Sheddoggie - Henry's timeline from signing to filing has been a week or more in some cases. I am starting to believe it is because the auditor is very slow and cannot get any filings out on time when the signing happens. Henry is eagar to inform investors about everything going on but he can't unless it is publicly released or he is discussing it in a conference call IMO. Lets use the 1.5 billion financing agreement as an example.
Go to time 26:20 in the CC below. Henry said this:
Our other major focus is the establishment of the Asia Diamond exchange in Vietnam within the free economic zone. We've been working on it for three and a half almost four years now and now we have all the ingredients ready and we're waiting for the Covid situation in Vietnam in particular and worldwide in general so that we can start.
All the ingredients ready meaning financing is secured. The HAJ Contract Financing agreement was signed before Henry did the above CC.
Here is the slide he said the above.
Time the above CC was done is below.
$PHIL You are cordially invited to join a conference call with Choky Simanjuntak (CYFS), CEO of CO2-1-0(CARBON) CORP at 10:00 AM EST, 09:00 PM Jakarta Oct 19, 2021. Zoom link: https://us06web.zoom.us/j/4177806661 Meeting ID: 417 780 6661, Passcode: 205851 +16699006833,*205851# US. God bless!
$PHIL You are cordially invited to join a conference call with Choky Simanjuntak (CYFS), CEO of CO2-1-0(CARBON) CORP at 10:00 AM EST, 09:00 PM Jakarta Oct 19, 2021. Zoom link: https://t.co/oT3hjOf29F Meeting ID: 417 780 6661, Passcode: 205851 +16699006833,*205851# US. God bless!
Time the HAJ contract finance agreement was signed was October 17, 2021
1. Financing Agreement between Haj Contract Finance Group and PHI Group, Inc.
Effective October 17, 2021 the registrant signed a contract agreement with Haj Finance Group, a corporation registered in Oman, Hatat House Ground Floor, Ruwi, Muscat, Sultanate of Oman, for a financing program in the amount of $1,500,000,000 which carries a fixed preferred rate of annual interest for thirty-five years with a three-year grace period. The closing of this transaction is to occur after the registration of a Special Purpose Vehicle (SPV) within United Arab Emirates, the signing of the closing documents and the approval of the transfer of funds by the Central Bank of United Arab Emirates (CBUAE). The registrant intends to use the funds for the establishment of the Asia Diamond Exchange and the Multi-Commodities Center in Vietnam, for financing selective projects in the areas of real estate, renewable energy, healthcare, and for other investment opportunities in connection with PHILUX Global Funds SCA, SICA-RAIF, a group of Luxembourg bank funds sponsored by the registrant.
The time the financing agreement was released to the public officially was October 28, 2021. The signiture on the above 8K filing is below.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: October 28, 2021
PHI GROUP, INC. (Registrant)
By: /s/ Henry D. Fahman
I guess the point I am trying to make is an agreement could have already been signed and we may not know about it until the filing is released Monday or an 8K is released sometime later.
Sheddoggie - Here are my thoughts in bold for what it is worth.
This kind of stuff makes me nervous. I get it but $PHIL became a different company after they launched the Lux funds. Will we be looking at the ADE website in 10 years and it will still say "coming soon"? Henry said all the ADE pieces are in place after he secures the financing so I expect it will be done in less than 10 years:)
So many opportunities and so few follow throughs. Granted Henry hasn't followed through on all the activities of all the sub funds. The Heathcare fund is a prime example with a lot going on but Henry hasn't disclosed it in a PR. I'm not counting on the BB anymore and were past the 45 days for anything to happen with 5 Grain. The tradable float isn't that big based on stock volume and price movement. This is a good indication that shares are locked up. As far as the 5 Grain deal goes it will happen. Henry didn't file for a tax id for the 5 Grain sub fund it he wasn't going to close the 5 Grain deal. The 45 day window could have gotten extended and not disclosed. Maybe Henry is going to disclose it in the filing on Monday. The $15B loan is held up waiting for a SPV to be developed so that could take days/weeks/months/years. The 1.5 billion dollar finacing agreement could take until the end of the year. It doesn't appear that Henry thinks so if he closes the definitive agreement for the construction company soon to break ground on the ADE. Facts is right, VF is comfy in the back seat indefinitely. I suspect the next few financials will show nothing but debt and an increase in share number. This is a possiblity but it appears Henry is getting rid of all the convertible notes early maybe that was a stipulation in the 1.5 billion financing agreement just a guess. We should know the answer in the filing on Monday.
