geometrybase
8a0dfd88f0
Request: - Add extracted PDF text generation to the archivist workflow as a standard step. Changes: - Run PDF text extraction automatically for newly archived HKEX PDF sources. - Make the PDF text extractor incremental and manifest-preserving. - Document extracted-text handling in the archivist skill and README. - Mark generated extracted text as no-diff data evidence. - Backfill extracted text for all archived PDF source references. Verification: - Ran git diff --cached --check. - Ran .venv/bin/python -m py_compile scripts/extract_pdf_text.py scripts/archive_hkex_documents.py. - Ran full PDF extraction, then confirmed an incremental rerun skips unchanged files. - Verified 557 PDF source_refs, 557 manifest rows, all status ok, and zero missing text/hash/path issues. Next useful context: - HKEX HTML notices and Yahoo JSON market data remain under data/raw and are not expected in data/extracted_text.
1030 lines
30 KiB
Plaintext
1030 lines
30 KiB
Plaintext
--- page 1 ---
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1
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Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Stock Exchange ”)
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and Hong Kong Securities Clearing Company Limited ( “HKSCC ”) take no responsibility for the contents of this
|
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announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability
|
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whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this
|
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announcement.
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This announcement is not for release, publication, distribution, directly or indirectly, in or into the United States
|
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(including its territories and possessions, any state of the United States and the District of Columbia). This
|
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announcement does not constitute or form a part of any offer to sell or solicitation to purchase or subscribe for
|
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securities in the United States or in any other jurisdictions in which such offer or solicitation would be unlawful. The
|
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securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933 as
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amended from time to time (the “U.S. Securities Act ”) or any state securities law of the United States. The securities
|
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may not be offered, sold, pledged, or transferred within the United States or to, or for the account or benefit of U.S.
|
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persons (as defined in Regulation S under the U.S. Securities Act ( “Regulation S ”)) except pursuant to an exemption
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from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and in compliance with
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any applicable state securities laws. There will be no public offering of securities in the United States.
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The Offer Shares are being offered and sold (1) solely to qualified institutional buyers as defined in Rule 144A under
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the U.S. Securities Act pursuant to an exemption from registration under the U.S. Securities Act and (2) outside the
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United States in offshore transactions in reliance on Regulation S under the U.S. Securities Act.
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This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase
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or subscribe for securities of the Company. This announcement is not a prospectus. Potential investors should read the
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prospectus dated December 8, 2023 (the “Prospectus ”) issued by REPT BATTERO Energy Co., Ltd. ( ऌᚆඓঐ๕
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ʮ̡ ) (the “Company ”) for detailed information about the Global Offering described below before deciding
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whether or not to invest in the H Shares thereby being offered. Any investment decision in relation to the Offer Shares
|
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should be taken solely in reliance on the information in the Prospectus.
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Unless otherwise defined in this announcement, capitalized terms used herein shall have the same meanings as those
|
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defined in the Prospectus.
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Potential investors of the Offer Shares should note that the Joint Sponsors and the Overall Coordinators (for themselves
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and on behalf of the Hong Kong Underwriters) shall be entitled to terminate their obligations under the Hong Kong
|
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Underwriting Agreement with immediate effect upon the occurrence of any of the events set out in the section headed
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“Underwriting – Underwriting Arrangements and Expenses – Hong Kong Public Offering – Grounds for Termination ”
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in the Prospectus at any time prior to 8:00 a.m. (Hong Kong time) on the Listing Date.
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No stabilizing manager will be appointed, and it is anticipated that no stabilization activities will be carried out in
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relation to the Global Offering.
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--- page 2 ---
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2
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REPT BATTERO Energy Co., Ltd.
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ʮ̡
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(A joint stock company incorporated in the People ’s Republic of China with limited liability)
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GLOBAL OFFERING
|
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Number of Offer Shares under the
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Global Offering
|
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: 116,070,200 H Shares
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Number of Hong Kong Offer Shares : 11,607,200 H Shares
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Number of International Offer Shares : 104,463,000 H Shares
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Final Offer Price : HK$18.30 per H Share, plus brokerage
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of 1.0%, SFC transaction levy of
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0.0027%, Stock Exchange trading fee
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of 0.00565% and AFRC transaction
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levy of 0.00015%
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Nominal Value : RMB1.00 per H Share
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Stock Code : 0666
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Joint Sponsors, Overall Coordinators, Joint Global Coordinators,
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Joint Bookrunners and Joint Lead Managers
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Joint Bookrunners and Joint Lead Managers
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Joint Lead Managers
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--- page 3 ---
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REPT BATTERO ENERGY CO., LTD. /
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瑞浦蘭鈞能源股份有限公司
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ANNOUNCEMENT OF FINAL OFFER PRICE AND
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ALLOTMENT RESULTS
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Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings
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as those defined in the prospectus dated December 8, 2023 (the “Prospectus”) issued by REPT BATTERO
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Energy Co., Ltd. (the “Company”).
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Warning: In view of high concentration of shareholding in a small number of H Shareholders, H
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Shareholders and prospective investors should be aware that the price of the H Shares could move
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substantially even with a small number of H Shares traded and should exercise extreme caution
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when dealing in the H Shares.
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SUMMARY
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Company information
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Stock code 0666
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Stock short name REPT BATTERO
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Dealings commencement date December 18, 2023*
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*see note at the end of the announcement
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Price Information
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Final Offer Price HK$18.300
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Offer Price Range HK$18.200 - HK$20.600
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Offer Price Adjustment exercised No
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|
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Offer Shares and Share Capital
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Number of Offer Shares 116,070,200
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Number of Offer Shares in Public Offer 11,607,200
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Number of offer shares in International Offer 104,463,000
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Number of issued shares upon Listing 2,276,874,050
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Over-allocation
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No. of Offer Shares over-allocated -
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No over-allotment option has been granted.
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Proceeds
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Gross proceeds (Note) HK$ 2,124.08 million
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Less: Estimated listing expenses payable based on Final
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Offer Price
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HK$ (111.00) million
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Net proceeds HK$ 2,013.08 million
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Note: Gross proceeds refers to the amount to which the issuer is entitled to receive. For details of the use
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of proceeds, please refer to the Prospectus dated December 8, 2023.
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ALLOTMENT RESULTS DETAILS
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PUBLIC OFFER
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--- page 4 ---
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No. of valid applications 2,054
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No. of successful applications 2,054
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Subscription level 1.27 times
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Claw-back triggered No
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No. of Offer Shares initially available under the Public Offer 11,607,200
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Final no. of Offer Shares under the Public Offer 11,607,200
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% of Offer Shares under the Public Offer to the Global Offering 10.00%
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Note: For details of the final allocation of shares to the Public Offer, investors can refer to
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https://www.eipo.com.hk/eIPOAllotment/FindIPO?Locale=en to perform a search by name or identification
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number or http://www.iporesults.com.hk/ for the full list of allottees.
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INTERNATIONAL OFFER
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No. of placees 123
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Subscription Level 1.21 times
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No. of Offer Shares initially available under the International
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Offer
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104,463,000
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Final no. of Offer Shares under the International Offer 104,463,000
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% of Offer Shares under the International Offer to the Global
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Offering
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90.00%
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The Directors confirm that, to the best of their knowledge, information and belief, (i) none of the Offer
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Shares subscribed by the placees and the public have been financed directly or indirectly by the Company,
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any of the Directors, Supervisors, chief executive of the Company, controlling shareholders, substantial
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shareholders, existing shareholders of the Company or any of its subsidiaries or their respective close
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associates; and (ii) none of the placees and the public who have purchased the Offer Shares are accustomed
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to taking instructions from the Company, any of the Directors, Supervisors, chief executive of the Company,
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controlling shareholders, substantial shareholders, existing shareholders of the Company or any of its
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subsidiaries or their respective close associates in relation to the acquisition, disposal, voting or other
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disposition of 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:
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Allottees who are customer(s) or client(s) / supplier(s) of the issuer
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Name
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No. of shares
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allocated
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% of offer
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shares
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% of total
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issued H
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Shares
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after the
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Global
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||
Offering
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% of total
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issued share
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capital after
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the
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Global
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Offering Relationship*
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GaoTeng
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Overseas
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Private Fund
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Management
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(Hainan) Ltd.
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(“Gaoteng”)
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(Note 1)
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2,900,000 2.50% 0.94% 0.13% Supplier of the
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issuer
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Total 2,900,000 2.50% 0.94% 0.13%
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Note:
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--- page 5 ---
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Name
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No. of shares
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allocated
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% of offer
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shares
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% of total
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issued H
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Shares
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after the
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Global
|
||
Offering
|
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% of total
|
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issued share
|
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capital after
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the
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Global
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Offering Relationship*
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1. The ultimate beneficial owner of Gaoteng is Jiangsu Lopal Tech. Co., Ltd. (stock code:
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603906.SH), which is one of the Company’s top suppliers during the Track Record
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Period. Please refer to the section headed “Business – Raw Materials, Components
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and Suppliers – Our Suppliers” in the Prospectus for further details.
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LOCK-UP UNDERTAKINGS
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Controlling Shareholders
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Name
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Number of shares held in
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the Company subject
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to lock-up undertakings
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upon listing
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% of total
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issued H-shares
|
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after the Global
|
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Offering
|
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subject to lock-
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up
|
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undertakings
|
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upon
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listing
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% of
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shareholding
|
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in the Company
|
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subject to lock-
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up
|
||
undertakings
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upon
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listing
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Last day subject
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to the lock-up
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undertakings
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Yongqing
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Technology
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Group Co., Ltd.
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(“Yongqing
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Technology”)
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(永青科技集團
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有限公司)Note 1
|
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1,353,419,482 N/A 59.44% June 17, 2024
|
||
(First Six-Month
|
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Period) Note 2
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December 17,
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2024 (Second Six-
|
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Month Period) Note
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3
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Subtotal 1,353,419,482 N/A 59.44%
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Notes:
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1. As of the date of this announcement, Yongqing Technology is interested in approximately
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62.6% of the total issued Shares, comprising approximately 50.4% direct interest and
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approximately 12.2% indirect interest through Wenzhou Jingli Business Service
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Partnership (Limited Partnership) (“Wenzhou Jingli”), whose general partner is Ruitu
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Energy Co., Ltd. (“Ruitu Energy ”), a wholly -owned subsidiary of Yongqing
|
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Technology. Yongqing Technology is owned by Tsingshan Holding Group Company
|
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Limited (“Tsingshan Group”) as to 51% of its equity interests, and Tsingshan Group is
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ultimately controlled by Mr. Xiang Guangda (“Mr. Xiang ”) directly and indirectly
|
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through Shanghai Decent Investment (Group) Co., Ltd. (“Shanghai Decent ”) and
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||
Zhejiang Tsingshan Enterprise Management Co., Ltd. (“Zhejiang Tsingshan”) as to
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57.5% of its eq uity interests. Therefore, Mr. Xiang, Zhejiang Tsingshan, Shanghai
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Decent, Tsingshan Group, Yongqing Technology, Ruitu Energy and Wenzhou Jingli are
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a group of Controlling Shareholders of the Company.
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--- page 6 ---
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Name
|
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Number of shares held in
|
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the Company subject
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to lock-up undertakings
|
||
upon listing
|
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% 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
|
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listing
|
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Last day subject
|
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to the lock-up
|
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undertakings
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||
2. The expiry date of the lock-up period shown in the table above is pursuant to the relevant
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Listing Rules.
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3. According to the PRC Company Law, the Shares held by the Controlling Shareholders prior
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to the Global Offering are restricted from trading within one year from the Listing Date .
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Existing Shareholders (other than the Pre-IPO Investors as defined in the “History and Development”
|
||
section of the Prospectus)
|
||
|
||
Name
|
||
Number of 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
|
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upon
|
||
listing
|
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Last day subject to
|
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the lock-up
|
||
undertakingsNote 1
|
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Wenzhou Ruili
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Enterprise
|
||
Development
|
||
Partnership
|
||
(Limited
|
||
Partnership) (溫
|
||
州瑞鋰企業發展
|
||
合夥企業(有限合
|
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夥))
|
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96,000,000 N/A 4.22%
|
||
|
||
December 17, 2024
|
||
Wenzhou Zhuorui
|
||
Energy Saving
|
||
Technology
|
||
Partnership
|
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(Limited
|
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Partnership) (溫州
|
||
卓瑞節能技術合
|
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夥企業(有限合
|
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夥))
|
||
29,268,293 N/A 1.29%
|
||
|
||
December 17, 2024
|
||
Wenzhou
|
||
Qingshan Metal
|
||
Materials
|
||
Partnership
|
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(Limited
|
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Partnership) (溫州
|
||
24,000,000 N/A 1.05%
|
||
|
||
December 17, 2024
|
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|
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--- page 7 ---
|
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Name
|
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Number of shares
|
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held in the Company
|
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subject
|
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to lock-up
|
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undertakings upon
|
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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
|
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the lock-up
|
||
undertakingsNote 1
|
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青衫金屬材料合
|
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夥企業(有限合
|
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夥))
|
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Subtotal 149,268,293
|
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|
||
N/A 6.56%
|
||
Note:
|
||
|
||
1. The expiry date of the lock-up period shown in the table above is pursuant to the PRC
|
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Company Law.
|
||
|
||
Pre-IPO Investors (as defined in the “History and Development” section of the Prospectus)
|
||
|
||
Name Number of 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
|
||
undertakingsNote 1
|
||
XCMG No. 1
|
||
Industrial
|
||
Investment
|
||
Partnership
|
||
(Limited
|
||
Partnership) (徐州
|
||
徐工壹號產業投
|
||
資合夥企業(有限
|
||
合夥))
|
||
7,112,404 N/A 0.31% December 17, 2024
|
||
Zibo Junci
|
||
Hongchuang No. 3
|
||
Equity Investment
|
||
Fund
|
||
Partnership
|
||
(Limited
|
||
Partnership) (淄博
|
||
雋賜虹創叁號股
|
||
權投資基金合夥
|
||
企業(有限合夥))
|
||
7,112,404 2.31% 0.31% December 17, 2024
|
||
Zhang Xiangkang
|
||
(張祥康)
|
||
7,112,404
|
||
(including
|
||
3,556,202 H
|
||
shares)
|
||
1.16% 0.31% December 17, 2024
|
||
|
||
|
||
--- page 8 ---
|
||
Huzhou Gaowu
|
||
Jianling Lianjie
|
||
Equity Investment
|
||
Fund
|
||
Partnership
|
||
(Limited
|
||
Partnership) (湖州
|
||
高屋建瓴聯結股
|
||
權投資基金合夥
|
||
企業(有限合夥))
|
||
6,401,164
|
||
(including
|
||
2,133,721 H
|
||
shares)
|
||
0.69% 0.28% December 17, 2024
|
||
Nanjing Silver
|
||
Saddle Lingxiu
|
||
New Materials
|
||
Industry
|
||
Fund Partnership
|
||
(Limited
|
||
Partnership) (南京
|
||
銀鞍嶺秀新材料
|
||
產業基金合夥企
|
||
業(有限合夥))
|
||
4,978,683
|
||
(including
|
||
2,489,342 H
|
||
shares)
|
||
0.81% 0.22% December 17, 2024
|
||
Zhejiang
|
||
University
|
||
Education
|
||
Foundation (浙江
|
||
大學教育基金會)
|
||
1,422,481
|
||
(including 711,241
|
||
H shares)
|
||
0.23% 0.06% December 17, 2024
|
||
Wenzhou
|
||
Longwan Financial
|
||
Holdings Co., Ltd.
|
||
(溫州市龍灣區金
|
||
融控股有限公司)
|
||
14,224,809 N/A 0.62% December 17, 2024
|
||
Wenzhou
|
||
Gongchuang
|
||
Investment Co.,
|
||
Ltd. (溫州市工創
|
||
投資有限公司)
|
||
14,224,809 N/A 0.62% December 17, 2024
|
||
Zhongyuan Hejia
|
||
(Zhuhai) Equity
|
||
Investment Fund
|
||
(Limited
|
||
Partnership) (中源
|
||
合嘉(珠海)股權
|
||
投資基金(有限合
|
||
夥))
|
||
14,224,809
|
||
(including
|
||
9,957,366 H
|
||
shares)
|
||
3.24% 0.62% December 17, 2024
|
||
Suzhou
|
||
NewMargin
|
||
Changfeng
|
||
Venture Capital
|
||
Management
|
||
Partnership
|
||
(Limited
|
||
10,064,052 3.27% 0.44% December 17, 2024
|
||
|
||
|
||
--- page 9 ---
|
||
Partnership) (蘇州
|
||
聯創長風創業投
|
||
資管理合夥企業
|
||
(有限合夥))
|
||
3W Global I LTD 9,778,041 3.18% 0.43% December 17, 2024
|
||
Wenzhou Xinyin
|
||
Chengyuan Equity
|
||
Investment
|
||
Partnership
|
||
(Limited
|
||
Partnership) (溫州
|
||
信銀成遠股權投
|
||
資合夥企業(有限
|
||
合夥))
|
||
18,442,465 6.00% 0.81% December 17, 2024
|
||
Jiaxing Yuzhi
|
||
Investment
|
||
Partnership
|
||
(Limited
|
||
Partnership) (嘉興
|
||
禹致投資合夥企
|
||
業(有限合夥))
|
||
13,157,948
|
||
(including
|
||
6,578,974 H
|
||
shares)
|
||
2.14% 0.58% December 17, 2024
|
||
Guangdong
|
||
Guangxin Private
|
||
Equity Investment
|
||
Partnership
|
||
(Limited
|
||
Partnership) (廣東
|
||
廣新私募股權投
|
||
資合夥企業(有限
|
||
合夥))
|
||
12,091,088
|
||
(including
|
||
3,627,326 H
|
||
shares)
|
||
1.18% 0.53% December 17, 2024
|
||
Wenzhou Zhenxu
|
||
Equity Investment
|
||
Partnership
|
||
(Limited
|
||
Partnership)
|
||
(溫州臻旭股權投
|
||
資合夥企業(有限
|
||
合夥))
|
||
11,059,789 3.60% 0.49% December 17, 2024
|
||
Guangdong
|
||
Dezaihou Jiarui
|
||
Equity Investment
|
||
Partnership
|
||
(Limited
|
||
Partnership) (廣東
|
||
德載厚嘉瑞股權
|
||
投資合夥企業(有
|
||
限合夥))
|
||
7,112,404
|
||
(including
|
||
4,267,442 H
|
||
shares)
|
||
1.39% 0.31% December 17, 2024
|
||
Jiaxing Rongpu
|
||
Investment
|
||
Partnership
|
||
7,112,404 2.31% 0.31% December 17, 2024
|
||
|
||
|
||
--- page 10 ---
|
||
(Limited
|
||
Partnership) (嘉興
|
||
容浦投資合夥企
|
||
業(有限合夥))
|
||
Wuhan Silicon
|
||
Paradise Yunshang
|
||
Venture Capital
|
||
Partnership
|
||
(Limited
|
||
Partnership) (武漢
|
||
天堂硅谷雲尚創
|
||
業投資合夥企業
|
||
(有限合夥))
|
||
7,112,404 N/A 0.31% December 17, 2024
|
||
Jiaxing Aohao
|
||
Equity Investment
|
||
Partnership
|
||
(Limited
|
||
Partnership) (嘉興
|
||
傲昊股權投資合
|
||
夥企業(有限合
|
||
夥))
|
||
7,112,404
|
||
(including
|
||
5,049,807 H
|
||
Shares)
|
||
1.64% 0.31% December 17, 2024
|
||
Lishui Xiangxi
|
||
Equity Investment
|
||
Partnership
|
||
(Limited
|
||
Partnership) (麗水
|
||
相惜股權投資合
|
||
夥企業(有限合
|
||
夥))
|
||
5,689,924 1.85% 0.25% December 17, 2024
|
||
Xiamen Fuxinrui
|
||
