--- page 1 ---
1
Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Stock Exchange ”)
and Hong Kong Securities Clearing Company Limited ( “HKSCC ”) take no responsibility for the contents of this
announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability
whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this
announcement.
This announcement is not for release, publication, distribution, directly or indirectly, in or into the United States
(including its territories and possessions, any state of the United States and the District of Columbia). This
announcement does not constitute or form a part of any offer to sell or solicitation to purchase or subscribe for
securities in the United States or in any other jurisdictions in which such offer or solicitation would be unlawful. The
securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933 as
amended from time to time (the “U.S. Securities Act ”) or any state securities law of the United States. The securities
may not be offered, sold, pledged, or transferred within the United States or to, or for the account or benefit of U.S.
persons (as defined in Regulation S under the U.S. Securities Act ( “Regulation S ”)) except pursuant to an exemption
from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and in compliance
with any applicable state securities laws. There will be no public offering of securities in the United States. The Offer
Shares are being offered and sold outside the United States in offshore transactions in reliance on Regulation S under
the U.S. Securities Act.
This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase
or subscribe for securities of the Company. This announcement is not a prospectus. Potential investors should read the
prospectus dated June 20, 2024 (the “Prospectus ”) issued by Tianju Dihe (Suzhou) Technology Co., Ltd. ( ˂ၳήΥ(ᘽ
ψ)ʮ̡ ) (the “Company ”) for detailed information about the Global Offering described below before
deciding whether or not to invest in the H Shares thereby being offered. Any investment decision in relation to the
Offer Shares should be taken solely in reliance on the information in the Prospectus.
Unless otherwise defined in this announcement, capitalized terms used herein shall have the same meanings as those
defined in the Prospectus.
Potential investors of the Offer Shares should note that the Sole Sponsor and the Sole Overall Coordinator (for itself
and on behalf of the Hong Kong Underwriters) shall be entitled to terminate their obligations under the Hong Kong
Underwriting Agreement with immediate effect upon the occurrence of any of the events set out in the paragraph
headed “Underwriting – Underwriting Arrangements – Grounds for Termination ” in the Prospectus at any time prior to
8:00 a.m. (Hong Kong time) on the Listing Date.
No stabilizing manager will be appointed, and it is anticipated that no stabilization activities will be carried out in
relation to the Global Offering.


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2
Tianju Dihe (Suzhou) Technology Co., Ltd.
˂ၳήΥ ( ᘽψ )ʮ̡
(A joint stock company incorporated in the People ’s Republic of China with limited liability)
GLOBAL OFFERING
Number of Offer Shares under the
Global Offering
: 4,818,200 H Shares
Number of Hong Kong Offer Shares : 886,900 H Shares
Number of International Offer Shares : 3,931,300 H Shares
Offer Price : HK$83.33 per H Share, plus brokerage of
1.0%, SFC transaction levy of 0.0027%,
Stock Exchange trading fee of 0.00565%
and AFRC transaction levy of 0.00015%
(payable in full on application in Hong
Kong dollars, subject to refund)
Nominal Value : RMB1.00 per H Share
Stock Code : 2479
Sole Sponsor
Sole Overall Coordinator, Joint Global Coordinator,
Joint Bookrunner and Joint Lead Manager
Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers
Joint Bookrunners and Joint Lead Managers


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TIANJU DIHE (SUZHOU) TECHNOLOGY CO., LTD. /
天聚地合（蘇州）科技股份有限公司
ANNOUNCEMENT OF FINAL OFFER PRICE AND
ALLOTMENT RESULTS
Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings
as those defined in the prospectus dated  June 20, 2024 (the “Prospectus”) issued by  Tianju Dihe (Suzhou)
Technology Co., Ltd. (the “Company”).

Warning:  In view of high concentration of shareholding in a small number of H Shareholders, H
Shareholders and prospective investors should be aware that the price of the H Shares could move
substantially even with a small number of H Shares traded and should exercise extreme caution
when dealing in the H Shares.
SUMMARY

Company information
Stock code  2479
Stock short name  TIANJUDIHE
Dealings commencement date  June 28, 2024*
*see note at the end of the announcement

Price Information
Offer Price  HK$83.330
Offer Price Range N/A
Offer Price Adjustment exercised  No

Offer Shares and Share Capital
Number of Offer Shares  4,818,200
Number of Offer Shares in Public Offer (after reallocation) 886,900
Number of offer shares in International Offer (after
reallocation)
3,931,300
Number of issued shares upon Listing  50,118,200

Over-allocation
No. of Offer Shares over-allocated  -
No over-allotment option has been granted.