Can't blame Covid for everything. Fax machines and telephones still work. Make those deals get the ink on paper and lets roll. Covid did have an impact on the Vinafilms audit in Vietnam because the auditor needed to be on site. Here are Henry's words again. To acquire Vietnam-based Vinafilms unfortunately you know we haven't been able to complete the audit for Vinafilms due to a number of reasons first the change of auditor and then when our new auditor came aboard you know he got hit with Covid he was contracted with Covid himself and was in India for quite some time and Vietnam has been going through a recent lockdown starting to open up right now so hopefully our auditor can come back and complete the audit for Vinafilms and consolidate their numbers with ours and of course things have changed quite a bit due to the Covid pandemic you know operationally and otherwise but you know we will try to complete that as soon as possible.
In October 2011, the Company discontinued the operations of Providential Vietnam Ltd., Philand Ranch Limited, a United Kingdom corporation (together with its subsidiaries Philand Ranch - Singapore, Philand Corporation - US, and Philand Vietnam Ltd. - Vietnam), PHI Gold Corporation (formerly PHI Mining Corporation, a Nevada corporation), and PHI Energy Corporation (a Nevada corporation), and mainly focused on acquisition and development opportunities in energy and natural resource businesses.
Of course there will be a buyback, shares are locked up based on the low stock volume and stock movement. This stock trades like there is a low tradable float IMO. Since Henry wants to go to NASDAQ ASAP, he needs to buyback a huge amount of shares to make that happen. Go $PHIL
PHILUX Global Funds and its sub-funds are organized in accordance with the following:
Legislation: Luxembourg Laws
Law of July 23, 2016 on Reserved Alternative Investment Funds (RAIF). Law of August 23, 2016 on commercial companies. Law of July 12, 2013 on alternative investment fund managers. Regulation: Supervision by CSSF (Commission de Surveillance du Secteur Financier) of Luxembourg.
Segregation: Sub-funds or Compartments
Each sub-fund constitutes a separate pool of assets invested in accordance with the particular investment features applicable to such sub-fund. For the purposes of relations with creditors, each sub-fund is treated as a single entity. The assets of one sub-fund are only responsible for all debts, engagements and obligations attributable to this sub-fund. In this regard, if the Company incurs a liability, which relates to a particular sub-fund, the creditor’s recourse with respect to such liability shall be solely to the assets of the relevant sub-fund.
Duration: Unlimited or limited period of time.
Promotorship: Bank Initiator
Eligible Assets: Any kind of assets
Cash or Cash equivalents Equity Bonds Derivatives Investment funds Private equity Real Estate Precious metals (gold, silver, platinum, etc.) Arts Other Investments:
Direct Through fully-owned specific purpose vehicles (Luxembourg or foreign holding companies). Risk spreading: Risk diversification requirements (to be determined)/Look through accepted.
Form of securities: Shares:
Participating shares (owned by limited shareholders) Management shares (owned by the General Partner) Subscription:
Each sub-fund is reserved to a specific shareholder or a select group of shareholders (one family). New shareholder(s) are accepted according to the shareholder agreement with each sub-fund. Subscription-based model. In cash or in kind. Subscription fees possible. Depository: Hauck & Aufhauser Luxembourg
Administration: Luxembourg Central administration.
AIFMD Management: Delegation to AIF ManCo.
Investment Management:
The General Partners conduct the investment management with a regulated investment manager, which follows guidelines and rules fixed by each sub-fund committee. Risk Management: Delegation to AIF ManCo.
Pokerpro - VBG was already real and had a launch in July. They are an affiliate of $PHIL. I think the link below maybe new. I haven't looked at the website for a long time.
Yep Gold, $PHIL investors will all get the news at the same time just like Henry said in the last CC.
Thank you again for your time and patience with us. We will be announcing noteworthy news when it's ready. I know everybody is anxious to hear a lot of things and we will let everybody know at the same time. I'm not going to share just to one or two persons so please and if those who text me or write emails you know please forgive me. I just cannot answer any of those individually again. Thank you.