Investment
|
||
Partnership
|
||
(Limited
|
||
Partnership) (廈門
|
||
福新瑞投資合夥
|
||
企業(有限合夥))
|
||
3,911,822
|
||
(including
|
||
1,173,546 H
|
||
Shares)
|
||
0.38% 0.17% December 17, 2024
|
||
Hangzhou Longqi
|
||
Tianji Equity
|
||
Investment Fund
|
||
Partnership
|
||
(Limited
|
||
Partnership) (杭州
|
||
隆啟天際股權投
|
||
資基金合夥企業
|
||
(有限合夥))
|
||
3,840,697
|
||
(including
|
||
1,920,348 H
|
||
Shares)
|
||
0.62% 0.17% December 17, 2024
|
||
Guangdong
|
||
Guangxin Equity
|
||
Investment Fund
|
||
Partnership
|
||
(Limited
|
||
3,200,582 1.04% 0.14% December 17, 2024
|
||
|
||
|
||
--- page 11 ---
|
||
Partnership) (廣東
|
||
廣新股權投資基
|
||
金合夥企業(有限
|
||
合夥))
|
||
Qingdao Heaven-
|
||
Sent Hengxin
|
||
Equity Investment
|
||
Partnership
|
||
(Limited
|
||
Partnership)(青島
|
||
硅谷天堂恒信股
|
||
權投資合夥企業
|
||
(有限合夥))
|
||
5,689,924
|
||
(including
|
||
2,844,962 H
|
||
shares)
|
||
0.93% 0.25% December 17, 2024
|
||
Qingdao SAIC
|
||
Innovation and
|
||
Upgrade Industry
|
||
Equity
|
||
Investment Fund
|
||
Partnership
|
||
(Limited
|
||
Partnership) (青島
|
||
上汽創新升級產
|
||
業股權投資基金
|
||
合夥企業(有限合
|
||
夥))
|
||
56,285,178 N/A 2.47% December 17, 2024
|
||
Jiaxing SAIC
|
||
Qirui Equity
|
||
Investment
|
||
Partnership
|
||
(Limited
|
||
Partnership) (嘉興
|
||
上汽頎瑞股權投
|
||
資合夥企業(有限
|
||
合夥))
|
||
187,828,067 N/A 8.25% December 17, 2024
|
||
Wenzhou
|
||
Transportation
|
||
Group Co., Ltd.
|
||
(溫州市交通運輸
|
||
集團有限公司)
|
||
17,075,279 N/A 0.75% December 17, 2024
|
||
Tianjin Hexie
|
||
Haihe Equity
|
||
Investment
|
||
Partnership
|
||
(Limited
|
||
Partnership) (天津
|
||
和諧海河股權投
|
||
資合夥企業(有限
|
||
合夥))
|
||
21,337,214 6.94% 0.94% December 17, 2024
|
||
|
||
|
||
--- page 12 ---
|
||
Wuhu Wenming
|
||
Quanhong
|
||
Investment
|
||
Management
|
||
Partnership
|
||
(Limited
|
||
Partnership) (蕪湖
|
||
聞名泉泓投資管
|
||
理合夥企業(有限
|
||
合夥))
|
||
56,899,236 N/A 2.50% December 17, 2024
|
||
Guangzhou Ping
|
||
An Consumer
|
||
Equity Investment
|
||
Partnership
|
||
(Limited
|
||
Partnership) (廣州
|
||
市平安消費股權
|
||
投資合夥企業(有
|
||
限合夥))
|
||
21,337,214 6.94% 0.94% December 17, 2024
|
||
Shenzhen Capital
|
||
Group Co., Ltd.
|
||
(深圳市創新投資
|
||
集團有限公司)
|
||
10,668,607 3.47% 0.47% December 17, 2024
|
||
Guangdong
|
||
(Foshan)
|
||
Manufacturing
|
||
Transformation
|
||
and
|
||
Development Fund
|
||
(Limited
|
||
Partnership) (廣東
|
||
(佛山)製造業轉型
|
||
發展基金(有限合
|
||
夥))
|
||
21,194,965 6.90% 0.93% December 17, 2024
|
||
Tianjin HOPU
|
||
Orient Equity
|
||
Investment
|
||
Partnership
|
||
(Limited
|
||
Partnership) (天津
|
||
厚樸東方股權投
|
||
資合夥企業(有限
|
||
合夥))
|
||
20,625,973 N/A 0.91% December 17, 2024
|
||
CNGR Advanced
|
||
Material Co., Ltd.
