6d05056609
Request: - Use archivist to close the 137 T1 ipo_demand source-only gaps using extracted PDF text. Changes: - Add an incremental T1 demand text backfill script. - Parse existing allotment-result extracted text into ipo_demand. - Archive linked Summary PDFs from old HKEX HTML allotment-result pages. - Correct allotment-result selection to prefer primary result announcements over clarification or supplemental notices. - Add robust line-aware allotment parsing and document the workflow in archivist and README. - Record the backfill result in a report. Execution: - Selected 137 source-only T1 demand gaps. - Wrote 137 ipo_demand rows, increasing ipo_demand from 154 to 291 rows. - Archived 38 new HKEX allotment-result PDFs and extracted their text. - Confirmed an incremental rerun selects 0 gaps and writes 0 rows. Verification: - Ran git diff --cached --check. - Ran py_compile for archive_hkex_documents.py and backfill_t1_demand_from_text.py. - Checked SQLite integrity and foreign keys. - Confirmed DB row counts match CSV snapshots. - Verified no T1 complete row is missing ipo_demand. - Verified source_refs paths/files/hashes and PDF extracted-text manifest hashes. Next useful context: - T1 demand structure is complete for listed rows; 06106 and 06675 remain pending_not_due. - T2 grey-market and due price-performance gaps remain separate archivist priorities. - Analyst output should be regenerated before using the new T1 demand facts for scoring.
736 lines
40 KiB
Plaintext
736 lines
40 KiB
Plaintext
--- page 1 ---
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ANNOUNCEMENT OF OFFER PRICE AND ALLOTMENT RESULTS
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SUMMARY
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Offer Price
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. The final Offer Price has been determine d at HK$1.10 per Offer Share (excluding
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brokerage of 1%, SFC transaction levy of 0.0027%, Stock Exchange trading fee of
|
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0.00565% and AFRC transact ion levy of 0.00015%).
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Net Proceeds From The Global Offering
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. Based on the final Offer Price of HK$1.10 per Offer Share, the net proceeds from
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the Global Offering to be received b y the Company, after deduction of the
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underwriting commissions and other esti mated expenses payable by the Company
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in connection with the Global Offering, a nd given that the Over-allotment Option
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is not exercised, are estimated to be approximately HK$28.8 million. The
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Company intends to use such net proceeds in accordance with the purposes as
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set out in the section headed ‘‘Net procee ds from the Global Offering’’ in this
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announcement.
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Applications and Indicati ons of Interest Received
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Hong Kong Public Offering
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. The Hong Kong Offer Shares initially offered under the Hong Kong Public
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Offering have been significantly over-subscribed. A total of 6,337 valid
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applications have been received pursuant to the Hong Kong Public Offering
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(being applications made through the White Form eIPO service and the CCASS
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EIPO service) for a total of 151,735,000 Hong Kong Offer Shares, representing
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approximately 14.71 times of the total number of 10,312,500 Hong Kong Offer
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Shares initially available for subscripti on under the Hong Kong Public Offering.
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. As the over-subscription in the Hong Kong Public Offering is less than 15 times,
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the reallocation procedures as describe di nt h es e c t i o nh e a d e d‘ ‘ S t r u c t u r ea n d
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Conditions of the Global Offering — The Hong Kong Public Offering —
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Reallocation’’ in the Prospectus have not been applied. The final number of Offer
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Shares under the Hong Kong Public Offering remains to be 10,312,500 Offer
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Shares, representing 10% of the total num ber of Offer Shares initially available
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under the Global Offering, which have been allocated to 1,316 successful
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applicants under the Hong Kong P ublic Offering, among which, 1,089
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Shareholders, representi ng approximately 82.8% of the Shareholders who were
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allocated Offer Shares under the Hong K ong Public Offering, were allocated with
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one board lot of the Offer Shares, totaling 2,722,500 Shares, representing
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approximately 26.4% of the total Offer Shares under the Hong Kong Public
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Offering.
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–3–
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--- page 2 ---
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International Placing
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. The International Placing Shares initially offered under the International Placing
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have been just sufficiently subscribed, r epresenting approximately 1.007 times the
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number of International Placing Shares ini tially available under the International
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Placing. The reallocation procedures as de scribed in the section headed ‘‘Structure
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and Conditions of the Global Offerin g — The Hong Kong Public Offering —
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Reallocation’’ in the Prospectus have not been applied. The final number of
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International Placing Shares under the International Placing remains to be
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92,812,500 Offer Shares, representing 90% of the total number of Offer Shares
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initially available under the Global Offering.
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. No over-allocation of Offer Shares has been made and there are a total of 110
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placees under the International Pla cing, among which 64 placees have been
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allotted five or fewer board lots of Offe r Shares, representing approximately
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58.2% of the 110 placees under the Internat ional Placing and 64 placees have been
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allotted one board lot of Offer Shares, re presenting approximately 58.2% of the
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110 placees under the International Placing.