Pokerpro - I predict $PHIL will have news on a day that has the letter "D" in it. GO $PHIL We will get the 10Q next week so that will be something to look at.
Thanks for posting it great interest rate on the 1.5 billion financing loan.
FINANCING CONTRACT AGREEMENT WITH HAJ FINANCE GROUP
Effective October 17, 2021 the Company signed a contract agreement with Haj Finance Group, a corporation registered in Oman, Hatat House Ground Floor, Ruwi, Muscat, Sultanate of Oman, for a financing program in the amount of $1,500,000,000 which carries an interest rate of 2.5% per annum for thirty-five years with a three-year grace period. The closing of this transaction is to occur after the registration of a Special Purpose Vehicle (SPV) within United Arab Emirates, the signing of the closing documents and the approval of the transfer of funds by the Central Bank of United Arab Emirates (CBUAE). The Company intends to use the funds for the establishment of the Asia Diamond Exchange and the Multi-Commodities Center in Vietnam, for financing selective projects in the areas of real estate, renewable energy, healthcare, and for other investment opportunities in connection with PHILUX Global Funds SCA, SICA-RAIF, a group of Luxembourg bank funds sponsored by the Company.
I am not sure if Rao is doing the Audit on the Vietnam side. FWIW this is what has been said about Vinafilms in a few CC's.
This was from the 4/20/2021 CC
I think more importantly people want to know what's going to happen with the company going forward. Some of you have sent in inquiries and questions about Vinafilms, about GILDEX, about the dividend, about the buyback, and all these important things. We have not been able to report consolidated numbers on Vinafilms yet, not even this upcoming quarter, I mean fiscal year 2020. We'll do it for fiscal year 2021 which is ending in June this year because there were some changes in the country in Vietnam. We need to not redo, but have to do two more fiscal years we started out doing the audits way back in fiscal 2018 and 2019 and now those numbers are obsolete.
Many of you are also interested in knowing where we are with Vinafilms. Our auditors started to work on the audit before the covid situation and then because of Covid it would stop. Right now our auditor is working on it for the 2021 numbers as well so the goal is we want to complete our audit on the U.S. side and then on the Vietnam side we will also complete the audit and this part of course it has to be done by a PCAOB register auditor so that we can combine the numbers for Consolidation so that's the plan that we have for Vinafilms. When that happens we'll be able to show the consolidated financial results for both Vinafilms and PHI Group.
To acquire Vietnam-based Vinafilms unfortunately you know we haven't been able to complete the audit for Vinafilms due to a number of reasons first the change of auditor and then when our new auditor came aboard you know he got hit with Covid he was contracted with Covid himself and was in India for quite some time and Vietnam has been going through a recent lockdown starting to open up right now so hopefully our auditor can come back and complete the audit for Vinafilms and consolidate their numbers with ours and of course things have changed quite a bit due to the Covid pandemic you know operationally and otherwise but you know we will try to complete that as soon as possible.
Looks like news on this event is due soon probably next week but not Tuesday. Go $PHIL
According to the MOU, TPP and PHIL will expeditiously sign definitive agreements to consummate these transactions. Both parties expect to execute the definitive agreements as early as next week to expedite the process.
PHI Group Inc. and TPP Holdings Group Inked MOU to cooperate in Luxembourg Real Estate Fund and Asia Diamond Exchange in Vietnam PUBLISHED OCT 29, 2021 9:00AM EDT
Company signed $1.5 Billion loan financing program with Haj Finance Group New York, Oct. 29, 2021 (GLOBE NEWSWIRE) -- PHI Group, Inc. (www.phiglobal.com, PHIL), a company currently engaged in PHILUX Global Funds, a group of Luxembourg bank funds organized as “Reserved Alternative Investment Fund” (“RAIF”), and the establishment of Asia Diamond Exchange (“ADE”) in Vietnam, is pleased to announce that TPP Holdings Group (aka Hung Hung Thinh Group), a Vietnamese company specializing in real estate investment, development and construction with a long successful corporate history (www.tppholdingsgroup.com), has signed a Memorandum of Understanding (MOU) with the Company to participate in the Luxembourg real estate fund and cooperate in the development and construction of the Multi-Commodities Center and the Asia Diamond Exchange in Vietnam.
