G. Cabali Pearl Grace

Pearl is a Partner and head of the Banking, Finance, & Capital Markets practice group at Puyat Jacinto Santos (PJS) Law. She also leads the firm’s Hospitality and Real Estate practice, and co-leads the Tax team.

She received her Masters of Business Administration - Juris Doctor dual degree from the De La Salle University-Far Eastern University Consortium in 2008. She was admitted to the Philippine Bar in 2009. Pearl also obtained her Bachelor of Science degree in Accountancy from the De La Salle University in 1999, and was admitted to the Philippine Board of Accountancy in 2000.

Experience

• Holding company of a Philippine conglomerate: Acting as lead counsel in its proposed initial public offering with the Philippine Stock Exchange. Assistance to client includes conducting due diligence review of the issuer, preparation of the prospectus, interfacing with the Securities and Exchange Commission and Philippine Stock Exchange and general legal advisory/assistance to the client.

• Credit Suisse (Singapore) Limited, Maybank Kim Eng Securities Pte. Ltd. and UBS AG, Singapore Branch (International Bookrunners and Lead Managers), and BPI Capital Corporation and Maybank ATR Kim Eng Capital Partners, Inc (Domestic Lead Underwriters and Bookrunners): Head of the team that acted as Philippine legal counsel to clients for the Primary Offer of DoubleDragon Properties Corp’s Common Shares to be listed and traded on the Main Board of The Philippine Stock Exchange, Inc.

• BPI Capital Corporation and RCBC Capital Corporation as Joint Lead Underwriters and Bookrunners: Lead legal counsel to clients for the issuance by DoubleDragon Properties of up to PHP10 billion corporate retail bonds, initially structured as a base offer of PHP10 billion, with an oversubscription option of up to PHP5 billion.

• Unicapital: Head of the team that acted as counsel to Unicapital (Financial Advisor, Issue Manager and Lead Underwriter) in the PHP750 million follow-on offering of PH Resorts Group Holdings, Inc.

• China Bank Capital Corporation: Head of the team that acted as counsel to client acting as Sole Arranger and Lead Underwriter for the Corporate Notes Facility of up to PHP5 billion, issued by Century Limitless Corporation and Century City Development Corporation.

• Shakey’s Pizza Asia Ventures Inc.: Head of the team that provided legal advisory, documentation, and regulatory compliance in relation to the issuance of common shares via private placement of Shakey’s Pizza Asia Ventures Inc (PSE: PIZZA) to JE Holdings – a private investment company of the Gokongweis, one of the Philippines’ most prominent business families. JE Holdings is set to infuse PHP1.25 billion into the company in exchange for newly issued shares, resulting in an approximately 9% ownership stake in PIZZA.

• Central Azucarera de San Antonio, Inc.: Head of the team that acted as counsel to Central Azucarera de San Antonio, Inc. in its proposed IPO of up to PHP558 million. The proceeds will be used for the upgrading of its facilities.

• P-h-o-e-n-i-x Petroleum Philippines, Inc.: Head of the team that acted as counsel to Phoenix Petroleum Philippines Inc. in the public offering of up to 7,000,000 perpetual preferred shares series 4 to be listed and traded on the Main Board of The Philippine Stock Exchange, Inc.

• BDO Capital & Investment Corporation, BPI Capital Corporation and China Bank Capital Corporation (Joint Lead Arrangers and Bookrunners): Head of the team that acted as transaction advisor for the issuance of PHP18.5 billion corporate notes facility by Maynilad Water Services, Inc. to be offered to Primary Institutional Lenders on a private placement basis.

• Listed Philippine mining company: Member of the team that acted a transaction advisor to the structuring and listing of a subsidiary of a Philippine publicly listed mining company in the Catalist board at the SGX.

• Confidential client: Head of the team acting as Philippine legal counsel to an American diversified hospitality company that manages and franchises a broad portfolio of hotels and related lodging facilities in its transactions and operations in the Philippines.

• Various clients: Head of the team acting as Philippine legal counsel to corporations engaged in the real estate business, rendering legal advice on the development of condominium projects and luxury resorts, operation of serviced apartments, participation of foreign investors, as well as preparing the documentation for the relevant transactions arising therefrom.

• Confidential client: Member of the legal team to one of Philippines’ largest real estate companies in the negotiation with a foreign investor for the development and operation of a mixed use residential, commercial and hotel and casino complex valued at US$2 billion.

• Confidential client: Head of the team that acted as Philippine legal counsel to an international fund management company in the acquisition of assets of a local resorts and leisure company.

• Cavite Biofuel Producers, Inc.: Member of the legal team that acted as transaction advisor in relation to its Engineering Procurement and Construction (EPC) contract for the establishment of a 125,000 liter per day biofuels production and power generation plant in Magallanes, Cavite.

• Confidential client: Legal consultant to a company engaged in bioethanol and biomass in its project financing and land issues.

• Confidential client: Member of the legal team that acted as legal consultant to a company with a diverse portfolio of electricity generation and distribution businesses in their land acquisitions and registrations, among others.

• Confidential client: Member of the legal team that acted as transaction advisor to one of the largest local manufacturing companies in the corporate restructuring and the sale and purchase of a food brand.

• Various clients: Regularly advises clients on tax matters including preparation of memorandum in issues involving Philippine taxes as well as application of tax treaty provisions. Applied for BIR confirmatory rulings for both local and multinational companies, handled tax assessments for local and multinational companies and handled application for dissolution before the Bureau of Internal Revenue.

Activities and Affiliations

Prior and Present Employment

• Partner, Head of Banking, Finance, & Capital Markets Group, Co-head of Hospitality & Real Estate Group, Co-head of Tax Group, PJS Law, 2017-present

• Senior Associate, PJS Law, 2013-2016

• Associate, PJS Law, 2009-2013

• Legal Researcher, Blue Ribbon Oversight Office Management (Senate of the Philippines), 2008

• Legal Researcher, Office of the Solicitor General, 2007