Singapore Exchange Ltd (SGX)

Singapore Exchange is Asia’s leading and trusted market infrastructure, facilitating the exchange of capital and ideas to create value for people, businesses and economies. As a multi-asset exchange operating equity, fixed income and derivatives markets to the highest regulatory standards, SGX is a vertically integrated business that provides listing, trading, clearing, settlement, depository and data services.

With about 40% of listed companies and over 80% of listed bonds originating outside of Singapore as well as established linkages across the region and in Europe, SGX is Asia’s most international and connected exchange. Offering a full suite of derivatives products across Asian equity indices, commodities and currencies, SGX is the world’s most liquid international market for the benchmark equity indices of China, India, Japan and ASEAN.

As Asia’s pioneering central counterparty, SGX is globally recognised for its risk management and clearing capabilities, and was one of the first globally to adopt the Principles for Financial Market Infrastructure.

Headquartered in AAA-rated Singapore, SGX has over 800 employees including offices in Beijing, Chicago, Hong Kong, London, New York, Mumbai, San Francisco, Shanghai and Tokyo.

Asia’s leading multi-asset exchange

SGX Market Strategist, Equity & Fixed Income, Singapore Exchange Ltd (SGX)

Geoff Howie

SGX Market Strategist, Equity & Fixed Income

Equity Bottom-Up

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<ul>
<li>Emperador Inc. – a leading global spirits player and a member of the Philippines Stock Exchange PSEi Index – made its debut on SGX through a secondary listing. It has an established footprint over 100 countries and its brandy products held an 82.3% market share among all local and imported brandies in the Philippines.</li>
	<li>The Company has 2 main segments – i) Brandy which includes all products sold by EDI, Bodegas Fudandor and Domecq BLC, and ii) Scotch Whisky which includes all products sold by WMG. According to IWSR, Emperador has maintained their position of being the world’s #1 selling other brandy in terms of volume since 2011, with 11.3% of the global market share in 2021.</li>
	<li>It has plans to further penetrate existing markets, including focusing on substantial opportunities in the People’s Republic of China and other markets, with targets to generate 50% of total Group sales from international markets by 2025.</li>
	<li>Emperador has not historically had a formal dividend policy, however, it has highlighted plans in its Introductory Document to have a dividend payout ratio of at least 40% per year. </li>
</ul>
Largest liquor company in Philippines and largest brandy producer globally

Emperador Inc. (market cap c.S$7.3 billion) – a leading global spirits player and a member of the Philippines Stock Exchange PSEi Index – made its debut on the SGX Mainboard through a secondary listing. Emperador has an established footprint in over 100 countries and its brandy products held an 82.3% market share among all local and imported brandies in the Philippines, based on volume for year ended 31 Dec 2021, according to International Wine &amp; Spirit Research (IWSR).

The company has 2 main segments produced by 4 subsidiaries:

<ol>
<li>
Brandy – includes all products sold by EDI, Bodegas Fundador and Domecq BLC. To grow their Brandy portfolio, Emperador also acquired the Spanish brandy and sherry business from Bean Suntory in 2016 and the Domecq brandy portfolio and wine business in 2017.</li>
	<li>
Scotch Whisky – includes all products sold by WMG. Since entering the Scotch Whisky segment through the acquisition of WMG in 2014, Emperador’s Scotch segment grew 2.7 times from 2015 to 2021. The company also expanded beyond its original United Kingdom (UK) focused strategy for the Scotch Whisky segment to grow internationally.</li>
</ol>
It has a broad brand portfolio across 5 price segments (based on a 70 centilitre volume):

<ul>
<li>Luxury (US$100.00 and over)</li>
	<li>Super Premium (US$60.00 to 99.99)</li>
	<li>Premium (US$25.00 to 59.99)</li>
	<li>Standard (US$10.00 to 24.49)</li>
	<li>Accessible (US$9.99 and lower)</li>
</ul>
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<figure>
 <img src='https://api2.sgx.com/sites/default/files/2022-07/Emperador_MU_0.png' alt='Emperador's Brand Portfolio' />
 </figure>
 <div class='content-caption'>Emperador Inc. – Philippines’ Largest Global Liqour Company – Debuts on SGX</div>
<figure>
 <img src='https://api2.sgx.com/sites/default/files/2022-07/Emperador_MU_P2_0.PNG' alt='Emperador Inc. - Revenue by Geography & Business Segment' />
 </figure>
 <div class='content-caption'>Emperador Inc. – Philippines’ Largest Global Liqour Company – Debuts on SGX</div>
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Industry Prospects for the Brandy and Scotch Whisky Market