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. The International Placing has been co nducted in compliance with the Placing
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Guidelines for Equity Securities in A ppendix 6 to the Listing Rules (the ‘‘ Placing
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Guidelines ’’). None of the Sole Sponsor, the Sole Overall Coordinator, the Sole
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Global Coordinator, the Joint Bookrunners, the Joint Lead Managers, the
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Underwriters and their respective affili ated companies and connected clients of the
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lead broker or of any distributors (as defi ned in the Placing Guidelines) has taken
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up any Offer Shares for its own benefit under the Global Offering.
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–4–
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--- page 3 ---
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Confirmations of Public Shareholders in th e Hong Kong Public Offering and Placees in
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the International Placing
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. To the best knowledge of the Company, ( i) none of the Offer Shares subscribed for
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by public Shareholders in the Hong Kong Public Offering and placees in the
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International Placing has been finance d directly, or indirectly by the Company,
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the Directors, the chief executive of the Company, the single largest Shareholder,
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the substantial share holders (as defined in the Listing Rules) of the Company,
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existing Shareholders, or any of their s ubsidiaries or their respective close
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associates; (ii) none of the public Share holders in the Hong Kong Public Offering
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and placees in the International Placing who has subscribed for the Offer Shares is
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accustomed to taking instructions from the Company, the Directors, the chief
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executive of the Company, the single la rgest Shareholder, the substantial
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shareholders (as defined in the Listi ng Rules) of the Company, existing
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Shareholders, or any of their subsidiaries or their respective close associates in
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relation to the acquisition, disposal, v oting or other disposition of the Shares
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registered in their name or otherwise held by them; (iii) no rebate has been,
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directly or indirectly, provided by the Co mpany, the Directors, the chief executive
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of the Company, the single largest Sharehol der, the substantial shareholders (as
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defined in the Listing Rules) of the Compa ny, the existing Shareholders, or any of
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their subsidiaries or their respective close associates, or syndicate members or any
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brokers or underwriters to any public Shareholders in the Hong Kong Public
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Offering or placees in the International P lacing; (iv) the consideration payable by
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the public Shareholders in the Hong Kong Public Offering and placees in the
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International Placing for each Offer Share subscribed for or purchased by them is
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the same as the final Offer Price as determined by the Company, in additional to
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brokerage of 1.0%, SFC transaction levy o f 0.0027%, Stock Exchange trading fee
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of 0.00565% and AFRC transaction levy of 0.00015%; and (v) there is no side
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agreement or arrangement between the Com pany, any of the Directors, the chief
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executive of the Company, the single la rgest Shareholder, the substantial
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shareholders (as defined in the Listi ng Rules) of the Company, the existing
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Shareholders, or any of their subsidiaries or their respective close associates or
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syndicate members or any other brokers or underwriters, on one hand, and the
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public Shareholder or the placee who has s ubscribed for the Offer Shares, on the
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other hand.
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. The Directors confirm that, to the best o f their knowledge, information and belief,
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no Offer Shares under the International Placing placed by or through the Sole
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Overall Coordinator, the Sole Global Coor dinator, the Joint Bookrunners, the
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Joint Lead Managers or the Underwrite rs under the Global Offering have been
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placed with any core connected persons (a s defined in the Listing Rules) of the
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Company, or to any connected clients (as se t out in paragraph 5(1) of the Placing
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Guidelines), or persons set out in par agraph 5(2) of the Placing Guidelines,
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whether in their own names or through nominees.
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–5–
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--- page 4 ---
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Over-allotment Option
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. The Sole Overall Coordinator confirme dt h a tn oo v e r - a l l o c a t i o no ft h eO f f e r
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Shares under the International Placing has been made. Accordingly, the Stock
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Borrowing Agreement has not been and will not be entered into, and the
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Over-allotment Option has not been and will not be exercised. In view of the fact
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that there has been no over-allocation of t he Offer Shares under the International
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Placing, no stabilising actions as describe d in the Prospectus will take place during
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the stabilising period.
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Lock-up Undertakings
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. The Company and the single largest Shareholder are subject to certain lock-up
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undertakings as set out in the section headed ‘‘Lock-up Undertakings’’ in this
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announcement.
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Results of Allocations
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. The final Offer Price, the level of indic ations of interest in the International
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Placing, the level of applications in th e Hong Kong Public Offering and the basis
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of allocation of the Hong Kong Offer Sha res are also published on the Company’s
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website at
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www.xxfqc.com and the Stock Exchange’s website at www.hkexnews.hk
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on Wednesday, 8 November 2023.
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. The results of allocations in the Hong Kong Public Offering (with successful
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applicants’ identification document num bers, where appropriate) will be available
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at the times and dates and in the manner set out below:
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(i) in the announcement to be poste d on the Company’s website at
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www.xxfqc.com and the Stock Exchange’s website at www.hkexnews.hk by
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no later than 9 : 00 a.m. on W ednesday, 8 November 2023;
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(ii) from the designated results of allocations websites at
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www.iporesults.com.hk (alternatively: English https://www.eipo.com.hk/en/Allotment;
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Chinese https://www.eipo.com.hk/zh-hk/Allotment) with a ‘‘search by ID’’ function
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from 8 : 00 a.m. on Wednesday, 8 November 2023 to 12 : 00 midnight on
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Tuesday, 14 November 2023; and
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(iii) by telephone enquiry line by calling +852 2862 8555 between 9 : 00 a.m. and
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6 : 00 p.m. from Wednesday, 8 November 2023 to Monday, 13 November 2023
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(excluding Saturday, Sunday and public holiday in Hong Kong).
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–6–
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--- page 5 ---
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. This announcement contains a list of i dentification document numbers.
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Identification document numbers shown in the section headed ‘‘Results of
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Applications Made by White Form eIPO service’’ in this announcement refer to
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Hong Kong identity card numbers/passport numbers/Hong Kong business
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registration numbers/certificate of in corporation numbers/beneficial owner
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identification codes (if such applicat ions are made by nominees as agent for the
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benefit of another person) whereas those d isplayed in the section headed ‘‘Results
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of Applications Made by Giving Electronic Application Instructions to HKSCC via
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CCASS’’ in this announcement are provided by CCASS Participants via CCASS.
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Therefore, the identification documen t numbers shown in the two sections are
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different in nature. Please note that the li st of identification document numbers set
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out in this announcement may not be a complet e list of successful applicants since
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only successful applicants whose identific ation document numbers are provided to
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HKSCC by CCASS Participants are disclos ed. Applicants with beneficial names
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only but not identificatio n document numbers are not disclosed due to personal
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privacy issue as elaborated below. Ap plicants who applied for the Hong Kong
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Offer Shares through their brokers can c onsult their brokers to enquire about their
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application results.
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. Since applications are subject to persona l information collection statements,
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beneficial owner identification codes displ ayed in the sections headed ‘‘Results of
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Applications Made by White Form eIPO service’’ and ‘‘Results of Applications
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Made by Giving Electronic Application Instructions to HKSCC via CCASS’’ are
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redacted and not all details of applicat ions are disclosed in this announcement.
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Despatch/Collection of Share Certificat es/e-Refund Payment In structions/Refund
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Cheques
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. Applicants who have applied 1,000,000 Hong Kong Offer Shares or more through
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the White Form eIPO service and who have been successfully or partially
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successfully allocated Hong Kong Offer Sha res may collect Share certificate(s)
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and/or refund cheque(s) (where applicab le) personally from the Hong Kong Share
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Registrar, Computershare Hong Kong In vestor Services Limited at Shops
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1712–1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai,
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Hong Kong, from 9 : 00 a.m. to 1 : 00 p.m. on Wednesday, 8 November 2023, or
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such other date as notified by the Company in the newspapers as the date of
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despatch/collection of Sha re certificates/e-Refund p ayment instructions/refund
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cheques.
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–7–
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--- page 6 ---
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. Applicants being individuals who are eli gible for personal collection may not
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authorise any other person to collect on their behalf. Applicants being
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corporations who are eligible for person al collection must attend through their
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authorised representatives bearing letter s of authorisation from their corporation
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stamped with the corporation’s c hop. Both individuals and authorised
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representatives must produce evidence o f identity acceptable to the Hong Kong
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Share Registrar at the time of collection.
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. If an applicant who does not collect his/her /its Share certificate(s) and/or refund
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cheque(s) (where applicable) personally w ithin the time specified for collection,
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they will be sent to the address specified i n his/her/its application instructions on
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or before Wednesday, 8 November 2023 by ordinary post at his/her/its own risk.
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. Share certificate(s) for applicants who have applied less than 1,000,000 Hong
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Kong Offer Shares through the White Form eIPO service will be sent to the
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address specified in his/her/its applica tion instructions on or before Wednesday, 8
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November 2023 by ordinary post at his/her/its own risk.
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. If an applicant has applied for the Hong Kong Offer Shares through the White
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Form eIPO service and paid the application monies from a single bank account,
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any refund monies will be despatched to that bank account in the form of
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e-Refund payment instruc tions. If an applicant has applied for and paid the
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application monies from multiple b ank accounts, any refund monies will be
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despatched to the address as specified in hi s/her/its applicatio n instructions in the
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form of refund cheque(s) in his/her/its name (or, in case of joint applicants, the
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first-named applicant) by ordinary post at his/her/its own risk. No interest will be
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paid thereon.
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. Wholly or partially successful applicants who have applied by giving electronic
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application instructions to HKSCC via CCASS will have their Share certificate(s)
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issued in the name of HKSCC Nominees and deposited into CCASS for the credit
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of the applicant’s designated CCASS Partic ipant’s stock account or the applicant’s
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CCASS Investor Participant stock ac count on Wednesday, 8 November 2023, or,
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on any other date determined by HKSCC or HKSCC Nominees.
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. Applicants who have applied through a desi gnated CCASS Participant (other than
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a CCASS Investor Participant) shou ld check the number of Hong Kong Offer
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Shares allotted to them and the amount of refund monies (if any) payable to them
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with that CCASS Participant.
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–8–
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--- page 7 ---
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. Applicants who have applied as a CCASS Investor Participant by giving electronic
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application instructions to HKSCC via CCASS should check and report any
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discrepancies to HKSCC before 5 : 00 p.m. on Wednesday, 8 November 2023 or
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such other date as determined by HKS CC or HKSCC Nominees. Applicants who
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have applied as a CCASS Investor Participant by giving electronic application
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instructions to HKSCC via CCASS can also check the number of Hong Kong
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Offer Shares allocated to them and the amount of refund monies (if any) payable
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to them via the CCASS Phone System and the CCASS Internet System (under the
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procedures contained in HKSCC’s ‘ ‘An Operating Guide for Investor
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Participants’’ in effect from time to time) on Wednesday, 8 November 2023.
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Immediately following the credit of the Hong Kong Offer Shares to the CCASS
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Investor Participants stock accounts a nd the credit of refund monies to the
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CCASS Investor Participants bank acco unts, HKSCC will also make available to
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the CCASS Investor Participant an act ivity statement showing the number of
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Hong Kong Offer Shares credited to the ir CCASS Investor Participant stock
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accounts and the amount of refund monies (if any) credited to their respective
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designated bank accounts.
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. Refund monies (if any) for applic ants who have applied by giving electronic
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application instructions to HKSCC via CCASS will be credited to their respective
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designated bank accounts or the design ated bank accounts of their respective
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brokers or custodians on Wednesday, 8 November 2023.
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. Share certificates will only become val id at 8 : 00 a.m. on Thursday, 9 November
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2023, provided that (i) the Global Off ering has become unconditional in all
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respects; and (ii) the right of termination as described in the section headed
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‘‘Underwriting — Underwriting Arr angements and Expenses — Hong Kong
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Public Offering — Grounds for termina tion’’ of the Prospectus has not been
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exercised. Investors who trade Shares pri or to the receipt of Share certificates or
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prior to the Share certificates being valid evidence of title do so entirely at their
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own risk.
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. No temporary evidence of title will be is sued in respect of the Shares. No receipt
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will be issued for sums paid on application.
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Public Float
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. Immediately after completion of the Global Offering and the Capitalisation Issue,
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(i) 331,970,140 Shares, representing appr oximately 64.38% of the issued Shares
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will be held in the public hands, satisfyi ng the minimum percentage requirement
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under Rule 8.08(1) of the Listing Rules; (i i) the three largest public Shareholders
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will not hold more than 50% of the Shares held in the public hands at the time of
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Listing in compliance with Rules 8.08(3) and 8.24 of the Listing Rules; and (iii)
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there will be at least 300 Shareholders at the time of Listing in compliance with
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Rule 8.08(2) of the Listing Rules.
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–9–
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--- page 8 ---
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. The Directors confirm that immediately after the completion of the Global
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Offering, (i) no placee will, individually, be placed more than 10% of the enlarged
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issued share capital of the Company; and (ii) there will not be any new substantial
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shareholder (as defined in the Listing Rules) of the Company.
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C o m m e n c e m e n to fD e a l i n g s
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. Assuming that the Global Offering become s unconditional in all respects at or
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before 8 : 00 a.m. on Thursday, 9 November 2023, it is expected that dealings in the
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Shares on the Stock Exchange will c ommence at 9 : 00 a.m. on Thursday, 9
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November 2023. The Shares will be traded in board lots of 2,500 Shares each. The
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stock code of the Shares is 2473.
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In view of the high concentration of shareholding in a small number of Shareholders,
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Shareholders and prospective investors sh ould be aware that the price of the Shares could
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move substantially even with a small num ber of Shares traded, and should exercise
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extreme caution when dealing in the Shares.
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OFFER PRICE
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The final Offer Price has been determined at HK$1.10 per Offer Share (exclusive of
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brokerage of 1%, SFC transa ction levy of 0.0027%, Stock Exchange trading fee of
|
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0.00565% and AFRC transact ion levy of 0.00015%).
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NET PROCEEDS FROM THE GLOBAL OFFERING
|
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Based on the final Offer Price of HK$1.10 pe r Offer Share, the net proceeds from the
|
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Global Offering to be received by the Compa ny, after deduction of the underwriting
|
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commissions and other estima ted expenses payable by the Company in connection with
|
||
the Global Offering, and given that the Ove r-allotment Option i s not exercised, are
|
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estimated to be approximately HK$28.8 mil lion. The Company intends to use such net
|
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proceeds as follows:
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. HK$17.5 million (equivalent to RMB16.5 mil lion or approximately 60.8% of the
|
||
estimated net proceeds) for purchasing automobiles, so as to increase the Group’s
|
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revenue; and
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. HK$11.3 million (equivalent to RMB10.7 m illion or approximately 39.2% of our
|
||
estimated net proceeds) for expanding the G roup’s sales network to increase market
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penetration.
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Please refer to the section headed ‘‘Future P lans and Use of Proceeds’’ in the Prospectus
|
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for further information.
|
||
–1 0–
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--- page 9 ---
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APPLICATIONS AND INDICATIONS OF INTEREST RECEIVED
|
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The Hong Kong Offer Shares initially offere d under the Hong Kong Public Offering have
|
||
been significantly over-subscribed. A total o f 6,337 valid applications have been received
|
||
pursuant to the Hong Kong Public Offering (being applications made through the White
|
||
Form eIPO service and the CCASS EIPO service) for a total of 151,735,000 Hong Kong
|
||
Offer Shares, representing approximately 14.71 times of the total number of 10,312,500
|
||
Hong Kong Offer Shares initially available for subscription under the Hong Kong Public
|
||
Offering, among which:
|
||
. 6,326 valid applications in respect of a tota l of 107,235,000 Hong Kong Offer Shares
|
||
were for the Hong Kong Public Offering with an aggregate subscription amount
|
||
based on the maximum Offer Price of HK$1. 36 per Offer Share (excluding brokerage
|
||
of 1%, SFC transaction levy of 0.0027%, Stock Exchange trading fee of 0.00565%
|
||
and AFRC transaction levy of 0.00015%) of HK$5 million or below, representing
|
||
approximately 20.79 times of the 5,157 ,500 Hong Kong Offer Shares initially
|
||
comprised in pool A; and
|
||
. 11 valid applications in respect of a to tal of 44,500,000 Hong Kong Offer Shares
|
||
were for the Hong Kong Public Offering with an aggregate subscription amount
|
||
based on the maximum Offer Price of HK$1. 36 per Offer Share (excluding brokerage
|
||
of 1%, SFC transaction levy of 0.0027%, Stock Exchange trading fee of 0.00565%
|
||
and AFRC transaction levy of 0.00015%) of over HK$5 million, representing
|
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approximately 8.63 times of the 5,155, 000 Hong Kong Offer Shares initially
|
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comprised in pool B.
|
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No application has been rejected due to inval id application. 6 multiple or suspected
|
||
multiple applications were identified an d rejected. No dishonoured payment has been
|
||
identified and rejected. No application fo r more than 5,155,000 Hong Kong Offer Shares
|
||
(being the maximum number of Hong Kong Offe r Shares an applicant may apply for) has
|
||
been identified.
|
||
As the over-subscription in the Hong Kong P ublic Offering is less than 15 times, the
|
||
reallocation procedures as described in the se ction headed ‘‘Structure and Conditions of
|
||
the Global Offering — Hong Kong Public Offe ring — Reallocation’’ in the Prospectus
|
||
have not been applied. The final number of Offer Shares under the Hong Kong Public
|
||
Offering remains to be 10,312,500 Offer Share s, representing 10% of the total number of
|
||
Offer Shares initially available under the Gl obal Offering, which have been allocated to
|
||
1,316 successful applicants under the Hong Kong Public Offering, among which, 1,089
|
||
Shareholders, representing a pproximately 82.8% of the Shareholders who were allocated
|
||
Offer Shares under the Hong Kong Public Offering, were allocated with one board lot of
|
||
the Offer Shares, totaling 2,722,500 Shares, r epresenting approximately 26.4% of the
|
||
total Offer Shares under the Hong Kong Public Offering.
|
||
–1 1–
|
||
|
||
|
||
--- page 10 ---
|
||
The Offer Shares offered in the Hong Kong Publ ic Offering were conditionally allocated
|
||
on the basis set out in the section headed ‘ ‘Basis of Allocation under the Hong Kong
|
||
Public Offering’’ below.
|
||
THE INTERNATIONAL PLACING
|
||
The International Placing Shares initially o ffered under the International Placing have
|
||
been just sufficiently subscribed, represent ing approximately 1.007 times the number of
|
||
International Placing Shares initially avai lable under the International Placing. The
|
||
reallocation procedures as described in the se ction headed ‘‘Structure and Conditions of
|
||
the Global Offering — The Hong Kong Public Offering — Reallocation’’ in the
|
||
Prospectus have not been applied. The final number of International Placing Shares
|
||
under the International Placing remains to b e 92,812,500 Offer Shares, representing 90%
|
||
of the total number of Offer Shares initial ly available under the Global Offering.
|
||
No over-allocation of Offer Shares has be en made and there are a total of 110 placees
|
||
under the International Placing, among which 64 placees have been allotted five or fewer
|
||
board lots of Offer Shares, representing ap proximately 58.2% of the 110 placees under
|
||
the International Placing and 64 placees ha ve been allotted one board lot of Offer Shares,
|
||
representing approximately 58.2% of the 110 placees under t he International Placing.
|
||
CONFIRMATIONS OF PUBLIC SHAREHOLDERS IN THE HONG KONG PUBLIC
|
||
OFFERING AND PLACEES IN THE INTERNATIONAL PLACING
|
||
The International Placing has been conducted i n compliance with the Placing Guidelines
|
||
for Equity Securities in Appendix 6 to the Li sting Rules. None of the Sole Sponsor, the
|
||
Sole Overall Coordinator, the Sole Global Coor dinator, the Joint Bookrunners, the Joint
|
||
Lead Managers, the Underwriters and the ir respective affiliated companies and
|
||
connected clients of the lead broker or of any distributors (as defined in the Placing
|
||
Guidelines) has taken up any Offer Shares f or its own benefit under the Global Offering.
