Final Results

JQW plc

("JQW" or the "Company"*)

Final Results

JQW, the AIM quoted domestic Chinese B2B e-commerce operator, today announces its maiden set of final results for the year ended 31 December 2013.

Highlights

The illustrative exchange rate as at 28 April 2014 is 1 GBP: 10.515 RMB.

* Group, below, is defined as JQW, its subsidiaries and indirect subsidiary

Yongde Cai, Chairman of JQW, commented: "The Board is delighted to announce our maiden annual results, which show a considerable uplift in revenue and gross profit, driven by the 40% increase in the number of our fee paying members. This has been a significant period of growth for the Group, culminating in the admission to AIM on 9 December 2013. The Board is excited by the opportunities that it has identified in the market, including developing trading services, a bilingual platform as well as a platform for smartphone users and we look forward to providing additional updates as we make further progress in these areas over the coming months."

For further information:

Media enquiries:

About JQW plc

JQW is a leading domestic business-to-business e-commerce provider based in the Chinese province of Jiangsu. The Group's core business is its online B2B platform, www.jqw.com, which has been developed to encourage domestic trade by connecting Chinese SMEs with potential trade partners. Founded in 2004, the platform was developed to help to market Chinese SME's websites. JQW has evolved rapidly to become the second highest ranked B2B e-commerce website and operates, what the director's believe to be, the first dedicated B2B search engine, www.jqw.cn.

JQW offers a low-cost entry point for Chinese SMEs to promote themselves and their B2B products to potential buyers. In order to increase transaction opportunities, JQW offers its clients a broad range of services including website design, commercial search services and advertising.

There are approximately 49 million SMEs in China manufacturing a diverse range of products, accounting for 60% of the country's GDP. The number of mobile internet-access users in China stood at 839 million at February 2014 and there is a considerable amount being invested into the country's telecommunications infrastructure. These factors have driven an increased demand for domestic trade of B2B, B2C and C2C e-commerce. With the majority of these SMEs requiring the use of third party B2B e-commerce platforms to promote their businesses and access trade partners, the Board believes that JQW offers a robust and highly reputable branded platform. With exposure in over 50 industry sectors and considerable scope for future growth, JQW is in a strong position to capitalise on the development of this market.

The Group currently has:

Chairman's Statement

JQW is delighted to have joined the AIM market of the London Stock Exchange.

As a Chinese-based business in the internet industry we believe that a public profile on an international stock market enhances JQW's reputation and profile in both our home market and internationally. It will also help the Group attract more customers to jqw.com.

We welcome our new shareholders from the UK, Europe, South East Asia and China who bought shares in JQW at the IPO. We are also delighted that further interest in the Company's shares continues to be seen since our IPO and the Board intends to maintain as much contact as possible with our shareholders. We believe JQW is in an exciting period of growth and hope that our profile as a quoted company will highlight our prospects to our clients, registered users of jqw.com, sales agents, employees and shareholders.

2013 was a transformational year for JQW, culminating in the successful admission to AIM on 9 December 2013. We are pleased to announce our maiden annual results, which show a considerable uplift in revenue and gross profit, driven by the 40% increase in fee paying members to the platform. This has, so far, been the most important year in JQW's history. However, the Board hopes for more exciting years to come.

The Group's growth has been driven by a combination of factors, including the ongoing rapid development of the e-commerce industry in China and the increasing importance of e-commerce to China's 49 million SMEs, who are our main target market. JQW offers a direct, cost effective way for SMEs to engage in e-commerce. The strength of JQW's position in this market is recognised through awards that the Group has won such as CNIT-Research's top three 'Brands with the most influence in China's B2B industry' (which the Group won alongside Alibaba and HC360).

The Board is focused on continuing to increase the number of JQW's fee paying members in a variety of ways including the addition of sales agents in other parts of China and the introduction of our new 'franchise' agency system. However, there will be many other ways in which the Group can enhance its existing services to our clients including a bilingual site and applications for smartphone users.

The Board believes that Chinese SMEs will continue to seek more effective marketing channels, especially through e-commerce, and with JQW's excellent market position in the B2B sector the Board expects the Group to benefit.