<ul>
<li>
Trends towards premiumisation – According to IWSR, the global luxury segments of both Scotch Whisky and Brandy are forecast to grow from 2022 to 2026 at a CAGR of 11.3% and 18.8% respectively, by value. In its Introductory Document, Emperador noted a similar trend of consumers demonstrating a tendency over time to shift towards higher-priced products in the Company’s brand spectrum for example in trading up from Emperador-label Brandies to Fundador.</li>
	<li>
Continued strong growth – Global Other Brandy and Scotch Whisky market values are forecasted to grow at a CAGR of 2.6% and 5.1% respectively from 2022 to 2026, according to IWSR.</li>
	<li>
Growth of China market appetite – According to the Frost &amp; Sullivan, China’s Scotch Whisky market is expected to grow from 2022 to 2026 at a CAGR of 7.3% by sales value and 7.4% by sales volume driven by rising middle class and increasing disposable incomes. China’s Other Brandy sales volume and value similarly expects strong growth at a CAGR of 4.2% and 5.5% respectively from 2022 to 2026.</li>
	<li>
Increase in e-commerce sales for spirits – In established e-commerce markets such as China, there are generational shifts where older consumers make increasing purchases through e-commerce channels.</li>
</ul>
 

 Highlights of the listing based on <a href="https://links.sgx.com/1.0.0/prospectus-circulars/47862">Introductory Document</a>

1. Competitive strengths

<ul>
<li>Leading global spirits player with proven track record, solid momentum and established footprint in over 100 countries</li>
	<li>Portfolio of heritage and well-recognised global brands coupled with remarkable innovation capabilities and insights</li>
	<li>Entrenched market leadership and extensive distribution in the Philippines benefiting from on-going premiumisation</li>
	<li>Established supply chain with solid production capabilities and capacity to meet growing demand</li>
	<li>Strong track record of inorganic and organic growth, resilient profitability and cash generation with positive financial performance during the COVID-19 pandemic</li>
	<li>Highly experienced and visionary management team with proven track record</li>
</ul>
2. Business Strategies

<ul>
<li>Relentless focus on already sizeable and growing Scotch whisky and brandy segments</li>
	<li>Exploit premiumisation trends through the value span of its portfolio and by levering on consumer insights, including by capturing consumers at affordable price points and offering attractive product range for trading up</li>
	<li>Continue to further penetrate existing markets, including focusing on substantial opportunities in the People’s Republic of China and other markets, with targets to derive 50% of total Group sales from international markets by 2025</li>
	<li>Achieving supply and efficiency gains as well as capacity improvement while enhancing sustainability and progressing towards environmentally friendly growth</li>
	<li>Leveraging on digital and e-commerce technologies for brand building and marketing</li>
</ul>
3. Key Risks Factors (refer to page 29 of the Introductory Document for a complete list of risk factors)

<ul>
<li>Domestic and foreign competition may limit ability to maintain or increase market share and maintain profitability</li>
	<li>Risks associated with growing business through acquisitions, such as a failure to successfully integrate any acquired entity</li>
	<li>Operating results may be adversely affected by increased costs or shortages of raw materials, packaging materials or labour</li>
	<li>Disruption or termination of arrangements with third-party distributors could reduce sales and operating income</li>
	<li>Continuity of operations under licences which are in the process of renewal</li>
	<li>The Company may not be able to pay dividends</li>
</ul>
 

