Item
7.01 Regulation FD Disclosure
Extension
of Record Date for Special Common Stock Dividend from Issuer’s Subsidiary
The
information in this Item 7.01 of this Current Report is furnished pursuant to Item 7.01 and shall not be deemed “filed’
for any purpose, including for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that
Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under
the Securities Act or the Exchange Act regardless of any general incorporation language in such filing.
WHEREAS,
on November 08, 2018 the Company’s Board of Directors amended the new dividend ratio and the new Record Date for a special
stock dividend from its holdings of Common Stock in American Pacific Resources, Inc., a subsidiary of the Company, to shareholders
of Common Stock of the Company as follows: (a) Eligible shareholders: In order to be eligible for the above-mentioned special
stock dividend, the minimum amount of Common Stock of PHI Group, Inc. each shareholder must hold as of the New Record Date is
twenty (20) shares; (b) New Record Date: The new Record Date was March 01, 2019, subject to FINRA’s approval; (c) New dividend
ratio: All eligible shareholders of Common Stock of the Company as of the new Record Date would be entitled to receive one (1)
share of Common Stock of American Pacific Resources, Inc. for every twenty (20) shares of Common Stock of PHI Group, Inc. held
by such shareholders as of the new Record date; and (d) Payment Date: The Payment Date for the afore-mentioned special stock dividend
was March 29, 2019;
WHEREAS,
on February 27, 2019 the Company’s Board of Directors passed a corporate resolution to authorize the filing of a registration
statement for the afore-mentioned special dividend shares in American Pacific Resources, Inc. with the Securities and Exchange
Commission as soon as possible and to set the new Payment Date for the distribution of the special stock dividend to be ten (10)
business days after said registration statement is declared effective by the Securities and Exchange Commission.
WHEREAS,
on March 1, 2019 the Company’s Board of Directors passed a corporate resolution to extend the Record Date to May 31,
2019 and keep the Payment Date for the distribution of the special stock dividend to be ten (10) business days after a registration
statement for said special stock dividend shares is declared effective by the Securities and Exchange Commission.
WHEREAS,
at the request of certain holder(s) of outstanding convertible promissory notes of the Company as of May 30, 2019, on May
30, 2019, the Company’s Board of Directors passed a corporate resolution to extend the Record Date to September 30, 2019.
WHEREAS,
at the request by certain holder(s) of currently outstanding convertible promissory notes of the Company on September 19,
2019, on September 23, 2019 the Company’s Board of Directors passed a new corporate resolution to further extend the Record
Date to December 31, 2019.
WHEREAS,
it deems necessary for the Company to further extend the Record Date of the special stock dividend to June 30, 2020 to comply
with the contractual obligations in connection with certain outstanding convertible promissory notes and also to enable the Company
to repurchase of its common stock from the open market before the distribution of the special dividend shares in American Pacific
Resources, Inc.
On
December 30, 2019 the Company’s Board of Directors passed a new corporate resolution to further extend the Record Date to
June 30, 2020 and reiterate the provisions for the afore-mentioned stock dividend as follows: (a) Eligible shareholders: In order
to be eligible for the above-mentioned special stock dividend, the minimum amount of Common Stock of PHI Group, Inc. each shareholder
must hold as of June 30, 2020 (the New Record Date) is twenty (20) shares; (b) Dividend ratio: All eligible shareholders of Common
Stock of the Company as of the new Record Date will be entitled to receive one (1) share of Common Stock of American Pacific Resources,
Inc. for every twenty (20) shares of Common Stock of PHI Group, Inc. held by such shareholders as of the new Record Date; and
(c) Payment Date: the Payment Date for the distribution of the special stock dividend to be ten (10) business days after a registration
statement for said special stock dividend shares is declared effective by the Securities and Exchange Commission.