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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.
Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as those
defined in the prospectus dated November 28, 2024 (the “Prospectus ”) issued by Shanghai REFIRE Group Limited ( ɪ
ʮ̡ ) (the “Company ”).
This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase
or subscribe for securities. This announcement is not a prospectus. Potential investors should read the Prospectus for
detailed information about the Company and the Global Offering described below before deciding whether or not to
invest in the Offer Shares. Any investment decision in relation to the Offer Shares should be taken solely in reliance
on the information provided in the Prospectus.
This announcement does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale
of Offer Shares in any jurisdiction in which such offer, solicitation or sales would be unlawful. This announcement is
not for release, publication or distribution, directly or indirectly, in or into the United States or any other jurisdiction
where such distribution is prohibited by law, nor is this announcement an offer for sale or solicitation to purchase or
subscribe for securities in the United States or any other jurisdictions. The Offer Shares 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 applicable state securities laws in the United States, and 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 (the “Regulation S ”)) except in transactions exempt from, or not subject to, the registration requirements of the
U.S. Securities Act. The Offer Shares are being offered and sold outside the United States in offshore transactions in
accordance with Regulation S. There will be no public offering of the securities of the Company in the United States.
In connection with the Global Offering, China International Capital Corporation Hong Kong Securities Limited, as
the stabilizing manager (the “Stabilizing Manager ”) (or its affiliates or any person acting for it), on behalf of the
Underwriters, to the extent permitted by the applicable laws and regulatory requirements of Hong Kong or elsewhere,
may over-allocate or effect transactions with a view to stabilizing or supporting the market price of the H Shares at
such price, in such amounts and in such manners as the Stabilizing Manager, its affiliates or any person acting for it
may determine and at a level higher than that which might otherwise prevail for a limited period after the Listing Date.
However, there is no obligation on the Stabilizing Manager (or its affiliates or any person acting for it) to conduct
any such stabilizing action, which, if taken, (a) will be conducted at the sole and absolute discretion of the Stabilizing
Manager (or its affiliates or any person acting for it) and in what the Stabilizing Manager reasonably regards as the
best interest of the Company, (b) may be discontinued at any time and (c) is required to be brought to an end within
30 days after the last day for lodging applications under the Hong Kong Public Offering (which is Thursday, January
2, 2025). Such stabilizing action, if taken, may be effected in all jurisdictions where it is permissible to do so, in each
case in compliance with all applicable laws, rules and regulatory requirements, including the Securities and Futures
(Price Stabilizing) Rules (Chapter 571W of the Laws of Hong Kong), as amended, made under the Securities and
Futures Ordinance (Chapter 571 of the Laws of Hong Kong).
Potential investors should be aware that stabilizing actions cannot be taken to support the price of the H Shares for
longer than the stabilization period which will begin on the Listing Date and is expected to expire on Thursday,
January 2, 2025, being the 30th day after the last day for lodging applications under the Hong Kong Public Offering.
After this date, no further stabilizing action may be taken, demand for the H Shares and therefore, the price of the H
Shares could fall.
The Hong Kong Offer Shares will be offered to the public in Hong Kong subject to the terms and conditions set out in
the Prospectus. The Hong Kong Offer Shares will not be offered to any person who is outside Hong Kong and/or not
resident in Hong Kong. Potential investors of the Offer Shares should note that the Sole Sponsor and the Joint Overall
Coordinators (for themselves and on behalf of the Hong Kong Underwriters) shall be entitled to terminate the Hong
Kong Underwriting Agreement with immediate effect upon the occurrence of any of the events set out in the section
headed “Underwriting – Underwriting Arrangements and Expenses – The Hong Kong Public Offering – Grounds
for Termination ” in the Prospectus at any time prior to 8:00 a.m. (Hong Kong time) on the Listing Date (which is
currently expected to be on Friday, December 6, 2024).


