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October 13, 2023

SECURITIES AND EXCHANGE COMMISSION


Secretariat Building, PICC Complex
Roxas Boulevard, Pasay City, Metro Manila

Attention: Mr. Vicente Graciano P. Felizmenio Jr.


Director, Markets and Securities Regulation Department

THE PHILIPPINE STOCK EXCHANGE, INC.


6/F, PSE Tower
5th Avenue cor. 28th Street
Bonifacio Global City, Taguig City

Attention: Ms. Frances Alexandra D. Tom Wong


Officer-In-Charge, Disclosure Department

Gentlemen:

In compliance with the Philippine Stock Exchange listing obligations of AllDay Marts, Inc.
(the Company), please find the enclosed Company’s Quarterly Progress Report on the application of
the proceeds from the Initial Public Offering (IPO) as of and for the quarter ended September 30,
2023 providing for the following:

1. Quarterly Summary of Disbursement of IPO Proceeds as of September 30, 2023 as certified


by the Chief Financial Officer and Treasurer;

2. Notes to the Schedule on Disbursement of IPO Proceeds and Progress Report as of and for
the quarter ended September 30, 2023; and,

3. Report of External Auditor on Review of Certain Financial Information.

Sincerely yours,

MARIA CRISTINA O. BARAO


Chief Financial Officer/Treasurer

Encl.a/s
20th Floor, Tower 1
The Enterprise Center
6766 Ayala Avenue
1200 Makati City
Philippines

T +63 2 8988 2288

The Stockholders and Board of Directors


AllDay Marts, Inc.
(A Subsidiary of AllValue Holdings Corp.)
Lower Ground Floor, Building B
EVIA Lifestyle Center, Vista City
Daang Hari, Almanza II
Las Piñas City

Introduction

We have reviewed the accompanying Quarterly Summary of Disbursement of the Initial Public
Offering (IPO) Proceeds (the Quarterly Summary) of AllDay Marts, Inc. (the Company) as of
and for the quarter ended September 30, 2023, and the accompanying explanatory notes with
respect to the Company’s use of the proceeds from its IPO. Management is responsible for the
preparation and fair presentation of the Quarterly Summary in accordance with the planned use
of the IPO Proceeds as presented in the Prospectus of the Company dated October 12, 2021.
Our responsibility is to express a conclusion and to issue a report on this Quarterly Summary
based on our review.

Scope of Review

We conducted our review in accordance with the applicable Philippine Standard on Review
Engagements 2410, Review of Interim Financial Information Performed by the Independent
Auditor of the Entity. A review is limited primarily to inquiries of Company personnel, analytical
procedures and other review procedures applied to financial data and thus provides less
assurance than an audit. We have not performed an audit and, accordingly, we do not
express an audit opinion.

Certified Public Accountants


grantthornton.com.ph
Punongbayan & Araullo (P&A) is the Philippine member firm of Grant Thornton International Ltd.

Offices in Cavite, Cebu, Davao


BOA/ PRC Cert of Reg. No. 0002
SEC Accreditation No. 0002
-2-

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the
accompanying Quarterly Summary of AllDay Marts, Inc. does not present fairly, in all material
respects, the information on the use of the IPO Proceeds as of and for the quarter ended
September 30, 2023, in accordance with the planned use of such proceeds as presented in the
Prospectus of the Company.

The engagement partner on the review for the quarter ended September 30, 2023 resulting in
this report is James Joseph Benjamin J. Araullo.

By: James Joseph Benjamin J. Araullo


Partner

CPA Reg. No. 0111202


TIN 212-755-957
PTR No. 9566625, January 3, 2023, Makati City
SEC Group A Accreditation
Partner - No. 111202-SEC (until financial period 2026)
Firm - No. 0002 (until Dec. 31, 2024)
BIR AN 08-002511-039-2021 (until Nov. 9, 2024)
Firm’s BOA/PRC Cert. of Reg. No. 0002 (until Aug. 27, 2024)

October 13, 2023

Certified Public Accountants


Punongbayan & Araullo (P&A) is the Philippine member firm of Grant Thornton International Ltd.
ALLDAY MARTS, INC.

Quarterly Summary of Disbursement of IPO Proceeds


As of September 30, 2023

Gross Initial Public Offering (IPO) Proceeds P 4,114,285,800

Less: IPO-related project expenses

Underwriting and selling fees P 89,215,037

Philippine Stock Exchange (PSE) listing and processing fees 18,640,001

Professional fees 17,070,446

Fees paid to the PSE Trading Participants 8,228,574

Taxes paid by the Company 6,857,140

Philippine Securities and Exchange Commission


registration, filing and legal research fees 2,478,498

Miscellaneous expenses 15,202,342 157,692,038

Net IPO Proceeds 3,956,593,762

Less: Disbursements

Accumulated costs incurred as of


June 30, 2023:
Debt repayments 3,149,203,324

Initial working capital 218,434,538

Capital expenditures for


store network expansion 259,516,271

For the 3rd Quarter Ended


September 30, 2023 – -

Total Disbursements as of September 30, 2023 3,627,154,133

Balance of the Net IPO Proceeds as of September 30, 2023 P 329,439,629

Certified true and correct:

MARIA CRISTINA O. BARAO


Chief Financial Officer/Treasurer

October 13, 2023


ALLDAY MARTS, INC.

