PYI : DISCLOSEABLE TRANSACTION - DISPOSAL OF SENIOR NOTES

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.

PYI Corporation Limited

(Incorporated in Bermuda with limited liability)

(Stock code: 498)

DISCLOSEABLE TRANSACTION

DISPOSAL OF SENIOR NOTES

THE DISPOSAL

The Board announces that between 4 September 2020 and 14 September 2020, TCF, an indirect wholly-owned subsidiary of the Company, disposed of the Senior Notes with an aggregate nominal value of US$3,000,000 (equivalent to approximately HK$23,250,000) in the secondary market at the aggregate consideration of approximately US$3,290,000 (equivalent to approximately HK$25,497,000).

LISTING RULES IMPLICATIONS

As one or more of the applicable percentage ratios (as defined under the Listing Rules) in respect of the Disposal exceeds 5% but is less than 25%, the Disposal constitutes a discloseable transaction of the Company and is therefore subject to the reporting and announcement requirements, but is exempt from Shareholders' approval requirement, under Chapter 14 of the Listing Rules.

The Board announces that between 4 September 2020 and 14 September 2020, TCF, an indirect wholly-owned subsidiary of the Company, disposed of the Senior Notes with an aggregate nominal value of US$3,000,000 (equivalent to approximately HK$23,250,000) in the secondary market at the aggregate consideration of approximately US$3,290,000 (equivalent to approximately HK$25,497,000).

THE DISPOSAL
Date:	between 4 September 2020 and 14 September 2020
	(both dates inclusive)
Seller:	TCF, a company incorporated in Hong Kong with
	limited liability and an indirect wholly-owned
	subsidiary of the Company

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Issuer:	Kaisa Group Holdings Ltd., a company incorporated
	in the Cayman Islands with limited liability, the shares
	of which are listed on the Main Board of the Stock
	Exchange (stock code: 1638.HK). To the best
	knowledge, information and belief of the Directors
	having made all reasonable enquiries, Kaisa Group
	Holdings Ltd. is an Independent Third Party
Nominal value of	US$3,000,000	(equivalent	to	approximately
the Senior Notes disposed of:	HK$23,250,000) in aggregate
Consideration:	Aggregate	consideration	of	approximately
	US$3,290,000	(equivalent	to	approximately
	HK$25,497,000) in cash, of which	approximately
	US$2,195,000	(equivalent	to	approximately
	HK$17,011,000) was received on 9 September 2020
	and approximately US$1,095,000 (equivalent to
	approximately HK$8,486,000) is expected to be
	received by 16 September 2020
Maturity date of the Senior Notes:	9 April 2022
Coupon rate and	11.25% per annum payable semi-annually in arrears
interest income:	The interest income of the Group attributable to the
	Senior Notes disposed of by TCF under the Disposal
	for the financial year ended 31 March 2020
	amounted to approximately US$205,000 (equivalent
	to approximately HK$1,589,000)

No interest income was accrued under the Senior Notes during the financial year ended 31 March 2019 as the Group acquired the Senior Notes during the financial year ended 31 March 2020

INFORMATION OF THE COUNTERPARTY

As the Disposal was made on open market, the Company is not aware of the identities of the buyers of the Senior Notes. To the best knowledge, information and belief of the Directors having made all reasonable enquiries, the buyers of the Senior Notes and their respective ultimate beneficial owners are Independent Third Parties.

BASIS OF DETERMINATION OF THE CONSIDERATION

Since the Disposal was conducted through open market at the prevailing market price, the Directors consider that the respective considerations for the transactions under the Disposal are fair and reasonable.

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REASONS FOR AND BENEFITS OF THE DISPOSAL

The Group is principally engaged in ports and infrastructure development and investment, and the operation of ports and logistics facilities, in the Yangtze River region of China. The Group is also engaged in land and property development and investment in association with ports and infrastructure development, as well as securities trading and investment, and provision of loan financing activities. In addition, the Group provides comprehensive engineering and property-related services through Paul Y. Engineering Group Limited, an associate of which the Company indirectly owns 48.23% equity interest.

