Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1319) DISCLOSEABLE TRANSACTION PROVISION OF FINANCIAL ASSISTANCE AND ADVANCE TO ENTITIES PROVISION OF FINANCIAL ASSISTANCE AND ADVANCE TO ENTITIES

The Board is pleased to announce that on 31 August 2017 and 5 September 2017, Loan Agreement A and Loan Agreement B were entered into between Oi Wah PL as lender and Customer O and Seven Customers, each as borrower(s), respectively. Pursuant to Loan Agreement A and Loan Agreement B, Oi Wah PL has agreed to grant Loan A and Loan B to Customer O and Seven Customers for a term of 1 month respectively.

LISTING RULES IMPLICATIONS

As the applicable percentage ratios under Rule 14.07 of the Listing Rules in respect of Loan A granted to Customer O under Loan Agreement A are below 5%, the grant of Loan A is not subject to the disclosure requirement under Chapter 14 of the Listing Rules.

As the applicable percentage ratios under Rule 14.07 of the Listing Rules in respect of Loan B granted to Seven Customers under Loan Agreement B exceed 5% but are less than 25%, the grant of the Loan constitutes a discloseable transaction for the Company under Chapter 14 of the Listing Rules.

In addition, as (i) Customer E, Customer F, Customer L and Customer N are associated with Customer A with the same beneficial owners; (ii) one of the ultimate beneficial owners of Customer A, Customer E, Customer F, Customer L and Customer N is an associate of Customer B, Customer M, Customer O and Customer C; (iii) Customer B, Customer M, Customer O are an associate of Customer C; and (iv) Customer C is the ultimate beneficial owner of Customer G and Customer I, the grant of the Loans and the Existing Loans requires aggregation under Rule 14.22 of the Listing Rules. Given the applicable percentage ratios in respect of the Loans and the Existing Loans granted to Customer O, Seven Customers and the Existing Customers under Rule 14.07 of the Listing Rules exceed 5% but are less than 25%, the grant of the Loans and the Existing Loans still constitutes a discloseable transaction for the Company under Chapter 14 of the Listing Rules.

As the aggregate amount of the Loans together with the Existing Loans granted to the Customers and their associates exceeds 8% under the assets ratio defined under Rule 14.07(1) of the Listing Rules, the grant of the Loans are subject to the general disclosure obligations under Rules 13.13 and 13.15 of the Listing Rules.

It is required under Rule 13.15 of the Listing Rules to disclose the identities of the Customers. As the Customers have confirmed to the Group that they will not consent to the disclosure of their identities in this announcement, the Company has applied to the Stock Exchange for a waiver from strict compliance with Rule 13.15 of the Listing Rules.

PROVISION OF FINANCIAL ASSISTANCE AND ADVANCE TO ENTITIES

The Board is pleased to announce that on 31 August 2017 and 5 September 2017, Loan Agreement A and Loan Agreement B were entered into between Oi Wah PL as lender and Customer O and Seven Customers, each as borrower(s), respectively. Pursuant to Loan Agreement A and Loan Agreement B, Oi Wah PL has agreed to grant Loan A and Loan B to Customer O and Seven Customers for a term of 1 month respectively.

Summarised below are the principal terms of the Loan Agreement A and Loan Agreement B.

LOAN AGREEMENT A

Date of agreement : 31 August 2017 Lender : Oi Wah PL

Borrower : Customer O

Principal : HK$6,000,000.00

Interest rate : P + 14.75% per annum where P represented the prime rate of 5.25% per annum of Wing Lung Bank Limited as of the date of Loan Agreement A

Term : 1 month commencing from the Drawdown Date

Security : A second legal charge/mortgage in respect of a commercial property located in Tsuen Wan with valuation conducted by an independent property valuer on 1 September 2017 with an amount of approximately HK$55,000,000.00

Repayment : Customer O shall repay the interests with the principal amount at loan maturity