According to the MOU, TPP and PHIL will expeditiously sign definitive agreements to consummate these transactions. Both parties expect to execute the definitive agreements as early as next week to expedite the process.
The Asia Diamond Exchange is a modern bourse to be established in affiliation with the World Federation of Diamond Bourses (WFDB) that is fully compliant with the Kimberley attestation process. Located near an international airport in the new Global Multi-Commodities Center (“GMCC”) within a Free-Trade Zone in Vietnam which emulates the Dubai Multi-Commodities Centre (https://www.dmcc.ae/), ADE will become the vibrant first-ever rough diamond exchange to be set up in the Asian Hemisphere and will be comparable to the diamond exchanges in Antwerp (Belgium) (https://www.diamondbourseantwerp.com/) and Dubai (UAE) (https://www.dmcc.ae/gateway-to-trade/commodities/diamonds).
ADE membership serves as a mark of distinction, opening doors and allowing access to those active in the diamond trade. The ADE ensures that its members have the safety of trading only with reputable companies who adhere to its compliance guidelines and are bound by a strict code of good business practices and ethics.
The ADE will have exceptional facilities, providing fully equipped trading halls for its members and a complete service environment for everyone in the diamond pipeline. In addition to providing a full range of services to support members in their daily transactions, the ADE will also house all ancillary service providers related to the diamond industry. Members and their guests will have convenient access to networking and Trade Lounge, boiling and polishing, secure transportation, Kimberley Process Office, insurance and financing partners, gemological services and education, and more.
The ADE’s tender and auction services will play an important role in the Vietnam diamond trade, matching the right goods from seller to buyer. The ADE will have the optimal infrastructure to host diamond tenders, using state of the art facilities, equipment and personnel to ensure secure, transparent tenders for the benefit of the seller and buyer.
On another note, effective October 17, 2021 the Company signed a contract agreement with Haj Finance Group, a corporation registered in Ruwi, Muscat, Sultanate of Oman, for a loan financing program in the amount of $1,500,000,000 with a preferred interest rate for thirty-five years and a three-year grace period. The closing of this transaction is expected to occur shortly after the registration of a Special Purpose Vehicle (SPV) within United Arab Emirates, the signing of the closing documents and the approval of the transfer of funds by the Central Bank of United Arab Emirates (CBUAE). We intend to use the funds to develop and construct the Asia Diamond Exchange and the Multi-Commodities Center in Vietnam, to finance selective projects in the areas of real estate, renewable energy, healthcare, and for investment opportunities in connection with our PHILUX Global Funds and other clients. A current report on Form 8-K was filed with the Securities and Exchange Commission on October 28, 2021: (https://www.sec.gov/Archives/edgar/data/704172/000149315221026574/form8-k.htm).
Henry Fahman, Chairman and CEO of PHI Group, Inc., affirmed and reiterated: “We look forward to cooperating with TPP to expedite the construction of the ADE and the Multi-Commodities Center in Vietnam. Similar to the successes of the Dubai Multi-Commodities Centre and the Dubai Diamond Exchange, we believe this will also bring tremendous benefits to all the stakeholders, including the diamond-producing countries, the people and economy of Vietnam, international diamantaires, companies and businesses that will come to the zone, consumers, and our own shareholders and investors.”
About PHI Group, Inc.
PHI Group (www.phiglobal.com, PHIL) is committed to creating long-term shareholder value by primarily focusing on advancing PHILUX Global Funds, a group of Luxembourg bank funds organized as “Reserved Alternative Investment Fund” (“RAIF”) (www.philux.eu), and building the Asia Diamond Exchange (“ADE”) in Vietnam. In addition, the Company also engages in mergers and acquisitions, invests in select industries and special situations and adopts blockchain and crypto technologies to provide innovative solutions that may potentially create additional value for our shareholders.
Safe Harbor Act and Forward-looking Statements
This news release contains “forward-looking statements” pursuant to the “safe-harbor” provisions of the Private Securities Litigation Reform Act of 1995. “Forward-looking statements” describe future expectations, plans, results, or strategies and are generally preceded by words such as “may,” “future,” “plan” or “planned,” “will” or “should,” “expected,” “anticipates,” “draft,” “eventually” or “projected,” which are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements as a result of various factors.