|
||
To the best knowledge of the Company, (i) none of the Offer Shares subscribed for by
|
||
public Shareholders in the Hong Kong Public Offering and placees in the International
|
||
Placing has been financed directly, or indire ctly by the Company, the Directors, the chief
|
||
executive of the Company, the single largest Sha reholder, the substanti al shareholders (as
|
||
defined in the Listing Rules) of the Compan y, existing Shareholders, or any of their
|
||
subsidiaries or their respective close associ ates; (ii) none of the public Shareholders in the
|
||
Hong Kong Public Offering and placees in the International Placing who has subscribed
|
||
f o rt h eO f f e rS h a r e si sa c c u s t o m e dt ot a king instructions from the Company, the
|
||
Directors, the chief executive of the Compa ny, the single largest Shareholder, the
|
||
substantial shareholders (as defined in t he Listing Rules) of the Company, existing
|
||
Shareholders, or any of their subsidiaries or th eir respective close associates in relation to
|
||
the acquisition, disposal, voting or other di sposition of the Share sr e g i s t e r e di nt h e i r
|
||
name or otherwise held by them; (iii) no rebate has been, directly or indirectly, provided
|
||
by the Company, the Directors, the chief ex ecutive of the Company, the single largest
|
||
Shareholder, the substantial shareholders (as defined in the Listing Rules) of the
|
||
–1 2–
|
||
|
||
|
||
--- page 11 ---
|
||
Company, the existing Sharehold ers, or any of their subsidiaries or their respective close
|
||
associates, or syndicate members or any brokers or underwriters to any public
|
||
Shareholders in the Hong Kong Public O ffering or placees in the International
|
||
Placing; (iv) the consideration payable by the public Shareholders in the Hong Kong
|
||
Public Offering and placees in the Internati onal Placing for each Offer Share subscribed
|
||
for or purchased by them is the same as the final Offer Price as determined by the
|
||
Company, in additional to brokerage of 1.0% , SFC transaction levy of 0.0027%, Stock
|
||
Exchange trading fee of 0.00565% and AFRC transaction levy of 0.00015%; and (v)
|
||
there is no side agreement or arrangement be tween the Company, any of the Directors,
|
||
the chief executive of the Company, the sing le largest Shareholder, the substantial
|
||
shareholders (as defined in the Listing Rule s) of the Company, the existing Shareholders,
|
||
or any of their subsidiaries or their respect ive close associates or syndicate members or
|
||
any other brokers or underwriters, on one h and, and the public Shar eholder or the placee
|
||
who has subscribed for the Offer Shares, on the other hand.
|
||
The Directors confirm that, to the best of t heir knowledge, information and belief, no
|
||
Offer Shares under the International Placi ng placed by or through the Sole Overall
|
||
Coordinator, the Sole Global Coordinator , the Joint Bookrunners, the Joint Lead
|
||
Managers or the Underwriters under the Glob al Offering have been placed with any core
|
||
connected persons (as defined in the Listing Rules) of the Company, or to any connected
|
||
clients (as set out in paragraph 5(1) of the Placing Guidelines), or persons set out in
|
||
paragraph 5(2) of the Placing Guideline s, whether in their own names or through
|
||
nominees.
|
||
OVER-ALLOTMENT OPTION
|
||
In connection with the Global Offering, the Company has granted the Over-allotment
|
||
Option to the International Underwriters, e xercisable by the Sole Overall Coordinator
|
||
(for itself and on behalf of the Internationa l Underwriters), at any time from the Listing
|
||
Date until Saturday, 2 December 2023, bein g the 30th day after the last day for lodging
|
||
applications under the Hong Kong Public Offe ring, pursuant to which the Company may
|
||
b er e q u i r e dt oa l l o ta n di s s u eu pt oa na g g regate of 15,468,750 additional new Shares,
|
||
representing 15% of the initial number o f Offer Shares offered under the Global
|
||
Offering, at the Offer Price to cover the over -allocation in the International Placing.
|
||
The Sole Overall Coordinator confirmed tha t no over-allocation of the Offer Shares
|
||
under the International Placing has been made. Accordingly, the Stock Borrowing
|
||
Agreement has not been and will not be entere d into, and the Over-allotment Option has
|
||
not been and will not be exercised. In view of the fact that there has been no
|
||
over-allocation of the Offer Shares under the In ternational Placing, no stabilising actions
|
||
as described in the Prospectus will take place during the stabilising period.
|
||
–1 3–
|
||
|
||
|
||
--- page 12 ---
|
||
BASIS OF ALLOCATION UNDER THE HONG KONG PUBLIC OFFERING
|
||
Subject to the satisfaction of the conditions s et out in the paragraph headed ‘‘Structure
|
||
and Conditions of the Global Offering — Condi tions of the Global Offering’’ in the
|
||
Prospectus, 6,337 valid applicat ions made by the public through the White Form eIPO
|
||
service and the CCASS EIPO service will be conditionally allocated on the basis set out
|
||
below:
|
||
NO. OF SHARES
|
||
APPLIED FOR
|
||
NO. OF VALID
|
||
APPLICATIONS BASIS O F ALLOTMENT/BALLOT
|
||
APPROXIMATE
|
||
PERCENTAGE
|
||
ALLOTTED OF
|
||
THE TOTAL NO.
