Microsoft Word - Announcement-JES Extension of Time to release FY2014 Result Announcement and AGM -2 JES INTERNATIONAL HOLDINGS LIMITED

(Company Registration No. 200604831K) (Incorporated in the Republic of Singapore)

APPLICATION FOR EXTENSION OF TIME TO ANNOUNCE THE COMPANY'S FINANCIAL RESULTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 ("FY2014 RESULTS") AND APPLICATION FOR EXTENSION OF TIME TO HOLD ANNUAL GENERAL MEETING ("AGM")


The Board of Directors of JES International Holdings Limited (the "Company") wishes to announce that the Company will be applying to the Singapore Exchange Trading Limited (the "SGX-ST") on 2
March 2015 for (i) a waiver from the strict requirements of Rule 705(1) of the SGX-ST Listing Manual (the "Listing Rules") which states, inter alia, that "an issuer must announce the financial statements for the full financial year (as set out in Appendix 7.2) immediately after the figures are available, but in any event not later than 60 days after the relevant financial period" and an extension of 1 month to announce its FY2014 Results on or before 31 March 2015; and (ii) a waiver from the strict requirements of Rule 707(1) of the Listing Rules and an extension of time for the Company to convene its AGM from the current deadline of 30 April 2015 to 30 May 2015 (collectively, the "Waiver").
The Company will be applying to the SGX-ST for the Waiver for the following reasons:
(a) The Company has, at the request of the Company's Auditor, appointed an independent third party valuer ("Independent Valuer") to conduct a valuation on the Company's PRC subsidiaries' fixed assets as at 31 December 2014 and the Independent Valuer has only recently informed the Board that they would need another 2 - 3 weeks before the valuation report on the Company's PRC subsidiaries' fixed assets can be ready. As a matter of prudence and on the basis that the PRC subsidiaries contribute almost 100% to the Company's fixed assets, the Directors are of the view that the Company's balance sheet as set out in the FY2014 Results (prior to the completion of the aforesaid exercise) may not be a true and fair representation of the Company's financials as at 31 December 2014.
(b) The Company also intends to restructure the Group's assets and liabilities shortly by means of a scheme of arrangement between the Company's PRC subsidiaries and certain of their creditors or appointment of judicial manager(s), as the case maybe for the purposes of implementing and facilitating the Group's consensual restructuring of its debt and liabilities in a manner which would maximise the value of the Company and its assets for its creditors and shareholders (the "Restructuring"). As the PRC subsidiaries contribute 100% of the Company's revenue, the Company is of the view that the release of FY2014 Results (which
would not take into account the Restructuring) will not be a true and fair representation of the Company's current financials and may create a false market between the period of time the FY2014 Results is released and the release of announcement in relation to the Restructuring, which is expected to be very shortly.
Based on the foregoing, the Company will be requesting for the Waiver from the SGX-ST. The Company will announce the outcome of this application in due course once a reply has been received. It will also apply to the Accounting and Corporate Regulatory Authority for an extension of time to hold its AGM and table its accounts for FY2014 upon receipt of the relevant approval in respect thereof.
The Board stressed that the Company will, in compliance with the Corporate Disclosure Policy of the Listing Rules, make the relevant disclosures in the event of any material developments, including the submission and result of any application made in connection with the Restructuring.

BY ORDER OF THE BOARD

JIN XIN
Chairman and Chief Executive Officer
1 March 2015
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