Proceeds
Gross proceeds (Note)  HK$ 401.50 million
Less: Estimated listing expenses payable based on the
Offer Price
HK$ (52.40) million
Net proceeds  HK$ 349.10 million

Note: Gross proceeds refers to the amount to which the issuer is entitled to receive. For details of the use
of proceeds, please refer to the Prospectus dated June 20, 2024.


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ALLOTMENT RESULTS DETAILS
PUBLIC OFFER

No. of valid applications  36,119
No. of successful applications  9,423
Subscription level  602.87 times
Claw-back triggered  Yes
No. of Offer Shares initially available under the Public Offer  481,850
No. of Offer Shares reallocated from the International Offer (claw-
back)
405,050
Final no. of Offer Shares under the Public Offer (after
reallocation)
886,900
% of Offer Shares under the Public Offer to the Global Offering 18.41%

Note: For details of the final allocation of shares to the Public Offer , investors can refer to
www.eipo.com.hk/eIPOAllotment to perform a search by name or identification number or
www.eipo.com.hk/eIPOAllotment for the full list of allottees.
INTERNATIONAL OFFER

No. of placees  107
Subscription Level  0.99 times
No. of Offer Shares initially available under the International
Offer
4,336,350
No. of Offer Shares reallocated to the Public Offer (claw-back)  405,050
Final no. of Offer Shares under the International Offer (after
reallocation)
3,931,300
% of Offer Shares under the International Offer to the Global
Offering
81.59%

The Directors confirm that, to the best of their knowledge, information and belief, (i) none of the Offer Shares
subscribed by the placees and the public have been financed directly or indirectly by  the Company, any of
the Directors, chief executive of the Company, controlling shareholders, substantial shareholders, existing
shareholders of the Company or any of its subsidiaries or their respective close associates ; and (ii) none of
the placees and the public who have purchased the Offer Shares are accustomed to taking instructions from
the Company, any of the Directors, chief executive of the Company, controlling shareholders, substantial
shareholders, existing shareholders of the Company or any of its subsidiari es or their respective close
associates in relation to the acquisition, disposal, voting or other disposition of  H Shares registered in
his/her/its name or otherwise held by him/her/it.


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The placees in the International Offer include the following:
Cornerstone Investors

Investor
No. of
Offer
Shares
allocated
% of Offer
Shares
% of total
issued H
Shares after
the Global
Offering
% of total
issued share
capital after the
Global Offering
Existing
Shareholders or
their close
associates
Suzhou Harvest
International
Co., Limited
1,132,300 23.50% 2.26% 2.26% Yes
Gold Wings
Holdings
Limited
360,000 7.47% 0.72% 0.72% No
Xuzhou
Economic and
Technology
Development
Zone (HK)
Investment Co.,
Limited
937,450 19.46% 1.87% 1.87% No
The Reynold
Lemkins Group
(Asia) Limited
1,406,200 29.19% 2.81% 2.81% No
Total 3,835,950 79.62% 7.66% 7.66%

Allottees with waivers/consents obtained

Investor
No. of
H Shares
allocated
% of Offer
Shares
% of total
issued H Shares
after the Global
Offering
% of total
issued share
capital after the
Global Offering
Relationship
(Note)
Suzhou Harvest
International
Co., Limited
(Note) 1,132,300 23.50% 2.26% 2.26%
Close associate
of an existing
Shareholder
Total 1,132,300 23.50% 2.26% 2.26%
Note:

The Company has applied for, and the Stock Exchange has approved, a waiver from strict compliance
with Rule 10.04  of the Listing Rules and a written consent under Paragraph 5(2) of Appendix F1 to the
Listing Rules in relation  to allocation of H Shares to one of the Cornerstone Investors, Suzhou Harvest
International Co., Limited, which is a close associate of an existing Shareholder. The allocation of Offer
Shares to Suzhou Harvest  International Co., Limited  is in compliance with all the conditions unde r the
waiver and consent granted by the Stock Exchange. Please refer to the section headed “Waivers from
Strict Compliance with the Listing Rules” in the Prospectus for further details.

#The H Shares placed to the above allottees are held on behalf of independent third parties (as defined in the
Listing Rules) and are in compliance with all the conditions under the consent granted by the Stock Exchange.


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LOCK-UP UNDERTAKINGS
According to the PRC Co mpany Law, all the Shares held by existing Shareholders (which consists of the
Controlling Shareholders and the Pre-IPO Investors) prior to the Global Offering are subject to a lock-up period
of one year from the Listing Date.
Controlling Shareholders
 Name
Number of H
Shares held in the
Company subject
to lock-up
undertakings
upon Listing
% of total issued H
Shares after the
Global Offering
subject to lock-up
undertakings upon
Listing
% of shareholding
in the Company
subject to lock-up
undertakings upon
Listing
Last day
subject to the
lock-up
undertakings
Zuo Lei / 左磊
(“Mr. Zuo”)
(Note 1)
19,744,192 39.40% 39.40% June 27, 2025

Hua Huan / 華洹
(“Ms. Hua”)
(Note 1)
69,042 0.14% 0.14% June 27, 2025

Suzhou Yiju Liuhe
Investment
Consulting Enterprise
(Limited Partnership)
/ 蘇州一聚六合投資
諮詢企業(有限合夥)
(“Yiju Liuhe”)
(Note 2)
3,512,401 7.01% 7.01% June 27, 2025

Suzhou Liuju Liuhe
Investment
Consulting Enterprise
(Limited Partnership)
/ 蘇州六聚六合投資
諮詢企業(有限合夥)
(“Liuju Liuhe”)
(Note 2)
833,310 1.66% 1.66% June 27, 2025

Subtotal 24,158,945 48.21% 48.21%

Notes:

1. As (i) Ms. Hua is the spouse of Mr. Zuo; and (ii) Mr. Zuo is the sole general partner of Yiju Liuhe
and Liuju Liuhe, Ms. Hua, Mr. Zuo, Yiju Liuhe and Liuju  Liuhe are considered to be a group of
Controlling Shareholders, who will collectively hold approximately 48.21% of our total issued
Shares immediately after the completion of the Global Offering. The remaining limited partners
of Liuju Liuhe, being former and current employees of our Group, are not regarded as part of the
group of Controlling Shareholders.

2. Mr. Zuo is the sole general partner of Yiju Liuhe and Liuju Liuhe, both being the employee
shareholding platforms of our Company. Mr. Zuo is interested  in 69.75% partnership interest in
Liuju Liuhe. The remaining partnership interest (i.e. 30.25%) is held by 34 former and current
employees of the Group where each of these individuals is interested in no more than 1.88%
partnership interest in Liuju Liuhe . Mr. Zuo is also interested in 99.00% partnership interest in


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Name
Number of H
Shares held in the
Company subject
to lock-up
undertakings
upon Listing
% of total issued H
Shares after the
Global Offering
subject to lock-up
undertakings upon
Listing
% of shareholding
in the Company
subject to lock-up
undertakings upon
Listing
Last day
subject to the
lock-up
undertakings
Yiju Liuhe. For further details, see “History, Development and Corporate Structure - Employee
Shareholding Platforms” in the Prospectus.


Pre-IPO Investors (as defined in the “History , Development and Corporate Structure” section of the
Prospectus)
 Name
Number of H
Shares held in the
Company subject
to lock-up
undertakings
upon Listing
% of total issued H
Shares after the
Global Offering
subject to lock-up
undertakings upon
Listing
% of shareholding
in the Company
subject to lock-up
undertakings upon
Listing
Last day
subject to the
lock-up
undertakings
(Note)
Suzhou Tahoe
Growth Venture
Capital Partnership
(Limited Partnership)
/ 蘇州太浩成長創業
投資合夥企業 (有限
合夥)
569,780 1.14% 1.14% June 27, 2025
Hua Yong / 華勇 1,406,230 2.81% 2.81% June 27, 2025
Qiu Jianqiang / 邱堅
強
4,037,978 8.06% 8.06% June 27, 2025
Shanghai Keluopu
Asset Management
Center (Limited
Partnership) / 上海科
珞普資產管理中心
(有限合夥)
373,198 0.74% 0.74% June 27, 2025
Wang Bin / 王斌 186,599 0.37% 0.37% June 27, 2025
Ren Yuan / 任園 628,838 1.25% 1.25% June 27, 2025
JD Technology
Holding Co., Ltd. / 京
東科技控股股份有
限公司
7,463,958 14.89% 14.89% June 27, 2025
Zhou Lijun / 周立軍 943,258 1.88% 1.88% June 27, 2025
Suzhou Industrial
Park Tahoe Growth
Phase II Venture
Capital Investment
Partnership (Limited
Partnership) / 蘇州工
業園區太浩成長二
208,327 0.42% 0.42% June 27, 2025


--- page 8 ---
Name
Number of H
Shares held in the
Company subject
to lock-up
undertakings
upon Listing
% of total issued H
Shares after the
Global Offering
subject to lock-up
undertakings upon
Listing
% of shareholding
in the Company
subject to lock-up
undertakings upon
Listing
Last day
subject to the
lock-up
undertakings
(Note)
期創業投資合夥企
業(有限合夥)
Suzhou Tahoe Lande
Venture Capital
Investment
Partnership (Limited
Partnership) / 蘇州太
浩蘭德創業投資合
夥企業(有限合夥)
520,819 1.04% 1.04% June 27, 2025
Cai Yitao / 蔡宜韜 220,751 0.44% 0.44% June 27, 2025
Chen Zhixin / 陳志新 85,848 0.17% 0.17% June 27, 2025
Chu Xiaogang / 褚曉
剛
367,919 0.73% 0.73% June 27, 2025
Zhejiang Datong
Qikai Investment
Management Co.,
Ltd. / 浙江大通騏楷
投資管理有限公司
171,696 0.34% 0.34% June 27, 2025
Fan Shebin / 范社彬 539,615 1.08% 1.08% June 27, 2025
Gong Juhui / 龔菊輝 122,640 0.24% 0.24% June 27, 2025
Gu Guomin / 顧國民 73,584 0.15% 0.15% June 27, 2025
Suzhou Guofa No. 8
Industrial Investment
and Development
Partnership (Limited
Partnership)
735,838 1.47% 1.47% June 27, 2025
Li Zhicong / 李志聰 98,112 0.20% 0.20% June 27, 2025
Lu Fen / 呂芬 122,640 0.24% 0.24% June 27, 2025
Mao Sipian / 毛思翩 367,919 0.73% 0.73% June 27, 2025
Shao Zhenkai / 邵臻
凱
490,559 0.98% 0.98% June 27, 2025
Wang Liping / 王麗
萍
24,528 0.05% 0.05% June 27, 2025
Yang Xiaoning / 楊小
寧
49,056 0.10% 0.10% June 27, 2025
Yu Fangbiao / 余方標 294,335 0.59% 0.59% June 27, 2025
Zhong Weiwei / 鍾瑋
瑋
367,919 0.73% 0.73% June 27, 2025
Agricultural Bank of
China Financial
Assets Investment
300,000 0.60% 0.60% June 27, 2025


--- page 9 ---
Name
Number of H
Shares held in the
Company subject
to lock-up
undertakings
upon Listing
% of total issued H
Shares after the
Global Offering
subject to lock-up
undertakings upon
Listing
% of shareholding
in the Company
subject to lock-up
undertakings upon
Listing
Last day
subject to the
lock-up
undertakings
(Note)
Co., Ltd. / 農銀金融
資產投資有限公司
China-Singapore
Suzhou Industrial
Park Ventures Co.,
Ltd.
369,111 0.74% 0.74% June 27, 2025
Subtotal 21,141,055 42.18% 42.18%

Note:

The expiry date of the lock-up period shown in the table above is pursuant to the PRC Company Law.


--- page 10 ---
Cornerstone Investors
 Name
Number of H
Shares held in
the Company
subject to lock-up
undertakings
upon Listing
% of total issued H
Shares after the
Global Offering
subject to lock-up
undertakings upon
Listing
% of shareholding
in the Company
subject to lock-up
undertakings upon
Listing
Last day
subject to the
lock-up
undertakings
(Note)
Reynold Lemkins
Group (Asia) Limited
1,406,200 2.81% 2.81% December
27, 2024
Suzhou Harvest
International Co.,
Limited
1,132,300 2.26% 2.26% December
27, 2024
Xuzhou Economic and
Technology
Development Zone
(HK) Investment Co.,
Limited
937,450 1.87% 1.87% December
27, 2024
Gold Wings Holdings
Limited
360,000 0.72% 0.72% December
27, 2024
Subtotal 3,835,950 7.66% 7.66%

Note:

In accordance with  Chapter 4.15 (Placing -related Matters) of the Guide,  the required lock -up ends on
December 27, 2024.


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PLACEE CONCENTRATION ANALYSIS
Placees(Note) Number of H Shares allotted

Allotment as % of International Offering  Allotment as % of total Offer Shares
Number of
 Shares held upon Listing

% of total issued share capital upon
Listing
Top 1 2,069,750  52.65% 42.96% 3,174,699  6.33%
Top 5 3,888,150  98.90% 80.70% 4,993,099  9.96%
Top 10 3,911,750  99.50% 81.19% 5,016,699 10.01%
Top 25 3,927,100  99.89% 81.51% 5,032,049 10.04%

Note:
Ranking of placees is based on the number of H Shares allotted to the placees.


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H SHAREHOLDERS CONCENTRATION ANALYSIS
H
Shareholders
(Note)
Number of H
Shares allotted

Allotment as % of
International Offering
Allotment as % of
total Offer Shares
Number of H Shares
held upon Listing

% of total issued H
Shares capital upon
Listing
Number of H Shares
held upon Listing

Top 1 0 0.00% 0.00% 24,158,945  48.20% 24,158,945
Top 5 2,069,750  52.65% 42.96% 40,241,810  80.29% 40,241,810
Top 10 3,475,950  88.42% 72.14% 45,058,647 89.90% 45,058,647
Top 25 3,835,950  97.57% 79.61% 48,988,782 97.75% 48,988,782

Note:
Ranking of H Shareholders is based on the number of H Shares held by the H Shareholders upon Listing.


SHAREHOLDERS CONCENTRATION ANALYSIS
Shareholders
(Note)
Number of H
Shares allotted

Allotment as % of
International
Offering
Allotment as % of
total Offer Shares
Number of H Shares
held upon Listing
Number of H Shares
held upon Listing

% of total issued
share capital upon
Listing
Top 1 0 0.00% 0.00% 24,158,945  24,158,945  48.20%
Top 5 2,069,750  52.65% 42.96% 40,241,810  40,241,810  80.29%
Top 10 3,475,950  88.42% 72.14% 45,058,647  45,058,647  89.90%
Top 25 3,835,950  97.57% 79.61% 48,988,782  48,988,782  97.75%

Note:
Ranking of Shareholders is based on the number of H Shares (of all classes) held by the Shareholder upon Listing.


BASIS OF ALLOCATION UNDER THE HONG KONG PUBLIC OFFERING
Subject to the satisfaction of the conditions set out in the Prospectus, valid applications made by
the public will be conditionally allocated on the basis set out below:
POOL A


--- page 13 ---
No. of H
Shares
applied
for
No. of
valid
application   Basis of allotment / ballot
Approximate
percentage
allotted of the
total no. of H
Shares applied
for
50 8,097

104 out of 8,097 to receive 50 Shares  1.28%
100 5,650

145 out of 5,650 to receive 50 Shares  1.28%
150 441

17 out of 441 to receive 50 Shares  1.28%
200 351

18 out of 351 to receive 50 Shares  1.28%
250 485

31 out of 485 to receive 50 Shares  1.28%
300 261

19 out of 261 to receive 50 Shares  1.21%
350 118

10 out of 118 to receive 50 Shares  1.21%
400 171

16 out of 171 to receive 50 Shares  1.17%
450 153

16 out of 153 to receive 50 Shares  1.16%
500 7,488

869 out of 7,488 to receive 50 Shares  1.16%
600 209

29 out of 209 to receive 50 Shares  1.16%
700 137

22 out of 137 to receive 50 Shares  1.15%
800 123

22 out of 123 to receive 50 Shares  1.12%
900 106

21 out of 106 to receive 50 Shares  1.10%
1,000 2,831

564 out of 2,831 to receive 50 Shares  1.00%
1,500 692

208 out of 692 to receive 50 Shares  1.00%
2,000 1,316

494 out of 1,316 to receive 50 Shares  0.94%
2,500 513

241 out of 513 to receive 50 Shares  0.94%
3,000 407

229 out of 407 to receive 50 Shares  0.94%
3,500 187

123 out of 187 to receive  50 Shares  0.94%
4,000 437

328 out of 437 to receive 50 Shares  0.94%
4,500 120

101 out of 120 to receive 50 Shares  0.94%
5,000 485

455 out of 485 to receive 50 Shares  0.94%
6,000 613

50 Shares plus 78 out of 613 to receive
additional 50 Shares
0.94%
7,000 173

50 Shares plus 25 out of 173 to receive
additional 50 Shares
0.82%
8,000 156

50 Shares plus 48 out of 156 to receive 0.82%


--- page 14 ---
No. of H
Shares
applied
for
No. of
valid
application   Basis of allotment / ballot
Approximate
percentage
allotted of the
total no. of H
Shares applied
for
additional 50 Shares
9,000 112

50 Shares plus 35 out of 112 to receive
additional 50 Shares
0.73%
10,000  910

50 Shares plus 285 out of 910 to receive
additional 50 Shares
0.66%
20,000  602

50 Shares plus 192 out of 602 to receive
additional 50 Shares
0.33%
30,000  270

50 Shares plus 135 out of 270 to receive
additional 50 Shares
0.25%
40,000  124

100 Shares  0.25%
50,000  123

100 Shares plus 62 out of 123 to receive
additional 50 Shares
0.25%
60,000  203

100 Shares plus 191 out of 203 to receive
additional 50 Shares
0.25%
Total 34,064

Total number of Pool A successful
applicants: 7,368


POOL B
No. of H
Shares
applied
for
No. of
valid
application   Basis of allotment / ballot
Approximate
percentage allotted
of the total no. of H
Shares applied for
70,000  1,259

100 Shares plus 1,242 out of 1,259
to receive additional 50 Shares
0.21%
80,000  128

150 Shares plus 38 out of 128 to
receive additional 50 Shares
0.21%
90,000  39

150 Shares plus 27 out of 39 to
receive additional 50 Shares
0.21%
100,000  208

200 Shares plus 34 out of 208 to
receive additional 50 Shares
0.21%
150,000  104

300 Shares plus 24 out of 104 to
receive additional 50 Shares
0.21%
200,000  94

400 Shares plus 30 out of 94 to
receive additional 50 Shares
0.21%


--- page 15 ---
No. of H
Shares
applied
for
No. of
valid
application   Basis of allotment / ballot
Approximate
percentage allotted
of the total no. of H
Shares applied for
240,900  223

500 Shares plus 17 out of 223 to
receive additional 50 Shares
0.21%
Total 2,055

Total number of Pool B successful
applicants: 2,055



As of the date of this announcement, the relevant subscription monies previously deposited in the
designated nominee accounts have been remitted back to the accounts of all HKSCC participants .
Investors  should contact their relevant brokers for any inquiries.

REALLOCATION AND ALLOTMENT TO CORNERSTONE INVESTORS
As the Hong Kong Public Offering has been oversubscribed but the International Offering was slightly
undersubscribed, the reallocation procedure pursuant to paragraph 8 and 9 of Chapter 4.14 (Offering-
related Mechanisms) of the Guide and as disclosed in the Prospectus has been applied. Pursuant to the
aforementioned reallocation procedure, 405,050 Offer Shares were reallocated from the International
Offering to the Hong Kong Public Offering and the final number of Offer Shares under the Hong Kong
Public Offering is adjusted to 886,900 H Shares, representing approximately 18.41% of the total
number of Offer Shares initially available under the Global Offering.
Taking into consideration that, among others, the cornerstone investments are long-term in scope and
the Company is of the view that the confidence from Cornerstone Investors may influence the market's
perception, the Company exercised its discretion and decided not to deduct the number of H Shares
subscribed by the Cornerstone Investors on a pro rata basis in accordance with the mechanism as
disclosed in the Prospectus.
PUBLIC FLOAT
The Directors confirm that immediately after the Global Offering, (i) the total number of H Shares
held by the public represents 25.00% of the total number of issued H Shares of the Company and will
satisfy the minimum percentage as prescribed by Rule 8.08(1) of the Listing Rules; (ii) the three largest
public Shareholders do not hold more than 50% of the Shares held in public hands at the time of the
Listing in compliance with Rule 8.08(3) and Rule 8.24 of the Listing Rules; (iii) there will not be any
new substantial shareholder (as defined in the Listing Rules) of the Company; and (iv) there will be at
least 300 Shareholders at the time of the Listing in compliance with Rule 8.08(2) of the Listing Rules.
COMPLIANCE WITH LISTING RULES AND GUIDANCE
The Directors confirm that , except for the Listing Rules that have been waived  and/or in respect of
which consent has been obtained, the Company has complied with the Listing Rules and guidance
materials in relation to the placing, allotment and listing of the Company’s H Shares.
The Directors confirm that, to the best of their knowledge, the consideration paid by the placees or the
public (as the case may be) directly or indirectly for each Offer Share subscribed for or purchased by


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them was the  same as the Offer Price in addition to any brokerage, SFC transaction levy, AFRC
transaction levy and Stock Exchange trading fee payable.

DISCLAIMERS

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Stock
Exchange”) and Hong Kong Securities Clearing Company Limited (“HKSCC”) take no
responsibility for the contents of this announcement, make no representation as to its accuracy or
completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from
or in reliance upon the whole or any part of the contents of this announcement.
This announcement is not for release, publication, distribution, directly or indirectly, in or into the
United States (including its territories and possessions, any state of the United States and the District
of Columbia). This announcement does not constitute or form a part of any offer to sell or solicitation
to purchase or subscribe for securities in the United States or in any other jurisdictions in which such
offer or solicitation would be unlawful. The securities mentioned herein have not been, and will not
be, registered under the United States Securities Act of 1933 as amended from time to time (the “ U.S.
Securities Act ”) or any state securitie s law of the United States. The securities may not be offered,
sold, pledged, or transferred within the United States or to, or for the account or benefit of U.S.
persons (as defined in Regulation S under the U.S. Securities Act (“ Regulation S ”)) except pu rsuant
to an exemption from, or in a transaction not subject to, the registration requirements of the U.S.
Securities Act and in compliance with any applicable state securities laws. There will be no public
offering of securities in the United States. The Offer Shares are being offered and sold outside the
United States in offshore transactions in reliance on Regulation S under the U.S. Securities Act.
This announcement is for information purposes only and does not constitute an invitation or offer to
acquire, purchase or subscribe for securities of the Company. This announcement is not a prospectus.
Potential investors should read the prospectus dated June 20, 2024 (the “ Prospectus”) issued by Tianju
Dihe (Suzhou) Technology Co., Ltd. ( 天聚地合 (蘇州)科技股份有限公司 ) for detailed information
about the Global Offering described below before deciding whether or not to invest in the H Shares
thereby being offered. Any investment decision in relation to the Offer Shares should be taken solely in
reliance on the informati on in the Prospectus.
Potential investors of the Offer Shares should note that the Sole Sponsor and the Sole Overall
Coordinator (for itself and on behalf of the Hong Kong Underwriters) shall be entitled to terminate
their obligations under the Hong Kong Underwriting Agreement with immediate effect upon the
occurrence of any of the events set out in the paragraph headed “Underwriting – Underwriting
Arrangements – Grounds for Termination” in the Prospectus at any time prior to 8:00 a.m. (Hong
Kong time) on the Listing Date.
No stabilizing manager will be appointed, and it is anticipated that no stabilization activities will be
carried out in relation to the Global Offering.


--- page 17 ---
3
COMMENCEMENT OF DEALINGS
H Share certificates will only become valid evidence of title at 8:00 a.m. on Friday, June 28,
2024 provided that (i) the Global Offering has become unconditional in all respects and (ii) the
right of termination as described in “Underwriting – Underwriting Arrangements and Expenses –
Hong Kong Public Offering – Grounds for Termination ” in the Prospectus has not been exercised.
Investors who trade H Shares on the basis of publicly available allocation details or prior to the
receipt of H Share certificates or prior to the H Share certificates becoming valid evidence of title
do so entirely at their own risk.
Assuming that the Global Offering becomes unconditional at or before 8:00 a.m. in Hong Kong
on Friday, June 28, 2024, it is expected that dealings in the H Shares on the Stock Exchange will
commence at 9:00 a.m. on Friday, June 28, 2024. The H Shares will be traded in board lots of 50
H Shares each and the stock code of the H Shares will be 2479.
By order of the Board
Tianju Dihe (Suzhou) Technology Co., Ltd.
Zuo Lei
Chairman and Executive Director
Hong Kong, June 27, 2024
As at the date of this announcement, the Board comprises Mr. Zuo Lei, Mr. Wang Haojin, Mr.
Lin Shan and Ms. Yang Yanjun as executive Directors; Mr. Qiu Jianqiang and Mr. Gao Yuan
as non-executive Directors; and Mr. Huang Xuexian, Mr. Chen Xinhe and Mr. Li Shun Fai as
independent non-executive Directors.