Financials

<ul>
<li>Emperador’s total revenue in 1Q22 (for the three-month period ended 31 Mar) increased 2.1% YoY to PHP 12.33 billion, consisting of Brandy sales of PHP 7.64 billion (61.9% of 1Q22 revenue) and Scotch Whisky sales of PHP 4.70 billion (38.1% of 1Q22 revenue). 1Q22 revenue growth was driven by an increase in Scotch Whisky sales with a 20.0% YoY growth buoyed by its single malt products which accounted for 63% of the segment’s sales.</li>
	<li>Despite 1Q22 revenue from the Brandy segment registering a 6.5% YoY decline due to challenges posed by global supply chain disruptions and COVID-19 lockdowns across international markets and the Philippines, Emperador recorded a YoY improvement in EBITDA margin for both segments, from 24.11% in 1Q21 to 24.29% 1Q22 for the Brandy segment and 24.83% in 1Q21 to 25.31% in 1Q22 for the Scotch Whisky segment (Source: <a href="https://www.emperadorbrandy.com/financial-reports.html">1Q22 Company Report</a>).</li>
	<li>Emperador’s net profit of PHP 2.13 billion in 1Q22 grew from 1Q21’s PHP 2.10 billion, increasing 1.5% YoY driven by growth in the Scotch Whisky segment due to increased gross profit margin, strong sales and continued growth in Europe and America.</li>
	<li>Emperador has not historically had a formal dividend policy, however, it has highlighted plans in its Introductory Document to have a dividend payout ratio of at least 40% per year.</li>
</ul>
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<figure>
 <img src='https://api2.sgx.com/sites/default/files/2022-07/Emperador_MU_P3_0.png' alt='Emperador Inc. - Revenue by Business Segment' />
 </figure>
 <div class='content-caption'>Emperador Inc. – Philippines’ Largest Global Liqour Company – Debuts on SGX</div>
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Additional Information from Introductory Document

Company Background

Emperador Inc. is a leading integrated, global manufacturer, bottler and distributor of brandy, Scotch whisky and other alcoholic beverages from the Philippines and Europe. The Company is also one of the largest spirits players by value and by volume in the Philippines according to IWSR, backed by a powerful nationwide distribution network. According to Nielsen, Emperador’s brands have the highest numeric distribution in Philippines stores among other spirits manufacturers with numeric distribution at 28% as of December 2021. The Company’s primary geographic markets are the Philippines, Greater China, the United Kingdom and Mexico, among the 102 countries it has a footprint in. The Company’s principal production facilities comprise nine distilleries, four blending and bottling facilities, 788 hectares of vineyards, a glass manufacturing plant and a winery located across the Philippines, the United Kingdom, Spain and Mexico.

Within the Brandy category, Cognac and Armagnac capture a sizeable value share, while other brandies are widely prevalent globally (Frost &amp; Sullivan). For Emperador, its addressable market for its Brandy segment is in the Other Brandy category (ie. all types of brandy excluding Cognac and Armagnac). According to IWSR, Emperador has maintained their position of being the world’s #1 selling other brandy in terms of volume since 2011, with 11.3% of the global market share in 2021, significantly ahead of its nearest competitor with 7.4%.
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 <img src='https://api2.sgx.com/sites/default/files/2022-07/Emperador_MU_P4.PNG' alt='Emperador's Other Brandy Global Market Share' />
 </figure>
 <div class='content-caption'>Emperador Inc. – Philippines’ Largest Global Liqour Company – Debuts on SGX</div>
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Emperador is also among the leading global Scotch Whisky players with a recognised brand portfolio of close to 38 brands, ranking 8th in terms of Scotch Whisky market share by value in 2021, according to IWSR. The company also launched Tamnavulin in 2016 to address the market gap for affordable single malts, and is now the #1 fastest growing single malt Scotch Whisky globally (based on absolute value and volume growth from 2019 to 2021).

Stock Transaction Tax

Pursuant to Sec. 127 of the Philippine Tax Code, trading of Emperador’s shares on the SGX-ST shall be subject to Stock Transaction Tax (STT) of 0.6%. Stock transaction tax is payable by selling shareholders and required to be collected by selling stockbrokers. Please refer to page 264 of the Introductory Document for more details.

Shareholders

Emperador’s largest and controlling shareholder is Alliance Global Group Inc. (AGI), which holds a direct interest of 84.57% of the Company as of 31 March 2022. The company is also effectively controlled by the Tan Family, where Dr. Andrew Tan and his spouse Mrs. Katherine Tan both serve on AGI’s and Emperador’s Board as Chairman and Treasurer respectively. As of 7 June 2022, the shareholding interests of the Company held by public Shareholders was 15.01%.

