Jubilee Industries Holdings Ltd. (Catalist:5OS) entered into non binding memorandum of understanding to acquire WE Components Pte. Ltd. from WE Holdings Ltd. (Catalist:5RJ) on July 11, 2014. Under the terms, Jubilee Industries will acquire 9.28 million ordinary shares. The transaction is subject to execution of a definitive agreement on or before August 31, 2014, consummation of due diligence, approval from the shareholders of Jubilee Industries and WE Holdings and obtaining all relevant corporate, governmental and regulatory approvals.

Jubilee Industries Holdings Ltd. (Catalist:5OS) entered into a sale and purchase agreement to acquire WE Components Pte. Ltd. from WE Holdings Ltd. (Catalist:5RJ) for $8.4 million on July 18, 2014. Under the terms, Jubilee Industries will pay $4.2 million upon the execution of the agreement, $2.48 million will be paid upon competition and the remaining $1.72 million will be paid on or before December 31, 2014. WE Holdings will use the proceeds to fund the expansion of its resources business and as working capital for the Groups' existing resources business. If the conditions to the deal are not fulfilled on or before the long stop date then, the first payment will be refunded by WE Holdings within two business days if the conditions are not fulfilled due to the fault of WE Holdings and if the conditions are not fulfilled due to the fault of Jubilee Industries, 80% of the first payment will be refunded within two business days.

Jubilee Industries Holdings Ltd. (Catalist:5OS) entered into a supplemental agreement to acquire WE Components Pte. Ltd. from WE Holdings Ltd. (Catalist:5RJ) for $14 million on October 8, 2014. Under the terms, Jubilee Industries will pay $4.2 million upon the execution of the agreement, $2.48 million will be paid upon competition and the remaining $7.34 million will be paid on or before December 31, 2014. Under the terms of the amended agreement, the transaction includes the acquisition of the subsidiaries comprising WE Components (Shanghai) Co Ltd, WE Components Co Ltd., WE Components (Hong Kong) Limited, Kin Wai Technology Ltd., WE Microelectronics Pte. Ltd. and WE Components India Pvt Ltd; and excludes the sale of subsidiaries, namely Plexus Electronics Inc., WE Technology (HK) Ltd and Plexus Technology Taiwan Co., Ltd. The supplementary agreement is subject to Jubilee Industries and WE Holdings entering into a deed of assignment wherein WE Components shall assign the right to receive the excluded properties consideration of $5.62 million to Jubilee Industries. The deal is also subject to the sale of the excluded subsidiaries. Jubilee Industries Holdings Ltd. (Catalist:5OS) entered into a second supplemental agreement to acquire WE Components Pte. Ltd. from WE Holdings Ltd. (Catalist:5RJ) on January 15, 2015.

The audit committee comprises Pao Kiew Tee, Foo Say Tun and Low Chee Chiew. The audit committee Provenance Capital, BDO Advisory and independent Directors are of the view that the deal is on normal commercial terms and is not prejudicial to the interests of We Holdings and its minority shareholders. The independent Directors of Jubilee Industries have recommended that shareholders vote in favor of the deal. Jubilee Industries intends to fund the acquisition through internal resources or fund raising exercises to be carried out by Jubilee Industries. If the conditions are not been fulfilled or waived on or before the Long Stop Date, the agreement will terminate automatically. The deal is expected to close seven days after the satisfaction or waiver of the conditions. The extraordinary general meeting has been scheduled for November 21, 2014. Provenance Capital has an opinion that the deal is on normal commercial terms and is not prejudicial to the interest of WE Holdings and its shareholders.

As per the circular dated November 10, 2014, the extraordinary general meeting of WE Holdings Ltd has been scheduled for December 1, 2014. If the agreement is terminated, by Jubilee due to WE Holdings breaching the terms of the agreement, the full amount of the deposit shall be returned by WE Holdings to Jubilee, together with interest charges for an amount of SGD 0.08 million ($0.06 million) or by WE Holdings due to Jubilee breaching the terms of the agreement, the deposit shall be returned by WE Holdings to Jubilee, less an amount of SGD 0.08 million ($0.06 million) which shall be forfeited by WE Holdings. Provenance Capital Pte. Ltd. acted as financial adviser to the independent Directors of Jubilee Industries. RHT Capital Pte. Ltd. acted as sponsor for Jubilee Industries. BDO Advisory Pte Ltd. acted as valuer. Chew Kok Liang, Alisa Ng and Serena Chin of RHT Law Taylor Wessing LLP and Equity Law LLC acted as legal advisors for Jubilee Industries Holdings Ltd. Currency conversions were done through www.oanda.com as of July 11, 2014.

Jubilee Industries Holdings Ltd. (Catalist:5OS) completed the acquisition of WE Components Pte. Ltd. from WE Holdings Ltd. (Catalist:5RJ) on January 31, 2015.