NOTES TO THE SCHEDULE ON DISBURSEMENT OF


IPO PROCEEDS AND PROGRESS REPORT
AS OF AND FOR THE QUARTER ENDED SEPTMEBER 30, 2023

1. BACKGROUND

AllDay Marts, Inc. (the Company) is primarily engaged in retailing, merchandising,


buying, selling, marketing, importing, exporting, franchising, acquiring, holding,
distributing, warehousing, trading, exchanging, or otherwise dealing in all kinds of
products and services.

On August 10, 2021 and August 11, 2021, the Company applied for the registration of
its common shares with the Philippine Securities and Exchange Commission (SEC)
and for the listing of the Company’s shares on the Philippine Stock Exchange (PSE),
respectively. The SEC approved the registration of the 6,857,143,000 common shares
of the Company on September 23, 2021 while the PSE approved the Company’s
application for the listing of its common shares on September 24, 2021.

On November 3, 2021, the Company, by way of an Initial Public Offering (IPO),


sold 6,857,143,000 with an Overallotment Option of up to 685,714,000 of its common
stock (Offer Share) at an offer price of P0.60 per Offer Share, and generated gross
proceeds of P4,114,285,800 (the IPO Proceeds) from such IPO.

2. DESCRIPTION OF DISBURSEMENTS AND EXPENDITURES


AS OF SEPTMEBER 30, 2023

(a) IPO Expenses

The Company spent around 3.8% of the Gross IPO Proceeds to pay for fees and
expenses in relation to the IPO.

(b) Debt Repayments

About 79.6% of the Net IPO Proceeds was used by the Company to repay the
outstanding principal balance of its term loans with several Philippine banks with
repaid amounts as follows: Union Bank of the Philippines (P1,498.9 million),
Philippine Business Bank (P900.4 million), RCBC Capital Corporation
(P600.0 million), and Maybank Philippines, Inc. (P149.9 million).
(c) Initial Working Capital

Approximately 8.2% of the Net IPO proceeds, equivalent to P325.4 million, from
the sale of Primary Shares will be used to fund the initial working capital for the
Company’s store network expansion plan, specifically for the new stores planned
up to the end of year 2023. The Company has disbursed a total of P218.5 million
for the purchase of initial inventory for its store expansion as of September 30,
2023.

(d) Capital Expenditures for Store Establishment

About 12.2% of the Net IPO Proceeds, equivalent to P482.0 million, is allotted
to finance expenditures for store establishment including building fit-out, expenses
for furniture and fixtures, obtaining permits and licenses, and professional advisory
and labor fees. As of September 30, 2023, the Company disbursed a total of
P259.5 million for the purchase of equipment, electrical, mechanical, plumbing and
cable works, display fixtures, gondolas, racks, shelves, and cabinets for storing
inventories.

3. SUMMARY OF ACCUMULATED DISBURSEMENTS OF IPO PROCEEDS


(PROGRESS REPORT)

Summarized below are the disbursements made and the remaining unutilized balance of
the IPO Proceeds as of September 30, 2023.

Allocation of Utilization of Utilization of net Utilization of net Balance of


proceeds per net proceeds proceeds proceeds proceeds as of
the Prospectus disbursed as of disbursed for the disbursed for the September 30,
(Php millions) December 31, six months ended three months 2023*
2022 June 30, 2023 ended (Php millions)
(Php millions) (Php millions) September 30,
2023
(Php millions)
Gross Proceeds P 4,114.3

IPO Expenses 157.7

Net Proceeds 3,956.6 P 3,619.2 P 8.0 P - P 329.4

Debt Retirement 3,149.2 3,149.2 - - -


Initial Working 325.4 210.5 8.0 - 106.9
Capital
Capital Expenditures 482.0 259.5 - - 222.5
for Store
Establishment

To the extent that the unutilized balance of the IPO Proceeds from the IPO are yet to be applied to the specified purposes, the Company
may invest in short-term fixed income securities and/or money market instruments. As of September 30, 2023, the unutilized balance of the
IPO Proceeds is deposited with reputable Philippine universal banks.
4. APPLICATION OF REMAINING BALANCE OF THE IPO PROCEEDS

The remaining balance of the IPO Proceeds amounting to P329.4 million as of


September 30, 2023 is expected to be utilized and disbursed in accordance with the use
of IPO Proceeds as presented in the previous page.

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