Files
hk-ipo/data/extracted_text/01879/allotment_results_2026-04-27_2026042703526.txt
geometrybase 8a0dfd88f0 Make PDF text extraction a standard archive step
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.
2026-06-15 13:27:41 +00:00

2333 lines
96 KiB
Plaintext
Raw Permalink Blame History

This file contains ambiguous Unicode characters
This file contains Unicode characters that might be confused with other characters. If you think that this is intentional, you can safely ignore this warning. Use the Escape button to reveal them.
--- 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.
Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as
those defined in the prospectus dated Monday, April 20, 2026 (the “Prospectus”) of Shanghai Xizhi Technology
Co., Ltd. (ʮ̡) (the “Company”).
This announcement is for information purposes only and does not constitute an offer or an invitation to induce an
offer by any person to acquire, purchase or subscribe for any of the securities of the Company. This announcement
is not a prospectus. Potential investors should read the Prospectus for detailed information about 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 U.S. Securities Act or any 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), 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 (1) solely to qualified institutional buyers as defined in Rule 144A in reliance on Rule 144A or another
exemption from, or in a transaction not subject to, 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.
In connection with the Global Offering, China International Capital Corporation Hong Kong Securities
Limited, as the stabilizing manager (the “Stabilizing Manager”) (or any person acting for it), on behalf of the
Underwriters, may over-allocate or effect transactions with a view to stabilizing or supporting the market price
of the Shares 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 any person acting for it) to conduct any
such stabilizing action. Such stabilizing action, if taken, (a) will be conducted at the absolute discretion of the
Stabilizing Manager (or any person acting for it) and in what the Stabilizing Manager (or any person acting for
it) reasonably regards as the best interest of our 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 Saturday, May 23, 2026). Such stabilization 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 no stabilizing action can be taken to support the price of the Shares for
longer than the stabilization period which begins on the Listing Date, and is expected to expire on Saturday, May
23, 2026, the 30th day after the last day for the lodging of applications under the Hong Kong Public Offering.
After this date, when no further stabilizing action may be taken, demand for the Shares, and therefore the price of
the 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 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 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 Tuesday, April 28, 2026).
--- page 2 ---
2
Shanghai Xizhi Technology Co., Ltd.
ʮ̡
(A joint stock company incorporated in the Peoples Republic of China with limited liability)
GLOBAL OFFERING
Number of Offer Shares under
the Global Offering
: 13,795,215 H Shares (subject to the Over-
allotment Option)
Number of Hong Kong Offer Shares : 2,759,055 H Shares (taking into account
reallocation)
Number of International Offer Shares : 11,036,160 H Shares (taking into account
reallocation and subject to the Over-allotment
Option)
Final Offer Price : HK$183.2 per H Share, plus brokerage of 1%,
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 : 01879
Joint Sponsors, Overall Coordinators, Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers
Overall Coordinator, Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers
Joint Bookrunners
--- page 3 ---
3
SHANGHAI XIZHI TECHNOLOGY CO., LTD.
ʮ̡
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 April 20, 2026 (the
“Prospectus”) issued by Shanghai Xizhi Technology Co., Ltd. (΅
ʮ̡) (the “Company”).
Warning: In view of high concentration of shareholding in a small number of
Shareholders, 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 01879
Stock short name XIZHI TECH-P
Dealings commencement date 28 April 2026*
* see note at the end of the announcement
Price Information
Final Offer Price HK$183.2
Offer Price range HK$166.60 - HK$183.20
Offer Price adjustment exercised N/A
Offer Shares and Share Capital
Number of Offer Shares (before exercise of the Over-
allotment Option)
13,795,215
Final Number of Offer Shares in Hong Kong Public
Offering (after reallocation)
2,759,055
Final Number of Offer Shares in International
Offering (after reallocation and before exercise of the
Over-allotment Option)
11,036,160
Number of issued shares upon Listing (before exercise
of the Over-allotment Option)
91,968,097
--- page 4 ---
4
Over-allocation
No. of Offer Shares over-allocated 2,069,280
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 Exchanges
website.
Proceeds
Gross proceeds (Note) HK$2,527.3 million
Less: Estimated listing expenses payable based on
Final Offer Price
HK$(150.4) million
Net proceeds HK$2,376.9 million
Note: Gross proceeds refer to the amount to which the issuer is entitled receive. For details of the use of
proceeds, please refer to the section headed “Future Plans and Use of Proceeds” of the Prospectus. The
Company will adjust the allocation of the 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.
--- page 5 ---
5
ALLOTMENT RESULTS DETAILS
HONG KONG PUBLIC OFFERING
No. of valid applications 378,085
No. of successful applications 134,609
Subscription level 5,784.70 times
Claw-back triggered Yes
No. of Offer Shares initially available under the Hong
Kong Public Offering
689,775
No. of Offer Shares reallocated from the International
Offering (claw-back)
2,069,280
Final no. of Offer Shares under the Hong Kong Public
Offering (after reallocation)
2,759,055
% of Offer Shares under the Hong Kong Public Offering to
the Global Offering
20.00%
Note: For details of the final allocation of H Shares to the Hong Kong Public Offering, investors can refer to
www.hkeipo.hk/IPOResult to perform a search by name or identification number or www.hkeipo.hk/IPOResult for
the full list of allottees.
INTERNATIONAL OFFERING
No. of placees 327
Subscription Level 53.83 times
No. of Offer Shares initially available under the
International Offering
13,105,440
No. of Offer Shares reallocated to the Hong Kong Public
Offering (claw-back)
2,069,280
Final no. of Offer Shares under the International
Offering (after reallocation)
11,036,160
% of Offer Shares under the International Offering to the
Global Offering
80.00%
The Directors confirm that, to the best of their knowledge, information and belief, save for
a waiver from strict compliance with Rule 10.04 of the Listing Rules and consent under
paragraph 1C(2) of Appendix F1 to the Listing Rules (the “Placing Guidelines”) granted
by the Stock Exchange to permit the Company to allocate certain Offer Shares in the
International Offering to close associates of existing shareholders as a cornerstone investor
and a placee, (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, Single Largest 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, Single
Largest Shareholders, substantial shareholders, existing shareholders of the Company 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.
--- page 6 ---
6
The placees in the International Offering include the following:
Cornerstone Investors
Investor
No. of Offer
Shares allocated
% of Offer
Shares
(assuming the
Over-allotment
Option is not
exercised)
% of total issued
H Shares after
the Global
Offering
(assuming the
Over-allotment
Option is not
exercised)
% of total
issued share
capital after the
Global Offering
(assuming the
Over-allotment
Option is not
exercised)
Existing
shareholders
or their close
associates
Alibaba Investment 1,111,680 8.06% 1.49% 1.21% No
GIC 855,135 6.20% 1.14% 0.93% No
Baillie Gifford 641,355 4.65% 0.86% 0.70% No
BlackRock 641,355 4.65% 0.86% 0.70% No
Fidelity International 641,355 4.65% 0.86% 0.70% No
Schroders 641,355 4.65% 0.86% 0.70% No
Temasek 641,355 4.65% 0.86% 0.70% No
CM Shanghai Fund 624,240 4.53% 0.83% 0.68% Yes
HHLRA FUNDS 427,560 3.10% 0.57% 0.46% No
UBS AM 427,560 3.10% 0.57% 0.46% No
3W Fund 427,560 3.10% 0.57% 0.46% No
Aspex 427,560 3.10% 0.57% 0.46% No
CPE Fir 213,780 1.55% 0.29% 0.23% No
Greenwoods 213,765 1.55% 0.29% 0.23% No — HK
Greenwoods
Yes — Shanghai
Greenwoods and
CICC FT (in
connection with
Greenwoods
OTC Swaps)
GF Fund 213,765 1.55% 0.29% 0.23% No
Lenovo 213,780 1.55% 0.29% 0.23% No
Mirae Asset Securities HK 213,780 1.55% 0.29% 0.23% No
ZTE HK 183,855 1.33% 0.25% 0.20% No
ICBC Wealth 106,890 0.77% 0.14% 0.12% No
Ping An AM 106,890 0.77% 0.14% 0.12% No
Total 8,974,575 65.06% 12.00% 9.76%
Notes:
1. For further details of the cornerstone investors, please refer to the section headed “Cornerstone Investors”
of the Prospectus.
