Vtech : Update on Voluntary Announcement United Kingdom Competition & Markets Authority Investigation into Acquisition of Leapfrog Enterprises, Inc.

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.

VTech Holdings Limited

(Incorporated in Bermuda with limited liability)

Reference is made to the announcements of VTech Holdings Limited (the "Company") dated 29 April 2016 and 19 August 2016 (the "Announcements") in relation to the United Kingdom Competition & Markets Authority ("CMA") investigation into acquisition of Leapfrog Enterprises, Inc. (the "Acquisitions"). Terms defined in the Announcements shall have the same meanings when used in this announcement unless otherwise stated.

The CMA has provisionally found that the Acquisition will not lead to competition concerns. The CMA has published its views on these provisional findings on its website and will assess all evidence before making a final decision.

By Order of the Board VTech Holdings Limited Allan WONG Chi Yun Chairman

Hong Kong, 12 December 2016

As at the date of this announcement, the executive directors of the Company are Dr. Allan WONG Chi Yun (Chairman and Group Chief Executive Officer), Dr. PANG King Fai and Mr. Andy LEUNG Hon Kwong. The independent non-executive directors of the Company are Dr. William FUNG Kwok Lun, Dr. Patrick WANG Shui Chung and Mr. WONG Kai Man.

https://www.vtech.com/en/investors/