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2
Shanghai REFIRE Group Limited
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
: 4,827,920 H Shares (subject to the Over-
allotment Option)
Number of Hong Kong Offer Shares : 482,800 H Shares
Number of International Offer Shares : 4,345,120 H Shares (subject to the Over-
allotment Option)
Final Offer Price : HK$147.00 per H Share, plus brokerage of
1.0%, SFC transaction levy of 0.0027%,
AFRC transaction levy of 0.00015% and
Hong Kong Stock Exchange trading fee of
0.00565%
Nominal value : RMB1.00 per H Share
Stock Code : 2570
Sole Sponsor, Joint Overall Coordinator,
 Joint Global Coordinator, Joint Bookrunner and Joint Lead Manager
Joint Overall Coordinators, Joint Global Coordinators,
Joint Bookrunners and Joint Lead Managers
Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers
Joint Bookrunners and Joint Lead Managers
(in alphabetical order)
Financial Adviser


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3
SHANGHAI REFIRE GROUP LIMITED / 上海重塑能源集團股份有限公司
ANNOUNCEMENT OF FINAL OFFER PRICE AND
ALLOTMENT RESULTS


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  2570
Stock short name  REFIRE
Dealings commencement date  December 6, 2024*
*see note at the end of the announcement

Price Information
Final Offer Price  HK$147.00
Offer Price range HK$145.00 - HK$165.00
Offer Price adjustment exercised  N/A

Offer Shares and Share Capital
Number of Offer Shares  4,827,920
Number of Offer Shares in Hong Kong Public Offering 482,800
Number of Offer Shares in International Offering 4,345,120
Number of issued Shares upon Listing (assuming the Over-
allotment Option is not exercised and the options granted
under the Pre-IPO Share Option Scheme are not exercised)
86,139,291

Over-allocation
No. of Offer Shares over-allocated  482,780
Such over-allocation may be covered by exercising the Over-allotment Option or by making purchases
in the secondary market at prices that do not exceed the Offer Price or through deferred delivery or a
combination of these means. In the event the Over-allotment Option is exercised, an announcement will
be made on the Stock Exchange’s website.

Proceeds
Gross proceeds (Note)  HK$709.70 million
Less: Estimated listing expenses payable based on the
final Offer Price
HK$(80.27) million
Net proceeds  HK$629.44 million

Notes:

1.
Gross proceeds refers to the amount to which the issuer is entitled to receive, assuming the Over-
allotment Option is not exercised. For details of the use of proceeds, please refer to the section headed
“Future Plans and Use of Proceeds” in the Prospectus. The Company will adjust the allocation of the
additional net proceeds from the exercise of the Over-allotment Option (if any) for the purposes as set
out in the section headed “Future Plans and Use of Proceeds” of the Prospectus on a pro rata basis.


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4
2. Any discrepancies in the amounts listed herein are due to rounding.


ALLOTMENT RESULTS DETAILS
HONG KONG PUBLIC OFFERING

No. of valid applications  2,411
No. of successful applications  1,875
Subscription level  1.55 times
Claw-back triggered  No
No. of Offer Shares initially available under the Hong Kong Public
Offering
482,800
Final no. of Offer Shares under the Hong Kong Public Offering 482,800
% of Offer Shares under the Hong Kong Public Offer ing to the
Global Offering  ( assuming the Over- allotment Option is not
exercised)
Approximately 10%

Note: For details of the final allocation of Shares to the Hong Kong Public Offering, investors can refer to
www.eipo.com.hk/eIPOAllotment
 to perform a search by identification number or
www.eipo.com.hk/eIPOAllotment for the full list of allottees.

INTERNATIONAL OFFERING

No. of placees  175
Subscription level  1.33 times
No. of Offer Shares initially available under the International
Offering
4,345,120
Final no. of Offer Shares under the International Offering 4,345,120
% of Offer Shares under the International Offer ing to the Global
Offering (assuming the Over-allotment Option is not exercised)
Approximately 90%

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, Supervisors, chief executive of the Company, Single L argest Group of Shareholders, substantial
Shareholders, existing S hareholders 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 , Supervisors, chief executive of the Company, Single L argest Group
of Shareholders, substantial Shareholders, existing Shareholders or any of its subsidiaries or their respective
close associates in relation to the acquisition, disposal, voting or other disposition of Shares registered in
his/her/its name or otherwise held by him/her/it.

As (i) the Hong Kong Public Offering was  oversubscribed by less than 15 times and (ii) the reallocat ion
pursuant to Chapter 4.14 of the Guide for New Listing Applicants as described in the section headed “Structure
of the Global Offering – The Hong Kong Public Offering – Reallocation” of the Prospectus was not exercised,
no clawback arrangement has been triggered.


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5
The placees in the International Offering include the following:

Cornerstone Investor


Investor
No. of
Offer
Shares
allocated
Approximate
% of Offer
Shares
(assuming the
Over-allotment
Option is not
exercised and
the options
granted under
the Pre-IPO
Share Option
Scheme are
not exercised)
Approximate %
of total
issued H
Shares after
the Global
Offering
(assuming the
Over-allotment
Option is not
exercised and
the options
granted under
the Pre-IPO
Share Option
Scheme are not
exercised)
Approximate %
of total
issued Shares
after the
Global Offering
(assuming the
Over-allotment
Option is not
exercised and
the options
granted under
the Pre-IPO
Share Option
Scheme are not
exercised)
Existing
shareholders or
their close
associates
DINGCHUANG
HONGKONG
INVESTMENT
LIMITED /
鼎
創(香港)基石投
資有限公司 2,181,280 45.18% 5.37% 2.53% No
Total 2,181,280 45.18% 5.37% 2.53%

Note: Jiujiang Economic Development Zone Dingchuang Equity Investment  Center (Limited Partnership)
(九江經開區鼎創股權投資中心(有限合夥)), the cornerstone investor of the Company, subscribed for and
held 2,181,280 H Shares under the Cornerstone Investment Agreement  (as defined in the section headed
“Cornerstone Placing ” in the Prospectus)  through its wholly -owned subsidiary , DINGCHUANG
HONGKONG INVESTMENT LIMITED ( 鼎創 ( 香港 ) 基石投資有限公司 ), for the purpose of the
cornerstone investment.  For details, please refer to the section headed “ Cornerstone Placing ” in the
Prospectus.


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6
LOCK-UP UNDERTAKINGS

The Single Largest Group of Shareholders (as defined in the Prospectus)
 Name
Number of Shares
held in the
Company subject
to lock-up
undertakings
upon Listing
Approximate % of
total issued H
Shares after the
Global Offering
subject to lock-up
undertakings upon
Listing (assuming
the Over-allotment
Option is not
exercised and the
options granted
under the Pre-IPO
Share Option
Scheme are not
exercised) Note
Approximate % of
shareholding in the
Company subject to
lock-up
undertakings upon
Listing(assuming
the Over-allotment
Option is not
exercised and the
options granted
under the Pre-IPO
Share Option
Scheme are not
exercised)
Last day
subject to the
lock-up
undertakings
Mr. LIN Qi / 林琦先
生
11,834,272  N/A 13.74% 5 December
2026
Shanghai Weiqing / 上
海蔚清
3,652,700  N/A 4.24% 5 December
2026
Shanghai Weilan / 上
海蔚瀾
1,200,000 N/A 1.39% 5 December
2026
Shanghai Weijing / 上
海蔚鏡
1,165,728  N/A 1.35% 5 December
2026
Total 17,852,700 N/A 20.73%

Note: All existing Shareholders (including the Single Largest Group of Shareholder s) shall not dispose of
any of the Shares held by them within the 12 months following the Listing Date as required under the
applicable PRC laws. Further, pursuant to an undertaking made by the Single Largest Group of
Shareholders dated November 20, 2024, Mr. L IN Qi, Shanghai Weiqing, Shanghai Weilan and Shanghai
Weijing have undertaken that subject to the requirements under applicable laws and regulations, at any time
during the period of 24 months following the Listing Date, the  Single Largest Group of Shareholders shall
not dispose any Shares held by them as of the date of the P rospectus which, in aggregate, represents more
than 1% of the total issued share capital of the Company upon completion of the Global Offering (where the
Over-allotment Option is exercised i n part or in full, the total issued share capital of our Company after
taking into account any H Shares issued pursuant to such exercise of the Over-allotment Option).
 The Shares
held by the Single Largest Group of Shareholders are Domestic Shares which will not be converted into H
Shares and listed following the completion of the Global Offering. For further details relating to the Single
Largest Group of Shareholder s, please refer to the section headed “Relationship with Our Single Largest
Group of Shareholders” in the Prospectus.


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7
Pre-IPO Investors (as defined in the Prospectus)
 Name
Number of
Shares held in the
Company subject
to lock-up
undertakings
upon Listing
Approximate % of
total issued H Shares
after the Global
Offering subject to
lock-up
undertakings upon
Listing (assuming
the Over-allotment
Option is not
exercised and the
options granted
under the Pre-IPO
Share Option
Scheme are not
exercised)
Approximate % of
shareholding in the
Company subject to
lock-up
undertakings upon
Listing(assuming
the Over-allotment
Option is not
exercised and the
options granted
under the Pre-IPO
Share Option
Scheme are not
exercised)
Last day
subject to the
lock-up
undertakings
All the Pre-IPO
Investors / 全部首次
公開發售前投資者
57,577,371
(including
31,715,418 H
Shares)
78.01% 66.84% 5 December
2025
Total 57,577,371
(including
31,715,418 H
Shares)
78.01% 66.84%

Notes:

1. Please refer to the paragraph headed “History, Development and Corporate Structure — Principal
Terms of the Pre-IPO Investments — (5) Information about our Pre-IPO Investors” in the Prospectus
for the identities of the Pre-IPO Investors.

2. All existing Shareholders (including the Pre-IPO Investors) shall not dispose of any of the Shares held
by them within the 12 months following the Listing Date as required under the applicable PRC laws.


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8
Existing Shareholders (other than the Single Largest Group of Shareholders and the Pre-IPO Investors as
defined in the Prospectus)
 Name
Number of
Shares held in
the Company
subject to lock-up
undertakings
upon Listing
Approximate % of
total issued H
Shares after the
Global Offering
subject to lock-up
undertakings upon
Listing (assuming the
Over-allotment
Option is not
exercised and the
options granted under
the Pre-IPO Share
Option Scheme are
not exercised)
Approximate % of
shareholding in
the Company
subject to lock-up
undertakings upon
Listing(assuming
the Over-allotment
Option is not
exercised and the
options granted
under the Pre-IPO
Share Option
Scheme are not
exercised)
Last day
subject to the
lock-up
undertakings
Ms. MA Audrey Jing
Nan / 馬晶楠女士
1,767,500 N/A Note 2.05% 5 December
2025
Ms. ZHANG Xiuying
/ 張秀英女士
3,863,800
(including
3,863,800 H
Shares)
9.50% 4.49% 5 December
2025
Mr. SHEN Xianglong
/ 沈祥龍先生
250,000
(including
250,000 H
Shares)
0.61% 0.29% 5 December
2025
Total 5,881,300
(including
4,113,800 H
Shares)
10.12% 6.83%

Notes:

1. All existing Shareholders shall not dispose of any of the Shares held by them within the 12 months
following the Listing Date as required under the applicable PRC laws.

2. The Shares held by Ms. MA Audrey Jing Nan are Domestic Shares which will not be converted into H
Shares and listed following the completion of the Global Offering.


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9
Cornerstone Investor
 Name
Number of
Shares held in
the Company
subject to lock-up
undertakings
upon Listing
Approximate % of
total issued H
Shares after the
Global Offering
subject to lock-up
undertakings upon
Listing (assuming the
Over-allotment
Option is not
exercised and the
options granted
under the Pre-IPO
Share Option Scheme
are not exercised)
Approximate % of
shareholding in the
Company subject
to lock-up
undertakings upon
Listing(assuming
the Over-allotment
Option is not
exercised and the
options granted
under the Pre-IPO
Share Option
Scheme are not
exercised)
Last day
subject to the
lock-up
undertakings
DINGCHUANG
HONGKONG
INVESTMENT
LIMITED / 鼎創(香
港)基石投資有限公
司
2,181,280 5.37% 2.53% 5 June 2025
Total 2,181,280 5.37% 2.53%

Notes:
1.  Jiujiang Economic Development Zone Dingchuang Equity Investment Center (Limited Partnership)
(九江經開區鼎創股權投資中心(有限合夥)), the cornerstone investor of the Company, subscribed
for and held 2,181,280 H Shares under the Cornerstone Investment Agreement  (as defined in the
section headed “ Cornerstone P lacing” in the Prospectus)  through its wholly -owned subsidiary,
DINGCHUANG HONGKONG INVESTMENT LIMITED ( 鼎創(香港)基石投資有限公司), for the
purpose of the cornerstone investment. For details, please refer to the section headed “Cornerstone
Placing” in the Prospectus.

2. Pursuant to the Cornerstone Investment Agreement, the lock-up period will end on 5 June 2025. For
details, please refer to the paragraph headed “Cornerstone Placing –  Restrictions on Disposals by
the Cornerstone Investor” in the Prospectus.


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10

PLACEE CONCENTRATION ANALYSIS
Placees
Number of H
Shares allotted

Allotment as % of
International Offering
(assuming no exercise of
the Over-allotment
Option)
Allotment as % of
International Offering
(assuming the Over-
allotment Option is
exercised and new H
Shares are issued)
Allotment as % of total
Offer Shares (assuming no
exercise of the Over-
allotment Option)
Allotment as % of total
Offer Shares (assuming
the Over-allotment
Option is exercised and
new H Shares are
issued)
Number of
Shares held upon Listing

% of total issued share
capital upon Listing
(assuming no exercise of the
Over-allotment Option)
% of total issued share
capital upon Listing
(assuming the Over-
allotment Option is
exercised and new H
Shares are issued)
Top 1 2,181,280 50.20% 45.18% 45.18% 41.07% 2,181,280 2.53% 2.52%
Top 5 4,792,720 110.30% 99.27% 99.27% 90.25% 4,792,720 5.56% 5.53%
Top 10 4,822,120 110.98% 99.88% 99.88% 90.80% 4,822,120 5.60% 5.57%
Top 25 4,824,900 111.04% 99.94% 99.94% 90.85% 4,824,900 5.60% 5.57%

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


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11
H SHAREHOLDERS CONCENTRATION ANALYSIS
H
Shareholders
Number
of H
Shares
allotted

Allotment as
% of
International
Offering
(assuming no
exercise of
the Over-
allotment
Option)
Allotment as
% of
International
Offering
(assuming
the Over-
allotment
Option is
exercised
and new H
Shares are
issued)
Allotment as
% of total
Offer Shares
(assuming no
exercise of the
Over-
allotment
Option)
Allotment as
% of total
Offer Shares
(assuming the
Over-
allotment
Option is
exercised and
new H Shares
are issued)
Number of H
Shares held
upon Listing

% of total
issued H
Share capital
upon Listing
(assuming no
exercise of the
Over-
allotment
Option)
% of total
issued H
Share
capital
upon
Listing
(assuming
the Over-
allotment
Option is
exercised
and new H
Shares are
issued)
Number of
Shares held
upon Listing
 Top 1 0 0.00% 0.00% 0.00% 0.00% 5,539,497 13.62% 13.47% 5,539,497
 Top 5 0 0.00% 0.00% 0.00% 0.00% 20,233,533 49.77% 49.18% 28,972,458
 Top 10 4,124,880 94.93% 85.44% 85.44% 77.67% 30,075,113 73.97% 73.10% 40,008,538
 Top 25 4,460,880 102.66% 92.40% 92.40% 84.00% 38,792,296 95.41% 94.29% 52,043,358

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

SHAREHOLDER CONCENTRATION ANALYSIS
Shareholders
Number of
H Shares
allotted

Allotment as
% of
International
Offering
(assuming no
exercise of the
Over-
allotment
Option)
Allotment as
% of
International
Offering
(assuming the
Over-
allotment
Option is
exercised and
new H Shares
are issued)
Allotment as
% of total
Offer Shares
(assuming
no exercise
of the Over-
allotment
Option)
Allotment as %
of total Offer
Shares
(assuming the
Over-allotment
Option is
exercised and
new H Shares
are issued)
Number of
H Shares
held upon
Listing
Number of
Shares held
upon
Listing

% of total
issued share
capital upon
Listing
(assuming no
exercise of the
Over-
allotment
Option)
% of total
issued share
capital upon
Listing
(assuming the
Over-
allotment
Option is
exercised and
new H Shares
are issued)
Top 1 0 0.00% 0.00% 0.00% 0.00% 0 17,852,700 20.73% 20.61%
Top 5 0 0.00% 0.00% 0.00% 0.00% 17,311,233 43,902,858 50.97% 50.68%
Top 10 0 0.00% 0.00% 0.00% 0.00% 24,002,033 59,123,563 68.64% 68.25%
Top 25 4,124,880 94.93% 85.44% 85.44% 77.67% 35,832,401 79,996,252 92.87% 92.35%

Note: Ranking of Shareholders is based on the number of 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:

NO. OF H SHARES APPLIED FOR
NO. OF VALID
APPLICATIONS
BASIS OF
ALLOTMENT/BALLOT
APPROXIMATE
PERCENTAGE ALLOTTED
OF THE TOTAL NO. OF H
SHARES APPLIED FOR
POOL A
20 1,241 705 out of 1,241 to receive 20 56.81%


--- page 12 ---
12
Shares
40 246 20 Shares plus 33 out of 246 to
receive additional 20 Shares
56.71%
60 197 20 Shares plus 138 out of 197 to
receive additional 20 Shares
56.68%
80 47 40 Shares plus 12 out of 47 to
receive additional 20 Shares
56.38%
100 165 40 Shares plus 135 out of 165 to
receive additional 20 Shares
56.36%
120 31 60 Shares plus 11 out of 31 to
receive additional 20 Shares
55.91%
140 21 60 Shares plus 19 out of 21 to
receive additional 20 Shares
55.78%
160 17 80 Shares plus 7 out of 17 to
receive additional 20 Shares
55.15%
180 19 80 Shares plus 18 out of 19 to
receive additional 20 Shares
54.97%
200 108 100 Shares plus 53 out of 108 to
receive additional 20 Shares
54.91%
300 87 160 Shares plus 20 out of 87 to
receive additional 20 Shares
54.87%
400 33 200 Shares plus 32 out of33 to
receive additional 20 Shares
54.85%
500 33 260 Shares plus 23 out of 33 to
receive additional 20 Shares
54.79%
600 22 320 Shares plus 9 out of 22 to
receive additional 20 Shares
54.70%
700 13 380 Shares plus 1 out of 13 to
receive additional 20 Shares
54.51%
800 14 420 Shares plus 11 out of 14 to
receive additional 20 Shares
54.46%
900 2 480 Shares plus 1 out of 2 to
receive additional 20 Shares
54.44%
1,000 48 540 Shares 54.00%
2,000 20 1,060 Shares plus 9 out of 20 to
receive additional 20 Shares
53.45%
3,000 12 1,600 Shares 53.33%
4,000 8 2,120 Shares plus 4 out of 8 to
receive additional 20 Shares
53.25%
5,000 4 2,660 Shares 53.20%
6,000 4 3,180 Shares plus 2 out of 4 to
receive additional 20 Shares
53.17%
7,000 3 3,720 Shares 53.14%
8,000 2 4,240 Shares plus 1 out of 2 to
receive additional 20 Shares
53.13%
10,000 7 5,300 Shares plus 2 out of 7 to
receive additional 20 Shares
53.06%
20,000 4 10,600 Shares plus 2 out of 4 to
receive additional 20 Shares
53.05%
 2,408 Total number of Pool A
successful applicants: 1,872

POOL B
40,000 1 40,000 Shares 100.00%
50,000 1 50,000 Shares 100.00%
80,000 1 80,000 Shares 100.00%
 3 Total number of Pool B
successful applicants: 3


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13

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.

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 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 them was the
same as the final Offer Price in addition to any brokerage, AFRC transaction levy, SFC 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 does not constitute an offer to sell or the solicitation of an offer to buy nor shall
there be any sale of Offer Shares in any jurisdiction in which such offer, solicitation or sales would
be unlawful. This announcement is not for release, publication or distribution, directly or indirectly,
in or into the United States or any other jurisdiction where such distribution is prohibited by law, nor
is this announcement an offer for sale or solicitation to purchase or subscribe for securities in the United
States or any other jurisdictions. The Offer Shares 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 applicable state securities laws in the United States, and 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 (the “Regulation S ”)) except in transactions exempt
from, or not subject to, the registration requirements of the U.S. Securities Act. The Offer Shares are
being offered and sold outside the United States in offshore transactions in accordance  with Regulation
S. There will be no public offering of the securities of the Company in the United States.
This announcement is for information purposes only and does not constitute an invitation or offer to
acquire, purchase or subscribe for securities. This announcement is not a prospectus. Potential
investors should read the Prospectus dated November 28, 2024 issued by Shanghai REFIRE Group
Limited for detailed information about the Global Offering described below before deciding whether
or not to invest in the H Shares thereby being offered.
* Potential investors of the Offer Shares should note that the Sole Sponsor and the Joint Overall
Coordinator s (for themselves  and on behalf of the Hong Kong Underwriters) shall be entitled to
terminate the Hong Kong Underwriting Agreement with immediate effect upon the occurrence of any
of the events set out in the section headed “Underwriting – Underwriting Arrangements and Expenses
– The Hong Kong Public Offering – Grounds for Termination” in the Prospectus at any time prior to
8.00 a.m. (Hong Kong time) o n the Listing Date  (which is currently expected to be on December 6,
2024).


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14
PUBLIC FLOAT

Immediately following the completion of the Global Offering (before the exercise of the Over- allotment
Option and the options granted under the Pre -IPO Share Option Scheme), an aggregate of 37,744,163 H
Shares or approximately 43.82% of the total issued share capital of the Company will be held in the public
hands. Therefore, the number of H Shares in the public hands represents no less than 25% of the total issued
share capital of the Company, satisfying the minimum percentage requirement in compliance with Rule
8.08(1) of the Listing Rules.

The Directors confirm that, immediately following the completion of the Global Offering (before the exercise
of the Over-allotment Option and the options granted under the Pre-IPO Share Option Scheme), (i) no placee
will, individually, be placed more than 10% of the enlarged issued share capital of the Company immediately
after the Global Offering; (ii) there will not be any new substantial Shareholder immediately after the Global
Offering; (iii) the three largest public Shareholders do not hold more than 50% of the Shares held in the
public hands at the time of the Listing in compliance with Rules 8.08(3) and 8.24 of the Listing Rules; 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.

COMMENCEMENT OF DEALINGS

The H Share certificates will only become valid evidence of title at 8:00 a.m. on Friday , December 6, 2024
(Hong Kong time), provided that the Global Offering has become unconditional and the right of termination
described in the section headed “Underwriting – Underwriting Arrangements and Expenses – The Hong
Kong Public Offering – Grounds for Termination” in the Prospectus has not been exercised. Investors who
trade the H Shares on the basis of publicly available allocation details 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. on Friday, December  6,
2024 (Hong Kong time), it is expected that dealings in the H Shares on the Stock Exchange will commence
at 9:00 a.m. on Friday, December 6, 2024 (Hong Kong time). The H Shares will be traded in board lots of
20 H Shares each, and the stock code of the H Shares will be 2570.


By order of the Board
Shanghai REFIRE Group Limited
Mr. LIN Qi
Chairman of the Board


Hong Kong, December 5, 2024

As at the date of this announcement, the Board comprises Mr. LIN Qi, Dr. HU Zhe, Ms. MA Audrey Jing
Nan, Dr. ZHAI Shuang and Mr. ZHAO Yongsheng as executive Directors; Mr. LIU Huiyou as non-executive
Director; and Mr. LI Wei, Dr. QIAN Meifen and Mr. CHEN Fei as independent non-executive Directors.