Doyen International : DISCLOSEABLE TRANSACTION SUPPLEMENTAL AGREEMENT RELATING TO THE FACTORING AGREEMENT

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DOYEN INTERNATIONAL HOLDINGS LIMITED ؇ვ਷ყછٰϞࠢʮ̡

(incorporated in Hong Kong with limited liability)

(Stock Code: 668)

DISCLOSEABLE TRANSACTION SUPPLEMENTAL AGREEMENT RELATING TO

THE FACTORING AGREEMENT

The Board announces that on 26 March 2021, Dongrui entered into a Supplemental Agreement with Kum Yang to amend certain terms of the Factoring Agreement, including extension of the financing term and revision of consideration paid by Dongrui.

Pursuant to Rule 14.07 of the Listing Rules, the transactions contemplated under the Factoring Agreement and Supplemental Agreement constituted a notifiable transaction of the Company, as one of the applicable percentage ratios (defined under the Listing Rules) in respect of the transactions contemplated under the Factoring Agreement and the Supplemental agreement exceed(s) 5% but is/ are less than 25%, the transactions contemplated under the Factoring Agreement and Supplemental Agreement constitutes discloseable transaction of the Company and is thus subject to the reporting and announcement requirements under Chapter 14 of the Listing Rules.

Reference is made to the announcements (the "Announcements") of the Company dated 28 December 2020 and 12 January 2021 in relation to the discloseable transaction regarding the Factoring Agreement, pursuant to which Dongrui agreed to provide financing being secured by accounts receivables of Kum Yang for a period of 90 days from the date of signing of the Factoring Agreement.

Unless otherwise stated, the capitalized terms used in this announcement shall have the same meanings as defined in the Announcements.

THE SUPPLEMENTAL AGREEMENT

Pursuant to the Factoring Agreement dated 28 December 2020, Dongrui agreed to provide financing being secured by Accounts Receivable of RMB51,860,000 (equivalent to approximately HK$61.7 million) of Kum Yang for a period of 90 days from the date of signing of the Factoring Agreement (i.e. expiring on 27 March 2021) with the factoring principal amount of RMB50,517,323.29 (equivalent to approximately HK$60.1 million) and at the interest rate of 10.78% per annum.

On 26 March 2021, Dongrui entered into a supplemental agreement to the Factoring Agreement (the "Supplemental Agreement") with Kum Yang to amend certain terms of the Factoring Agreement to extend the financing term to which the expiry date of the financing term was revised from 27 March 2021 to 27 September 2021. While the Accounts Receivable and interest rate remain unchanged, Dongrui and Kum Yang has confirmed that the Consideration should be reduced from RMB50,517,323.29 (equivalent to approximately HK$60.1 million) to RMB47,976,680.58 (equivalent to approximately HK$57.1 million) (the "New Consideration") for the transfer of all the Accounts Receivable.

The parties agreed that the aggregate of the difference of the Consideration and the New Consideration, i.e. RMB2,540,642.71 (equivalent to approximately HK$3.0 million) and the interest incurred during the period from 28 December 2020 to 27 March 2021 i.e. RMB67,547.37 (equivalent to approximately HK$58.1 thousand) being RMB2,608,190.08 (equivalent to approximately HK$3.1 million) will be paid by Kum Yang to Dongrui on 27 March 2021.

Save as disclosed herein, all other terms and conditions of the Factoring Agreement shall remain unchanged and continue in full force and effect.

REASONS FOR AND BENEFITS OF THE TRANSACTION

The extension of the financing term will provide additional interest to Dongrui.

The terms of the Supplemental Agreement are agreed after arm's length negotiations between the parties on normal commercial terms. The Directors consider that the entering into of the Supplemental Agreement is in the ordinary and usual course of business of Dongrui and will generate revenue and cash flow stream from the factoring interest.

Given the Supplemental Agreement was entered into in the ordinary and usual course of business of the Company on normal commercial terms, the Directors are of the view that the terms of the Supplemental Agreement are fair and reasonable and are in the interest of the Company and the Shareholders as a whole.

IMPLICATIONS UNDER THE LISTING RULES

Pursuant to Rule 14.07 of the Listing Rules, the transactions contemplated under the Factoring Agreement and the Supplemental Agreement constituted a notifiable transaction of the Company, as one of the applicable percentage ratios (defined under the Listing Rules) in respect of the transactions contemplated under the Factoring Agreement and the Supplemental Agreement exceed(s) 5% but is/ are less than 25%, the transactions contemplated under the Factoring Agreement and the Supplemental Agreement constitutes discloseable transaction of the Company and is thus subject to the reporting and announcement requirements under Chapter 14 of the Listing Rules.

On behalf of the Board

Doyen International Holdings Limited

Cho Chun Wai

Company Secretary

Hong Kong, 26 March 2021

As at the date of this announcement, the Board comprises Mr. Lo Siu Yu (Chairman), Mr. Tai Xing (Chief Executive Officer), and Mr. Cho Chun Wai as executive Directors; Ms. Luo Shaoying (Vice Chairman) and Mr. Pan Chuan as non-executive Directors; and Mr. Chan Ying Kay, Mr. Leung Kin Hong and Mr. Wang Jin Ling as independent non-executive Directors.

For illustrative purpose of this announcement and unless otherwise specified, conversion of RMB into HK$ is based on the exchange rate of RMB1.00 = HK$1.19.