--- page 7 ---
7
Allottees with Waivers/Consents Obtained
Investor
No. of Offer
Shares allocated
% of Offer
Shares
(assuming the
Over-allotment
Option is not
exercised)
% of total issued
H Shares after
the Global
Offering
(assuming the
Over-allotment
Option is not
exercised)
% of total
issued share
capital after the
Global Offering
(assuming the
Over-allotment
Option is not
exercised) Relationship
Allotees with waiver from strict compliance with the requirements under Rule 10.04 of the Listing Rules and consent under
paragraph 1C(2) of the Placing Guidelines in relation to subscription for H Shares by existing minority shareholders(Note1)
Cornerstone Investors
CM Shanghai Fund 624,240 4.53% 0.83% 0.68% A cornerstone
investor and an
existing minority
shareholder
CICC FT (in connection with
Greenwoods OTC Swaps)
179,505 1.30% 0.24% 0.20% A cornerstone
investor, a close
associate of an
existing minority
shareholder and
a connected
client
Placees
Tembusu Limited 5,445 0.04% 0.01% 0.01% A placee and a
close associate
of an existing
minority
shareholder
HCEP Master Fund and HCEP
Long Only Master Fund
1,275 0.01% 0.002% 0.001% A placee and a
close associate
of an existing
minority
shareholder
China Venture Capital
Innovation Private Fund
Management Co., Ltd. (ҳ
ʮ̡)
272,925 1.98% 0.36% 0.30% A placee and a
close associate
of an existing
minority
shareholder
--- page 8 ---
8
Investor
No. of Offer
Shares allocated
% of Offer
Shares
(assuming the
Over-allotment
Option is not
exercised)
% of total issued
H Shares after
the Global
Offering
(assuming the
Over-allotment
Option is not
exercised)
% of total
issued share
capital after the
Global Offering
(assuming the
Over-allotment
Option is not
exercised) Relationship
Fortera International (Hong
Kong) Limited (ѿᙜ਷ყ(ಥ)
ʮ̡)
27,285 0.20% 0.04% 0.03% A placee and a
close associate
of an existing
minority
shareholder
VVC Technology Fund Ltd. 1,275 0.01% 0.002% 0.001% A placee and a
close associate
of an existing
minority
shareholder
Daohe Chengguang Private
Securities Investment Fund
(ږ)
42,750 0.31% 0.06% 0.05% A placee and a
close associate
of an existing
minority
shareholder
Casstar Technology Venture
Capital Co., Ltd. (Ҧ
ʮ̡)
1,275 0.01% 0.002% 0.001% A placee and a
close associate
of an existing
minority
shareholder
Red Earth Innovation
International Company Limited
1,275 0.01% 0.002% 0.001% A placee and a
close associate
of an existing
minority
shareholder
Allotees with consent under paragraph 1C(1) of the Placing Guidelines and Chapter 4.15 of the Guide for New Listing Applicants
in relation to allocations to connected clients(Note2)
CICC Financial Trading Limited
(“CICC FT”)
9,120 0.07% 0.01% 0.01% Connected client
as each of a
cornerstone (in
connection with
Greenwoods
OTC Swaps) and
a placee
Also a close
associate of an
existing minority
shareholder
--- page 9 ---
9
Investor
No. of Offer
Shares allocated
% of Offer
Shares
(assuming the
Over-allotment
Option is not
exercised)
% of total issued
H Shares after
the Global
Offering
(assuming the
Over-allotment
Option is not
exercised)
% of total
issued share
capital after the
Global Offering
(assuming the
Over-allotment
Option is not
exercised) Relationship
Guotai Junan Investments (Hong
Kong) Limited (“GTJAI”)
2,115 0.02% 0.003% 0.003% Connected client
as a placee
CITIC Securities International
Capital Management Limited
(“CSI Capital”)
105 0.0008% 0.0001% 0.0001% Connected client
as a placee
Huatai Capital Investment
Limited (“HTCI”)
42,750 0.31% 0.06% 0.05% Connected client
as a placee
China Galaxy International
Investment Company Limited
(“CGII”)
210 0.002% 0.0003% 0.0002% Connected client
as a placee
Fullgoal Fund Management Co.,
Ltd. (“Fullgoal Fund”)
9,885 0.07% 0.01% 0.01% Connected client
as a placee
Fullgoal Asset Management
(HK) Limited (“Fullgoal AM”)
2,940 0.02% 0.004% 0.003% Connected client
as a placee
Haitong International Asset
Management (HK) Limited
(“Haitong AM”)
60 0.0004% 0.00008% 0.00007% Connected client
as a placee
China Asset Management (Hong
Kong) Limited (“China AMC
HK”)
10,680 0.08% 0.01% 0.01% Connected client
as a placee
CITIC Securities Asset
Management (HK) Limited
(“CITIC AM”)
210 0.002% 0.0003% 0.0002% Connected client
as a placee
ICBC UBS Asset Management
Co., Ltd. (“ICBC UBS”)
9,195 0.07% 0.01% 0.01% Connected client
as a placee
ICBC UBS Asset Management
(International) Company Limited
(“ICBC UBS International”)
3,630 0.03% 0.005% 0.004% Connected client
as a placee
UBS Asset Management
(Singapore) Ltd. (“UBS AM”)
427,560 3.10% 0.57% 0.46% Connected client
as a placee
ICBC Wealth Management Co.,
Ltd. (“ICBC Wealth”)
106,890 0.77% 0.14% 0.12% Connected client
as a placee
--- page 10 ---
10
Investor
No. of Offer
Shares allocated
% of Offer
Shares
(assuming the
Over-allotment
Option is not
exercised)
% of total issued
H Shares after
the Global
Offering
(assuming the
Over-allotment
Option is not
exercised)
% of total
issued share
capital after the
Global Offering
(assuming the
Over-allotment
Option is not
exercised) Relationship
China Merchants Fund
Management Co., Ltd. (“China
Merchants Fund”)
2,130 0.02% 0.003% 0.002% Connected client
as a placee
Bosera Asset Management
(International) Co Ltd. (“Bosera
AM”)
10,680 0.08% 0.01% 0.01% Connected client
as a placee
China Southern Asset
Management Co., Ltd. (“China
Southern”)
10,680 0.08% 0.01% 0.01% Connected client
as a placee
HSBC Global Asset Management
(Hong Kong) Limited (“HSBC
AM”)
14,955 0.11% 0.02% 0.02% Connected client
as a placee
Notes:
1. See “Waivers — Waiver Under Rule 10.04 and Consent under Paragraph 1C(2) of Appendix F1 to the Listing Rules in respect of Subscriptions of Offer
Shares by Existing Shareholders and/or its Close Associates as Cornerstone Investors” of the Prospectus and the section headed “Others/Additional
Information — Placing to the existing shareholders and/or their close associates with a prior waiver under Rule 10.04 of the Listing Rules and consent
under paragraph 1C(2) of the Placing Guidelines” in this announcement for further details.
2. See “Waivers — Consent in respect of the Proposed Subscription of the Offer Shares by a Connected Client” of the Prospectus and the section headed
“Others/Additional Information — Placing to connected clients with a prior consent under paragraph 1C(1) of the Placing Guidelines” in this
announcement for further details.
--- page 11 ---
11
LOCK-UP UNDERTAKINGS
Key Persons (as Defined under Rule 18C.14 of the Listing Rules)
Name Capacity
Number of
Shares held in
the Company
subject to lock-up
undertakings upon
listing
% of total issued
Shares after the
Global Offering
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
Last day subject
to the lock-up
undertakings (Note 6)
Dr. Shen Founder, executive
Director, senior
management, Key R&D
Staff and a Single Largest
Shareholder
5,918,128 6.43% April 27, 2028
LightAI EIP A Single Largest
Shareholder
4,350,056 4.73% April 27, 2028
— Mr. Wang Long (Note 1) Our executive Director,
a member of the senior
management and Key R&D
Staff
— — April 27, 2028
— Dr. Ben Chen (Note 2) A Key R&D Staff — — April 27, 2028
Mach C A Single Largest
Shareholder
3,540,391 3.85% April 27, 2028
— Mr. Wang Long (Note 3) Our executive Director,
a member of the senior
management and Key R&D
Staff
— — April 27, 2028
Youguang Yihui Close associate of Dr.
Shen and a Single Largest
Shareholder
8,583,458 9.33% April 27, 2028
— Dr. Shen (Note 4) Founder, executive
Director, senior
management, Key R&D
Staff and a Single Largest
Shareholder
— — April 27, 2028
— Dr. Meng Huaiyu (Note 4) Our executive Directors,
a member of the senior
management and Key R&D
Staff
— — April 27, 2028
— Mr. Zhang Hong (Note 4) Our executive Director,
senior management and a
Single Largest Shareholder
— — April 27, 2028
--- page 12 ---
12
Name Capacity
Number of
Shares held in
the Company
subject to lock-up
undertakings upon
listing
% of total issued
Shares after the
Global Offering
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
Last day subject
to the lock-up
undertakings (Note 6)
Youguang Zhiyuan Close associate of Mr.
Zhang Hong, one of our
executive Directors and
senior management and a
Single Largest Shareholder
4,780,789 5.20% April 27, 2028
— Dr. Shen (Note 5) Founder, executive
Director, senior
management, Key R&D
Staff and a Single Largest
Shareholder
— — April 27, 2028
— Mr. Peng Bo (Note 5) A Key R&D Staff — — April 27, 2028
— Dr. Meng Huaiyu (Note 5) Our executive Directors,
a member of the senior
management and Key R&D
Staff
— — April 27, 2028
— Mr. Zhang Hong (Note 5) Our executive Director,
senior management and a
Single Largest Shareholder
— — April 27, 2028
Notes:
1. Mr. Wang Long is a limited partner with interest of 28.24% in LightAI EIP .
2. Dr. Ben Chen is a limited partner with interest of 0.51% in LightAI EIP .
3. Mr. Wang Long is a limited partner with interest of 9.68% in Mach C.
4. Dr. Shen, Dr. Meng Huaiyu and Mr. Zhang Hong are limited partners with interest of 32.87%, 24.50% and 15.68%, respectively. Youguang Shuoran
is the general partner of Youguang Yihui with a partnership interest of 0.001% and is held by Dr. Shen, Dr. Meng Huaiyu and Mr. Zhang Hong as to
80%, 10% and 10%, respectively.
5. For details of relevant interests in Youguang Zhiyuan, please refer to the section headed “History, Development and Corporate Structure — Share
Incentive Platforms” in the Prospectus.
6. The lock-up period commences on the date by reference to which disclosure of its shareholding is made in the Prospectus and ends on the date which
is 24 months from the Listing Date, i.e. April 27, 2028. In the event that upon the notification by the Stock Exchange that the Company will no longer
be regarded as a Pre-Commercial Company after the Listing, the lock-up period will expire on the later of: (i) the date on which such lock-up periods
would have ended if the Company had applied for listing as a Commercial Company; and (ii) the date falling on the 30th day after the announcement
on the removal of designation as a Pre-Commercial Company as required under Rule 18C.24 of the Listing Rules.
--- page 13 ---
13
Pathfinder SIIs
Name Note 1 Capacity
Number of
Shares held in
the Company
subject to lock-up
undertakings upon
Listing
% of total issued
Shares after the
Global Offering
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
Last day subject
to the lock-up
undertakings (Note 1)
MPC V L.P. Pathfinder SIIs 3,532,177 3.84% April 27, 2027
MPC V-A L.P. Pathfinder SIIs 367,334 0.40% April 27, 2027
Tencent Mobility Limited Pathfinder SIIs 3,272,298 3.56% April 27, 2027
Shanghai CM Digital
Transformation Investment
Fund, L.P.
Pathfinder SIIs 2,995,570 3.26% April 27, 2027
Hangzhou Yihong Equity
Investment Partnership
(Limited Partnership)
Pathfinder SIIs 2,410,263 2.62% April 27, 2027
Note:
1. In accordance with Rule 18C.14 of the Listing Rules, the required lock-up period commences on the date
by reference to which disclosure of its shareholding is made in the Prospectus and ends on the date which
is 12 months from the Listing Date, i.e. April 27, 2027. In the event that upon the notification by the
Stock Exchange that the Company will no longer be regarded as a Pre-Commercial Company after the
Listing, the lock-up period will expire on the later of: (i) the date on which such lock-up periods would
have ended if the Company had applied for listing as a Commercial Company; and (ii) the date falling
on the 30th day after the announcement on the removal of designation as a Pre-Commercial Company as
required under Rule 18C.24 of the Listing Rules.
--- page 14 ---
14
Single Largest Shareholders
Name Note 1 Capacity
Number of
Shares held in
the Company
subject to lock-up
undertakings upon
Listing
% of total issued
Shares after the
Global Offering
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
Last day subject
to the lock-up
undertakings (Note 1)
Dr. Shen Beneficial Interest 5,918,128 6.43% April 27, 2028
Youguang Yihui Beneficial Interest 8,583,458 9.33% April 27, 2028
Youguang Zhiyuan Beneficial Interest 4,780,789 5.20% April 27, 2028
LightAI EIP Beneficial Interest 4,350,056 4.73% April 27, 2028
Mach C Beneficial Interest 3,540,391 3.85% April 27, 2028
Notes:
1. The lock-up period commences on the date by reference to which disclosure of its shareholding is made in the Prospectus and ends on the date which
is 24 months from the Listing Date, i.e. April 27, 2028. In the event that upon the notification by the Stock Exchange that the Company will no longer
be regarded as a Pre-Commercial Company after the Listing, the lock-up period will expire on the later of: (i) the date on which such lock-up periods
would have ended if the Company had applied for listing as a Commercial Company; and (ii) the date falling on the 30th day after the announcement
on the removal of designation as a Pre-Commercial Company as required under Rule 18C.24 of the Listing Rules.
2. For illustrative purposes only, this subsection lists only those members of the Single Largest Shareholders who hold Shares directly in the Company.
Pursuant to Rule 10.07 of the Listing Rules, each member of the Single Largest Shareholders (namely, Dr. Shen, Youguang Yihui, Youguang Shuoran
Youguang Zhiyuan, Youguang Yuning, Mr. Zhang Hong, LightAI EIP , Deep Harbor Limited, Foong Jun Zhe and Mach C) has undertaken to the Stock
Exchange and the Company that, except in connection with the Global Offering (including the Over-allotment Option), he, she or it shall, and shall
procure that the relevant registered holders of the Shares in which he, she or it is beneficially interested shall, comply with the applicable lock-up
requirements. For further details, please refer to the section headed “Underwriting — Underwriting Arrangements and Expenses — Hong Kong
Public Offering — Undertakings given to the Stock Exchange pursuant to the Listing Rules — By Our Single Largest Shareholders” in the Prospectus.
--- page 15 ---
15
Existing Shareholders
Name
Number of
Shares held in
the Company
subject to
lock-up
undertakings
upon Listing
Number of H
Shares held in
the Company
subject to
lock-up
undertakings
upon Listing
% of total
issued Shares
after the Global
Offering
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
% of total
issued H shares
after the Global
Offering
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
Last day subject
to the lock-up
undertakings
Dr. Shen 5,918,128 2,959,064 6.43% 7.91% April 27, 2028
Youguang Yihui 8,583,458 4,291,729 9.33% 11.48% April 27, 2028
Youguang Zhiyuan 4,780,789 2,390,395 5.20% 6.39% April 27, 2028
LightAI EIP Holdings LP 4,350,056 4,350,056 4.73% 5.82% April 27, 2028
Mach C 3,540,391 3,540,391 3.85% 4.73% April 27, 2028
Ha Wai Kwan Benjamin 3,045,519 913,656 3.31% 4.07% April 27, 2027
Photon Technology Investment
VI LPF
1,188,185 1,188,185 1.29% 1.59% April 27, 2027
MPC V L.P. 3,532,177 3,532,177 3.84% 4.72% April 27, 2027
MPC V-A L.P. 367,334 367,334 0.40% 0.49% April 27, 2027
Tencent Mobility Limited 3,272,298 3,272,298 3.56% 4.38% April 27, 2027
Shanghai CM Digital
Transformation Investment
Fund, L.P. (ۨ
ΥྫΆุ(ࠢ
Υྫ))
2,995,570 2,995,570 3.26% 4.01% April 27, 2027
Global Bridge Capital USD
Fund I, L.P.
2,833,712 2,833,712 3.08% 3.79% April 27, 2027
Huzhou Jingxin Equity
Investment Partnership
Enterprise (Limited
Partnership) (ᛆҳ
༟ΥྫΆุ(Υྫ))
2,579,630 2,579,630 2.80% 3.45% April 27, 2027
Hangzhou Yihong Equity
Investment Partnership
(Limited Partnership) (ψᆇ
ᛆҳ༟ΥྫΆุ(Υ
ྫ))
2,410,263 2,410,263 2.62% 3.22% April 27, 2027
Lumina Orbis (HK) Limited 1,197,448 1,197,448 1.30% 1.60% April 27, 2027
Lumistar VI, L.P. 399,149 399,149 0.43% 0.53% April 27, 2027
--- page 16 ---
16
Name
Number of
Shares held in
the Company
subject to
lock-up
undertakings
upon Listing
Number of H
Shares held in
the Company
subject to
lock-up
undertakings
upon Listing
% of total
issued Shares
after the Global
Offering
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
% of total
issued H shares
after the Global
Offering
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
Last day subject
to the lock-up
undertakings
Xiamen Yaheng Venture
Capital Fund Partnership
(Limited Partnership) (ඩ
ΥྫΆุ(Ϟ
Υྫ))
766,930 766,930 0.83% 1.03% April 27, 2027
Beijing Casstar Key & Core
Technology Venture Capital
Investment L.P. (௴
Ҧ௴ุҳ༟ΥྫΆุ
(Υྫ))
1,240,590 0 1.35% 1.66% April 27, 2027
Shaanxi Advanced OEIC
Technologies L.P. (৯Г΋ኬ
Ҧҳ༟ΥྫΆุ
(Υྫ))
971,559 0 1.06% 1.30% April 27, 2027
Shanghai Guofu Linghang
Investment Partnership
(Limited Partnership) (ɪऎ਷
ѿჯঘҳ༟ΥྫΆุ)
2,004,433 1,002,217 2.18% 2.68% April 27, 2027
Hangzhou Yuanli Phase
III Equity Investment
Partnership Enterprise (Limited
Partnership) (ٰ
ᛆҳ༟ΥྫΆุ(Υྫ))
1,341,046 1,341,046 1.46% 1.79% April 27, 2027
Chongqing Yuanhong Private
Equity Investment Fund
Partnership Enterprise (Limited
Partnership) (ٰ
ΥྫΆุ(Υ
ྫ))
590,692 590,692 0.64% 0.79% April 27, 2027
Nanjing Jiangbei Jiakang
Technology Venture Capital
Partnership (Limited
Partnership) (߅
Ҧ௴ุҳ༟ΥྫΆุ)
1,860,674 1,860,674 2.02% 2.49% April 27, 2027
--- page 17 ---
17
Name
Number of
Shares held in
the Company
subject to
lock-up
undertakings
upon Listing
Number of H
Shares held in
the Company
subject to
lock-up
undertakings
upon Listing
% of total
issued Shares
after the Global
Offering
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
% of total
issued H shares
after the Global
Offering
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
Last day subject
to the lock-up
undertakings
CICC Culture and Consumption
Industry Equity Investment
Fund (Xiamen) Partnership
(Limited Partnership) (˖
ږ(ข
ژ)ΥྫΆุ)
1,686,673 1,686,673 1.83% 2.26% April 27, 2027
Nanjing Heli Guoxin
Zhixin Equity Investment
Partnership Enterprise (Limited
Partnership) (౽
ᛆҳ༟ΥྫΆุ)
1,676,817 1,676,817 1.82% 2.24% April 27, 2027
Vertex Ventures China IV, L.P. 1,619,264 1,619,264 1.76% 2.17% April 27, 2027
Guanzi Equity Investment
(Lishui) Partnership Enterprise
(Limited Partnership) (ٰ
ᛆҳ༟(ᘆ˥)ΥྫΆุ)
1,596,598 1,596,598 1.74% 2.14% April 27, 2027
P7 China Holdings PCC
Limited (acting solely in
respect of the P7CH Direct P7 I
cell)
1,596,598 1,596,598 1.74% 2.14% April 27, 2027
Gongqingcheng Yachang
Chenning Equity Investment
Partnership Enterprise (Limited
Partnership) (ԕᓠ
ᛆҳ༟ΥྫΆุ(Υྫ))
344,880 0 0.37% 0.46% April 27, 2027
Gongqingcheng Yachang
Hongshuo Equity Investment
Partnership Enterprise (Limited
Partnership) (҃
ᛆҳ༟ΥྫΆุ(Υ
ྫ))
344,880 0 0.37% 0.46% April 27, 2027
--- page 18 ---
18
Name
Number of
Shares held in
the Company
subject to
lock-up
undertakings
upon Listing
Number of H
Shares held in
the Company
subject to
lock-up
undertakings
upon Listing
% of total
issued Shares
after the Global
Offering
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
% of total
issued H shares
after the Global
Offering
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
Last day subject
to the lock-up
undertakings
Jiangsu Qianquan Yuanhe
Origin Intelligence No. 3
Venture Capital Partnership
Enterprise (Limited
Partnership) (ࡡ
ᓃ౽ঐɧ໮௴ุҳ༟ΥྫΆ
ุ(Υྫ))
1,195,098 1,195,098 1.30% 1.60% April 27, 2027
Shanghai Sci-Tech
Innovation Center Capital
Fund I Partnership (Limited
Partnership) (௴ʕːఠ
ΥྫΆุ(Ϟ
Υྫ))
1,089,826 544,913 1.19% 1.46% April 27, 2027
Shanghai Pudong Pilot Zone
Investment Fund (Limited
Partnership) (ˏჯਜ
ҳ༟ʕː(Υྫ))
1,002,216 1,002,216 1.09% 1.34% April 27, 2027
FreeS International Holdings
(Hong Kong) Limited
812,609 812,609 0.88% 1.09% April 27, 2027
Beijing Biwei Original
Innovation Consulting Center
(L.P.) (Άุ၍
ଣʕː(Υྫ))
791,028 791,028 0.86% 1.06% April 27, 2027
Wuhan Changfei Science
and Technology Innovation
Industry Fund Partnership
Enterprise (Limited
Partnership) (௴ପ
ΥྫΆุ(Υྫ))
706,954 141,390 0.77% 0.95% April 27, 2027
Pi Holdings Limited 607,223 607,223 0.66% 0.81% April 27, 2027
Zhen Partners IV (HK) Limited 485,821 485,821 0.53% 0.65% April 27, 2027
Ginkgo Capital Global Fund
SPC-XtalPi AI Fund SP
286,196 286,196 0.31% 0.38% April 27, 2027
--- page 19 ---
19
Name
Number of
Shares held in
the Company
subject to
lock-up
undertakings
upon Listing
Number of H
Shares held in
the Company
subject to
lock-up
undertakings
upon Listing
% of total
issued Shares
after the Global
Offering
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
% of total
issued H shares
after the Global
Offering
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
Last day subject
to the lock-up
undertakings
Shenzhen Shengxingyu
Investment Partnership
Enterprise (Limited Partnership
(ଉέସҾ◔ҳ༟ΥྫΆุ(Ϟ
Υྫ)
198,016 198,016 0.22% 0.26% April 27, 2027
Morningside TMT Holding IV
Limited
434,223 434,223 0.47% 0.58% April 27, 2027
JIANGSU HOTLAND
INTELLIGENT VENTURE
INVESTMENT FUND (L.P.)
(ɺ౽ঐ௴ุҳ༟
ږ(Υྫ))
210,551 210,551 0.23% 0.28% April 27, 2027
Shenzhen Capital Group Co.,
Ltd (ଉέ̹௴อҳ༟ණྠϞ
ʮ̡)
210,551 210,551 0.23% 0.28% April 27, 2027
China Merchants Venture
Capital Fund, L.P. (ਠ҅௴
Υྫ)
404,816 404,816 0.44% 0.54% April 27, 2027
Shaanxi Chuangfa Chuangxing
Photon Venture Capital
Partnership Enterprise (Limited
Partnership) (Έ
ɿ௴ุҳ༟ΥྫΆุ(Υ
ྫ))
399,149 0 0.43% 0.53%
Newlight Fund I LP 117,701 117,701 0.13% 0.16% April 27, 2027
Shenzhen Dezhixi Information
Consulting Co., LTD (ଉέ̹
ʮ̡)
334,379 334,379 0.36% 0.45% April 27, 2027
Tai You Fund I, LP 250,784 250,784 0.27% 0.34% April 27, 2027
--- page 20 ---
20
Cornerstone Investors
Name
Number of Shares held in
the Company subject to
lock-up undertakings
upon Listing
% of total issued Shares
after the Global Offering
upon Listing (assuming
the Over-allotment
Option is not exercised)
Last day subject
to the lock-up
undertakings (Note 1)
Alibaba Investment 1,111,680 1.21% October 27, 2026
GIC 855,135 0.93% October 27, 2026
Baillie Gifford 641,355 0.70% October 27, 2026
BlackRock 641,355 0.70% October 27, 2026
Fidelity International 641,355 0.70% October 27, 2026
Schroders 641,355 0.70% October 27, 2026
Temasek 641,355 0.70% October 27, 2026
CM Shanghai Fund 624,240 0.68% October 27, 2026
HHLRA FUNDS 427,560 0.46% October 27, 2026
UBS AM 427,560 0.46% October 27, 2026
3W Fund 427,560 0.46% October 27, 2026
Aspex 427,560 0.46% October 27, 2026
CPE Fir 213,780 0.23% October 27, 2026
Greenwoods 213,765 0.23% October 27, 2026
GF Fund 213,765 0.23% October 27, 2026
Lenovo 213,780 0.23% October 27, 2026
Mirae Asset Securities HK 213,780 0.23% October 27, 2026
ZTE HK 183,855 0.20% October 27, 2026
ICBC Wealth 106,890 0.12% October 27, 2026
Ping An AM 106,890 0.12% October 27, 2026
Note:
1. In accordance with the relevant cornerstone investment agreements, the required lock-up periods will
end on October 27, 2026. The Cornerstone Investors will cease to be prohibited from disposing of or
transferring the H Shares subscribed for pursuant to the relevant cornerstone investment agreements
after the indicated date.
--- page 21 ---
21
PLACEE CONCENTRATION ANALYSIS
Shareholders
Number of H
Shares allotted
Allotment as %
of International
Offering
(assuming the
Over-allotment
Option is not
exercised)
Allotment as %
of International
Offering
(assuming the
Over-allotment
Option is fully
exercised)
Allotment as % of
total Offer Shares
(assuming the
Over-allotment
Option is not
exercised)
Allotment as % of
total Offer Shares
(assuming the
Over-allotment
Option is fully
exercised)
Number of Shares
held upon Listing
% of total issued
share capital upon
Listing (assuming
the Over-allotment
Option is not
exercised)
% of total issued
share capital upon
Listing (assuming
the Over-allotment
Option is fully
exercised)
Top 1 1,111,680 10.07% 8.48% 8.06% 7.01% 1,111,680 1.21% 1.18%
Top 5 4,146,795 37.57% 31.64% 30.06% 26.14% 9,552,628 10.39% 10.16%
Top 10 6,925,980 62.76% 52.85% 50.21% 43.66% 12,331,813 13.41% 13.11%
Top 25 10,716,825 97.11% 81.77% 77.69% 67.55% 17,809,331 19.36% 18.94%
Notes
* Ranking of placees is based on the number of H Shares allotted to the placees.
--- page 22 ---
22
H SHAREHOLDERS CONCENTRATION ANALYSIS
Shareholders
Number of H
Shares allotted
Allotment as %
of International
Offering
(assuming the
Over-allotment
Option is not
exercised)
Allotment as %
of International
Offering
(assuming the
Over-allotment
Option is fully
exercised)
Allotment
as % of total
Offer Shares
(assuming the
Over-allotment
Option is not
exercised)
Allotment
as % of total
Offer Shares
(assuming the
Over-allotment
Option is fully
exercised)
Number of H
Shares held
upon Listing
% of total issued
H share capital
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
% of total issued
H share capital
upon Listing
(assuming the
Over-allotment
Option is fully
exercised)
% of total issued
share capital
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
% of total issued
share capital
upon Listing
(assuming the
Over-allotment
Option is fully
exercised)
Top 1 897,270 8.13% 6.85% 6.50% 5.66% 6,303,103 8.43% 8.20% 6.85% 6.70%
Top 5 902,715 8.18% 6.89% 6.54% 5.69% 22,390,235 29.94% 29.13% 24.35% 23.81%
Top 10 930,000 8.43% 7.10% 6.74% 5.86% 36,611,570 48.96% 47.64% 39.81% 38.93%
Top 25 3,165,000 28.68% 24.15% 22.94% 19.95% 60,469,430 80.86% 78.68% 65.75% 64.30%
Notes
* Ranking of H Shareholders is based on the number of H Shares held by the H Shareholders upon Listing.
--- page 23 ---
23
SHAREHOLDER CONCENTRATION ANALYSIS
Shareholders
Number of H
Shares allotted
Allotment as %
of International
Offering
(assuming the
Over-allotment
Option is not
exercised)
Allotment as %
of International
Offering
(assuming the
Over-allotment
Option is fully
exercised)
Allotment as
% of total
Offer Shares
(assuming the
Over-allotment
Option is not
exercised)
Allotment as
% of total
Offer Shares
(assuming the
Over-allotment
Option is fully
exercised)
Number of H
Shares held
upon Listing
Number of
Shares held
upon Listing
% of total
issued share
capital upon
Listing
(assuming the
Over-allotment
Option is not
exercised)
% of total
issued share
capital upon
Listing
(assuming the
Over-allotment
Option is fully
exercised)
Top 1 0 0.00% 0.00% 0.00% 0.00% 4,291,729 8,583,458 9.33% 9.13%
Top 5 897,270 8.13% 6.85% 6.50% 5.66% 20,294,347 29,935,534 32.55% 31.83%
Top 10 930,000 8.43% 7.10% 6.74% 5.86% 35,690,464 49,010,643 53.29% 52.12%
Top 25 3,166,275 28.69% 24.16% 22.95% 19.96% 59,679,677 75,212,005 81.78% 79.98%
Notes
* Ranking of Shareholders is based on the number of Shares (of all classes) held by the Shareholder upon Listing.
--- page 24 ---
24
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
Number
of H Shares
applied for
Number
of valid
applications Basis of allocation/ballot
Approximate
percentage
allotted of the
total number of
H Shares applied
for
15 82,860 4,972 out of 82,860 applicants to receive 15 H Shares 6.00%
30 12,417 980 out of 12,417 applicants to receive 15 H Shares 3.95%
45 16,761 1,553 out of 16,761 applicants to receive 15 H Shares 3.09%
60 7,852 815 out of 7,852 applicants to receive 15 H Shares 2.59%
75 6,697 759 out of 6,697 applicants to receive 15 H Shares 2.27%
90 4,552 555 out of 4,552 applicants to receive 15 H Shares 2.03%
105 5,048 654 out of 5,048 applicants to receive 15 H Shares 1.85%
120 4,379 598 out of 4,379 applicants to receive 15 H Shares 1.71%
135 5,773 826 out of 5,773 applicants to receive 15 H Shares 1.59%
150 31,668 4,719 out of 31,668 applicants to receive 15 H Shares 1.49%
300 17,279 3,386 out of 17,279 applicants to receive 15 H Shares 0.98%
450 14,545 3,345 out of 14,545 applicants to receive 15 H Shares 0.77%
600 8,675 2,235 out of 8,675 applicants to receive 15 H Shares 0.64%
750 6,109 1,719 out of 6,109 applicants to receive 15 H Shares 0.56%
900 5,050 1,528 out of 5,050 applicants to receive 15 H Shares 0.50%
1,050 5,423 1,743 out of 5,423 applicants to receive 15 H Shares 0.46%
1,200 4,399 1,491 out of 4,399 applicants to receive 15 H Shares 0.42%
1,350 3,595 1,276 out of 3,595 applicants to receive 15 H Shares 0.39%
1,500 21,700 8,030 out of 21,700 applicants to receive 15 H Shares 0.37%
3,000 14,021 6,822 out of 14,021 applicants to receive 15 H Shares 0.24%
4,500 9,899 5,653 out of 9,899 applicants to receive 15 H Shares 0.19%
6,000 7,080 4,530 out of 7,080 applicants to receive 15 H Shares 0.16%
7,500 5,212 3,642 out of 5,212 applicants to receive 15 H Shares 0.14%
9,000 4,245 3,188 out of 4,245 applicants to receive 15 H Shares 0.13%
10,500 3,752 2,995 out of 3,752 applicants to receive 15 H Shares 0.11%
12,000 3,342 2,812 out of 3,342 applicants to receive 15 H Shares 0.11%
13,500 2,528 2,229 out of 2,528 applicants to receive 15 H Shares 0.10%
15,000 20,584 18,914 out of 20,584 applicants to receive 15 H Shares 0.09%
Total 335,445 Total number of Pool A successful applicants: 91,969
--- page 25 ---
25
Pool B
Number
of H Shares
applied for
Number
of valid
applications Basis of allocation/ballot
Approximate
percentage
allotted of the
total number of
H Shares applied
for
30,000 17,593 15 H Shares plus 10,556 out of 17,593 applicants to receive an additional 15 H Shares 0.08%
45,000 6,630 15 H Shares plus 5,854 out of 6,630 applicants to receive an additional 15 H Shares 0.06%
60,000 4,064 30 H Shares 0.05%
75,000 2,732 30 H Shares plus 852 out of 2,732 applicants to receive an additional 15 H Shares 0.05%
90,000 2,039 30 H Shares plus 1,130 out of 2,039 applicants to receive an additional 15 H Shares 0.04%
105,000 1,493 30 H Shares plus 1,090 out of 1,493 applicants to receive an additional 15 H Shares 0.04%
120,000 1,211 30 H Shares plus 1,066 out of 1,211 applicants to receive an additional 15 H Shares 0.04%
135,000 804 30 H Shares plus 746 out of 804 applicants to receive an additional 15 H Shares 0.03%
150,000 3,367 45 H Shares 0.03%
300,000 692 60 H Shares 0.02%
344,880 2,015 60 H Shares plus 836 out of 2,015 applicants to receive an additional 15 H Shares 0.02%
Total 42,640 Total number of Pool B successful applicants: 42,640
--- page 26 ---
26
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 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 them was the same as the final Offer Price in addition to any
brokerage, AFRC transaction levy, SFC transaction levy and trading fee payable.
The Directors and the Overall Coordinators confirm that at least 50% of the total number of
the Offer Shares have been allocated to and taken up by independent price setting investors
in compliance with Rule 18C.08 of the Listing Rules.
The Directors further confirm that at least 20% of the issued share capital of the Company
will be held by sophisticated independent investors at the time of Listing in compliance with
Chapter 2.5 of the Guide for New Listing Applicants.
OTHERS/ADDITIONAL INFORMATION
Reallocation
As the Hong Kong Public Offering has been oversubscribed 50 times or more, the
reallocation as described in the section headed “Structure of the Global Offering — The
Hong Kong Public Offering — Reallocation” of the Prospectus has been applied.
As a result of the above, the final number of Offer Shares under the Hong Kong Public
Offering is adjusted to 2,759,055 Shares, representing approximately 20.00% of the total
number of Offer Shares available under the Global Offering (assuming the Over-allotment
Option is not exercised), and the final number of Offer Shares under the International
Offering is adjusted to 11,036,160 Shares, representing approximately 80.00% of the total
number of Offer Shares under the Global Offering (assuming the Over-allotment Option is
not exercised).
--- page 27 ---
27
Placing to the existing shareholders and/or their close associates with a prior waiver
under Rule 10.04 of the Listing Rules and consent under paragraph 1C(2) of the
Placing Guidelines
The Company has applied for a waiver under Rule 10.04 of the Listing Rules and a
consent under paragraph 1C(2) of Appendix F1 to the Listing Rules, to permit the existing
shareholders and/or its close associates to participate as either cornerstone investors or
placees in the Global Offering to subscribe for the Offer Shares to be issued by the Company
under the International Offering (together, the “ Existing Shareholder Participants ”).
The Stock Exchange has agreed to grant the requested waiver and consent subject to the
conditions that:
(a) the allocation to the Existing Shareholder Participants will not affect the Companys
ability to satisfy its public float requirement under Rule 8.08(1) (as amended and
replaced by Rule 19A.13A) and 18C.08 of the Listing Rules;
(b) the Company and the Joint Sponsors confirm that no preferential treatment has been,
nor will be directly or indirectly, given to the Existing Shareholder Participants as
cornerstone investors or placees by virtue of their relationship with the Company in
any allocation in the Global Offering, other than the preferential treatment of assured
entitlement under the cornerstone investment at the Offer Price and the terms are
substantially the same as other cornerstone investors; and
(c) details of the subscription of the Offer Shares by the Existing Shareholder Participants
as cornerstone investors or placees under the Global Offering have been disclosed
in the Prospectus, and details of the allocation are disclosed in this allotment results
announcement of the Company.
For details of the allocations of Offer Shares to such Existing Shareholder Participants,
please refer to the section headed “Allotment Results Details — International Offering —
Allotees with Waivers/Consents Obtained” in this announcement.
Placing to connected clients with a prior consent under paragraph 1C(1) of the Placing
Guidelines
Under the International Offering, certain Offer Shares were placed to connected clients of
their connected distributors pursuant to the Placing Guidelines.
The Company has applied to the Stock Exchange for, and the Stock Exchange has granted, a
consent under paragraph 1C(1) of the Placing Guidelines to permit the Company to allocate
such Offer Shares in the International Offering to the connected clients. The allocation of
Offer Shares to such connected clients is in compliance with all the conditions under the
consent granted by the Stock Exchange. Details of the placement to connected clients are set
out below:
--- page 28 ---
28
No. Connected Distributor Connected Client
Relationship with the
Connected Distributor
Identities of the
ultimate beneficial
owners of the Offer
Shares or, where
applicable, details
of the structured
products under which
the subscription by
the Connected Client
was made (e.g. OTC
total return swaps)
Whether the
Connected Client
is a collective
investment scheme
which is not
authorised by the
SFC or is expected
to hold the Offer
Shares on behalf of
such scheme
Number of Offer
Shares allocated to the
connected client
Approximate
percentage of total
number of Offer Shares
under the Global
Offering (assuming no
exercise of the Over-
allotment Option)
Approximate
percentage of total
issued share capital
after the Global
Offering (assuming no
exercise of the Over-
allotment Option)
Part A — Connected Client holding the beneficial interest of the Offer Shares on a non-discretionary basis on behalf of independent third parties
1. China International Capital
Corporation Hong Kong Securities
Limited (“CICCHKS”)
CICC Financial Trading
Limited (“CICC FT”)
CICC FT is a member
of the same group of
companies as CICCHKS
Please refer to Note 1 No 9,120 0.07% 0.01%
2. Haitong International Securities
Company Limited (“HTI”) and
Guotai Junan Securities (Hong
Kong) Limited (“GTJAS”)
Guotai Junan Investments
(Hong Kong) Limited
(“GTJAI”)
GTJAI is a member of the
same group of companies
as HTI and GTJAS
Please refer to Note 2 No 2,115 0.02% 0.002%
3. CITIC Brokerage HK CITIC Securities
International Capital
Management Limited
(“CSI Capital”)
CSI Capital is a member
of the same group of
companies as CITIC
Brokerage HK
Please refer to Note 3 No 105 0.0008% 0.0001%
4. Huatai Financial Holdings (Hong
Kong) Limited (“HTFH”)
Huatai Capital Investment
Limited (“HTCI”)
HTCI is a member of the
same group of companies
as HTFH.
Please refer to Note 4 No 42,750 0.31% 0.05%
5. China Galaxy International
Securities (Hong Kong) Co.,
Limited (“CGIS”)
China Galaxy International
Investment Company
Limited (“CGII”)
CGII is a member of the
same group of companies
as CGIS
Please refer to Note 5 No 210 0.002% 0.0002%
--- page 29 ---
29
Notes:
1. CICC FT and China International Capital Corporation Limited will enter into a series of cross border delta-one OTC swap transactions (the “OTC Swaps”)
with each other and the ultimate clients (the “CICC FT Ultimate Clients”), pursuant to which CICC FT will hold the Offer Shares on a non-discretionary
basis to hedge the OTC Swaps while the economic risks and returns of the underlying Offer Shares are passed to the CICC FT Ultimate Clients, subject to
customary fees and commissions. The OTC Swaps will be fully funded by the CICC FT Ultimate Clients. During the terms of the OTC Swaps, all economic
returns of the Offer Shares subscribed by CICC FT will be passed to the CICC FT Ultimate Clients and all economic loss shall be borne by the CICC FT
Ultimate Clients through the OTC Swaps, and CICC FT will not take part in any economic return or bear any economic loss in relation to the Offer Shares.
The OTC Swaps are linked to the Offer Shares and the CICC FT Ultimate Clients may request CICC FT to redeem it at their own discretion, upon which
CICC FT shall dispose of the Offer Shares and settle OTC Swaps in cash in accordance with the terms and conditions of the OTC Swap. Despite that CICC
FT will hold the legal title of the Offer Shares by itself, it will not exercise the voting rights attaching to the relevant Offer Shares during the terms of the OTC
Swaps according to its internal policy. To the best knowledge, information and belief of CICC FT after due enquiry, the CICC FT Ultimate Clients for purpose
of this placee subscription include: (i) Wangzheng Gongying No. 17 Private Equity Investment Fund (ૐ͍΍ᙊ17ږmanaged by
Shenzhen Wangzheng Asset Management Co., Ltd. (ʮ̡), whose ultimate beneficial owner holding 30% or more interest is Qu Qin;
(ii) Wangzheng Jingqi Hanye Jingxuan Private Equity Investment Fund (ږwhose ultimate beneficial owner holding
30% or more interest is Qu Qin; (iii) Yuanle Chengqiangye Private Equity Investment Fund (ږwhose ultimate beneficial
owners holding 30% or more interest are Zeng Xiaojie and Hu Caiyang; (iv) Hengde Yuanzhi Tianli No.3 Private Equity Investment Fund (૴л3໮
ږHengde Jinze No. E49 Private Equity Investment Fund (ዣE49ږand Hengde Yuanzhi Tianli No.7 Private
Equity Investment Fund (૴л7ږfor each of which no ultimate beneficial owner holds 30% or more interest; (v) Pinpoint
Multi-Strategy Master Fund, whose ultimate beneficial owner holding 30% or more interest is Wang Qiang; (vi) Pinpoint China Fund, whose ultimate
beneficial owner holding 30% or more interest is Wang Qiang; (vii) Yiyuan Zhizhen No.1 Private Equity Investment Fund (ጲ1ږ ,)
whose ultimate beneficial owner holding 30% or more interest is Yang Yucheng; (viii) Yiyuan Canghai No.1 Private Equity Investment Fund (ᰔჃ๡ऎ1໮ӷ
ږfor which no ultimate beneficial owner holds 30% or more interest; and (ix) Gaoyi Renhao Jingxuan Chengze Private Equity Investment
Fund (ږGaoyi Qingrui No.6 Ruixing Fund (৷ᆇᅅ๿6ږGaoyi Qingrui Zhenxuan Fengyuan Private
Equity Fund (ږGaoyi Qingrui Jingxuan Ruixiang Convertible Multi-strategy Private Fund (৷ᆇᅅ๿ၚ፯๿ୂ̙ᔷවεഄ
ږand Gaoyi Liwei Selected Weishi Fund (ږfor each of which no ultimate beneficial owner holds 30% or more interest.
To the best of CICC FTs knowledge having made all reasonable inquiries, each of the CICC FT Ultimate Clients is an independent third party of CICC FT,
CICCHKS and the companies which are members of the same group of companies as CICCHKS.
--- page 30 ---
30
2. HTI is the Sponsor-Overall Coordinator and GTJAS is a distributor in connection with the Global Offering. GTJAI shall hold the Offer Shares for hedging
purpose as the single underlying asset of several sets of back-to-back total return swap transaction (the “GTHT Back-to-back TRS”) to be entered into
between GTJAI and Guotai Haitong Securities Co., Ltd. (the “GTHT Onshore Parent”) in connection with several total return swap orders (the “GTHT
Client TRS”) to be entered into by GTHT Onshore Parent and several ultimate clients (the “GTHT Onshore Ultimate Clients”), respectively. Such GTHT
Client TRS is to be fully funded by the GTHT Onshore Ultimate Clients. GTJAI will hold the Offer Shares on a non-discretionary basis for the purpose of
hedging the economic exposure under the GTHT Back-to-back TRS and GTHT Client TRS only, During the tenor of the GTHT Client TRS, all economic
returns of the Offer Shares will be passed to the GTHT Onshore Ultimate Clients and all economic losses shall be borne by the GTHT Onshore Ultimate
Clients, subject to the terms and conditions of the GTHT Back-to-back TRS and GTHT Client TRS, and GTJAI will not take part in any economic return or
bear any economic loss in relation to the price of the Offer Shares. The GTHT Onshore Ultimate Clients may request to redeem the Offer Shares at their own
discretion, upon which GTJAI shall dispose of the Offer Shares and settle the GTHT Back-to-back TRS and GTHT Client TRS in cash in accordance with the
terms and conditions of the GTHT Back-to-back TRS and GTHT Client TRS documents. Due to its internal policy, GTJAI will not exercise the voting right
attaching to the Offer Shares during the tenor of the GTHT Back-to-back TRS and GTHT Client TRS.
To the best knowledge, information and belief of GTJAI after due enquiry, the GTHT Onshore Ultimate Clients for purpose of this placee subscription include,
to the best knowledge, information and belief of GTJAI after due enquiry: (i) Lingding No.3 Private Securities Investment Fund (௟ɧ໮ӷ෍ᗇՎҳ༟ਿ
ږwhose ultimate beneficial owner holding 30% or more interest is Xiong Nawei; (ii) Shidaigongying1 Private Equity Investment Fund (˾΍ᙊ1໮ӷ
ږwhose ultimate beneficial owner holding 30% or more interest is Han Guangyong; (iii) Casstar Technology Venture Capital Co., Ltd. (ʕ
ʮ̡), whose ultimate beneficial owner holding 30% or more interest is Mi Lei; (iv) Zhonghe Capital Cultivation 8 Private Securities
Investment Fund (ʕձ༟͉ঁঀ8ږand Zhonghe Capital Cultivation 810 Private Securities Investment Fund (ʕձ༟͉ঁঀ810໮ӷ
ږwhose ultimate beneficial owner holding 30% or more interest in each of them is Zhang Jingting; (v) Weining Jujiao Private Securities
Investment Fund (ږwhose ultimate beneficial owner holding 30% or more interest is Wang Zhangyi; (vi) Weining Qihang No.
3 Private Securities Investment Fund (ሊྐྵ઼ঘ3ږwhose ultimate beneficial owner holding 30% or more interest is Ling Chao; (vii)
Tongyi Anxin No.2 Private Securities Investment Fund (τ㒥2ږwhose ultimate beneficial owner holding 30% or more interest is
Huang Shilin; (viii) Tongyi Taoli No.1 Private Securities Investment Fund (ҽ1ږwhose ultimate beneficial owner holding 30%
or more interest is Wang Jing; and (ix) Tongyi Taoli No.10 Private Securities Investment Fund (ҽ10ږfor which no ultimate
beneficial owner holds 30% or more interest.
--- page 31 ---
31
To the best knowledge of GTJAI and after making all reasonable enquiries, (i) GTJAI has confirmed that, to the best of their knowledge, each of the
GTHT Onshore Ultimate Clients and the ultimate beneficial owners holding 30% or more interest of the GTHT Onshore Ultimate Clients listed above is
an independent third party of GTJAI, HTI, GTJAS and the companies which are members of the same group of companies as HTI, and (ii) GTJAI is not a
collective investment scheme which is not authorised by the SFC nor is expected to hold the Offer Shares on behalf of such scheme.
3. CSI Capital proposes to subscribe for and hold the Offer Shares as a placee under the International Offering on behalf of CSI Ultimate Clients, each of them is
an independent third party, on a non-discretionary basis, pursuant to which:
(i) CSI Capital will act as the single counterparty of a back-to-back total return swap transaction (the “CSI Capital Back-to-back TRS”) to be entered
into by it in connection with a total return swap order (the “CSI Capital Client TRS”) placed and fully funded by the CSI Capital Ultimate Clients, by
which CSI Capital will pass the full economic exposure of the Offer Shares placed to CSI Capital to the CSI Capital Ultimate Clients.
(ii) As confirmed by CSI Capital and CITIC Brokerage HK, CSI Capital will hold the legal title and beneficial interest in the Offer Shares, but will
contractually agree to pass on the full economic exposure and return of the Offer Shares to the CSI Capital Ultimate Clients, on a non-discretionary
basis. The CSI Capital Ultimate Clients may exercise their early termination rights to terminate the CSI Capital Client TRS at any time.
(iii) Upon the final maturity or termination of the CSI Capital Client TRS by the CSI Capital Ultimate Clients, CSI Capital will dispose of the Offer Shares
on the secondary market and the CSI Capital Ultimate Clients will receive a final termination amount of the CSI Capital Back-to-back TRS which will
have taken into account all the economic returns or economic loss in relation to the Offer Shares and the fixed amount of transaction fees of the CSI
Capital Back-to-back TRS and the CSI Capital Client TRS. Due to its internal policy, CSI Capital will not exercise the voting right of the Offer Shares
during the terms of the CSI Capital Back-to-back TRS.
To the best knowledge, information and belief of CSI Capital after due enquiry, the CSI Capital Ultimate Clients for purpose of this placee subscription
include, to the best knowledge, information and belief of CSI Capital after due enquiry: (i) HY Capital Company Limited, whose ultimate beneficial owners
holding 30% or more interest are Xia Hui and Lu Ang; and (ii) Shanghai Panjing Investment Management Centre (Limited Partnership) (ɪऎᆵԯҳ༟၍ଣ
ʕː(Υྫ)), whose ultimate beneficial owner holding 30% or more interest is Zhuang Tao.
CSI Capital has confirmed that, to the best of their knowledge and after making all reasonable enquiries, each of the CSI Capital Ultimate Clients and the
respective ultimate beneficial owners is an independent third party of CSI Capital, CITIC Brokerage HK and the companies which are members of the same
group of companies as CITIC Brokerage HK.
--- page 32 ---
32
4. PRC investors are currently not permitted under applicable PRC laws to participate directly in initial public offerings (“IPOs”) in Hong Kong. However, PRC
investors are permitted to invest in products issued by appropriate domestic securities firms licensed to undertake cross-border derivatives trading activities.
In connection with such products, the licensed domestic securities firms, through their Hong Kong affiliates, may participate in Hong Kong IPOs either as
placees or cornerstone investors (the “Cross-border Derivatives Trading Regime”).
Huatai Securities Co., Ltd. (“Huatai Securities”), the shares of which are listed on both the Shanghai Stock Exchange (stock code: 601688) and the Stock
Exchange (stock code: 6886), is one of the domestic securities firms licensed to undertake cross-border derivatives trading activities. Huatai Securities entered
into an ISDA agreement (the “ISDA Agreement”) with its indirectly wholly-owned subsidiary, HTCI to set out the principal terms of any future total return
swap between Huatai Securities and HTCI.
HTFH is a distributor in connection with the Global Offering. Pursuant to the ISDA Agreement, HTCI, which intends to participate in the Global Offering
as a placee, will hold the beneficial interest of the Offer Shares on a non-discretionary basis as the single underlying holder under a back-to-back total return
swap (the “Back-to-back TRS”) to be entered by HTCI in connection with a Client TRS (as defined below) placed by and fully funded (i.e. with no financing
provided by HTCI) by the Huatai Onshore Ultimate Client (as defined below), by which, HTCI will, subject to customary fees and commissions, pass the full
economic exposure of the Offer Shares ultimately to the Huatai Onshore Ultimate Client, which in effect, HTCI will hold the beneficial interest of the Offer
Shares on behalf of the Huatai Onshore Ultimate Client. HTFH and HTCI are indirectly wholly-owned subsidiaries of Huatai Securities. Accordingly, HTCI is
considered as a “connected client” of HTFH pursuant to paragraph 1B(7) of the Placing Guidelines.
Pursuant to the Cross-border Derivatives Trading Regime, the onshore investor (the “Huatai Onshore Ultimate Client”) cannot directly subscribe for the
Offer Shares but may invest in derivative products issued by domestic securities firms licenced to undertake cross-border derivatives trading activities, such
as Huatai Securities, with the Offer Shares as the underlying assets. Instead of directly subscribing for the Offer Shares, each of the Huatai Onshore Ultimate
Client, through its investment manager, will place a total return swap order (the “Client TRS”) with Huatai Securities in connection with the Companys IPO
and Huatai Securities will place a Back-to-back TRS order to HTCI on the terms of the ISDA Agreement. In order to hedge its exposure under the Back-to-
back TRS, HTCI participates in the Companys IPO and subscribes the Offer Shares through placing order with HTFH during the International Offering. The
Huatai Onshore Ultimate Client for purpose of this placee subscription include the investment fund.
To the best of HTCIs knowledge and after making all reasonable enquiries, the Huatai Onshore Ultimate Client is an independent third party of HTCI, HTFH
and the companies which are members of the same group of HTCI.
The purpose of HTCI to subscribe for the Offer Shares is for hedging the Back-to-back TRS in connection with the Client TRS order placed by the Huatai
Onshore Ultimate Client. Pursuant to the terms of the contracts of the Back-to-back TRS and the Client TRS, during the tenor of the Back-to-back TRS and
the Client TRS, subject to customary fees and commissions, all economic returns of the Offer Shares will be ultimately passed to the Huatai Onshore Ultimate
Client through the Back-to-back TRS and the Client TRS and all economic loss shall be ultimately borne by the Huatai Onshore Ultimate Client. HTCI will
not take any economic return or bear any economic loss in relation to the Offer Shares.
--- page 33 ---
33
Investment in the Back-to-back TRS and the Client TRS is similar to the investment in a qualified domestic institutional investor fund (“QDII”) in the way
that the Huatai Onshore Ultimate Client would reap all the economic benefits of the underlying Offer Shares, except that a QDII fund would pass through the
exchange rate exposure on both the notional value of the investment and the profit and loss of the investment. In contrast, the profit and loss of the Back-to-
back TRS and the Client TRS factor into account the fluctuation in RMB exchange rate upon termination of the Client TRS by converting the profit and loss
using the current exchange rate at the time of termination. As such, the Huatai Onshore Ultimate Client would bear the exchange rate exposure of the profit
and loss on settlement date.
The Huatai Onshore Ultimate Client may exercise an early termination right to terminate the Client TRS at any time from the issue date of the Client TRS
which should be on or after the date on which the Offer Shares are listed on the Stock Exchange at its own discretion. Upon the termination upon maturity
or early termination of the Client TRS by the Huatai Onshore Ultimate Client, HTCI will dispose the Offer Shares on the secondary market and the Huatai
Onshore Ultimate Client will receive a final settlement amount in cash in accordance with the terms and conditions of the Back-to-back TRS and the Client
TRS which should have taken into account all the economic returns or economic loss in relation to the Offer Shares. If upon the maturity of the Client TRS,
the Huatai Onshore Ultimate Client intends to extend the investment period, subject to further agreement between Huatai Securities and the relevant Huatai
Onshore Ultimate Client, the term of the Client TRS could be extended by way of a new issuance or a tenor extension. Accordingly, Huatai Securities will
extend the term of the Back-to-back TRS by way of a new issuance or a tenor extension.
It is proposed that HTCI will hold the legal title and the voting right of the Offer Shares by itself, and pass through the economic exposure to the Huatai
Onshore Ultimate Client, each being an onshore client who places a Client TRS order with Huatai Securities in connection with the IPO of the Company.
HTCI will not exercise the voting right of the Offer Shares during the tenor of the Back-to-back TRS.
During the life of the Client TRS and Back-to-back TRS, HTCI may continue to hold the Offer Shares in its custodian account, or to hold some or all of the
Offer Shares in a prime brokerage account for stock borrowing purposes, where HTCI will lend out its holding of underlying Offer Shares in the form of stock
borrowing loans consistent with market practice to lower its finance costs, provided that HTCI has the ability to call back the Offer Shares on loan at any time
in order to satisfy its obligations under the Back-to-back TRS to ensure the economic interests are ultimately passed to the Huatai Onshore Ultimate Client.
The Huatai Onshore Ultimate Client for purpose of this placing subscription includes Daohe Chengguang Private Securities Investment Fund (Έӷ෍
ږwhose ultimate beneficial owner holding 30% or more interest is Zhong Shanshan.
--- page 34 ---
34
5. CGII and China Galaxy Securities (“CGS”) will enter into a series of cross border total return swap (TRS) transactions (collectively, the “CGII TRS”) with
each other and the ultimate clients (“CGII Ultimate Clients”), pursuant to which CGII will hold the Offer Shares on a non-discretionary basis to hedge the
CGII TRS while the economic risks and returns of the underlying Offer Shares are ultimately borne by the CGII Ultimate Clients, subject to customary fees
and commissions. The CGII TRS will be fully funded by the CGII Ultimate Clients. During the terms of the CGII TRS, all economic returns of the Offer
Shares subscribed by CGII will be passed to CGII Ultimate Clients and all economic loss shall be borne by CGII Ultimate Clients through the CGII TRS,
and CGII will not take part in any economic return or bear any economic loss in relation to the Offer Shares. The CGII TRS are linked to the Offer Shares
and CGII Ultimate Clients may, after expiration of the lock-up period beginning from the date of the relevant cornerstone agreements and ending on the date
which is six months from the Listing Date, request to early terminate the CGII TRS at its own discretion, upon which CGII may dispose of the Offer Shares on
the secondary market and CGII Ultimate Clients will receive a final settlement amount of the CGII TRS in cash in accordance with the terms and conditions
of the CGII TRS.
To the best of CGIIs knowledge after having made all reasonable inquiries, each of the CGII Ultimate Clients is an independent third party of CGII, CGIS
and the companies which are members of the same group of CGIS.
The CGII Ultimate Clients for purpose of this placing subscription include: (i) Yuanxin New Opportunity Private Securities Investment Fund (อዚ༾
ږfor which no ultimate beneficial owner holds 30% or more interest; and (ii) Yuanxin China Value Return Selected Private Securities
Investment Fund (ږwhose ultimate beneficial owner holding 30% or more interest is Xie Zhendong.
--- page 35 ---
35
No. Connected Distributor Connected Client
Relationship with the
Connected Distributor
Identities of the
ultimate beneficial
owners of the Offer
Shares or, where
applicable, details
of the structured
products under which
the subscription by
the Connected Client
was made (e.g. OTC
total return swaps)
Whether the
Connected Client
is a collective
investment scheme
which is not
authorised by the
SFC or is expected
to hold the Offer
Shares on behalf of
such scheme
Number of Offer
Shares allocated to the
connected client
Approximate
percentage of total
number of Offer Shares
under the Global
Offering (assuming no
exercise of the Over-
allotment Option)
Approximate
percentage of total
issued share capital
after the Global
Offering (assuming no
exercise of the Over-
allotment Option)
Part B — Connected Clients holding the beneficial interest of the Offer Shares on a discretionary basis on behalf of independent third parties
1. HTI and GTJAS Fullgoal Fund
Management Co., Ltd.
(“Fullgoal Fund”)
Fullgoal Fund is a member
of the same group of
companies as HTI and
GTJAS
Please refer to Note 1 No 9,885 0.07% 0.01%
2. HTI and GTJAS Fullgoal Asset
Management (HK)
Limited (“Fullgoal AM”)
Fullgoal AM is a member
of the same group of
companies as HTI and
GTJAS
Please refer to Note 2 No 2,940 0.02% 0.003%
3. HTI and GTJAS Haitong International
Asset Management (HK)
Limited (“Haitong AM”)
Haitong AM is a member
of the same group of
companies as HTI
Please refer to Note 3 No 60 0.0004% 0.00007%
4. CITIC Securities Brokerage (HK)
Limited (“CITIC Brokerage HK”)
China Asset Management
(Hong Kong) Limited
(“China AMC HK”)
China AMC HK is a
member of the same group
of companies as CITIC
Brokerage HK
Please refer to Note 4 No 10,680 0.08% 0.01%
5. CITIC Brokerage HK CITIC Securities Asset
Management (HK)
Limited (“CITIC AM”)
CITIC AM is a member
of the same group of
companies as CITIC
Brokerage HK
Please refer to Note 5 No 210 0.002% 0.0002%
--- page 36 ---
36
No. Connected Distributor Connected Client
Relationship with the
Connected Distributor
Identities of the
ultimate beneficial
owners of the Offer
Shares or, where
applicable, details
of the structured
products under which
the subscription by
the Connected Client
was made (e.g. OTC
total return swaps)
Whether the
Connected Client
is a collective
investment scheme
which is not
authorised by the
SFC or is expected
to hold the Offer
Shares on behalf of
such scheme
Number of Offer
Shares allocated to the
connected client
Approximate
percentage of total
number of Offer Shares
under the Global
Offering (assuming no
exercise of the Over-
allotment Option)
Approximate
percentage of total
issued share capital
after the Global
Offering (assuming no
exercise of the Over-
allotment Option)
Part B — Connected Clients holding the beneficial interest of the Offer Shares on a discretionary basis on behalf of independent third parties
6. UBS AG Singapore Branch Wealth
Management (“UBS AG SG”),
UBS AG Hong Kong Branch
Wealth Management (“UBS
AG HK”), ICBC International
Securities Limited (“ICBCI”)
ICBC UBS Asset
Management Co., Ltd.
(“ICBC UBS”)
ICBC UBS is a member
of the same group of
companies as UBS AG SG
and UBS AG HK
ICBC UBS is a member
of the same group of
companies as ICBCI
Please refer to Note 6 No 9,195 0.07% 0.01%
7. UBS AG SG, UBS AG HK and
ICBCI
ICBC UBS Asset
Management
(International) Company
Limited (“ICBC UBS
International”)
ICBC UBS International
is a member of the same
group of companies as
UBS AG SG and UBS AG
HK
ICBC UBS International
is a member of the same
group of companies as
ICBCI
Please refer to Note 6 No 3,630 0.03% 0.004%
8. UBS AG SG and UBS AG HK UBS Asset Management
(Singapore) Ltd. (“UBS
AM”) (Note 6)
UBS AM is a member
of the same group of
companies as UBS AG SG
and UBS AG HK
Please refer to Note 7 No 427,560 3.10% 0.46%
--- page 37 ---
37
No. Connected Distributor Connected Client
Relationship with the
Connected Distributor
Identities of the
ultimate beneficial
owners of the Offer
Shares or, where
applicable, details
of the structured
products under which
the subscription by
the Connected Client
was made (e.g. OTC
total return swaps)
Whether the
Connected Client
is a collective
investment scheme
which is not
authorised by the
SFC or is expected
to hold the Offer
Shares on behalf of
such scheme
Number of Offer
Shares allocated to the
connected client
Approximate
percentage of total
number of Offer Shares
under the Global
Offering (assuming no
exercise of the Over-
allotment Option)
Approximate
percentage of total
issued share capital
after the Global
Offering (assuming no
exercise of the Over-
allotment Option)
Part B — Connected Clients holding the beneficial interest of the Offer Shares on a discretionary basis on behalf of independent third parties
9. ICBCI ICBC Wealth Management
Co., Ltd. (“ICBC
Wealth”)
ICBC Wealth is a member
of the same group of
companies as ICBCI
Please refer to Note 8 No 106,890 0.77% 0.12%
10. CMB International Securities
Limited (“CMBI”) and China
Merchants Securities (HK) Co.,
Limited (“CMS”)
China Merchants Fund
Management Co., Ltd.
(“China Merchants
Fund”)
China Merchants Fund is
a member of the group of
companies as CMBI and
CMS.
Please refer to Note 9 No 2,130 0.02% 0.002%
11. CMBI and CMS Bosera Asset Management
(International) Co Ltd.
(“Bosera AM”)
Bosera AM is a member
of the same group of
companies as CMBI and
CMS.
Please refer to Note 10 Please refer to Note
10
10,680 0.08% 0.01%
12. HTFH China Southern Asset
Management Co., Ltd.
(“China Southern”)
China Southern is held
by Huatai Securities Co.,
Ltd. as to 41.16%, which
wholly owns HTFH.
As such, China Southern
and HTFH is a member
of the same group of
companies.
Please refer to Note 11 No 10,680 0.08% 0.01%
--- page 38 ---
38
No. Connected Distributor Connected Client
Relationship with the
Connected Distributor
Identities of the
ultimate beneficial
owners of the Offer
Shares or, where
applicable, details
of the structured
products under which
the subscription by
the Connected Client
was made (e.g. OTC
total return swaps)
Whether the
Connected Client
is a collective
investment scheme
which is not
authorised by the
SFC or is expected
to hold the Offer
Shares on behalf of
such scheme
Number of Offer
Shares allocated to the
connected client
Approximate
percentage of total
number of Offer Shares
under the Global
Offering (assuming no
exercise of the Over-
allotment Option)
Approximate
percentage of total
issued share capital
after the Global
Offering (assuming no
exercise of the Over-
allotment Option)
Part B — Connected Clients holding the beneficial interest of the Offer Shares on a discretionary basis on behalf of independent third parties
13. The Hongkong and Shanghai
Banking Corporation Limited
(“HSBC”) and HSBC Broking
Securities (Asia) Limited (“HSBC
Broking Securities”)
HSBC Global Asset
Management (Hong Kong)
Limited (“HSBC AM”)
HSBC AM is a member
of the same group of
companies as HSBC and
HSBC Broking Securities.
Please refer to Note 12 No 14,955 0.11% 0.02%
Notes:
1. HTI is the Sponsor-Overall Coordinator and GTJAS is a distributor in connection with of the Global Offering. Fullgoal Fund will hold the Offer Shares in
its capacity as the discretionary fund manager on behalf of its investors, each of which is an independent third party of the Company, its subsidiaries, its
substantial shareholders, Fullgoal Fund, HTI, GTJAS and the companies which are members of the same group of HTI and GTJAS.
The Fullgoal Fund Ultimate Clients for purpose of this placing subscription include ICBC Fullgoal China Small & Mid Cap (HK listed) Equity Fund, ICBC
Fullgoal Global Technology & Internet Fund, CMB-Fullgoal Blue Chip Selected Equity Fund (QDII), Fullgoal Dividend Selected Hybrid Fund, Fullgoal
Global Consumption Selected Hybrid, Fullgoal Healthcare Select Hybrid Fund (QDII) and China Merchants Bank-Fullgoal Hong Kong Equity Select Hybrid
Fund (QDII), for each of which no ultimate beneficial owner holds 30% or more interest.
2. HTI is the Sponsor-Overall Coordinator and GTJAS is a distributor in connection with of the Global Offering. Fullgoal AM will hold the Offer Shares in its
capacity as the discretionary fund manager managing the funds on behalf of their underlying investors, each of which is an independent third party of the
Company, its subsidiaries, its substantial shareholders, Fullgoal AM, HTI and the companies which are members of the same group of HTI and GTJAS.
--- page 39 ---
39
The Fullgoal AM Ultimate Clients for purpose of this placing subscription include: (i) HI-Aktien China 1-SFonds, whose ultimate beneficial owner holding
30% or more interest is a European pension; (ii) Fullgoal China Growth Select Fund, whose ultimate beneficial owner holding 30% or more interest is Zhao
Xueming; (iii) Fullgoal China Small-Mid Cap Growth Fund, for which no ultimate beneficial owner holds 30% or more interest; and (iv) Fullgoal China
Opportunities Fund, whose ultimate beneficial owners holding 30% or more interest are China Everbright Fortune Investment Limited, L Industries Limited
and Orient Sun Rise Fund Series SPC-Orient Sun Rise Enhanced Balanced Fund Segregated Portfolio.
3. HTI is the Sponsor-Overall Coordinator and GTJAS is a distributor in connection with the Global Offering. Haitong AM will hold the Offer Shares in its
capacity as the discretionary investment manager managing assets on behalf of its underlying clients, each of which is an independent third party of Haitong
AM, HTI, GTJAS and the companies which are members of the same group of HTI and GTJAS.
The Haitong AM Ultimate Clients for purpose of this placing subscription include Haitong Opportunity Fund II S.P., for which no ultimate beneficial owner
holds 30% or more interest.
4. CITIC Brokerage HK is a distributor of the Global Offering. China AMC HK is a member of the same group of companies as CITIC Brokerage HK and China
AMC HK is therefore considered as a connected client of CITIC Brokerage HK pursuant to paragraph 1B(7) of Appendix F1 to the Listing Rules. China AMC
HK will hold the Offer Shares in its capacity as the discretionary fund manager managing on behalf of its underlying clients, each of which is an independent
third party of the Company, its subsidiaries, its substantial shareholders, China AMC HK, CITIC Brokerage HK and the companies which are members of the
same group of CITIC Brokerage HK.
The China AMC HK Ultimate Clients for purpose of this placing subscription include: (i) ChinaAMC Select Greater China Technology Fund, whose ultimate
beneficial owner holding 30% or more interest is Futu Securities International (Hong Kong) Limited-client account, holding approximately 51.34%; (ii)
ChinaAMC Fund — China AMC China Opportunities Fund, for which no ultimate beneficial owner holds 30% or more interest; (iii) China AMC China Focus
Fund, whose ultimate beneficial owner holding 30% or more interest is Manulife (International) Limited, holding approximately 73.13%; (iv) China AMC
China Growth Fund (SICA V), whose ultimate beneficial owner holding 30% or more interest is Yuanta Securities (HK) Company LTD, holding approximately
72.71%; and (v) C215, whose ultimate beneficial owner holding 30% or more interest is Hong Kong Monetary Authority, holding 100%.
--- page 40 ---
40
5. CITIC Brokerage HK is a distributor of the Global Offering. CITIC AM will hold the Offer Shares in its capacity as the discretionary fund manager on behalf
of its underlying client, which is an independent third party. There is no ultimate beneficial owner holding 30% interest or more in such underlying client. To
the best knowledge of CITIC AM after due enquiry, the underlying client of CITIC AM is an independent third party of CITIC AM and CITIC Brokerage HK,
and the companies which are members of the same group of companies as CITIC Brokerage HK.
The CITIC AM Ultimate Client for purpose of this placing subscription includes Meta Chance 2, whose ultimate beneficial owner holding 30% or more
interest is Song Ke.
6. Each of UBS AG SG, UBS AG HK and ICBCI is a distributor in connection with the Global Offering. ICBC UBS will hold the Offer Shares in its capacity
as the discretionary fund manager managing the funds on behalf of a discretionary account, each of whom (and each of whose respective underlying clients)
is, to the best knowledge of ICBC UBS, an independent third party of the Company, its subsidiaries, its substantial shareholders, ICBC UBS, ICBC UBS
International, UBS AG SG, UBS AG HK, ICBCI and the companies which are members of the same group of UBS AG SG, UBS AG HK and/or ICBCI.
There is no ultimate beneficial owner holding 30% interest or more in such underlying client.