Yep Kenny, this month is going to be a big news month for $PHIL. I think of Vinafilms on auto pilot, it will get done when the auditor has time in his busy schedule to go to Vietnam when it is fully opened up to complete the audit. The 1.5 billion financing when complete will make everything go BOOM!
Effective October 17, 2021 the registrant signed a contract agreement with Haj Finance Group, a corporation registered in Oman, Hatat House Ground Floor, Ruwi, Muscat, Sultanate of Oman, for a financing program in the amount of $1,500,000,000 which carries a fixed preferred rate of annual interest for thirty-five years with a three-year grace period. The closing of this transaction is to occur after the registration of a Special Purpose Vehicle (SPV) within United Arab Emirates, the signing of the closing documents and the approval of the transfer of funds by the Central Bank of United Arab Emirates (CBUAE). The registrant intends to use the funds for the establishment of the Asia Diamond Exchange and the Multi-Commodities Center in Vietnam, for financing selective projects in the areas of real estate, renewable energy, healthcare, and for other investment opportunities in connection with PHILUX Global Funds SCA, SICA-RAIF, a group of Luxembourg bank funds sponsored by the registrant.
On another note, effective October 17, 2021 the Company signed a contract agreement with Haj Finance Group, a corporation registered in Ruwi, Muscat, Sultanate of Oman, for a loan financing program in the amount of $1,500,000,000 with a preferred interest rate for thirty-five years and a three-year grace period. The closing of this transaction is expected to occur shortly after the registration of a Special Purpose Vehicle (SPV) within United Arab Emirates, the signing of the closing documents and the approval of the transfer of funds by the Central Bank of United Arab Emirates (CBUAE). We intend to use the funds to develop and construct the Asia Diamond Exchange and the Multi-Commodities Center in Vietnam, to finance selective projects in the areas of real estate, renewable energy, healthcare, and for investment opportunities in connection with our PHILUX Global Funds and other clients. A current report on Form 8-K was filed with the Securities and Exchange Commission on October 28, 2021:
PHI GROUP INC @PHIGROUP · Oct 14 $PHIL You are cordially invited to join a conference call with Choky Simanjuntak (CYFS), CEO of CO2-1-0(CARBON) CORP at 10:00 AM EST, 09:00 PM Jakarta Oct 19, 2021. Zoom link: https://us06web.zoom.us/j/4177806661 Meeting ID: 417 780 6661, Passcode: 205851 +16699006833,*205851# US. God bless!
This was the last update for Vinafilms that I am aware of that Henry gave in the last CC. See below link.
To acquire Vietnam-based Vinafilms unfortunately you know we haven't been able to complete the audit for Vinafilms due to a number of reasons first the change of auditor and then when our new auditor came aboard you know he got hit with Covid he was contracted with Covid himself and was in India for quite some time and Vietnam has been going through a recent lockdown starting to open up right now so hopefully our auditor can come back and complete the audit for Vinafilms and consolidate their numbers with ours and of course things have changed quite a bit due to the Covid pandemic you know operationally and otherwise but you know we will try to complete that as soon as possible.
Henry mentioned other clients which is a broad statement. Not sure if other clients means companies he is helping to bring public or for companies he is acquiring as well. We will have to wait for the signed financing document to know for sure. Go $PHL
On another note, effective October 17, 2021 the Company signed a contract agreement with Haj Finance Group, a corporation registered in Ruwi, Muscat, Sultanate of Oman, for a loan financing program in the amount of $1,500,000,000 with a preferred interest rate for thirty-five years and a three-year grace period. The closing of this transaction is expected to occur shortly after the registration of a Special Purpose Vehicle (SPV) within United Arab Emirates, the signing of the closing documents and the approval of the transfer of funds by the Central Bank of United Arab Emirates (CBUAE). We intend to use the funds to develop and construct the Asia Diamond Exchange and the Multi-Commodities Center in Vietnam, to finance selective projects in the areas of real estate, renewable energy, healthcare, and for investment opportunities in connection with our PHILUX Global Funds and other clients. A current report on Form 8-K was filed with the Securities and Exchange Commission on October 28, 2021:
Green is always good I will take green every day for $PHIL. The most important thing about the news today is no stock gaps since it was put out during market hours. No reason for $PHIL to go down anymore. Looks like .007 is a solid bottom IMO.