Equity-linked securities (ELS) held by Arran Investment Pte. Ltd. (Arran)

In 2014, Singapore sovereign wealth fund GIC, through Arran, initially invested PHP 17.6 billion by subscribing for shares in Emperador as well as ELS that are convertible into shares of Emperador. Through this initial investment, Arran acquired a 7% ownership interest in the Company (9.5% as of 7 June 2022). Pursuant to an amendment dated 23 December 2019, Arran was given the right to request conversion of (i) PHP 1,836,250,000 into 253,275,862 Shares (Tranche 1 Conversion Shares) and (ii) PHP 3,443,750,000 into 475,000,000 Shares (Tranche 2 Conversion Shares). Pursuant to a Deed of Sale dated 5 February 2020, Arran fully exercised its ELS representing the Tranche 1 Conversion Shares. As of 31 March 2022 and as at the Latest Practicable Date (7 June 2022), the outstanding balance on the ELS of PHP 3.4438 billion was presented under Equity.

Arran delivered a conversion notice to Emperador on 3 December 2021 (as further amended on 28 February 2022 and 13 May 2022) which requires the Company to issue the Tranche 2 Conversion Shares to Arran upon the earlier of (a) the completion of the secondary listing of the Company on the SGX-ST, subject to fulfilment of certain conditions, or (b) 12 August 2022.

Did you know?

In 2021, Emperador partnered with BlockBar, a non-fungible token (NFT) marketplace for luxury wine and spirits to offer NFTs in the form of limited edition Scotch whiskies, thereby creating unique collector opportunities and bridging the physical and digital world.
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Emperador Inc. – a leading global spirits player and a member of the Philippines Stock Exchange PSEi Index – made its debut on SGX through a secondary listing. It has an established footprint over 100 countries and its brandy products held an 82.3% market share among all local and imported brandies in the Philippines.
	The Company has 2 main segments – i) Brandy which includes all products sold by EDI, Bodegas Fudandor and Domecq BLC, and ii) Scotch Whisky which includes all products sold by WMG. According to IWSR, Emperador has maintained their position of being the world’s #1 selling other brandy in terms of volume since 2011, with 11.3% of the global market share in 2021.
	It has plans to further penetrate existing markets, including focusing on substantial opportunities in the People’s Republic of China and other markets, with targets to generate 50% of total Group sales from international markets by 2025.
	Emperador has not historically had a formal dividend policy, however, it has highlighted plans in its Introductory Document to have a dividend payout ratio of at least 40% per year. 

Largest liquor company in Philippines and largest brandy producer globally

Emperador Inc. (market cap c.S$7.3 billion) – a leading global spirits player and a member of the Philippines Stock Exchange PSEi Index – made its debut on the SGX Mainboard through a secondary listing. Emperador has an established footprint in over 100 countries and its brandy products held an 82.3% market share among all local and imported brandies in the Philippines, based on volume for year ended 31 Dec 2021, according to International Wine &amp; Spirit Research (IWSR).

The company has 2 main segments produced by 4 subsidiaries:



Brandy – includes all products sold by EDI, Bodegas Fundador and Domecq BLC. To grow their Brandy portfolio, Emperador also acquired the Spanish brandy and sherry business from Bean Suntory in 2016 and the Domecq brandy portfolio and wine business in 2017.
	
Scotch Whisky – includes all products sold by WMG. Since entering the Scotch Whisky segment through the acquisition of WMG in 2014, Emperador’s Scotch segment grew 2.7 times from 2015 to 2021. The company also expanded beyond its original United Kingdom (UK) focused strategy for the Scotch Whisky segment to grow internationally.

It has a broad brand portfolio across 5 price segments (based on a 70 centilitre volume):


Luxury (US$100.00 and over)
	Super Premium (US$60.00 to 99.99)
	Premium (US$25.00 to 59.99)
	Standard (US$10.00 to 24.49)
	Accessible (US$9.99 and lower)




      
    
    Emperador Inc. – Philippines’ Largest Global Liqour Company – Debuts on SGX

      
    
    Emperador Inc. – Philippines’ Largest Global Liqour Company – Debuts on SGX


Industry Prospects for the Brandy and Scotch Whisky Market



Trends towards premiumisation – According to IWSR, the global luxury segments of both Scotch Whisky and Brandy are forecast to grow from 2022 to 2026 at a CAGR of 11.3% and 18.8% respectively, by value. In its Introductory Document, Emperador noted a similar trend of consumers demonstrating a tendency over time to shift towards higher-priced products in the Company’s brand spectrum for example in trading up from Emperador-label Brandies to Fundador.
	
