers

BDO Capital & Investment Corporation

China Bank Capital Corporation

Joint Lead Underwriters and Joint Bookrunners

BDO Capital & Investment Corporation

China Bank Capital Corporation

BPI Capital Corporation

Philippine Commercial Capital, Inc.

PNB Capital and Investment Corporation

RCBC Capital Corporation

SB Capital Investment Corporation

Selling Agent

[Bank of Commerce]

Instrument

Fixed rate bonds constituting the direct, unconditional, unsubordinated, and unsecured obligations of the Issuer.

The Offer and Oversubscription Option¹

Aggregate Issue Size of up to Php 30,000,000,000.00 consisting of the Base Offer of up to Php 25,000,000,000 and the Oversubscription Option of up to Php 5,000,000,000

Bond Rating

PRS Aaa by PhilRatings

Interest Payment Frequency

Quarterly

Series

Series J Bonds

Series K Bonds

Maturity Date

On the 5th anniversary of the Issue Date

On the 7th anniversary of the Issue Date

Indicative Rates as of 02/03/22^2,3

[5.0432% - 5.5432%]

[5.5556% - 6.0556%]

Optional Redemption⁴

On the 3rd anniversary of the Issue Date and every Interest Payment Date thereafter at 100.5% for the Series J Bonds

On the 5th anniversary of the Issue Date and every Interest Payment Date thereafter at 101.0%; or
On the 6th anniversary of the Issue Date and every Interest Payment Date thereafter at 100.5% for the Series K Bonds

Indicative Rate Setting Date

[February 10, 2022]

Tentative Offer Period

[February 14, 2022 to February 21, 2022]

Tentative Issue Date

[March 1, 2022]

¹The Issuer has the discretion to allocate the principal amount of the Offer Bonds between the Series J Bonds and the Series K Bonds based on the book building process.
²The final interest rates of the bonds will be determined through a book building process, subject to prevailing market conditions.
³The indicative rates presented are gross rates per annum and are subject to change.
⁴The Issuer shall have the right, but not the obligation, to redeem in whole (but not in part) the outstanding Offer Bonds on the dates set out above.

BPI Capital Corporation is regulated by the Bangko Sentral ng Pilipinas.http://www.bsp.gov.ph/

BSP Webchat: http://www.bsp.gov.ph/

BSP Facebook: https://www.facebook.com/BangkoSentralngPilipinas/

SMS (For Globe Subscribers Only): 21582277 (Standard text messaging service and internet data charges apply.)

For more details, a copy of the preliminary prospectus and offer supplement may be viewed at the company's website.

For further details, kindly contact:

BPI CAPITAL CORPORATION
11/F Tower One, Ayala North Exchange, 6796 Ayala Avenue corner Salcedo Street, Legaspi Village, Makati City 1229
E-mail: bpicapital@bpi.com.ph

For customer assistance, kindly email:

bpicapitalcorp_customersupport@bpi.com.ph

The information does not constitute a recommendation regarding the securities of the company or any of its affiliates. This should not be construed as a solicitation to buy or sell any security of the company, or to engage in or refrain from engaging in any transaction. This should not be used as the basis for any financial decision to invest in any securities or participation in any transaction. This does not purport to, and does not, contain all of the information that may be required to evaluate factors relevant to a recipient making any investment decisions. Each recipient should make its own independent appraisal of, and investigation into, the financial condition, creditworthiness, affairs, status and nature of the company as the basis of any investment decision. This is intended for general information purposes. It provides basic information concerning individual products or related services. However, none of the information should be interpreted as an offer to sell securities or as investment advice of any kind. No warranty or representation, express or implied, is given as to the accuracy or completeness of that information. In no event will bpi capital corporation, nor any of its directors, employees or advisors accept any liability with regard to the information contained herein.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission, but has not yet become effective. These securities may not be sold nor may offers to buy the same be accepted prior to the time the registration statement becomes effective. This communication shall not constitute an offer to sell nor be considered a solicitation of an offer to buy.

The financial products of BPI Capital Corporation are not insured by the philippine deposit insurance corporation and are not guaranteed by the Bank of the Philippine Islands. The information herein is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation.