geometrybase
8a0dfd88f0
Request: - Add extracted PDF text generation to the archivist workflow as a standard step. Changes: - Run PDF text extraction automatically for newly archived HKEX PDF sources. - Make the PDF text extractor incremental and manifest-preserving. - Document extracted-text handling in the archivist skill and README. - Mark generated extracted text as no-diff data evidence. - Backfill extracted text for all archived PDF source references. Verification: - Ran git diff --cached --check. - Ran .venv/bin/python -m py_compile scripts/extract_pdf_text.py scripts/archive_hkex_documents.py. - Ran full PDF extraction, then confirmed an incremental rerun skips unchanged files. - Verified 557 PDF source_refs, 557 manifest rows, all status ok, and zero missing text/hash/path issues. Next useful context: - HKEX HTML notices and Yahoo JSON market data remain under data/raw and are not expected in data/extracted_text.
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794 lines
30 KiB
Plaintext
--- page 1 ---
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– 1 –
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Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Hong Kong Stock
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Exchange”) and Hong Kong Securities Clearing Company Limited (“HKSCC”) take no responsibility for the contents
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of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability
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whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this
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announcement.
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Unless otherwise defined in this announcement, capitalized terms used herein shall have the same meanings as those
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defined in the prospectus dated Tuesday, April 16, 2024 (the “Prospectus”) issued by Mobvoi Inc. (ʮ̡)
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(the “Company”).
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This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase
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or subscribe for any securities. This announcement is not a prospectus. Potential investors should read the Prospectus
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for detailed information about the Global Offering described below before deciding whether or not to invest in the
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Shares thereby being offered. Any investment decision in relation to the Offer Shares should be taken solely in reliance
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on the information in the Prospectus.
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This announcement is not for release, publication, distribution, directly or indirectly, in or into the United States
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(including its territories and possessions, any state of the United States and the District of Columbia). This
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announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities
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in the United States or in any other jurisdictions. The securities mentioned herein have not been, and will not be,
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registered under the United States Securities Act of 1933 as amended from time to time (the “U.S. Securities Act”) or
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securities law of any state or other jurisdiction of the United States. The securities may not be offered, sold, pledged or
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otherwise transferred within the United States except pursuant to an exemption from the registration requirements of
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the U.S. Securities Act and in compliance with any applicable state securities laws, or outside the United States unless
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in compliance with Regulation S under the U.S. Securities Act. There will be no public offer of securities in the United
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States.
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In connection with the Global Offering, China International Capital Corporation Hong Kong Securities Limited as
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stabilizing manager (the “Stabilization Manager”) (or its affiliates or any person acting for it), on behalf of the
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Underwriters, the extent permitted by the applicable laws and regulatory requirements of Hong Kong or elsewhere, may
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over-allocate or effect transactions with a view to stabilizing or supporting the market price of the Shares at such price,
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in such amounts and in such manners as the Stabilizing Manager, its affiliates or any person acting for it may determine
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and at a level higher than that which might otherwise prevail for a limited period after the Listing Date. However, there
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is no obligation on the Stabilizing Manager (or its affiliates or any person acting for it) to conduct any such stabilizing
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action. Such stabilizing action, if taken, (a) will be conducted at the absolute discretion of the Stabilization Manager (or
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its affiliates or any person acting for it) and in what the Stabilizing Manager reasonably regards as the best interest of
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our Company, (b) may be discontinued at any time and (c) is required to be brought to an end within 30 days of the last
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day for lodging applications under the Hong Kong Public Offering (which is Sunday, May 19, 2024). Such Stabilizing
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action, if taken, may be effected in all jurisdictions where it is permissible to do so, in each case in compliance with
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all applicable laws, rules and regulatory requirements, including the Securities and Futures (Price Stabilizing) Rules
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(Chapter 571W of the Laws of Hong Kong), as amended, made under the Securities and Futures Ordinance (Chapter
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571 of the Laws of Hong Kong).
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Potential investors should be aware that no stabilizing action can be taken to support the price of the Shares for longer
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than the stabilization period, which will begin on the Listing Date, and is expected to expire on the 30th day after the
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last day for lodging applications under the Hong Kong Public Offering (which is Sunday, May 19, 2024). After this date,
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when no further stabilizing action may be taken, demand for the Shares, and therefore the price of the Shares, could fall.
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Potential investors of the Offer Shares should note that the Joint Overall Coordinators (for themselves and on
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behalf of the Hong Kong Underwriters) shall be entitled to terminate their obligations under the Hong Kong
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Underwriting Agreement with immediate effect upon the occurrence of any of the events set out in the paragraph
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headed “Underwriting — Underwriting Arrangements and Expenses — Hong Kong Public Offering — Grounds for
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Termination” in the Prospectus at any time prior to 8:00 a.m. (Hong Kong time) on the Listing Date (which is currently
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expected to be on Wednesday, April 24, 2024).
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--- page 2 ---
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– 2 –
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ʮ̡
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Mobvoi Inc.
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(Stock Code: 2438)
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(Incorporated in the Cayman Islands with limited liability)
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Global Offering
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Number of Offer Shares under
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the Global Offering
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: 84,568,000 Shares (subject to the Over-
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Allotment Option)
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Number of Hong Kong Offer Shares : 42,284,000 Shares (as adjusted after
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reallocation)
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Number of International Offer Shares : 42,284,000 Shares (as adjusted after reallocation
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and subject to the Over-Allotment Option)
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Final Offer Price : HK$3.80 per Offer Share, plus brokerage of
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1.0%, SFC transaction levy of 0.0027%, Hong
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Kong Stock Exchange trading fee of 0.00565%
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and AFRC transaction levy of 0.00015%
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Nominal value : US$0.0000479889 per Share
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Stock code : 2438
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Joint Sponsors, Joint Overall Coordinators, Joint Global Coordinators, Joint Bookrunners and
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Joint Lead Managers
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Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers
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Joint Bookrunners and Joint Lead Managers
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⳪暲@:9)
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--- page 3 ---
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MOBVOI INC. / 出門問問有限公司
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ANNOUNCEMENT OF FINAL OFFER PRICE AND
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ALLOTMENT RESULTS
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Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings
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as those defined in the prospectus dated 16 April 2024 (the “Prospectus”) issued by Mobvoi Inc. (the
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“Company”).
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Warning: In view of high concentration of shareholding in a small number of Shareholders,
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Shareholders and prospective investors should be aware that the price of the Shares could move
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substantially even with a small number of Shares traded and should exercise extreme caution when
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dealing in the Shares.
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SUMMARY
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Company information
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Stock code 2438
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Stock short name MOBVOI
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Dealings commencement date 24 April 2024*
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*see note at the end of the announcement
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Price Information
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Final Offer Price HK$3.800
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Offer Price Range HK$3.700 - HK$4.100
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Offer Price Adjustment exercised No
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Offer Shares and Share Capital
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Number of Offer Shares 84,568,000
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Number of Offer Shares in Public Offer (after reallocation
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and assuming the Over-allotment Option is not exercised)
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42,284,000
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Number of offer shares in International Offer (after
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reallocation and assuming the Over-allotment Option is not
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exercised)
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42,284,000
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Number of issued shares upon Listing (Assuming the Over-
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allotment Option is not exercised)
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1,491,493,482
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Over-allocation
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No. of Offer Shares over-allocated 12,685,000
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Such over-allocation may be covered by exercising the Over-allotment Option or by making purchases
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in the secondary market at prices that do not exceed the Offer Price or a combination of these means.
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In the event the Over-allotment Option is exercised, an announcement will be made on the Stock
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Exchange’s website.
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Proceeds
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Gross proceeds (Note) HK$ 321.36 million
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Less: Estimated listing expenses payable based on Final
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Offer Price
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HK$ (54.03) million
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Net proceeds HK$ 267.33 million
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Note: Gross proceeds refers to the amount to which the issuer is entitled receive, assuming the Over-
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allotment Option is not exercised. For details of the use of proceeds, please refer to the Prospectus dated
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16 April 2024.
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--- page 4 ---
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ALLOTMENT RESULTS DETAILS
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PUBLIC OFFER
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No. of valid applications 15,352
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No. of successful applications 10,303
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Subscription level 117.39 times
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Claw-back triggered Yes
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No. of Offer Shares initially available under the Public Offer 8,457,000
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No. of Offer Shares reallocated from the International Offer (claw-
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back)
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33,827,000
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Final no. of Offer Shares under the Public Offer (after
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reallocation)
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42,284,000
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% of Offer Shares under the Public Offer to the Global Offering
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(after reallocation and over-allocation)
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43.48%
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Note: For details of the final allocation of shares to the Public Offer, investors can refer to
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www.eipo.com.hk/eIPOAllotment/?Locale=en to perform a search by name or identification number or
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www.eipo.com.hk/eIPOAllotment/?Locale=en for the full list of allottees.
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INTERNATIONAL OFFER
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No. of placees 163
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Subscription Level 1.58 times
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No. of Offer Shares initially available under the International
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Offer
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76,111,000
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No. of Offer Shares reallocated to the Public Offer (claw-back) 33,827,000
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Final no. of Offer Shares under the International Offer (after
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reallocation and over-allocation)
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54,969,000
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% of Offer Shares under the International Offer to the Global
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Offering (after reallocation and over-allocation)
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56.52%
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The Directors confirm that, to the best of their knowledge, information and belief, (i) none of the Offer
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Shares subscribed by the placees and the public have been financed directly or indirectly by the Company,
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any of the Directors, chief executive of the Company, controlling shareholders, substantial shareholders,
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existing shareholders of the Company or any of its subsidiaries or their respective close associates; and (ii)
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none of the placees and the public who have purchased the Offer Shares are accustomed to taking
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instructions from the Company, any of the Directors, chief executive of the Company, controlling
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shareholders, substantial shareholders, existing shareholders of the Company or any of its subsidiaries or
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their respective close associates in relation to the acquisition, disposal, voting or other disposition of Shares
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registered in his/her/its name or otherwise held by him/her/it.
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The placees in the International Offer include the following:
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Cornerstone Investors
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--- page 5 ---
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Investor
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No. of
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Offer
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Shares
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allocated
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% of Offer
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Shares (after
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over-
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allocation and
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assuming the
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Over-
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allotment
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Option is not
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exercised)
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% of total
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issued share
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capital after the
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Global Offering
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(after over-
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allocation and
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assuming the Over-
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allotment Option is
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not exercised)
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Existing
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shareholders or
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their close
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associates
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NANJING JINGKAI
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JUZHI
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INVESTMENT L.P. 8,441,000 9.98% 0.57% No
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ZGC
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INTERNATIONAL
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LIMITED 16,484,000 19.49% 1.11% No
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Total 24,925,000 29.47% 1.67%
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Allottees who are customer(s) or client(s) / supplier(s) of the issuer
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Investor
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No. of shares
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allocated
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% of offer
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shares (after
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over-allocation
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and assuming
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the Over-
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allotment
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Option is not
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exercised)
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% of total issued
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share capital after
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the Global Offering
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(after over-
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allocation and
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assuming the Over-
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allotment Option is
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not exercised) Relationship*
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Qifei International
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Development Co.
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Limited 3,091,000 3.66% 0.21%
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Customer or client of
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the issuer
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Total 3,091,000 3.66% 0.21%
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LOCK-UP UNDERTAKINGS
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Controlling Shareholders
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Name
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Number of shares held
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in the Company subject
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to lock-up
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undertakings upon
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listing
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% of shareholding in the
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Company subject to
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lock-up undertakings
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upon listing (after over-
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allocation and assuming
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the Over-allotment
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Option is not exercised)
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Last day subject to the
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lock-up undertakings
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Mobvoi AGI Limited
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Notes 4 and 7
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375,862,577 25.20% 23 October 2024 (First
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Six-Month Period) Note 1
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23 April 2025 (Second
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Six-Month Period) Note 2
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CMWW AGI Limited
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Notes 5 and 7
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42,505,195 2.85% 23 October 2024 (First
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Six-Month Period) Note 1
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23 April 2025 (Second
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Six-Month Period) Note 2
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--- page 6 ---
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Name
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Number of shares held
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in the Company subject
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to lock-up
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undertakings upon
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listing
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% of shareholding in the
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Company subject to
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lock-up undertakings
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upon listing (after over-
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allocation and assuming
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the Over-allotment
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Option is not exercised)
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Last day subject to the
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lock-up undertakings
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Amberlei Limited Notes 6
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and 7
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42,276,005 2.83% 23 October 202423
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October 2024 (First Six-
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Month Period) Note 1
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23 April 2025 (Second
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Six-Month Period) Note 2
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Subtotal 460,643,777 30.88%
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Notes:
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1. The Controlling Shareholder may dispose of or transfer Shares after the indicated date subject to
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that the Controlling Shareholder will not cease to be a Controlling Shareholder.
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2. The Controlling Shareholder will cease to be prohibited from disposing of or transferring Shares
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after the indicated date.
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3. In accordance with the relevant Listing Rule/guidance materials, the required lock-up for the first
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six-month period ends on 23 October 2024 and for the second six-month period, on 23 April 2025.
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4. Mobvoi AGI Limited is held as to 99% by AGI Limited, which is wholly -owned by AGI
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Management Limited, and as to 1% by Mobvoi Limited, which is wholly -owned by Dr. Li Zhifei.
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AGI Management Limited is entirely held by Suntera Corporate Trustees (Hong Kong) Limited,
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the trustee of Dr. Li Family Trust, which was established by Dr. Li Zhifei as the settlor and
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protector with Mobvoi Limited as the beneficiary.
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5. CMWW AGI Limited is held as to 99% by Wen&Hui Limited, which is wholly -owned by W&H
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Management Limited, and as to 1% by CMWW Limited, which is wholly -owned by Ms. Li
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Yuanyuan. W&H Management Limited is entirely held by Suntera Corporate Trustees (Hong
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Kong) Limited, the trustee of Ms. Li Family Trust, which was established by Ms. Li Yuanyuan as
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the settlor and protector with CMWW Limited as the beneficiary.
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6. Amberlei Limited is beneficially owned as to 100% by Dr. Lei Xin. By virtue of the SFO, Dr. Lei
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Xin is deemed to be interested in all the Shares held by Amberlei Limited.
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7. On 1 December, 2019, Dr. Li Zhifei, Ms. Li Yuanyuan, Dr. Lei Xin, Mobvoi Limited, CMWW
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Limited and Amberlei Limited entered into an acting -in-concert agreement (the “ AIC
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Agreement”), pursuant to which the Controlling Shareholders undertake, among other things,
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that they will be acting in concert with each other in respect of the matters of the Group until the
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date when the AIC Agreement is amended or terminated by mutual consent of the parties thereto.
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On December 21, 2023, Dr. Li Zhifei, Ms. Li Yuanyuan, Dr. Lei Xin, Mobvoi Limited, Mobvoi
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AGI Limited, AGI Limited, AGI Management Limited, CMWW Limited, CMWW AGI Limited,
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Wen&Hui Limited, W&H Management Limited and Amberlei Limited further executed an acting-
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in-concert supplemental agreement, pursuant to which the Controlling Shareholders reaffirm and
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undertake the aforesaid acting-in-concert arrangements.
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Pre-IPO Investors (as defined in the “History and Corporate Structure” section of the Prospectus)
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--- page 7 ---
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Name
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Number of shares held
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in the Company subject
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to lock-up
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undertakings upon
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listing
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% of shareholding in
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the Company subject to
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lock-up undertakings
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upon listing (assuming
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the Over-allotment
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Option is not exercised)
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Last day subject to the
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lock-up undertakings
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Zhen Partners Fund I,
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L.P. Note 1
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43,113,580 2.89% 23 October 2024
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GWC Robotics
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Investment Limited
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41,254,185 2.77% 23 October 2024
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SKYTEAM
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RESOURCES LIMITED
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Note 2
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25,213,220 1.69% 23 October 2024
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SIG GLOBAL CHINA
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FUND I, LLLP
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95,898,368 6.43% 23 October 2024
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EVERON RESOURCES
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LIMITED
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Note 2
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25,213,220 1.69% 23 October 2024
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Google Ireland Holdings
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Unlimited Company
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186,593,844 12.51% 23 October 2024
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HSG CV IV Holdco, Ltd. 153,683,583 10.30% 23 October 2024
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Goertek (Hong Kong)
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Co., Limited
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141,053,024 9.46% 23 October 2024
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SO Artemis Limited 20,627,092 1.38% 23 October 2024
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SIG CHINA
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INVESTMENT
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MASTER FUND III,
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LLLP
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143,715,400 9.64% 23 October 2024
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Subtotal 876,365,516 58.76%
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The expiry date of the lock-up period shown in the table above is pursuant to the expiry date of the lock-up
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period as disclosed in the Prospectus.
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Notes:
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1. Zhen Partners Fund I, L.P. and MIGHTY DREAM LIMITED are under control of the same beneficial owner.
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2. SKYTEAM RESOURCES LIMITED and EVERON RESOURCES LIMITED are under control of the same
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beneficial owner.
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Existing Shareholders (other than the Pre-IPO Investors as defined in the “History and Corporate
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Structure” section of the Prospectus)
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Name
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Number of shares held
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in the Company subject
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to lock-up
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undertakings upon
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listing
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% of shareholding in
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the Company subject to
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lock-up undertakings
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upon listing (assuming
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the Over-allotment
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Option is not exercised)
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Last day subject to the
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lock-up undertakings
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MIGHTY DREAM
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LIMITED Note 1
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15,637,946 1.05% 23 October 2024
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ELITE CONCEPT
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HOLDINGS LIMITED
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34,697,725 2.33% 23 October 2024
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--- page 8 ---
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Name
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Number of shares held
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in the Company subject
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to lock-up
|
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undertakings upon
|
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listing
|
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% of shareholding in
|
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the Company subject to
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lock-up undertakings
|
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upon listing (assuming
|
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the Over-allotment
|
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Option is not exercised)
|
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Last day subject to the
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lock-up undertakings
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PERFECT NOVA
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DEVELOPMENT
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LIMITED
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19,580,518 1.31% 23 October 2024
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Subtotal 69,916,189 4.69%
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The expiry date of the lock-up period shown in the table above is pursuant to the expiry date of the lock-up
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period as disclosed in the Prospectus.
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Notes:
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1. Zhen Partners Fund I, L.P. and MIGHTY DREAM LIMITED are under control of the same beneficial owner.
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Cornerstone Investors
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Name
|
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Number of shares held
|
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in the Company subject
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to lock-up
|
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undertakings upon
|
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listing
|
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% of shareholding in
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the Company subject to
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lock-up undertakings
|
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upon listing (assuming
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the Over-allotment
|
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Option is not exercised)
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Last day subject to the
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lock-up undertakings
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ZGC International
|
||
Limited / 中關村國際有
|
||
限公司
|
||
16,484,000 1.11% 23 October 2024
|
||
Nanjing Jingkai Juzhi
|
||
Investment L.P. / 南京經
|
||
開聚智科創投資合夥企
|
||
業(有限合夥)
|
||
8,441,000 0.57% 23 October 2024
|
||
Subtotal 24,925,000 1.67%
|
||
|
||
In accordance with the relevant Listing Rule/guidance materials, the required lock-up ends on 23 October
|
||
2024.
|
||
|
||
|
||
--- page 9 ---
|
||
PLACEE CONCENTRATION ANALYSIS
|
||
Placees
|
||
Number of
|
||
Shares allotted
|
||
|
||
Allotment as % of
|
||
International Offering
|
||
(assuming no exercise of
|
||
the Over-allotment
|
||
Option)
|
||
Allotment as % of
|
||
International Offering
|
||
(assuming the Over-
|
||
allotment Option is
|
||
exercised and new Shares
|
||
are issued)
|
||
Allotment as % of total
|
||
Offer Shares (assuming no
|
||
exercise of the Over-
|
||
allotment Option)
|
||
Allotment as % of total
|
||
Offer Shares (assuming
|
||
the Over-allotment
|
||
Option is exercised and
|
||
new Shares are issued)
|
||
Number of
|
||
Shares held upon Listing
|
||
|
||
% of total issued share
|
||
capital upon Listing
|
||
(assuming no exercise of the
|
||
Over-allotment Option)
|
||
·% of total issued share
|
||
capital upon Listing
|
||
(assuming the Over-
|
||
allotment Option is
|
||
exercised and new Shares
|
||
are issued)
|
||
Top 1 16,484,000 38.98% 29.99% 19.49% 16.95% 16,484,000 1.11% 1.10%
|
||
Top 5 38,127,000 90.17% 69.36% 45.08% 39.20% 38,127,000 2.56% 2.53%
|
||
Top 10 47,930,000 113.35% 87.19% 56.68% 49.28% 47,930,000 3.21% 3.19%
|
||
Top 25 54,058,000 127.85% 98.34% 63.92% 55.58% 54,058,000 3.62% 3.59%
|
||
|
||
Notes
|
||
* Ranking of placees is based on the number of Shares allotted to the placees.
|
||
|
||
|
||
--- page 10 ---
|
||
SHAREHOLDER CONCENTRATION ANALYSIS
|
||
Sharehold
|
||
ers
|
||
Number of
|
||
Shares all
|
||
otted
|
||
|
||
Allotment as %
|
||
of
|
||
International
|
||
Offering
|
||
(assuming no
|
||
exercise of the
|
||
Over-allotment
|
||
Option)
|
||
Allotment as %
|
||
of
|
||
International
|
||
Offering
|
||
(assuming the
|
||
Over-
|
||
allotment
|
||
Option is
|
||
exercised and
|
||
new Shares are
|
||
issued)
|
||
Allotment as %
|
||
of total Offer
|
||
Shares
|
||
(assuming no
|
||
exercise of the
|
||
Over-
|
||
allotment
|
||
Option)
|
||
Allotment as
|
||
% of total
|
||
Offer Shares
|
||
(assuming the
|
||
Over-allotment
|
||
Option is
|
||
exercised and
|
||
new Shares are
|
||
issued)
|
||
Number of
|
||
Shares held
|
||
upon Listing
|
||
|
||
% of total
|
||
issued share
|
||
capital upon
|
||
Listing
|
||
(assuming no
|
||
exercise of the
|
||
Over-allotment
|
||
Option)
|
||
% of total
|
||
issued share
|
||
capital upon
|
||
Listing
|
||
(assuming the
|
||
Over-allotment
|
||
Option is
|
||
exercised and
|
||
new Shares are
|
||
issued)
|
||
Top 1 0 0.00% 0.00% 0.00% 0.00% 460,643,777 30.88% 30.62%
|
||
Top 5 0 0.00% 0.00% 0.00% 0.00% 1,181,587,996 79.22% 78.55%
|
||
Top 10 0 0.00% 0.00% 0.00% 0.00% 1,387,344,964 93.02% 92.23%
|
||
Top 25 51,034,00
|
||
0
|
||
120.69% 92.84% 60.35% 52.48% 1,457,959,482 97.75% 96.93%
|
||
|
||
Notes
|
||
* Ranking of Shareholders is based on the number of Shares (of all classes) held by the Shareholder upon Listing.
|
||
|
||
BASIS OF ALLOCATION UNDER THE HONG KONG PUBLIC OFFERING
|
||
Subject to the satisfaction of the conditions set out in the Prospectus, valid applications made by
|
||
the public will be conditionally allocated on the basis set out below:
|
||
|
||
BASIS OF ALLOTMENT FOR PRESS ANNOUNCEMENT
|
||
APPROXIMATE
|
||
PERCENTAGE
|
||
ALLOTTED
|
||
NO. OF
|
||
SHARES
|
||
NO. OF
|
||
VALID
|
||
OF THE TOTAL
|
||
NO. OF
|
||
APPLIED
|
||
FOR
|
||
APPLICA
|
||
TIONS
|
||
BASIS OF ALLOTMENT / BALLOT SHARES
|
||
APPLIED FOR
|
||
POOL A
|
||
1,000 4,903 1,226 out of 4,903 to receive 1,000 Shares 25.01%
|
||
2,000 1,758 809 out of 1,758 to receive 1,000 Shares 23.01%
|
||
3,000 438 268 out of 438 to receive 1,000 Shares 20.40%
|
||
4,000 293 193 out of 293 to receive 1,000 Shares 16.47%
|
||
5,000 399 299 out of 399 to receive 1,000 Shares 14.99%
|
||
6,000 164 128 out of 164 to receive 1,000 Shares 13.01%
|
||
7,000 138 121 out of 138 to receive 1,000 Shares 12.53%
|
||
8,000 137 1,000 Shares 12.50%
|
||
9,000 98 1,000 Shares plus 8 out of 98 to receive
|
||
additional 1,000 Shares 12.02%
|
||
|
||
|
||
--- page 11 ---
|
||
10,000 2,980 1,000 Shares plus 447 out of 2,980 to receive
|
||
additional 1,000 Shares 11.50%
|
||
15,000 208 1,000 Shares plus 135 out of 208 to receive
|
||
additional 1,000 Shares 10.99%
|
||
20,000 685 1,000 Shares plus 617 out of 685 to receive
|
||
additional 1,000 Shares 9.50%
|
||
25,000 147 2,000 Shares 8.00%
|
||
30,000 223 2,000 Shares plus 56 out of 223 to receive
|
||
additional 1,000 Shares 7.50%
|
||
35,000 84 2,000 Shares plus 38 out of 84 to receive
|
||
additional 1,000 Shares 7.01%
|
||
40,000 137 2,000 Shares plus 82 out of 137 to receive
|
||
additional 1,000 Shares 6.50%
|
||
45,000 94 2,000 Shares plus 80 out of 94 to receive
|
||
additional 1,000 Shares 6.34%
|
||
50,000 291 3,000 Shares 6.00%
|
||
60,000 130 3,000 Shares plus 39 out of 130 to receive
|
||
additional 1,000 Shares 5.50%
|
||
70,000 90 3,000 Shares plus 45 out of 90 to receive
|
||
additional 1,000 Shares 5.00%
|
||
80,000 118 3,000 Shares plus 71 out of 118 to receive
|
||
additional 1,000 Shares 4.50%
|
||
90,000 75 3,000 Shares plus 52 out of 75 to receive
|
||
additional 1,000 Shares 4.10%
|
||
100,000 599 4,000 Shares 4.00%
|
||
200,000 340 4,000 Shares plus 272 out of 340 to receive
|
||
additional 1,000 Shares 2.40%
|
||
300,000 168 5,000 Shares 1.67%
|
||
400,000 82 6,000 Shares 1.50%
|
||
500,000 82 7,000 Shares 1.40%
|
||
600,000 52 8,000 Shares 1.33%
|
||
700,000 38 9,000 Shares 1.29%
|
||
800,000 55 10,000 Shares 1.25%
|
||
900,000 12 11,000 Shares 1.22%
|
||
1,000,000 122 12,000 Shares 1.20%
|
||
15,140 Total number of Pool A successful applicants:
|
||
10,091
|
||
|
||
|
||
POOL B
|
||
1,500,000 160 87,000 Shares 5.80%
|
||
2,000,000 30 112,000 Shares 5.60%
|
||
2,500,000 7 136,000 Shares 5.44%
|
||
3,000,000 5 154,000 Shares 5.13%
|
||
4,228,000 10 214,000 Shares 5.06%
|
||
212 Total number of Pool B successful applicants:
|
||
212
|
||
|
||
|
||
--- page 12 ---
|
||
As of the date of this announcement, the relevant subscription monies previously deposited in the
|
||
designated nominee accounts have been remitted back to the accounts of all HKSCC participants .
|
||
Investors should contact their relevant brokers for any inquiries.
|
||
|
||
COMPLIANCE WITH LISTING RULES AND GUIDANCE
|
||
The Directors confirm that, except for the Listing Rules that have been waived and/or in respect of
|
||
which consent has been obtained, the Company has complied with the Listing Rules and guidance
|
||
materials in relation to the placing, allotment and listing of the Company’s shares.
|
||
The Directors confirm that, to the best of their knowledge, the consideration paid by the placees or
|
||
the public (as the case may be) directly or indirectly for each Offer Share subscribed for or purchased
|
||
by them was the same as the final Offer Price in addition to any brokerage, AFRC transaction levy,
|
||
SFC transaction levy and trading fee payable.
|
||
OTHERS / ADDITIONAL INFORMATION
|
||
As the Hong Kong Public Offering has been over -subscribed by more than 100 times of the total
|
||
number of Offer Shares initially available under the Hong Kong Public Offering, the reallocation
|
||
procedure as disclosed in the section headed “Structure of the Gl obal Offering – The Hong Kong
|
||
Public Offering – Reallocation” in the Prospectus has been applied.
|
||
The number of Offer Shares initially available under the Hong Kong Public Offering is 8,457,000
|
||
Shares, representing approximately 10% of the total number of Offer Shares initially available under
|
||
the Global Offering (assuming the Over -allotment Option is not exercised). As a result of such
|
||
reallocation, the final number of Offer Shares under the Hong Kong Public Offering is adjusted to
|
||
42,284,000 Shares, representing 50% of the total number of Offer Shares available under the Global
|
||
Offering (assuming the Overallotment Option is not exercised).
