Wisdomcome Group Holdings Ltd. — Capital/Financing Update 2021

Aug 17, 2021

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.

EASY REPAY FINANCE & INVESTMENT LIMITED 易還財務投資有限公司

(Continued in Bermuda with limited liability)

(Stock code: 8079)

DISCLOSEABLE TRANSACTION PROVISION OF FINANCIAL ASSISTANCE

On 12 August 2021, the Lender entered into the Loan Agreement A with the Borrower A, pursuant to which the Lender agreed to grant a secured loan in amount of HK$2,500,000 to the Borrower A.

On 17 August 2021, the Lender entered into the Loan Agreement B with the Borrowers B, C and D, pursuant to which the Lender agreed to grant a secured loan in amount of HK$3,500,000 to the Borrowers B, C and D.

As one of the relevant applicable percentage ratios set out in Rule 19.07 of the GEM Listing Rules with respect to the grant of the Loan Amount 1 and 2 exceed 5% but not more than 25% respectively, the provision of financial assistance constitutes a discloseable transactions of the Company under Chapter 19 of the GEM Listing Rules and is therefore subject to the notification and announcement requirements under the GEM Listing Rules.

LOAN AGREEMENT A

Date : 12 August 2021 Lender : Yvonne Credit Service Company Limited, being an indirect wholly-owned subsidiary of the Company Borrower A : Yip Wing Loan Amount 1 : HK$2,500,000 Loan Period : 12 months expiring on 11 August 2022 or such later date to be agreed between the Lender and the Borrower A Repayment : Borrower A shall repay the interest on monthly basis and repay the principal amount with interest on due date

Interest : 18% per annum Security : A property located in Hong Kong with a valuation of approximately HK$4.5 million conducted by an independent property valuer on 6 August 2021

The Loan Amount 1 granted to the Borrower A was funded by internal resources of the Group.

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The Lender and the Borrower A have not entered into any transactions within the past twelve months that need to be aggregated with the Loan Amount pursuant to Rule 19.22 of the GEM Listing Rules.

LOAN AGREEMENT B

Date	:	17 August 2021
Lender	:	Yvonne Credit Service Company Limited, being an indirect wholly-owned
		subsidiary of the Company
Borrowers	:	Borrower B - Chow Woon Ying
		Borrower C - Ip Kwong Fai
		Borrower D - Kwong Foon Sum
Loan Amount 2	:	HK$3,500,000
Loan Period	:	240 months expiring on 16 August 2041 or such later date to be agreed
		between the Lender and the Borrowers B, C & D
Repayment	:	Borrowers B, C & D shall repay the principal and interest on a monthly basis
Interest	:	19% per annum
Security	:	A property located in Hong Kong with a valuation of approximately HK$4.3
		million conducted by an independent property valuer on 12 July 2021

The Loan Amount 2 granted to the Borrowers B, C & D was funded by internal resources of the Group.

The Lender and the Borrowers B, C & D have not entered into any transactions within the past twelve months that need to be aggregated with the Loan Amount 2 pursuant to Rule 19.22 of the GEM Listing Rules.

INFORMATION OF THE BORROWERS

All of the Borrowers A, B, C & D are individuals. To the best of the Directors’ knowledge, information and belief having made all reasonable enquiries, all of the Borrowers are the Independent Third Parties and not connected with the Group.

The Loan Amount 1 and 2 are secured and carry an interest rate of 18% and 19% per annum respectively which was determined with reference to the factors including, among others, (i) the usual practice of the trade comparing to the Group’s other clients; and (ii) the rules under section 24 of the Money Lenders Ordinance.

REASONS FOR AND BENEFITS OF THE PROVISION OF FINANCIAL ASSISTANCE

The Group is principally engaged in money lending business, financial instruments, retail and wholesale business and quoted shares investment in Hong Kong. The Lender is an indirect wholly-owned subsidiary of the Company and a money lender licensed in Hong Kong under the provisions of the Money Lenders

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Ordinance. The terms of the Loan Agreements are negotiated on an arm’s length basis between the Lender and the Borrowers. The Directors are of the view that entering into of the Loan Agreements is in the Group’s ordinary and usual course of business; and on normal commercial terms within the meaning of the GEM Listing Rules. The Directors consider that the terms of the Loan Agreements are fair and reasonable and entering into the Loan Agreements is in the interests of the Company and the Shareholders as a whole.

GENERAL

As one of the relevant applicable percentage ratios set out in Rule 19.07 of the GEM Listing Rules with respect to the grant of the Loan Amount 1 and 2 exceed 5% but not more than 25%, the provision of financial assistance constitutes a discloseable transaction of the Company under Chapter 19 of the GEM Listing Rules and is therefore subject to the notification and announcement requirements under the GEM Listing Rules.

DEFINITIONS

In this announcement, the following expressions have the meanings set out below unless the context otherwise requires:

“Borrower A”	Yip Wing
“Borrower B”	Chow Woon Ying
“Borrower C”	Ip Kwong Fai
“Borrower D”	Kwong Foon Sum
“Company”	Easy Repay Finance & Investment Limited (Stock code: 8079), a
	company continued in Bermuda with limited liability, the Shares are
	listed on GEM
“Director(s)”	the director(s) of the Company
“GEM”	the GEM of the Stock Exchange
“GEM Listing Rules”	the Rules Governing the Listing of Securities on GEM
“Group”	the Company and its subsidiaries
“HK$”	Hong Kong dollar, the lawful currency of Hong Kong
“Hong Kong”	the Hong Kong Special Administrative Region of the People’s Republic
	of China
“Independent Third	person(s) who or company(ies) together with its/their ultimate beneficial
Party(ies)”	owner(s) which is/are third party(ies) independent of the Company and
	its connected person(s) (as defined under the GEM Listing Rules)
“Lender”	Yvonne Credit Service Company Limited, being an indirect
	wholly-owned subsidiary of the Company

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"Loan Agreement A"

The agreement dated 12 August 2021 entered into between the Lender and the Borrower A

• “Loan Agreement B” The agreement dated 17 August 2021 entered into between the Lender and the Borrowers B, C and D

• “Loan Agreements” Loan Agreement A and Loan Agreement B “Loan Amount 1” the loan amount of HK$2,500,000 granted by the Lender to the Borrower pursuant to Loan Agreement A

• “Loan Amount 2” the loan amount of HK$3,500,000 granted by the Lender to the Borrowers pursuant to Loan Agreement B

• “Money Lenders the Money Lenders Ordinance (Chapter 163 of the laws of Hong Kong) Ordinance as amended, supplemented or otherwise modified from time to time

• “Share(s)” ordinary share(s) of HK$0.01 each in the share capital of the Company “Shareholder(s)” the holder(s) of the Shares “Stock Exchange” The Stock Exchange of Hong Kong Limited “%” per cent.

By order of the Board

Easy Repay Finance & Investment Limited Siu Yeuk Hung Clara Chairman

Hong Kong, 17 August 2021

As at the date of this announcement, the Board comprises Ms. Siu Yeuk Hung, Clara and Mr. Law Ka Kei as executive directors; Mr. Lee King Fui, Mr. Ho Tak Yin and Mr. Lee Wing Lun as independent non-executive Directors.

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.

This announcement will remain on the GEM website at www.hkgem.com on the “Latest Company Announcements” page for at least seven days from the date of its publication and on the website of the Company at www.ecrepay.com.

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