YHM GROUP LIMITED (Company Registration No. 199706776D)

Financial Statement And Dividend Announcement for the Period Ended

31 March 2013 The first quarter and three months financial statement on consolidated results ended 31 March 2013. These figures have not been audited.

1(a) An income statement (for the group) together with a comparative

statement for the corresponding period of the immediately preceding financial year

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(Loss) / profit for the period is arrived after charging the following items:

Notes to Income Statement

1

2

3

The decrease in revenue is due to Yew Hock Marine Engineering Pte Ltd’s (“Yew Hock”) weak business operations as the industry environment remains challenging. The decrease in cost of sales is in accordance with the decrease in sales.

Administrative and marketing expenses increased due to the various corporate exercises undertaken by the Company for the three months ended 31 March 2013 (“Period”).

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1(b)(i) A statement of financial position (for the issuer and group), together with a comparative statement as at the end of the immediately preceding

financial year.

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Notes to Statement of Financial Position

1

2

3

4

5

6

7

The increase in property, plant and equipment (at the Group level) was due to purchase of scaffolding equipment off-set by depreciation for the Period.

The increase in investment in quoted shares was due to investment, through receipt of 4,625,020 new ordinary shares in the capital of Ezion Holdings Limited (“Ezion”). As of 31 March 2013, a fair value reserve of S$4,276,000 arose due to the increase in Ezion’s share price. The decrease in trade and other receivables (at the Group level) were due to decrease in

revenue of Yew Hock. The increase in cash and cash equivalents was due to the Company’s successful placement of S$30,000,000 in principal amount of the Convertible perpetual capital securities on 28 March 2013.

The increase in the Group’s equity was primarily due to the allotment and issuance of 827,400,000 new ordinary shares in the capital of the Company pursuant to the exercise of 827,400,000 options by various option holders for the Period. The decrease in trade and other payables was primarily due to settlement of these liabilities.

The increase in borrowings is a result of increased usage of factoring facilities.

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1(b)(ii) Aggregate amount of Group’s borrowings and debt securities

Details of any collateral

Factoring of trade receivables are secured by the trade receivables amounting to S$489,599 (31/12/2012: S$77,699).

1(b)(iii) Statement of comprehensive income for the period ended 31 March 2013

1) Total comprehensive income for the period attributable to equity holders of the Company is derived by taking the Group’s total comprehensive income for the period i.e. S$2,040K less non-controlling interest share of profit.

2) Non-controlling interest is computed as the minority interest i.e. 49% multiplied by Yew Hock’s profit for the period of S$9K.

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1(c)

A statement of cash flows (for the Group), together with a comparative statement for the corresponding period of the immediately preceding

financial year

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1(d)(i) A statement (for the issuer and group) showing either (i) all changes in equity or (ii) changes in equity other than those arising from capitalization issues and distributions to shareholders, together with a comparative statement for the corresponding period of the immediately preceding financial year.

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1(d)(i) (Cont’d)

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1(d)(ii) Details of any changes in the company's share capital arising from rights issue, bonus issue, share buy-backs, exercise of share options or warrants,

conversion of other issues of equity securities, issue of shares for cash or as consideration for acquisition or for any other purpose since the end of the previous period reported on. State also the number of shares that may be issued on conversion of all the outstanding convertibles, as well as the

number of shares held as treasury shares, if any, against the total number of issued shares excluding treasury shares of the issuer, as at the end of the corresponding period of the immediately preceding financial year

On 1 February 2013, the Company allotted and issued 822,600,000 new ordinary shares pursuant to the exercise of 822,600,000 options by an option holder.

On 27 March 2013, the Company allotted and issued 4,800,000 new ordinary shares pursuant to the exercise of 4,800,000 options by an option holder. As at 31 March 2013, the Company has 4,914,600,000 outstanding convertibles.

The Company did not hold any treasury shares as at 31 March 2013 and 31 March 2012.

1(d)(iii) To show the total number of issued shares excluding treasury shares as at

the end of the current financial period and as at the end of the immediately

preceding year.

No. of ordinary shares

At 31 December 2012 7,248,433,710 Exercise of 822,600,000 Options 822,600,000

Exercise of 4,800,000 Options 4,800,000

At 31 March 2013 8,075,833,710

1(d)(iv)

The Company allotted and issued a further 8,000,000 new ordinary shares pursuant to the exercise of 8,000,000 options by various option holders in the month of April

2013. A statement showing all sales, transfers, disposals, cancellation and / or

use of treasury shares as at the end of the current financial period reported on.

Not applicable as the Company did not hold any treasury shares as at the end of the current financial period reported on.

2 Whether the figures have been audited, or reviewed and in accordance with which standard (e.g. the Singapore Standard on Auditing 910 (Engagement to Review Financial Statements), or an equivalent standard)

The figures have not been reviewed or audited by our Company’s auditors.

3 Where the figures have audited or reviewed, the auditor’s report (including any qualifications or emphasis of matter)

Not applicable.

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4 Whether the same accounting policies and methods of computation as in the issuer’s most recently audited financial statements have been applied

Except as disclosed under item 5 below, the Group has consistently applied the

same accounting policies and methods of computation in the current and previous financial period.

5 If there are any changes in the accounting policies and methods of

computation, including any required by an accounting standard, which has

changed, as well as the reasons for, and the effect of the change There have been no changes in the accounting policies and methods of computation

since last financial year end 31 December 2012 except for new and revised FRSs and Interpretation of FRS (INT FRS) that are effective for annual periods beginning 1 January 2013. The adoption of these new/revised FRS and INT FRSs did not have material effect on the financial performance or position of the Group.