Yep it appears Henry has news he can release every week. He released news on Tuesday and Friday last week. Lets see if he will do the same this week. Go $PHIL
PHI Group Inc. and Digital Solutions Company Ltd. Sign Comprehensive Business Cooperation Agreement to Collaborate in Technology Development
New York, Nov. 02, 2021 (GLOBE NEWSWIRE) -- PHI Group, Inc. (www.phiglobal.com, PHIL), a company currently engaged in PHILUX Global Funds, a group of Luxembourg bank funds organized as “Reserved Alternative Investment Fund” (“RAIF”), and the establishment of Asia Diamond Exchange (“ADE”) in Vietnam, today announced that the Company has signed a Business Cooperation Agreement with Digital Solutions Company, Ltd., a Vietnam-based company, to cooperate in developing technical solutions for a variety of industries, including real estate, energy, agriculture and healthcare using digital, blockchain and crypto technologies.
Digital Solutions will immediately assist CO2-1-0 (CARBON) CORP to launch the new disruptive carbon mitigation initiative in the coming weeks and also support PHI Group with technological solutions for the Asia Diamond Exchange to be established in Vietnam, as well as jointly advance a number of special projects that have the potential to create very significant value for shareholders of both companies.
Hoang Le Anh Tuan, Chairman of Digital Solutions Co., stated: “We are delighted to have reached this cooperation agreement, which will be our first step towards great achievements. Both sides share the same ideology that investing in technology in the fields of agriculture, green energy, blockchain, finance, etc. will bring sustainable benefits to society and ourselves.” Anh Tuan added: “ We also look forward to jointly building a strong foundation for financial investment and comprehensive support for potential tech startups in the world. Please wait for further news from us, it will be very soon.”
Dinh Hoang Vo, Vice President of Global Business Development of PHI Group, concurred: “It is a great pleasure to work with Anh Tuan and his highly professional and talented members. By sharing the same vision and combining our strengths and experiences, we are confident that our cooperation will yield tremendous benefits in the days to come.”
About PHI Group, Inc.
PHI Group (www.phiglobal.com, PHIL) is committed to creating long-term shareholder value by primarily focusing on advancing PHILUX Global Funds, a group of Luxembourg bank funds organized as “Reserved Alternative Investment Fund” (“RAIF”) (www.philux.eu), and building the Asia Diamond Exchange (“ADE”) in Vietnam. In addition, the Company also engages in mergers and acquisitions, invests in select industries and special situations and adopts blockchain and crypto technologies to provide innovative solutions that may potentially create additional significant value for our shareholders.
Safe Harbor Act and Forward-looking Statements
This news release contains “forward-looking statements” pursuant to the “safe-harbor” provisions of the Private Securities Litigation Reform Act of 1995. “Forward-looking statements” describe future expectations, plans, results, or strategies and are generally preceded by words such as “may,” “future,” “plan” or “planned,” “will” or “should,” “expected,” “anticipates,” “draft,” “eventually” or “projected,” which are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements as a result of various factors.
Contact:
PHI Group, Inc. +1-714-793-2997 info@phiglobal.com
Gaps are stupid but PHIL has filled those gaps 100 percent of the time. Gaps are just a trick MM's use to tank the stock for no reason. Some gaps on big board stocks never get filled which is why $PHIL going to Nasdaq needs to happen ASAP. Lets say the $PHIL gap has filled so the stock won't go down anymore.
No, we wouldn't hear about the 5 Grain deal signing tommorrow IMO. Even if Henry signs the deal tomorrow or has already signed the definitive agreement, based on the MOU agreement below Henry has 45 days to sign the definitive agreement of he will need to extend it.
MEMORANDUM OF UNDERSTANDING
This Memorandum of Understanding, made on this 16th day of September 2021, shall set forth the guidelines and plan (the “MOU”) by and between PHI Group, Inc., a U.S. public company duly organized and existing by virtue of the laws of the State Wyoming, U.S.A. (Trading symbol: PHIL) with principal address at 2323 Main Street, Irvine, CA 92614, U.S.A., hereinafter referred to as “PHIL” and Five Grain Treasure Spirits Co., Ltd., a company organized and existing by virtue of the laws of People’s Republic of China, with principal business address at Jigu Road Economic Zone, Shulan City, Jilin Province, China, hereinafter referred to as “FGTS”.
