Wisdomcome Group Holdings Ltd. — Capital/Financing Update 2021

May 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.

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for the securities of the Company.

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

(Continued into Bermuda with limited liability)

(Stock code: 8079)

DISCLOSEABLE TRANSACTION TENANCY AGREEMENT FOR LEASING OF RETAIL SHOP

The Board is pleased to announce that on 17 May 2021, the Company entered into the Tenancy Agreement in respect of the lease of the Premises for operation of a retail shop for a term of three years commencing on 16 June 2021 and ending on 15 June 2024 under the trade name of “People’s Market”.

IMPLICATIONS UNDER THE GEM LISTING RULES

In accordance with HKFRS 16, the Company will recognise the unaudited value of the rightof-use asset on its consolidated statement of financial position in connection with the leasing of the Premises under the Tenancy Agreement. Accordingly, the transaction under the Tenancy Agreement will be regarded as an acquisition under the definition of transactions set out in Rule 19.04(1)(a) of the GEM Listing Rules.

As one or more of the applicable percentage ratios under Rule 19.07 of the GEM Listing Rules in respect of the aggregated value of the right-of-use asset under the Tenancy Agreement are more than 5% but less than 25%, the transaction contemplated thereunder constitutes a discloseable transaction on the part of the Company and is subject to the reporting and announcement requirements but is exempted from the circular and shareholders’ approval requirements under Chapter 19 of the GEM Listing Rules.

INTRODUCTION

The Board is pleased to announce that on 17 May 2021, the Company entered into the Tenancy Agreement in respect of the lease of the Premises for operation of a retail shop for a term of three years commencing on 16 June 2021 and ending on 15 June 2024 under the trade name of “People’s Market”.

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THE TENANCY AGREEMENT

Set out below is a summary of the principal terms of the Tenancy Agreement:

Date	:	17 May 2021
Landlord	:	Mr. Wu Wing Tai
Tenant	:	Long Rich Limited
Premises	:	Shop C, G/F, Kam Fook Building, Nos. 29/39 Tai Ming
		Lane, No. 24 Kwong Fuk Square, Tai Po, New Territories,
		Hong Kong
Term	:	Three years commencing on 16 June 2021 and expiring on
		15 June 2024 (both days inclusive) with an option to renew
		for a further term of two years
Usage	:	retail shop under the trade name of “People’s Market”
Monthly Rent	:	HK$100,000 (inclusive of government rent, rates and
		management fees)
Rent-free Period	:	Twenty days commencing from 16 June 2021 to 5 July
		2021
Total aggregate value of	:	HK$3,537,097 (inclusive of government rent, rates and
consideration payable		management fees)

THE RIGHT-OF-USE ASSET

The unaudited value of the right-of-use asset to be recognised by the Company under the terms of the Tenancy Agreement amounts to approximately HK$3.3 million, which is the present value of total consideration payable at the inception of the lease terms of the Tenancy Agreement in accordance with HKFRS 16.

INFORMATION OF THE LANDLORD

The Landlord is a merchant. To the best of the Directors’ knowledge, information and belief having made all reasonable enquiries, the Landlord is an Independent Third party.

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REASONS FOR ENTERING INTO THE TENANCY AGREEMENT

The Group is principally engaged in money lending business, financial instruments and quoted shares investment, retail and wholesale business in Hong Kong.

The Premises will be used for the operation of a retail shop under the trade name of “People’s Market”. The aggregate rentals payable under the Tenancy Agreement were arrived after arm’s length negotiation between the parties to the Tenancy Agreement and determined with reference to, amongst other things, the current market rent payable for property similar to the subject property and of comparable utility. The Board is of the view that the abovementioned rentals are fair, reasonable and in line with the market level, and the entry into the Tenancy Agreement is in the interests of the Group and its Shareholders as a whole.

GEM LISTING RULES IMPLICATIONS

As one or more of the applicable percentage ratios under Rule 19.07 of the GEM Listing Rules in respect of the aggregated value of the right-of-use asset under the Tenancy Agreement are more than 5% but less than 25%, the transaction contemplated thereunder constitutes a discloseable transaction on the part of the Company and is subject to the reporting and announcement requirements but is exempted from the circular and shareholders’ approval requirements under Chapter 19 of the GEM Listing Rules.

DEFINITIONS

In this announcement, unless the context otherwise requires, the following words and expressions shall have the following meanings when used herein:

“Board” the board of Directors “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 dollars, the lawful currency of Hong Kong

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• “HKFRS 16” Hong Kong Financial Reporting Standard 16 “Leases” which include standards and interpretations promulgated by the Hong Kong Institute of Certified Public Accountants

• “Hong Kong” the Hong Kong Special Administrative Region of the PRC “Independent Third Party(ies)” third party(ies) independent of and not connected with the Company and any of its connected persons (having the meaning ascribed to it under the GEM Listing Rules)

• “Landlord” Mr. Wu Wing Tai “Premises” Shop C, G/F, Kam Fook Building, Nos. 29/39 Tai Ming Lane, No. 24 Kwong Fuk Square, Tai Po, New Territories, Hong Kong

• “Share(s)” ordinary share(s) of HK$0.01 each in the capital of the Company

• “Shareholders” holders of the Shares “Stock Exchange” The Stock Exchange of Hong Kong Limited “Tenancy Agreement” the tenancy agreement dated 17 May 2021 entered into between the Landlord and the Tenant in relation to the lease of the Premises and related documents

• “Tenant” Long Rich Limited, a company incorporated in Hong Kong with limited liability, a wholly-owned subsidiary of the Company

• “%” per cent

By Order of the Board

Easy Repay Finance & Investment Limited Siu Yeuk Hung Clara Chairman

Hong Kong, 17 May 2021

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As at the date of this announcement, the board of directors of the Company 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 of the Company 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 of the Company, 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 “Latest Company Announcements” page of the website of the GEM at www.hkgem.com for at least seven days from the date of its posting and on the Company’s website at www.ecrepay.com.

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