|
||
Immediately after the completion of the Global Offering, 450,958,510 Shares, representing
|
||
approximately 30.24% of the issued share capital of our Company will count towards the public float,
|
||
satisfying the minimum percentage prescribed by Rule 8.08 of the Listing Rules. The Directors
|
||
confirm that, immediately following the completion of the Global Offering, (i) t here will not be any
|
||
new substantial Shareholder within the meaning of the Listing Rules; (ii) the three largest public
|
||
Shareholders will not hold more than 50% of the 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 (iii) there will be at least 300
|
||
Shareholders at the time of the Listing in compliance with Rule 8.08(2) of the Listing Rules.
|
||
|
||
DISCLAIMERS
|
||
|
||
Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Stock
|
||
Exchange”) and Hong Kong Securities Clearing Company Limited (“HKSCC”) take no
|
||
responsibility for the contents of this announcement, make no representation as to its accuracy or
|
||
completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from
|
||
or in reliance upon the whole or any part of the contents of this announcement.
|
||
This announcement is not for release, publication, distribution, directly or indirectly, in or into the
|
||
United States (including its territories and possessions, any state of the United States and the
|
||
District of Columbia). This announcement does not const itute or form a part of any offer or
|
||
solicitation to purchase or subscribe for securities in the United States. The securities mentioned
|
||
|
||
|
||
--- page 13 ---
|
||
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 r equirements 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 off shore 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 16 April 2024 issued by Mobvoi Inc. 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 Joint Representatives (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 paragraph headed “Underwriting – Underwriting Arrangements and Expenses
|
||
– Hong Kong Public Offering – Hong Kong Underwriting Agreement – 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 24 April 2024).
|
||
|
||
|
||
--- page 14 ---
|
||
– 3 –
|
||
PUBLIC FLOAT
|
||
Immediately following the completion of the Global Offering, (i) approximately 30.24% of
|
||
the total issued share capital of the Company (assuming the Over-Allotment Option is not
|
||
exercised) will be held by the public and will satisfy the minimum percentage as prescribed
|
||
in the waiver granted by the Stock Exchange from strict compliance with Rule 8.08(1)(a) of
|
||
the Listing Rules; (ii) the three largest public Shareholders do not hold more than 50% of
|
||
the Shares in public hands at the time of Listing in compliance with Rules 8.08(3) and 8.24
|
||
of the Listing Rules; (iii) there will not be any new substantial Shareholder (as defined in the
|
||
Listing Rules) of the Company; and (iv) there will be at least 300 Shareholders at the time
|
||
of Listing in compliance with Rule 8.08(2) of the Listing Rules.
|
||
COMMENCEMENT OF DEALINGS
|
||
Share certificates will only become valid evidence of title at 8:00 a.m. on Wednesday, April
|
||
24, 2024 (Hong Kong time), provided that the Global Offering has become unconditional
|
||
and the right of termination described in the paragraph headed “Underwriting —
|
||
Underwriting Arrangements and Expenses — Hong Kong Public Offering — Grounds for
|
||
Termination” in the Prospectus has not been exercised. Investors who trade the Shares on
|
||
the basis of publicly available allocation details prior to the receipt of share certificates or
|
||
prior to the 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
|
||
Wednesday, April 24, 2024 (Hong Kong time), it is expected that dealings in our Shares on
|
||
the Stock Exchange will commence at 9:00 a.m. on Wednesday, April 24, 2024 (Hong Kong
|
||
time). The Shares will be traded in board lots of 1,000 Shares each, and the stock code of the
|
||
Shares will be 2438.
|
||
By order of the Board
|
||
Mobvoi Inc.
|
||
Dr. LI Zhifei
|
||
Chief Executive Officer, Chairman of the Board
|
||
and Executive Director
|
||
Hong Kong, April 23, 2024
|
||
As at the date of this announcement, the directors and proposed directors of the Company are: (i) Dr. LI
|
||
Zhifei, Ms. LI Yuanyuan as executive directors; and (ii) Mr. Chen Yilyu, Prof. LU Yuanzhu and Mr. YANG Zhe
|
||
as independent non-executive directors.
|