6 Earnings per ordinary share of the group for the current period reported on

and the corresponding period of the immediately preceding financial year, after deducting any provision for preference dividends

Earnings per share after deducting any provisions for preference dividends:

Share options and perpetual capital securities were not included in the computation

of the diluted earnings per share because these potential ordinary shares were anti-dilutive.

7 Net asset value (for the issuer and group) per ordinary share based on the total number of issued shares excluding treasury shares of the issuer at the end of the (a) current period reported on and (b) immediately preceding financial year

The computations above are based on 8,075,833,710 shares as at 31 March 2013 and 7,248,433,710 shares as at 31 December 2012.

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8 A review of the performance of the Group, to the extent necessary for a reasonable understanding of the Group’s business. It must include a

discussion of the following: a. Any significant factors that affected the turnover, costs, and earnings

of the group for the current financial period reported on, including

(where applicable) seasonal or cyclical factors; and b. Any material factors that affected the cash flow, working capital,

assets or liabilities of the group during the current financial period reported on.

For the Period, the Group posted a net loss S$180,000. This was primarily due

to the administrative expenses incurred at the Company’s level.

The decrease in revenue is due to Yew Hock’s weak business operations as the industry environment remains challenging.

Please refer to the footnotes in paragraphs 1a and 1b(i) for the discussion on the significant factors affecting the results and balance sheet of the group.

Working capital/cash flow For the Period, the Company allotted and issued a total of 827,400,000 new

ordinary shares pursuant to the exercise of 827,400,000 options by various option holders at the exercise price of S$0.0018 per option. On 28 March 2013, the Company successfully completed the placement of

S$30,000,000 in principal amount of the Convertible perpetual capital securities receiving net proceeds of $29,737,000. As of 31 March 2013, the Group’s bank balance is about S$31.82 million.

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Use of Proceeds

(a) Pursuant to the Share Subscription Agreement dated 25 October 2012, the Company raised S$1,000,000 through the allotment and issuance of 555,556,000 new ordinary shares in the capital of the Company to Sunshine Capital Group Pte. Ltd. at S$0.0018 per share. The use of proceeds is

detailed as follows:

Description S$ million

Proceeds

Less: • Administrative Expenses • Operating Expenses

1.00

0.08 0.54

Balance

0.38

The net proceeds had been utilized for its intended purpose.

(b) For the Period, pursuant to the Option Agreements dated 25 October 2012,

the Company raised a further S$1,489,000 through the allotment and

issuance of 827,400,000 new ordinary shares in the capital of the Company pursuant to the exercise of 827,400,000 options by various option holders. The proceeds have not been utilized as at 31 March 2013.

(c) On 28 March 2013, the Company completed the placement of S$30,000,000 in principal amount of the Convertible perpetual capital securities, the net proceeds amounting to S$29,737,000 have not been utilized as at 31 March 2013.

9 Where a forecast, or a prospect statement, has been previously disclosed

to shareholders, any variance between it and the actual results

There is no specific prospect or forecast statement was previously made.

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10 A commentary at the date of the announcement of the significant trends and competitive conditions of the industry in which the group operates

and any known factors or events that may affect the group in the next reporting period and the next 12 months

Yew Hock Marine Engineering Pte Ltd’s decline in revenue indicates that its business operations remain weak due to the challenging industry environment.

As approved by Shareholders on 27 November 2012, the Company intends to enter into and undertake new businesses in the oil & gas and marine related industry (“New Business”) when appropriate opportunities present themselves.

The New Business would include but not limited to the development, ownership and chartering of oil & gas and marine related assets.

11 Dividend

(a) Current Financial Period Report On Any dividend declared for the current financial period report on?

None.

(b) Corresponding Period of the immediately preceding financial year

Any dividend declared for the corresponding period of the immediately

preceding financial year?

None.

(c) Date Payable

Not applicable. (d) Books closure date

Not applicable.

12 If no dividend has been declared/recommended, a statement to that effect

No dividend has been declared or recommended.

13 If the group has obtained a general mandate from shareholders for IPTs, the aggregate value of such transactions as required under Rule 920(1)(a)(ii). If no IPT mandate has been obtained, a statement to that

effect.

The Group has not obtained any general mandate from shareholders for IPTs.

By Order Of the Board Lim Ka Bee Company Secretary

Date: 7 May 2013

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Confirmation by Directors pursuant to Rule 705(5) of the Listing Manual Section B: Rules of Catalist We confirm that, to the best of our knowledge, nothing has come to the attention of the Board of Directors of the Company which may render the unaudited interim financial

results of the Group for the period ended 31 March 2013 to be false or misleading in any material aspect. On behalf of the Board of directors

……………………………….. ……………………………….. Woo Peng Kong Tan Ser Ko

Executive Director / CEO Executive Director

This announcement has been prepared by the Company and reviewed by the Company’s sponsor,

CNP Compliance Pte. Ltd. (“Sponsor”), for compliance with the Singapore Exchange Securities

Trading Limited (“SGX-ST”) Listing Manual Section B: Rules of Catalist. The Sponsor has not verified the contents of this announcement including the accuracy or

completeness of any of the information disclosed or the correctness of any of the statements or

opinions made or reports contained in this announcement. This announcement has not been

examined or approved by the SGX-ST. The Sponsor and the SGX-ST assume no responsibility for

the contents of this announcement including the correctness of any of the statements or opinions

made or reports contained in this announcement.

The contact person for the Sponsor is Mr Lance Tan at 36 Carpenter Street, Singapore 059915,

telephone: (65) 6323 8383; email: ltan@cnplaw.com