The ICBC UBS Ultimate Clients for purpose of this placing subscription include ICBC Credit Suisse New Economy Flexible Allocation Mixed Securities
Investment Fund (QDII) (ږQDII)) and ICBC CS Hong Kong Small and Mid Cap Equity Securities
Investment Fund (QDII) (ږQDII)), for each of which no ultimate beneficial owner holds 30% or more interest.
ICBC UBS International will hold the Offer Shares in its capacity as the discretionary fund manager managing the funds on behalf of a discretionary account,
each of whom (and each of whose respective underlying clients) is, to the best knowledge of ICBC UBS International who is an independent third party of the
Company, its subsidiaries, its substantial shareholders, ICBC UBS, ICBC UBS International, UBS AG SG, UBS AG HK, ICBCI and the companies which are
members of the same group of UBS AG SG, UBS AG HK and/or ICBCI.
The ICBC UBS International Ultimate Clients for purpose of this placing subscription include: (i) RUIHONG NO1, whose ultimate beneficial owner holding
30% or more interest is Qiao Weibing; and (ii) RUIHONG NO3, whose ultimate beneficial owner holding 30% or more interest is Alpaca Capital Management
Limited.
7. Each of UBS AG SG and UBS AG HK is a distributor of the Global Offering, of which its role is confirmed only after the publication of the Prospectus.
UBS AM is a cornerstone investor of the Company and is included in this waiver application by virtue of its relationship with UBS AG SG and UBS AG
HK for completeness. UBS AM will hold the Offer Shares in its capacity as investment manager for and on behalf of the following funds: (i) UBS (Lux)
Equity Fund — Greater China (USD); (ii) UBS (Lux) Equity Fund — China Opportunity (USD); (iii) UBS (HK) Fund Series — China Opportunity Equity
(USD); (iv) UBS (Lux) Equity SICA V — All China (USD); (v) UBS (CAY) China A Opportunity; and (vi) certain other segregated accounts and mandates.
No single ultimate beneficial owner holds 30% or more interest in each of the abovementioned funds. UBS AM is a wholly owned subsidiary of UBS Asset
Management AG, an investment management company, which is wholly ultimately owned by UBS Group AG, which is a company organized under Swiss law
as a corporation that has issued shares of common stock to investors. UBS Group AGs shares are listed on the SIX Swiss Exchange (stock code: UBSG) and
the New York Stock Exchange (stock code: UBS).
--- page 41 ---
41
8. ICBCI is a distributor of the Global Offering, of which its role is confirmed only after the publication of the Prospectus. ICBC Wealth is a cornerstone investor
of the Company and is included in this waiver application by virtue of its relationship with ICBCI for completeness. ICBC Wealth will hold the Offer Shares
in its capacity as the investment manager of certain wealth management products under its discretionary management, and no single ultimate beneficial owner
holds 30% or more interests in such products.
9. Each of CMBI and CMS is a distributor of the Global Offering. China Merchants Fund will hold the Offer Shares in its capacity as the discretionary fund
manager managing the Pusheng Global Allocation Fund (the “China Merchants Fund Ultimate Client”) (a mutual fund) on behalf of their investors, of
which all underlying investors of China Merchants Fund are independent third parties of the Company, its subsidiaries, China Merchants Fund, CMBI and the
companies which are members of the same group of CMB International Securities Limited. No ultimate beneficial owner holds 30% or more interest therein.
China Merchants Bank Co., Ltd. and China Merchants Securities Co., Ltd. (“CMSC”) are the ultimate beneficial owners holding 30% or more interest in
China Merchants Fund.
10. Each of CMBI and CMS is distributor of the Global Offering. Bosera AM is held as to 55% by Bosera Asset Management Co., Ltd. and 45% by China
Merchants Fund. CMSC currently holds 49% of the equity interest of Bosera Asset Management Co., Ltd. and 45% of the equity interest of China Merchants
Fund. CMS is a wholly-owned subsidiary of CMSC. Therefore, Bosera AM is a member of same group of companies as CMS and CMSC. Bosera AM intends
to subscribe and hold the Offer Shares in its capacity as the discretionary fund manager on behalf of its sub-funds (namely, Bosera Hong Kong Equity Plus
Fund (SFC Authorised Fund), Bosera Global Select Equity Fund SP, Navigator Technology Limited IPO Mandate, Bosera China New Opportunities Fund
SP, Bosera Growth Premium Global Equity Strategy Fund SP, KB China Mainland FD Bosera, Bosera Growth Premium Global Equity Strategy Fund SP2,
Bosera Growth Premium Global Equity Strategy Fund SP3, Fortuna Capital Management IPO Mandate), which are all independent third parties. To the
best knowledge of Bosera AM after due enquiry, each of the sub-funds and their respective ultimate beneficial owner holding 30% or more interest is an
independent third party of Bosera AM and each of CMBI and CMS, and the companies which are members of the same group of companies as each of CMBI
and CMS.
The Bosera AM Ultimate Clients for purpose of this placing subscription include: (i) Bosera Hong Kong Equity Plus Fund, for which no ultimate beneficial
owner holds 30% or more interest; (ii) Bosera Global Select Equity Fund SP, whose ultimate beneficial owner holding 30% or more interest is Zhang Lei,
holding approximately 53.67%; (iii) Navigator Technology Limited IPO Mandate, whose ultimate beneficial owner holding 30% or more interest is Fuhua
Zheng, holding 100%; (iv) Bosera China New Opportunities Fund SP, for which no ultimate beneficial owner holds 30% or more interest; (v) Bosera Growth
Premium Global Equity Strategy Fund SP, whose ultimate beneficial owner holding 30% or more interest is Guo Feng, holding approximately 49.00%; (vi)
KB China Mainland FD Bosera, for which no ultimate beneficial owner holds 30% or more interest; (vii) Bosera Growth Premium Global Equity Strategy
Fund SP2, whose ultimate beneficial owner holding 30% or more interest is Guangdong Dongfang Precision Science & Technology Co., Ltd (Ticker: 002611
CH), holding approximately 47.42%; (viii) Bosera Growth Premium Global Equity Strategy Fund SP3, whose ultimate beneficial owner holding 30% or more
interest is Huang Liya, holding 100%; and (ix) Fortuna Capital Management Limited IPO Mandate, whose ultimate beneficial owner holding 30% or more
interest is Yang Dehui, holding 100%.
--- page 42 ---
42
11. HTFH is a distributor in connection with the Global Offering. China Southern, a qualified domestic institutional investor as approved by the relevant PRC
authority to conduct asset management business, will hold the Offer Shares as the independent agent and discretionary manager of certain QDII funds. China
Southern has confirmed that, to the best of their knowledge, each of such underlying clients are independent third parties of China Southern, HTFH and
the companies which are members of the same group of companies as HTFH. There is no ultimate beneficial owner holding 30% interest or more in such
underlying client.
The China Southern Ultimate Clients for purpose of this placing subscription include China Southern Hong Kong Growth Dynamic Allocation Hybrid Fund
(ৣໄ૿Υ), China Southern Hong Kong Digital Economy Hybrid Initiating Fund (QDII) (ᅰο຾᏶૿Υ೯ৎ(QDII)), China
Southern Hong Kong Select Equity Fund (ಥLOF) and China Southern China New Economy (˙ʕ਷อጳ຾᏶), for each of which no ultimate
beneficial owner holds 30% or more interest.
12. HSBC is an overall coordinator in connection with the Global Offering and HSBC Broker Services is a distributor in connection with the Global Offering.
HSBC AM will hold the Offer Shares in its capacity as the discretionary fund manager managing assets on behalf of its underlying clients. Each of the
underlying clients of HSBC AM is an independent third party of HSBC AM, HSBC and HSBC Broker Services and the companies which are members of the
same group of HSBC and HSBC Broker Services. There is no ultimate beneficial owner holding 30% interest or more in such underlying client.
The HSBC AM Ultimate Clients for purpose of this placing subscription include HGIF Asia EXJ EQ Smal (HH), HSHK Asian Small Cap (EQ), HGIF Asia
Ex Japan EQ (HH), HSBC APXJ EQ V ol FOC (HH), HSBC Pooled AP EXJ EQ (AC), HSBC RAIF AES Angel (HH), HSBC RAIF AES (HH), HGIF Chinese
Equity (HH), HSBC China Growth FD (HH), HSBC China Momentum (HH), HSBC China Mult-A EQ-OFF and HSBC Pooled Chinese (HH), for each of
which no ultimate beneficial owner holds 30% or more interest.
HSBC AM has confirmed that, to the best of their knowledge, each of such underlying clients are independent third parties of HSBC, HSBC AM and the
companies which are members of the same group of companies as HSBC.
--- page 43 ---
43
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 or solicitation to purchase or subscribe for securities in the United
States. The securities mentioned herein have not been, and will not be, registered under
the United States Securities Act of 1933, as amended (the “U.S. Securities Act”). The
securities may not be offered or sold in the United States except pursuant to an exemption
from the registration requirements of the U.S. Securities Act and in compliance with any
applicable state securities laws, or outside the United States unless in compliance with
Regulation S under the U.S. Securities Act. There will be no public offer 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. This announcement is not a
prospectus. Potential investors should read the Prospectus dated April 20, 2026 issued
by Shanghai Xizhi Technology Co., Ltd. (ʮ̡ ) for detailed
information about the Global Offering described below before deciding whether or not to
invest in the Shares thereby being offered.
* Potential investors of the Offer Shares should note that the Overall Coordinators (for themselves and
on behalf of the Hong Kong Underwriters), may, in their sole and absolute discretion, upon giving
notice in writing to the Company, terminate 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 and Expenses — 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 April 28, 2026).
--- page 44 ---
44
PUBLIC FLOAT AND FREE FLOAT
Pursuant to Rule 19A.13A of the Listing Rules, assuming that the Over-allotment Option is
not exercised, based on the Offer Price of HK$183.2 per Offer Share, the expected market
capitalization of the Company upon the Listing is HK$16,849 million, and the minimum
prescribed public float percentage applicable to our Shares is 15%. Immediately after the
completion of the Global Offering, 57,249,661 H Shares, representing approximately 62.25% of
the issued share capital of our Company, will count towards the public float, thereby satisfying
the minimum percentage requirement in compliance with Rule 19A.13A(1) of the Listing Rules.
Based on the final Offer Price of HK$183.2 per H Share, the Company satisfies the free
float requirement under Rule 19A.13C of the Listing Rules.
The Directors confirm that, immediately following the completion of the Global Offering: (i)
no placee will, individually, be placed more than 10% of the enlarged issued share capital of the
Company; (ii) there will not be any new substantial Shareholder (as defined in the Listing Rules)
of the Company; (iii) the three largest public shareholders of the Company do not hold more than
50% of the H Shares in 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 Tuesday,
April 28, 2026 (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 — 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
Tuesday, April 28, 2026 (Hong Kong time), it is expected that dealings in the H Shares on
the Stock Exchange will commence at 9:00 a.m. on Tuesday, April 28, 2026 (Hong Kong
time). The H Shares will be traded in board lots of 15 H Shares each, and the stock code of
the H Shares will be 01879.
By order of the Board
Shanghai Xizhi Technology Co., Ltd.
ʮ̡
Dr. Shen Yichen
Founder, Chairman of the Board,
Executive Director and Chief Executive Officer
Hong Kong, April 27, 2026
The Board comprises Dr. Shen Yichen, Dr. Meng Huaiyu, Mr. Wang Long and Mr. Zhang Hong as executive
directors, Mr. Yu Ze and Mr. Zhang Kun as non-executive directors, and Dr. Huang Weiping, Dr. Zhao Hang
and Ms. Xu Lili as independent non-executive directors (to be effective upon Listing).