JES International : Termination of Proposed Acquisition of Maya Asia Resources Sdn Bhd (2)

(Incorporated in the Republic of Singapore on 4 April 2006) (Company Registration Number 200604831K)

• UNWINDING OF PROPOSED ACQUISITION

All capitalised terms in this announcement shall, unless otherwise defined herein, have the same meanings ascribed to them in the Earlier Announcements (as defined below).

1. INTRODUCTION

   The Board of Directors (the "Board") of JES International Holdings Limited (the "Company") refers to the announcement of the Company dated:

2. 29 November 2016 in relation to the conditional sale and purchase agreement entered into between the Company and the Vendors ("CSPA");

3. 1 March 2017 in relation to First Completion of the Proposed Acquisition and the Supplemental Agreement to the CSPA;

4. 6 April 2017 in relation to the responses to the queries raised by the Singapore Exchange Securities Trading Limited ("SGX-ST") regarding First Completion;

5. 14 May 2017 in relation to the unaudited financial statements of the Company for the financial period ended 31 March 2017;

6. 19 May 2017 in relation to the acquisition of BEBE Singapore Pte Ltd;

7. 8 September 2017 in relation to the termination of the CSPA. (collectively, the "Earlier Announcements") and all incidental matters thereto.

8. UNWINDING OF PROPOSED ACQUISITION

9. As announced to shareholders on 8 September 2017 and pursuant to the terms of the CSPA, the Board wishes to announce that the Company has undertaken the following steps to effect an unwinding of the Proposed Acquisition by:

10. executing a deed of transfer on 3 November 2017 for the transfer of the entire beneficial interest in the Sale Shares from the Company to the Vendors (the "Transfer of Beneficial Interest"); and

11. completion of the sale and purchase agreement on 3 November 2017 for the sale of the entire issued and paid-up share capital of BEBE Singapore Pte Ltd to Pang Jet Seng for a consideration of S$1.00 (the "Sale of BEBE Singapore")

    (collectively, the "Unwinding Processes").

12. Following completion of the Unwinding Processes, the Board wishes to announce that the Proposed Acquisition has been fully unwound and there shall be no further recourse to the Company with respect to the Termination.

13. FINANCIAL EFFECTS OF THE TERMINATION OF THE PROPOSED ACQUISITION

14. Shareholders may wish to refer to the Company's announcement on 8 September 2017 for detailed information on the pro-forma and illustrative financial effects of the Transfer of Beneficial Interest.

    Further, the Company will be showing the full financial effects of the Termination in its announcement for the financial results for the period ending 30 September 2017.

15. The Sale of BEBE Singapore is not expected to have any material financial effect on the earnings per share and net tangible assets per share of the Company for the financial year ending 31 December 2017.

16. INTERESTS OF DIRECTORS AND SUBSTANTIAL SHAREHOLDERS

    None of the Directors or the controlling shareholders of the Company have any interest, direct or indirect, in the Proposed Acquisition, other than through their respective directorships and/or shareholdings in the Company.

    However, the Company wishes to highlight that Ms Pang Jet Seng who has resigned as an executive director of the Company on 7 September 2017 is one of the Vendors of the Proposed Acquisition.

17. CAUTIONARY STATEMENT

The Company will continue to update shareholders as and when there are material developments to the Company. Shareholders and potential investors are advised to exercise caution in dealing or trading in the shares of the Company and are advised to read this announcement and any further announcements by the Company carefully, and should consult their stockbrokers, bank managers, solicitors or other professional advisors if they have any doubt about the actions they should take.

BY ORDER OF THE BOARD JES INTERNATIONAL HOLDINGS LIMITED

JIN YU

Chief Executive Officer 6 November 2017