Interest : Interest is calculated on daily basis with the maximum amount of

HK$100,000.00

LOAN AGREEMENT B

Date of agreement : 5 September 2017 Lender : Oi Wah PL

Borrower : Seven Customers

Principal : Principal A: HK$85,500,000.00 Principal B: HK$6,000,000.00

Interest rate for : P + 15.75% per annum, where P represented the prime rate of 5.25% Principal A per annum offered by Wing Lung Bank Limited as of the date of Loan

Agreement B

Interest rate for : P + 14.75% per annum, where P represented the prime rate of 5.25% Principal B per annum offered by Wing Lung Bank Limited as of the date of Loan

Agreement B

Term : 1 month commencing from the Drawdown Date

Security : A second legal charge/mortgage in respect of seventeen commercial properties and five industrial properties located in Tsim Sha Tsui, Shatin, Kwun Tong, Wan Chai, Tai Po, Chai Wan, Kwun Tong, Tsuen Wan and Mei Foo with valuation conducted by two independent property valuers on 1 September 2017 with an aggregate amount of approximately HK$804,000,000.00

Repayment : Seven Customers shall repay the interests with the principal amount at loan maturity

Interest : Interest is calculated on daily basis with the maximum amount of HK$1,596,250.00

OTHER TERMS OF LOAN AGREEMENT A AND LOAN AGREEMENT B

Pursuant to the Loan Agreement B, Loan B is guaranteed by three individuals who are Independent Third Parties. All mortgaged properties are insured against fire risks with an insurance company approved by Oi Wah PL.

INFORMATION ON THE CREDIT RISK RELATING TO THE LOANS

The making of the Loans are collaterised. The collateral provided by Customer O for Loan A is sufficient as the loan-to-value ratio of the mortgaged property is approximately 65% (loan-to-value ratio as a first mortgage to other independent mortgagee: approximately 43%, loan-to-value ratio as a subordinated mortgage to another independent mortgagee: approximately 11%, loan-to-value ratio of Loan A as a subordinated mortgage to the Group: approximately 11%) based on the value of the mortgaged property for Loan A as determined by an independent valuer. The collaterals provided by Seven Customers for Loan B are sufficient as the aggregate loan-to-value ratio of the twenty-two mortgaged properties is approximately 72% (loan-to-value ratio of first mortgage: approximately 45%, loan-to-value ratio as a subordinated mortgage to another independent mortgagee: approximately 16%, loan-to-value ratio of the Loan as a subordinated mortgage to the Group: approximately 11%) based on the value of the mortgaged properties for Loan B as determined by two independent property valuers.

The advance in respect of the Loans was also made on the basis of the Company's credit assessments made on the financial strength and repayment ability of Customers O and Seven Customers, the collaterals provided by Customers O and Seven Customers, which are at the prime sites in Hong Kong, and the relatively short term nature of the advance. After taking into account the factors as disclosed above in assessing the risks of the relevant advance, the Company considers that the risks involved in the advance to Customers O and Seven Customers are relatively low.

FUNDING OF THE LOANS

The Group will finance the Loans with the Company's general working capital.

INFORMATION ON CUSTOMER A

Customer A is a company incorporated in Hong Kong principally engaged in the business of property investment. Customer A is a repeated customer of the Group with no default record. To the best of the knowledge, information and belief of the Directors having made all reasonable enquiry, Customer A and its ultimate beneficial owners are Independent Third Parties and not connected with the Group.

INFORMATION ON CUSTOMER B

Customer B is a merchant and our repeated customer with no default record in our Group. To the best of the knowledge, information and belief of the Directors having made all reasonable enquiry, Customer B is an Independent Third Party and not connected with the Group.

INFORMATION ON CUSTOMER C

Customer C is a merchant and our repeated customer with no default record in our Group. To the best of the knowledge, information and belief of the Directors having made all reasonable enquiry, Customer C is an Independent Third Party and not connected with the Group.

Oi Wah Pawnshop Credit Holdings Ltd. published this content on 05 September 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 05 September 2017 13:02:07 UTC.

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