UPC Electronics Pte. Ltd. entered into a Sales and Purchase Agreement to acquire the remaining 86% stake in WE Components Pte. Ltd. from Jubilee Industries Holdings Ltd. for approximately SGD 21.4 million on March 22, 2023.

The Proposed Disposal follows the successful completion of the Company's sale of 14% shareholding interest in WEC as announced on March 9, 2023. The aggregate consideration of approximately SGD 21.4 million, will be satisfied fully in cash. The Proposed Disposal will enable Jubilee to re-strategize its financial and capital resources.

If the SPA is terminated by either Jubilee Industries or UPC Electronics, the relevant party shall be liable to pay the other party a break fee of $516,000 (SGD 0.69 million). As of December 31, 2022, WE Components reported total assets of SGD 43.85 million. Completion of the Proposed Disposal (?Completion?) is conditional upon the following conditions, the approval from the board of directors, and the shareholders of the Jubilee Industries.

the completion of due diligence reasonably conducted, and its outcome shall be to the satisfaction of the Purchaser which shall not be unreasonably withheld. As of July 5, 2023, the shareholders of Jubilee Industries approved the transaction. The Company and the Purchaser shall take all steps necessary to satisfy the Conditions Precedent promptly, and in any event, no later than 31 August 2023 or such other date as the Jubilee Industries and the UPC Electronics may agree in writing (?Longstop Date?).

Chay Corporate Advisory Pte. Ltd. acted as fairness opinion provider to Jubilee Industries Holdings Ltd.