The strong growth already achieved by the Group, the considerable opportunities for future expansion as the market continues to develop and JQW's innovative services provides your Board with great confidence in our future. Our commitment to delivering shareholder value is reflected in the Board's proposal, subject to shareholder approval at the Annual General Meeting, to pay a final dividend of 0.5 penceper ordinary share for the financial year ended 31December 2013.

I would personally like to thank the Board and all of our employees for their continued hard work, as well as our existing and new shareholders for all their support. We are excited by the opportunities in our market and we look forward to providing additional updates as we make further progress over the coming months.

Cai Yongde

Chairman

28 April 2014

Group Chief Executive's Statement

JQW has established a very strong position in the B2B e-commerce industry in China. The Board believes the Group has further strengthened its position through the profile JQW has gained by its Admission to AIM last year on 9 December 2013.

The Group has grown rapidly in the past five years, benefitting from: the growth in China's GDP; the penetration of broadband in the country; the adoption of websites by Chinese SMEs (our principle target clients); and the increase in transactions completed through e-commerce. This positive market background is expected to continue. Whilst GDP growth in China is planned to slow to more sustainable levels, there remain substantial opportunities for additional growth in internet based services, including e-commerce.

The strength of JQW's position in its sector and the quality of its platform is a tribute to the Group's strategy, its management team, employees, agents as well as our research and development capabilities. This is clearly reflected in the results that the Group has achieved during 2013.

Results

Revenue increased by 71.3% to RMB 493.1 million (2012: RMB 287.8 million) and the Group's gross profit margins improved to 50% from 47% in 2012. This led to pre-tax profits more than doubling to RMB 171.4 million (2012: RMB 84.1 million) and net profit after tax rising by a similar amount, 104%, to RMB 128.4 million (2012: RMB 62.9 million). Earnings per share on a fully diluted basis went up from RMB 0.34 to RMB 0.69 using a pro forma figure for 2012.

JQW remains a highly cash generative business. During 2013 the Group's cash balances increased by RMB 236 million to RMB 344.1 million (including RMB 67.5 million raised by the IPO). This provides JQW with the ability to invest in new opportunities to provide further growth for our business.

The Group opened a new office in Yangzhou in July 2012 and established it as our headquarters. The new sales centre which was opened there has proved highly successful and the Group runs its agency business from Yangzhou as well. Sales generated from agents have continued to grow, up 88% from RMB 206.6 million in 2012 to RMB 388.0 million in 2013, now some 79% of total sales. Our direct sales have increased 29% from RMB 81.2 million to RMB 105.1 million during the same period. The Board believes JQW can grow quicker by expanding our agency model, not just in its existing form but also through our newly launched franchised agency model. This provides capital assistance from JQW to entrepreneurs who want to run their own agency businesses but do not have enough capital of their own. The Group will continue to expand into other provinces in China by establishing local agencies which are familiar with the dialects and customs in those areas.

JQW is targeting to reach a total of at least 60 sales agencies by the end of 2015, from our year end level of 30. In the first three months of this year, we have added a further five new sales agencies, taking the total number to 35 as at 31 March 2014. This should continue to assist in the growth in numbers of our fee paying members, which increased by 40% to 197,000 at the year end, which will be one of the Group's Key Performance Indicators for 2014 revenue growth.

Platform development

The Group's strategy is to continue to organically grow its successful business model, which is profitable and highly cash generative, and to augment it by adding additional services.

By the end of June 2014, JQW intends to launch an English based e-commerce platform, which will add increased functionality that will allow purchasers to place orders and make payments through the platform internationally, using partner firms with which JQW is establishing relationships. The Group will charge a commission on the value of each transaction undertaken. This is an important development for the Group in terms of its move towards adding a sales commission-based model, rather than transactions being completed off-platform. It is the intention to develop this into a bilingual website and the Board will provide further updates as this service is launched.

As announced at the time of the Group's IPO, it is intended that a new service will be established to provide access to finance for SMEs from financial institutions. Development of this service is currently underway and it is anticipated that the prospect of sourcing funding for an SME at a lower interest rate will attract more members to jqw.com. JQW will act as the agent to bring together the borrower with the financial institution and will therefore not bear any credit risk as part of these transactions, but will receive a commission for the introduction.

Dividend

As mentioned in the Chairman's Statement, the Board is delighted to propose a maiden dividend of 0.5 pence per share, subject to shareholder approval at the Annual General Meeting. The maiden final dividend will be payable on 14 July 2014 to shareholders on the register at the close of business on Friday 4 July 2014. The shares will go ex-dividend on 2 July 2014.

Outlook

E-commerce is a rapidly developing industry. The transaction value of the Chinese B2B market increased by 18.9% during 2013 to RMB 7,430 billion (source: SOOTOO Research Institute). Revenue generated by B2B platforms in China increased by 25.8% to RMB 21.0 billion (source: iResearch Consulting Group).

With the number of mobile internet-access users in China standing at 839 million as of February 2014 (source: The Ministry of Industry and Information Technology), this presents a significant opportunity for the Group. In order to ensure that the JQW platform is available to the widest possible audience of SMEs, the Group is currently developing smartphone applications for iOS and Android to address the increasing demand for mobile internet access.

The SME market in China also continues to grow, with SMEs accounting for 99% of China's total number of enterprises, 60% of the country's GDP and 80% of urban jobs nationwide. As part of the 12th Five-Year Program which was released by the Ministry of Industry and Information Technology in September 2011, China issued its first nationwide special plan for SMEs. According to the plan, the number of SMEs in China is expected to grow steadily over the five year period with an average annual growth rate of 8%. With an increasing focus on online marketing and promotion by SMEs, the Board believes that SME online sales will continue to grow.

The current year has started well, and the Board has considerable confidence in the future growth of JQW. The SME market in China remains buoyant and the internet continues to develop rapidly. JQW is operating in a fast growth market with substantial opportunities which the Group intends to continue to pursue vigorously.

Chen Daocai

Group Chief Executive Officer

28 April 2014

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

CONSOLIDATED STATEMENT OF CHNAGES IN EQUITY

CONSOLIDATED STATEMENT OF CASH FLOWS

NOTES TO THE FINANCIAL INFORMATION

1. General information

JQW plc (the "Company") was incorporated in Jersey on with registration number 113593. The registered office of the Company is 13-14 Esplanade, St Helier, Jersey JE1 1BD, Channel Islands (PO Box 207).

The principal activity is the provision of business-to-business ("B2B") e-commerce service in the People's Republic of China ("PRC").

Basis of preparation

The consolidation financial statements have been prepared in accordance with IFRS as adopted by the EU issued by the International Accounting Standards Board ("IASB"), including related Interpretations issued by the International Financial Reporting Interpretations Committee ("IFRIC") and using the accounting policies which are consistent with those adopted in the admission document as well as applying the following accounting policy in respect of the basis of consolidation.

Business combinations outside the scope of IFRS 3

The Directors considered IFRS 3 "Business Combinations" (Revised 2008) as the appropriate accounting treatment. However, they concluded that this Group fell outside of the scope of IFRS 3 (revised 2008) since the Group represents a combination of entities under common control.

In accordance with IAS 8 "Accounting policies, changes in accounting estimates and errors", in developing an appropriate accounting policy, the Directors have considered the pronouncements of other standard setting bodies and specifically looked to accounting principles generally accepted in the United Kingdom ("UK GAAP") for guidance (FRS 6 - Acquisitions and mergers) which does not conflict with IFRS and reflects the economic substance of the transaction.

Under UK GAAP, the assets and liabilities of the transferee and transferor are recorded at book value, not fair value (although adjustments are made to achieve uniform accounting policies), intangible assets and contingent liabilities are recognised only to the extent that they were recognised by the legal acquirer in accordance within applicable IFRS, no goodwill is recognised, any expenses of the combination are written off immediately to the income statement and comparative amounts, if applicable, are restated as if the combination had taken place at the beginning of the earliest accounting period presented.

Therefore, although the Group reconstruction did not become unconditional until 15 October 2013, the consolidated financial statements are presented as if the Group structure had been in place throughout the period under audit, including the activity from incorporation of the Group's subsidiary. All entities had common management as well as majority shareholders.

On this basis, the Directors have decided that it is appropriate to reflect the combination using merger accounting principles as a group reconstruction under FRS 6 - Acquisitions and mergers in order to give a true and fair view. No fair value adjustments have been made as a result of the combination.

The financial statements have been prepared on the going concern basis, which assumes that the Group will continue to be able to meet its liabilities as they fall due for the foreseeable future.

The financial information set out above does not constitute the Company's statutory accounts for the year ended 31 December 2013, but is derived from those accounts. The statutory accounts will be delivered following the Company's Annual General Meeting. The Auditors have reported on those accounts; their report was unqualified.

The directors have recommended the payment of a dividend of 0.5 pence per share subject to shareholder approval.

The financial information set out in this announcement was approved and authorised for issue by the board of directors on 28 April 2014.

2. Critical accounting judgements and key sources of estimation uncertainty

In the application of the Group's accounting policies, management made judgements, estimates and assumptions about the carrying amounts of assets and liabilities that were not readily apparent from other sources. The estimates and associated assumptions were based on historical experience and other factors that were considered to be reasonable under the circumstances. Actual results may differ from these estimates. These estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods. There are no key assumptions concerning the future and other key sources of estimation uncertainty at the end of each financial year, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

3. Property, plant and equipment

4. Trade and other receivables

The carrying amounts of trade and other receivables approximate their fair values.

5. Cash and cash equivalents

6. Trade and other payables

The carrying amounts of other payables approximate their fair values.

As at 31 December 2013, accrued liabilities relating to the Initial Public Offering (the "IPO") amounted to GBP 645,000 (31 December 2012: nil)

7. Stated capital account

On 26 July 2013, the Company was incorporated with issuance of two ordinary shares at no par value.

The admission of the enlarged share capital to trading was effective on 9 December 2013, with a placing of 9,549,991 ordinary shares of no par value at 70 pence per share (totaling RMB 67,518,000) as part of the admission to trading on AIM. The share issue costs associated with this transaction of RMB 9,606,000 have been deducted from the Company's stated capital.

On 3 December 2013, the Company issued 183,999,998 ordinary shares at no par value pursuant to a share swap agreement and subscription agreement.

The holders of ordinary shares are entitled to receive dividends from time to time and are entitled to one vote per share at meetings of the Company.

Under the terms of a warrant deed dated 9 December 2013 the Company issued a total of 5,080,687 warrants to subscribe for ordinary shares at 70 pence per share to Cairn Financial Advisers LLP and Argento Capital Markets Limited as part of the fee arrangements with those advisers in relation to the Company's IPO. The fair value of the warrants granted have been estimated using a Black Scholes option pricing model with the following inputs: warrant price - 70p, share price - 70p, expected volatility - 50%, risk free rate of interest - 0.5%, expected dividend yield - 0% and expected life - 1-3 years. The fair value of the warrants using the above methodology is RMB 8,628,000. The fair value of the warrants has been recognised in the stated capital account.

8. Reserves

(a) Statutory reserve

According to the relevant PRC regulations and the Articles of Association of the subsidiaries, it is required to transfer 10% of each subsidiary's respective profit after income tax to its statutory surplus reserve until its reserve balance reaches 50% of its registered capital. The transfer to this reserve must be made before the distribution of dividends to equity owners. Statutory surplus reserve can be used to make good previous years' losses, if any, and be converted into paid-in capital in proportion to the existing interests of equity owners, provided that the balance after such conversion is not less than 25%of the registered capital.

(b) Foreign exchange translation reserve

The foreign exchange translation reserves arose from the translation of the financial statements of foreign subsidiaries and are not distributable by way of dividends.

9. Profit before taxation

10. Income tax expenses

The tax rate used for the reconciliations below is the effective weighted average rate of tax applicable in the jurisdiction concerned.

The deferred tax is derived from the deferred revenue stated in the following table:

The inclusion of a deferred tax asset in the accounts for the years ended 31 December 2013 and 2012 was derived from deferred revenue.

The above deferred tax assets are recognised to the extent that it is probable that the future taxable profits will allow the deferred tax assets to be recovered.

The charge for each year can be reconciled to the profit or loss per the consolidated income statements as follows:

11. Earnings per share

The calculation for earnings per share, based on the weighted average number of shares, is shown in the table below:

12. Subsidiaries

The details of the Company's subsidiaries are as follows

Note 1 Previously held in the name of Wang Xiufang.

Note 2 Shenzhen JQW is controlled through certain contractual arrangements as described in the Company's AIM Admission Document.

13. Operating lease commitments