|
||
OF SHARES
|
||
APPLIED FOR
|
||
POOL A
|
||
2,500 3,788 256 out of 3,788 to receive 2,500 Shares 6.76%
|
||
5,000 1,205 163 out of 1,205 to receive 2,500 Shares 6.76%
|
||
7,500 138 28 out of 138 to receive 2,500 Shares 6.76%
|
||
10,000 105 28 out of 105 to receive 2,500 Shares 6.67%
|
||
12,500 68 22 out of 68 to receive 2,500 Shares 6.47%
|
||
15,000 50 19 out of 50 to receive 2,500 Shares 6.33%
|
||
17,500 21 9 out of 21 to receive 2,500 Shares 6.12%
|
||
20,000 41 20 out of 41 to receive 2,500 Shares 6.10%
|
||
22,500 11 6 out of 11 to receive 2,500 Shares 6.06%
|
||
25,000 43 26 out of 43 to receive 2,500 Shares 6.05%
|
||
30,000 29 20 out of 29 to receive 2,500 Shares 5.75%
|
||
35,000 557 439 out of 557 to receive 2,500 Shares 5.63%
|
||
40,000 10 9 out of 10 to receive 2,500 Shares 5.63%
|
||
45,000 8 2,500 Shares 5.56%
|
||
50,000 11 2,500 Shares plus 1 out of 11 to receive
|
||
additional 2,500 Shares
|
||
5.45%
|
||
60,000 7 2,500 Shares plus 2 out of 7 to receive
|
||
additional 2,500 Shares
|
||
5.36%
|
||
70,000 28 2,500 Shares plus 14 out of 28 to receive
|
||
additional 2,500 Shares
|
||
5.36%
|
||
80,000 15 2,500 Shares plus 10 out of 15 to receive
|
||
additional 2,500 Shares
|
||
5.21%
|
||
90,000 11 2,500 Shares plus 9 out of 11 to receive
|
||
additional 2,500 Shares
|
||
5.05%
|
||
100,000 83 5,000 Shares 5.00%
|
||
150,000 22 7,500 Shares 5.00%
|
||
200,000 9 7,500 Shares plus 7 out of 9 to receive
|
||
additional 2,500 Shares
|
||
4.72%
|
||
250,000 20 10,000 Shares plus 13 out of 20 to receive
|
||
additional 2,500 Shares
|
||
4.65%
|
||
300,000 9 12,500 Shares plus 5 out of 9 to receive
|
||
additional 2,500 Shares
|
||
4.63%
|
||
–1 4–
|
||
|
||
|
||
--- page 13 ---
|
||
NO. OF SHARES
|
||
APPLIED FOR
|
||
NO. OF VALID
|
||
APPLICATIONS BASIS O F ALLOTMENT/BALLOT
|
||
APPROXIMATE
|
||
PERCENTAGE
|
||
ALLOTTED OF
|
||
THE TOTAL NO.
|
||
OF SHARES
|
||
APPLIED FOR
|
||
350,000 7 15,000 Shares plus 3 out of 7 to receive
|
||
additional 2,500 Shares
|
||
4.59%
|
||
400,000 4 17,500 Shares plus 1 out of 4 to receive
|
||
additional 2,500 Shares
|
||
4.53%
|
||
450,000 1 20,000 Shares 4.44%
|
||
500,000 3 20,000 Shares plus 1 out of 3 to receive
|
||
additional 2,500 Shares
|
||
4.17%
|
||
600,000 3 22,500 Shares plus 1 out of 3 to receive
|
||
additional 2,500 Shares
|
||
3.89%
|
||
700,000 3 25,000 Shares plus 2 out of 3 to receive
|
||
additional 2,500 Shares
|
||
3.81%
|
||
800,000 1 27,500 Shares 3.44%
|
||
1,000,000 8 32,500 Shares 3.25%
|
||
1,500,000 1 47,500 Shares 3.17%
|
||
2,000,000 1 62,500 Shares 3.13%
|
||
2,500,000 1 70,000 Shares 2.80%
|
||
3,000,000 1 77,500 Shares 2.58%
|
||
3,500,000 3 90,000 Shares 2.57%
|
||
6,326 Total number of Pool A successful
|
||
applicants: 1,305
|
||
POOL B
|
||
4,000,000 10 465,000 Shares 11.63%
|
||
4,500,000 1 505,000 Shares 11.22%
|
||
11 Total number of Pool B successful
|
||
applicants: 11
|
||
The final number of Offer Shares compris ing the Hong Kong Public Offering is
|
||
10,312,500 Offer Shares, representing 10% o f the total number of the Offer Shares
|
||
initially available under the Global Offering.