WHEREAS, FGTS specializes in the production and sales of spirits, together with the development of proprietary spirit production processes and the possession of patented technology for growing raw materials for beverage manufacturing.
WHEREAS, PHIL is a U.S. diversified publicly traded company which owns a Luxembourg bank fund (PHILUX Global Funds SCA, SICAV-RAIF) and is engaged in mergers and acquisitions and investing in various industries, including but not limited to real estate, agriculture, energy and natural resources, healthcare and consumer goods.
The parties hereby agree to the following terms of this MOU:
1. PHIL and FGTS are parties to this MOU dated the 16th day of September 2021.
2. The MOU sets forth guidelines for further discussions and negotiations between PHIL and FGTS towards the execution of a Definitive Agreement between the parties containing representations, warranties, covenants, and indemnities customary for a transaction of this type.
3. PHIL is desirous of acquiring seventy percent (70%) of ownership in FGTS, pursuant to the price, terms and conditions herein, which will be fully delineated in a Definitive Agreement by both parties for the consummation of this transaction.
4. Subject to further satisfactory due diligence review by PHIL and discussions between the parties herein, PHIL agrees to acquire seventy percent (70%) of ownership in FGTS and provide the additional required capital for FGTS to implement its business plan. The total budget for the purchase price and the additional required capital is one hundred million U.S. dollars (USD 100,000,000), whose terms and conditions for payment will be stipulated in the Definitive Agreement.
5. Completion of the transaction will be conditioned, among other matters, upon:
(d) Upon signing of this MOU, FGTS will cooperate with and accommodate PHIL and/or its representative(s) for further due diligence review of FGTS’s business, including but not limited to its assets, liabilities, property, plant and equipment, technologies, operations, books and records, and business plan.
(e) The signing of the Definitive Agreement by the parties within forty-five days following the signing of this MOU and the closing of this transaction by December 31, 2021, unless extended by the consent of both parties in writing.
(f) The establishment of a special purpose vehicle (SPV) as the holding company for the seventy percent (70%) ownership in FGTS.
6. This letter constitutes the entire Memorandum of Understanding of the parties relating to the contemplated acquisition of seventy percent (70%) ownership in FGTS and supersedes all prior contracts or agreements with respect to those matters, whether oral or written. Each party’s rights under this MOU are assignable only with the prior written consent of the other party. This MOU and the rights and duties of the parties arising out of it shall be governed by and construed and enforced in accordance with the laws of Hong Kong.
Henry has been announcing news within 11 days of a signing. Look at the time difference between when the Financing agreement was signed and the 8K was filed.
Effective October 17, 2021 the registrant signed a contract agreement with Haj Finance Group, a corporation registered in Oman, Hatat House Ground Floor, Ruwi, Muscat, Sultanate of Oman, for a financing program in the amount of $1,500,000,000 which carries a fixed preferred rate of annual interest for thirty-five years with a three-year grace period. The closing of this transaction is to occur after the registration of a Special Purpose Vehicle (SPV) within United Arab Emirates, the signing of the closing documents and the approval of the transfer of funds by the Central Bank of United Arab Emirates (CBUAE). The registrant intends to use the funds for the establishment of the Asia Diamond Exchange and the Multi-Commodities Center in Vietnam, for financing selective projects in the areas of real estate, renewable energy, healthcare, and for other investment opportunities in connection with PHILUX Global Funds SCA, SICA-RAIF, a group of Luxembourg bank funds sponsored by the registrant.
8K filing date 10/28/2021 - 11 days after signing. In most cases news will not be come out the day of a signing unless there is a reason Henry wants it to.
The next filing will most likely have the signed contract attached. You will see a definitive agreement signing next week for the construction of the ADE. The financing was the piece holding everything back now the ADE news flow will start to pick up. Also Henry is making sure his PR's are on NASDAQ because that is where they will eventually end up.
Dear Valued Shareholders, an 8-K was just filed with the SEC. This is one more step on the path of transforming the company. GB!
$PHIL Dear Valued Shareholders, an 8-K was just filed with the SEC. This is one more step on the path of transforming the company. GB! https://t.co/oYsX5RRIir
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