|
||
(中偉新材料股份
|
||
有限公司)
|
||
21,337,214 N/A 0.94% December 17, 2024
|
||
CITIC Securities
|
||
Investment Co.,
|
||
7,112,404 N/A 0.31% December 17, 2024
|
||
|
||
|
||
--- page 13 ---
|
||
Ltd. (中信證券投
|
||
資有限公司)
|
||
Chuangyi
|
||
Chengtun (廈門創
|
||
益盛屯新能源產
|
||
業投資合夥企業
|
||
(有限合夥))
|
||
14,224,809 N/A 0.62% December 17, 2024
|
||
Subtotal 658,116,075 62.24% 28.88%
|
||
Note:
|
||
|
||
1. The expiry date of the lock -up period shown in the table above is pursuant to the
|
||
PRC Company Law.
|
||
|
||
|
||
--- page 14 ---
|
||
PLACEE CONCENTRATION ANALYSIS
|
||
Placees 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 21,103,200 20.20% 18.18% 21,103,200 0.93%
|
||
Top 5 89,711,200 85.88% 77.29% 89,711,200 3.94%
|
||
Top 10 104,435,200 99.97% 89.98% 104,435,200 4.59%
|
||
Top 25 104,443,400 99.98% 89.98% 104,443,400 4.59%
|
||
|
||
Notes
|
||
* Ranking of placees is based on the number of H Shares allotted to the placees.
|
||
H SHAREHOLDERS CONCENTRATION ANALYSIS
|
||
H
|
||
Shareholders*
|
||
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 Shares held upon
|
||
Listing
|
||
Top 1 0 0.00% 0.00% 21,337,214 6.94% 21,337,214
|
||
Top 5 42,201,800 40.40% 36.36% 106,071,193 34.51% 106,071,193
|
||
Top 10 89,711,200 85.88% 77.29% 183,082,847 59.56% 183,082,847
|
||
Top 25 105,871,800 101.35% 91.21% 282,705,996 91.97% 310,479,936
|
||
|
||
Notes
|
||
* 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
|
||
Allotment as % of total
|
||
Offer Shares
|
||
Number of H Shares held
|
||
upon Listing
|
||
Number of Shares held
|
||
upon Listing % of total issued share capital upon Listing
|
||
|
||
Top 1 0 0.00% 0.00% 0 1,353,419,482 59.44%
|
||
Top 5 0 0.00% 0.00% 0 1,750,431,963 76.88%
|
||
Top 10 0 0.00% 0.00% 42,674,428 1,867,711,898 82.03%
|
||
Top 25 89,711,200 85.88% 77.29% 192,186,724 2,116,910,052 92.97%
|
||
|
||
|
||
--- page 15 ---
|
||
Notes
|
||
* Ranking of Shareholders is based on the number of Shares (of all classes) held by the Shareholder upon Listing.
|
||
|
||
|
||
--- page 16 ---
|
||
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
|
||
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
|
||
200 1,210 200 H Shares 100.00%
|
||
400 257 400 H Shares 100.00%
|
||
600 96 600 H Shares 100.00%
|
||
800 58 800 H Shares 100.00%
|
||
1,000 88 1,000 H Shares 100.00%
|
||
1,200 26 1,200 H Shares 100.00%
|
||
1,400 13 1,400 H Shares 100.00%
|
||
1,600 13 1,600 H Shares 100.00%
|
||
1,800 11 1,800 H Shares 100.00%
|
||
2,000 107 2,000 H Shares 100.00%
|
||
3,000 37 3,000 H Shares 100.00%
|
||
4,000 48 4,000 H Shares 100.00%
|
||
5,000 24 5,000 H Shares 100.00%
|
||
6,000 6 6,000 H Shares 100.00%
|
||
7,000 4 7,000 H Shares 100.00%
|
||
8,000 7 8,000 H Shares 100.00%
|
||
9,000 7 9,000 H Shares 100.00%
|
||
10,000 19 10,000 H Shares 100.00%
|
||
20,000 11 20,000 H Shares 100.00%
|
||
30,000 5 30,000 H Shares 100.00%
|
||
40,000 1 40,000 H Shares 100.00%
|
||
50,000 1 50,000 H Shares 100.00%
|
||
80,000 1 80,000 H Shares 100.00%
|
||
Total 2,050 Total number of Pool A successful
|
||
applicants: 2,050
|
||
|
||
Pool B
|
||
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
|
||
300,000 1 225,600 H Shares 75.20%
|
||
2,000,000 1 1,499,800 H Shares 74.99%
|
||
4,500,000 1 3,365,600 H Shares 74.79%
|
||
5,803,600 1 4,339,400 H Shares 74.77%
|
||
Total 4 Total number of Pool B successful
|
||
applicants: 4
|
||
|
||
|
||
--- page 17 ---
|
||
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 inquiri es.
