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PHI Group Forms New Subsidiary for M&A Transaction with Saigon Pho Palace JSC


New York, Nov. 05, 2018 (GLOBE NEWSWIRE) -- PHI Group, Inc. ( (OTCQB: PHIL), a U.S. diversified holding company focused on mergers and acquisitions and investments in select industries and special situations, today announced that the Company has formed a new subsidiary "American Saigon Palace Group" ("ASPG"), a Wyoming corporation, as the special purpose vehicle to hold the 51% equity interest in Saigon Pho Palace Joint Stock Company ("SGP").

According to the previously announced Stock Swap Agreement between with the majority shareholder of SGP and the Company, PHI Group will receive 51% of all the issued and outstanding ordinary stock of SGP in exchange for Preferred Stock or a promissory note of PHI Group, Inc. The amount of Preferred Stock or the value of the convertible note of the Company to be issued for the 51% equity interest in SGP will be based on the results of a valuation of SGP's business by a professional, independent appraisal firm. The majority shareholder of SGP will have the option to convert the Preferred Stock or the convertible note of PHI Group into 80% stock of ASPG when this subsidiary has become a fully reporting publicly traded company in the U.S. Stock Market.

SGP Palace ( has an excellent track record in the field of hospitality, construction and real estate investment and is currently developing a number of prominent projects in Ho Chi Minh City and other locations in Vietnam. It has been successfully operating a chain of restaurants that cater to wedding banquets and convention events and plans to build thirty-five more restaurants of this type by 2025. In addition, SGP also has plans to build new chains of 50 "SGP Bulkoki" restaurants by 2025 and 200 "SGP X-N Coffee" shops by 2027. According to Mr. Quy Minh Le, SGP's Chairman and General Director, its unaudited annual revenues are approximately over US$ 90 million and expected to rise sharply with the additional restaurant and coffee shop chains in the future.

SGP will proceed with the necessary steps, including a business valuation by an independent appraisal firm and financial audits according to U.S. Generally Accepted Accounting Principles (GAAP). PHI Group expects to be able to report consolidated operating results from SGP after the closing of the Stock Swap Agreement, and, subject to meeting all necessary compliance requirements, intends to file a registration statement with the U.S. Securities and Exchange Commission to take ASPG public in the U.S. Stock Market at the appropriate time in the future.

Quy Minh Le, Chairman and General Director of SGP Palace, reiterated: " We look forward to creating a platform with American Saigon Palace Group for SGP to access international capital markets and pursue our growth strategy, both organically and through acquisitions. We are confident that with proper resources we will be able to capture 20-30% of this $8 billion market segment in the next five to seven years and create very significant value for our shareholders."

Hoang Dinh Vo (Jack Vo), Vice President of Global Business Development of PHI Group, added: "We are delighted to be a partner with SGP to help it create corporate advantages by bringing experience and expertise to support its leaders in their pursuit of excellence and enduring value."

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About PHI Group, Inc.

PHI Group ( primarily focuses on mergers and acquisitions and invests in select industries and special situations that may substantially enhance shareholder value. In addition, the Company's wholly owned subsidiary, PHI Capital Holdings, Inc. ( provides M&A consulting services and assists companies to go public and access international capital markets. We have also been working diligently to launch a Luxembourg Reserved Alternative Investment Fund (RAIF) plus several sub-funds for investment in renewable energy, agriculture and real estate together with international partners.

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.

PHI Group, Inc.
Hoang Dinh Vo (Jack Vo)

Phi logo 2018.jpg

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