TCF, an indirect wholly-owned subsidiary of the Company, was incorporated under the laws of Hong Kong with limited liability. The principal businesses of TCF are provision of credit services and securities trading and investment.

The Disposal is in alignment with the Group's principal business in securities trading and investments and the Directors consider that the Disposal is a good opportunity for the Group to realise a reasonable gain in its investment. The Directors therefore consider that the Disposal is in the interest of the Company and the Shareholders as a whole.

As the Disposal was conducted through open market, the Board is of the view that the terms of the Disposal are fair and reasonable and on normal commercial terms.

FINANCIAL EFFECT OF THE DISPOSAL

It is expected that the Group will record a realised gain on fair value change of investments in debt instruments held for trading of approximately US$474,000 (equivalent to approximately HK$3,674,000) for the financial year ending 31 March 2021 as a result of the Disposal, subject to auditors' review.

USE OF PROCEEDS

The proceeds from the Disposal, which are approximately US$3,290,000 (equivalent to approximately HK$25,497,000), will be used for reinvestment in the securities trading and investment business and/or as general working capital of the Group.

LISTING RULES IMPLICATIONS

As one or more of the applicable percentage ratios (as defined under the Listing Rules) in respect of the Disposal exceeds 5% but is less than 25%, the Disposal constitutes a discloseable transaction of the Company and is therefore subject to the reporting and announcement requirements, but is exempt from Shareholders' approval requirement, under Chapter 14 of the Listing Rules.

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DEFINITIONS

In this announcement, unless the context otherwise requires, the following expressions shall have the following respective meanings:

"Board"	the board of Directors
"Company"	PYI Corporation Limited, a company incorporated in
	Bermuda with limited liability, the shares of which are
	listed on the Main Board of the Stock Exchange (stock
	code: 0498.HK)
"Directors"	the directors of the Company
"Disposal"	the disposal by TCF of the Senior Notes between 4
	September 2020 and 14 September 2020 (both dates
	inclusive) at an aggregate consideration	of
	approximately	US$3,290,000	(equivalent	to
	approximately HK$25,497,000)
"Group"	the Company and its subsidiaries
"Hong Kong"	the Hong Kong Special Administrative Region of the
	People's Republic of China
"Independent Third Party(ies)"	person(s) which, to the best knowledge and belief of the
	Directors having made all reasonable enquiries, is/are
	third party(ies) independent of and not connected with
	the Company and its connected persons (as defined in
	the Listing Rules)
"Listing Rules"	the Rules Governing the Listing of Securities on the
	Stock Exchange
"Senior Notes"	interest-bearing instruments of indebtedness issued by
	Kaisa Group Holdings Ltd. with a coupon rate of 11.25%
	per annum and a maturity date of 9 April 2022
"Shareholder(s)"	holder(s) of the shares of the Company
"Stock Exchange"	The Stock Exchange of Hong Kong Limited
"TCF"	Treasure Capital Finance Limited, a company
	incorporated in Hong Kong with limited liability and an
	indirect wholly-owned subsidiary of the Company
"HK$"	Hong Kong dollars, the lawful currency of Hong Kong
"US$"	United States dollars, the lawful currency of the United
	States of America

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"%"

per cent.

For illustration purposes, amounts in US$ in this announcement have been translated into

HK$ at the rate of US$1 to HK$7.75.

By Order of the Board

PYI Corporation Limited

Ho Sze Nga, Maggie

Company Secretary

Hong Kong, 14 September 2020

As at the date of this announcement, the composition of the Board is as follows:

Mr Lau Tom Ko Yuen	:	Chairman and Managing Director
Mr Sue Ka Lok	:	Executive Director
Ms Wu Yan Yee	:	Executive Director
Mr Chan Shu Kin	:	Independent Non-Executive Director
Ms Wong Lai Kin, Elsa	:	Independent Non-Executive Director
Mr Leung Chung Ki	:	Independent Non-Executive Director

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