|
||
|
||
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, SFC transaction levy,
|
||
Stock Exchange trading fee and AFRC transaction levy payable.
|
||
PUBLIC FLOAT
|
||
The Company has applied to the Stock Exchange, and the Stock Exchange has granted, a waiver
|
||
from strict compliance with the requirements of Rule 8.08(1) of the Listing Rules. Therefore, the
|
||
minimum public float of the Company will be 13.5% of the total issued share capital of the Company
|
||
upon the completion of the Global Offering. The Company has also undertaken that it will increase
|
||
the public float percentage to not less than 15.0% through further H-share capital issuance plans,
|
||
failing which the Company will procure one or more its current Shareholders to apply for H share
|
||
full circulation to convert certain Domestic Unlisted Shares they own into H shares, completion of
|
||
which is subject to CSRC’s approval, within a period of three years from the Listing Date and make
|
||
appropriate announcement and/or disclosure after the Listing pursuant to the Listing Rules in respect
|
||
of such conversion of Domestic Unlisted Shares into H Shares. Please refer to the section headed
|
||
“Waivers from Strict Compliance with the Listing Rules” of the Prospectus for details.
|
||
The Directors confirm that immediately after the Global Offering, (i) 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; (ii) there will not be any new
|
||
substantial shareholder (as defined in the Listing Rules) of the Company; and (iii) there will be at
|
||
least 300 Shareholders at the time of the Listing in compliance with Rule 8.08(2) of the Listing
|
||
Rules.
|
||
|
||
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 const itute 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
|
||
|
||
|
||
--- page 18 ---
|
||
been, and w ill 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 Uni ted 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 (1) solely to qualified institutional buyers as defined in Rule
|
||
144A under the U.S. Securities Act pursuant to an exemption from registration under the U.S. Securities
|
||
Act and (2) 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 D ecember 8, 2023 (the “ Prospectus”) issued by
|
||
REPT BATTERO Energy Co., Ltd. ( 瑞浦蘭鈞能源股份有限公司 ) 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 deci sion in relation to the O ffer Shares should be taken solely in
|
||
reliance on the information in the Prospectus.
|
||
* Potential investors of the Offer Shares should note that the Joint Sponsors and the Overall
|
||
Coordinators (for themselves 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 section headed “Underwriting – Underwriting
|
||
Arrangements and Expenses – Hong Kong Publ ic 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 December 18, 2023).
|
||
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 19 ---
|
||
3
|
||
COMMENCEMENT OF DEALINGS
|
||
H Share certificates will only become valid evidence of title at 8:00 a.m. on Monday, December
|
||
18, 2023 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.
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Investors who trade H Shares on the basis of publicly available allocation details or prior to the
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receipt of H Share certificates or prior to the H Share certificates becoming valid evidence of title
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do so entirely at their own risk.
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Assuming that the Global Offering becomes unconditional at or before 8:00 a.m. in Hong Kong on
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Monday, December 18, 2023, it is expected that dealings in the H Shares on the Stock Exchange
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will commence at 9:00 a.m. on Monday, December 18, 2023. The H Shares will be traded in board
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lots of 200 H Shares each and the stock code of the H Shares will be 0666.
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By order of the Board
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REPT BATTERO Energy Co., Ltd.
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ʮ̡
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Cao Hui
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Chairman of the Board, Executive Director and President
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Hong Kong, December 15, 2023
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As at the date of this announcement, the Board of Directors of the Company comprises Dr. Cao
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Hui, Dr. Wu Yanjun and Ms. Huang Jiehua as executive Directors; Mr. Hu Xiaodong, Mr. Wang
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Haijun, Ms. Xiang Yangyang, Mr. Wei Yong and Mr. Yu Xinhua as non-executive Directors; and
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Ms. Wong Sze Wing, Dr. Wang Zhenbo, Dr. Ren Shenggang and Dr. Simon Chen as independent
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non-executive Directors.
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