Global Mastermind : DISCLOSEABLE TRANSACTION PROVISION OF FINANCIAL ASSISTANCE (in PDF)

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.

環 球 大 通 集 團 有 限 公 司 * (Incorporated in the Cayman Islands with limited liability)

The Board announces that, on 1 August 2017 (after trading hours of the Stock Exchange), the Loan Agreement was entered into between Global Mastermind Financial Services as lender and Customer D as borrower. Pursuant to the Loan Agreement, Global Mastermind Financial Services has conditionally agreed to grant the Loan in the principal amount of HK$58 million to Customer D for a term of one year from the date of drawdown.

The principal terms and conditions of the Loan Agreement are set out in the section headed "The Loan Agreement" in this announcement.

As all of the relevant applicable percentage ratios (as defined under the GEM Listing Rules) in respect of the grant of the Loan under the Loan Agreement are more than 5% but less than 25%, the grant of the Loan under the Loan Agreement constitutes a discloseable transaction on the part of the Company and is only subject to the announcement requirement under Chapter 19 of the GEM Listing Rules.

• For identification purposes only

  PROVISION OF FINANCIAL ASSISTANCE

  The Board announces that, on 1 August 2017 (after trading hours of the Stock Exchange), the Loan Agreement was entered into between Global Mastermind Financial Services as lender and Customer D as borrower. Pursuant to the Loan Agreement, Global Mastermind Financial Services has conditionally agreed to grant the Loan in the principal amount of HK$58 million to Customer D for a term of one year from the date of drawdown.

  The Loan Agreement

  The principal terms and conditions of the Loan Agreement are summarised as follows: Date : 1 August 2017

  Lender : Global Mastermind Financial Services, a licensed money lender in

  Hong Kong

  Borrower : Customer D

  Principal amount of the Loan

  : HK$58 million

  Interest rate : 8.00% per annum, payable semi-annually

  Default interest rate : 8.00% per annum on overdue sums, including outstanding principal

  amount of the Loan, interest and other amounts payable under the Loan Agreement, from the due date until payment in full.

  Security : No security is provided by Customer D.

  Availability period : The period of 60 days (or such other number of days as Global

  Mastermind Financial Services and Customer D may agree in writing) commencing from the date on which the Loan Agreement becoming unconditional.

  Repayment date : The date immediately after the expiry of a period of one year as from

  the date of drawdown.

  Repayment : Customer D shall repay the principal amount of the Loan in full

  together with the interest accrued thereon in one lump sum on the repayment date.

  Prepayment : Customer D may at any time during the term of the Loan prepay the

  Loan in full together with the accrued interest by giving not less than ten business days' prior written notice to Global Mastermind Financial Services before the repayment date.

  Conditions precedent : The Loan Agreement is conditional upon the fulfilment of the following

  conditions:

• the publication of an announcement of the Company in relation to the Loan Agreement and the transactions contemplated thereunder in compliance with the GEM Listing Rules;

• all representations and warranties made by Customer D in the Loan Agreement or in connection therewith being true and correct with the same effect as though made on and as of the date of drawdown with reference to the facts and circumstances then subsisting;

• no event of default having occurred and no potential event of default having occurred (or being likely to occur as a result of the Loan being made); and

• Global Mastermind Financial Services having received and found satisfactory such additional information and documents relating to Customer D as Global Mastermind Financial Services may reasonably require.

Long stop date : 11 August 2017 (or such later date as Global Mastermind Financial

Services and Customer D may agree in writing).

The Loan will be financed by the internal resources of the Company.

Customer D is an individual who is a merchant. To the best of the knowledge, information and belief of the Directors having made all reasonable enquires, Customer D is a third party independent of the Company and its connected persons (as defined under the GEM Listing Rules).

The Company is an investment holding company and its subsidiaries are principally engaged in the provision and operation of travel business, treasury business, money lending business and provision of securities and asset management services.

Global Mastermind Financial Services is a money lender licensed in Hong Kong under the provisions of the Money Lenders Ordinance. Global Mastermind Financial Services conducts money lending business in Hong Kong through the provision of secured and unsecured loans to customers.

As money lending is one of the principal activities of the Group, the grant of the Loan under the Loan Agreement to Customer D is in the ordinary and usual course of business of the Group.

The terms of the Loan Agreement are negotiated on an arm's length basis between Global Mastermind Financial Services and Customer D. The Directors are of the view that the terms of the Loan Agreement are on normal commercial terms. Given that a stable interest income is generated from the Loan during the term of the Loan Agreement, the Directors consider that the grant of Loan under the Loan Agreement is fair and reasonable and in the interests of the Company and its shareholders as a whole.

As all of the relevant applicable percentage ratios (as defined under the GEM Listing Rules) in respect of the grant of the Loan under the Loan Agreement are more than 5% but less than 25%, the grant of the Loan under the Loan Agreement constitutes a discloseable transaction on the part of the Company and is only subject to the announcement requirement under Chapter 19 of the GEM Listing Rules.