Continued strong growth – Global Other Brandy and Scotch Whisky market values are forecasted to grow at a CAGR of 2.6% and 5.1% respectively from 2022 to 2026, according to IWSR.
	
Growth of China market appetite – According to the Frost &amp; Sullivan, China’s Scotch Whisky market is expected to grow from 2022 to 2026 at a CAGR of 7.3% by sales value and 7.4% by sales volume driven by rising middle class and increasing disposable incomes. China’s Other Brandy sales volume and value similarly expects strong growth at a CAGR of 4.2% and 5.5% respectively from 2022 to 2026.
	
Increase in e-commerce sales for spirits – In established e-commerce markets such as China, there are generational shifts where older consumers make increasing purchases through e-commerce channels.

 

 Highlights of the listing based on Introductory Document

1. Competitive strengths


Leading global spirits player with proven track record, solid momentum and established footprint in over 100 countries
	Portfolio of heritage and well-recognised global brands coupled with remarkable innovation capabilities and insights
	Entrenched market leadership and extensive distribution in the Philippines benefiting from on-going premiumisation
	Established supply chain with solid production capabilities and capacity to meet growing demand
	Strong track record of inorganic and organic growth, resilient profitability and cash generation with positive financial performance during the COVID-19 pandemic
	Highly experienced and visionary management team with proven track record

2. Business Strategies


Relentless focus on already sizeable and growing Scotch whisky and brandy segments
	Exploit premiumisation trends through the value span of its portfolio and by levering on consumer insights, including by capturing consumers at affordable price points and offering attractive product range for trading up
	Continue to further penetrate existing markets, including focusing on substantial opportunities in the People’s Republic of China and other markets, with targets to derive 50% of total Group sales from international markets by 2025
	Achieving supply and efficiency gains as well as capacity improvement while enhancing sustainability and progressing towards environmentally friendly growth
	Leveraging on digital and e-commerce technologies for brand building and marketing

3. Key Risks Factors (refer to page 29 of the Introductory Document for a complete list of risk factors)


Domestic and foreign competition may limit ability to maintain or increase market share and maintain profitability
	Risks associated with growing business through acquisitions, such as a failure to successfully integrate any acquired entity
	Operating results may be adversely affected by increased costs or shortages of raw materials, packaging materials or labour
	Disruption or termination of arrangements with third-party distributors could reduce sales and operating income
	Continuity of operations under licences which are in the process of renewal
	The Company may not be able to pay dividends

 

Financials


Emperador’s total revenue in 1Q22 (for the three-month period ended 31 Mar) increased 2.1% YoY to PHP 12.33 billion, consisting of Brandy sales of PHP 7.64 billion (61.9% of 1Q22 revenue) and Scotch Whisky sales of PHP 4.70 billion (38.1% of 1Q22 revenue). 1Q22 revenue growth was driven by an increase in Scotch Whisky sales with a 20.0% YoY growth buoyed by its single malt products which accounted for 63% of the segment’s sales.
	Despite 1Q22 revenue from the Brandy segment registering a 6.5% YoY decline due to challenges posed by global supply chain disruptions and COVID-19 lockdowns across international markets and the Philippines, Emperador recorded a YoY improvement in EBITDA margin for both segments, from 24.11% in 1Q21 to 24.29% 1Q22 for the Brandy segment and 24.83% in 1Q21 to 25.31% in 1Q22 for the Scotch Whisky segment (Source: 1Q22 Company Report).
	Emperador’s net profit of PHP 2.13 billion in 1Q22 grew from 1Q21’s PHP 2.10 billion, increasing 1.5% YoY driven by growth in the Scotch Whisky segment due to increased gross profit margin, strong sales and continued growth in Europe and America.
	Emperador has not historically had a formal dividend policy, however, it has highlighted plans in its Introductory Document to have a dividend payout ratio of at least 40% per year.




      
    
    Emperador Inc. – Philippines’ Largest Global Liqour Company – Debuts on SGX


Additional Information from Introductory Document

Company Background

Emperador Inc. is a leading integrated, global manufacturer, bottler and distributor of brandy, Scotch whisky and other alcoholic beverages from the Philippines and Europe. The Company is also one of the largest spirits players by value and by volume in the Philippines according to IWSR, backed by a powerful nationwide distribution network. According to Nielsen, Emperador’s brands have the highest numeric distribution in Philippines stores among other spirits manufacturers with numeric distribution at 28% as of December 2021. The Company’s primary geographic markets are the Philippines, Greater China, the United Kingdom and Mexico, among the 102 countries it has a footprint in. The Company’s principal production facilities comprise nine distilleries, four blending and bottling facilities, 788 hectares of vineyards, a glass manufacturing plant and a winery located across the Philippines, the United Kingdom, Spain and Mexico.

Within the Brandy category, Cognac and Armagnac capture a sizeable value share, while other brandies are widely prevalent globally (Frost &amp; Sullivan). For Emperador, its addressable market for its Brandy segment is in the Other Brandy category (ie. all types of brandy excluding Cognac and Armagnac). According to IWSR, Emperador has maintained their position of being the world’s #1 selling other brandy in terms of volume since 2011, with 11.3% of the global market share in 2021, significantly ahead of its nearest competitor with 7.4%.



      
    
    Emperador Inc. – Philippines’ Largest Global Liqour Company – Debuts on SGX


Emperador is also among the leading global Scotch Whisky players with a recognised brand portfolio of close to 38 brands, ranking 8th in terms of Scotch Whisky market share by value in 2021, according to IWSR. The company also launched Tamnavulin in 2016 to address the market gap for affordable single malts, and is now the #1 fastest growing single malt Scotch Whisky globally (based on absolute value and volume growth from 2019 to 2021).

Stock Transaction Tax

Pursuant to Sec. 127 of the Philippine Tax Code, trading of Emperador’s shares on the SGX-ST shall be subject to Stock Transaction Tax (STT) of 0.6%. Stock transaction tax is payable by selling shareholders and required to be collected by selling stockbrokers. Please refer to page 264 of the Introductory Document for more details.

Shareholders

Emperador’s largest and controlling shareholder is Alliance Global Group Inc. (AGI), which holds a direct interest of 84.57% of the Company as of 31 March 2022. The company is also effectively controlled by the Tan Family, where Dr. Andrew Tan and his spouse Mrs. Katherine Tan both serve on AGI’s and Emperador’s Board as Chairman and Treasurer respectively. As of 7 June 2022, the shareholding interests of the Company held by public Shareholders was 15.01%.

Equity-linked securities (ELS) held by Arran Investment Pte. Ltd. (Arran)

In 2014, Singapore sovereign wealth fund GIC, through Arran, initially invested PHP 17.6 billion by subscribing for shares in Emperador as well as ELS that are convertible into shares of Emperador. Through this initial investment, Arran acquired a 7% ownership interest in the Company (9.5% as of 7 June 2022). Pursuant to an amendment dated 23 December 2019, Arran was given the right to request conversion of (i) PHP 1,836,250,000 into 253,275,862 Shares (Tranche 1 Conversion Shares) and (ii) PHP 3,443,750,000 into 475,000,000 Shares (Tranche 2 Conversion Shares). Pursuant to a Deed of Sale dated 5 February 2020, Arran fully exercised its ELS representing the Tranche 1 Conversion Shares. As of 31 March 2022 and as at the Latest Practicable Date (7 June 2022), the outstanding balance on the ELS of PHP 3.4438 billion was presented under Equity.

Arran delivered a conversion notice to Emperador on 3 December 2021 (as further amended on 28 February 2022 and 13 May 2022) which requires the Company to issue the Tranche 2 Conversion Shares to Arran upon the earlier of (a) the completion of the secondary listing of the Company on the SGX-ST, subject to fulfilment of certain conditions, or (b) 12 August 2022.

Did you know?

In 2021, Emperador partnered with BlockBar, a non-fungible token (NFT) marketplace for luxury wine and spirits to offer NFTs in the form of limited edition Scotch whiskies, thereby creating unique collector opportunities and bridging the physical and digital world.



Emperador Inc. – Philippines’ Largest Global Liquor Company – Debuts on SGX