|
||
–1 5–
|
||
|
||
|
||
--- page 14 ---
|
||
LOCK-UP UNDERTAKINGS
|
||
The Company and the single largest Shareholder are subject to certain lock-up
|
||
undertakings (the ‘‘ Lock-up Undertakings ’’) in respect of the Shares. The major terms
|
||
of the Lock-up Undertakings are set out as follows:
|
||
Name
|
||
Number of Shares
|
||
subject to the
|
||
Lock-up
|
||
Undertakings
|
||
after Listing
|
||
Approximate
|
||
percentage of the total
|
||
issued share capital of
|
||
the Company
|
||
following the
|
||
completion of the
|
||
Global Offering which
|
||
are subject to the
|
||
Lock-up Undertakings
|
||
upon Listings
|
||
Last day of the
|
||
lock-up period
|
||
The Company (1)
|
||
(subject to lock-up
|
||
obligations
|
||
pursuant to the
|
||
Listing Rules and
|
||
the Underwriting
|
||
Agreements)
|
||
N/A N/A 8 May 2024
|
||
(First Six-Month
|
||
Period);
|
||
8N o v e m b e r2 0 2 4
|
||
(Second Six-Month
|
||
Period)
|
||
Mr. Huang
|
||
(2)
|
||
(subject to lock-up
|
||
obligations
|
||
pursuant to the
|
||
Underwriting
|
||
Agreements)
|
||
128,610,355 24.94% 8 May 2024
|
||
(First Six-Month
|
||
Period);
|
||
8N o v e m b e r2 0 2 4
|
||
(Second Six-Month
|
||
Period)
|
||
Total 128,610,355 24.94%
|
||
Notes:
|
||
1. The Company may not, among others, issue or agr ee to issue or publicly announce its intention to
|
||
issue Shares or securities of the Company during th e First Six-Month Period except for the issue of
|
||
the Shares pursuant to the Global Offering, th e Capitalisation Issue, the exercise of the
|
||
Over-allotment Option, the grant of options under the Share Option Scheme and the allotment and
|
||
issue of Shares on the exercise thereof or the exercise of any option granted under the Pre-IPO Share
|
||
Option Scheme or as otherwise with the prior written consent of the Sole Sponsor and the Sole
|
||
Overall Coordinator, and unless in compliance wit h the Listing Rules. In the event the Company does
|
||
so by virtue of the aforesaid exceptions or during the Second Six-Month Period, the Company will
|
||
take all reasonable steps to ensure that such action will not create a disorderly or false market in any
|
||
of the Shares or other securities of the Company. For details of the lock-up arrangements of the
|
||
–1 6–
|
||
|
||
|
||
--- page 15 ---
|
||
Company, please refer to the paragraphs head ed ‘‘Underwriting — Hong Kong Underwriting
|
||
Agreement — Undertakings given to the Hong Kong Underwriters — Undertakings by our
|
||
Company’’ in the Prospectus.
|
||
2. Mr. Huang, the single largest Shareholder, may not, among others, transfer or dispose of or agree to
|
||
transfer or dispose of or publicly announce any intention to transfer or dispose of any Shares or
|
||
securities of the Company during the First Six-Month Period. Mr. Huang may not, among others,
|
||
enter into or agree to or publicly announce any intention to enter into transfer or disposal of any
|
||
Shares or securities of the Company during the Second Six-Month Period except with the prior
|
||
written consent of the Sole Sponsor and the Sole Ov erall Coordinator, and unless in compliance with
|
||
the Listing Rules, if, immediately following such transfer or disposal, he will cease to be the single
|
||
largest Shareholder. For details of the lock-up arrangement of Mr. Huang, please refer to the
|
||
paragraph headed ‘‘Underwriting — Hong Kong Und erwriting Agreement — Undertakings given to
|
||
the Hong Kong Underwriters — By Mr. Huang’’.
|
||
RESULTS OF ALLOCATIONS
|
||
The final Offer Price, the level of indications of interest in the International Placing, the
|
||
level of applications in the Hong Kong Public Offering and the basis of allocation of the
|
||
Hong Kong Offer Shares are also publ ished on the Company’s website at www.xxfqc.com
|
||
and the Stock Exchange’s website at www.hkexnews.hk on Wednesday, 8 November 2023.
|
||
The results of allocations in the Hong Kong Pub lic Offering (with successful applicants’
|
||
identification document numbers, where a ppropriate) will be available at the times and
|
||
dates and in the manner set out below:
|
||
(i) in the announcement to be posted on the Company’s website at www.xxfqc.com and
|
||
the Stock Exchange’s website at www.hkexnews.hk by no later than 9 : 00 a.m. on
|
||
Wednesday, 8 November 2023;
|
||
(ii) from the designated resul ts of allocations websites at www.iporesults.com.hk
|
||
(alternatively: English https://www.eipo.com.hk/en/Allotment ; Chinese
|
||
https://www.eipo.com. hk/zh-hk/Allotment ) with a ‘‘search by ID’’ function from
|
||
8 : 00 a.m. on Wednesday, 8 November 2023 to 12 : 00 midnight on Tuesday, 14
|
||
November 2023; and
|
||
(iii) by telephone enquiry line by calli ng +852 2862 8555 between 9 : 00 a.m. and
|
||
6 : 00 p.m. from Wednesday, 8 November 2023 to Monday, 13 November 2023
|
||
(excluding Saturday, Sunday and public holiday in Hong Kong).
|
||
This announcement contains a list of identific ation document numbers. Identification
|
||
document numbers shown in the section he aded ‘‘Results of Applications Made by White
|
||
Form eIPO service’’ in this announcement refer to Hong Kong identity card
|
||
numbers/passport numbers/Hong Kong busines s registration numbers/certificate of
|
||
incorporation numbers/benefi cial owner identification codes (if such applications are
|
||
made by nominees as agent for the benefit of a nother person) whereas those displayed in
|
||
the section headed ‘‘Results of Applications Made by Giving Electronic Application
|
||
Instructions to HKSCC via CCASS’’ in this announcement are provided by CCASS
|
||
–1 7–
|
||
|
||
|
||
--- page 16 ---
|
||
Participants via CCASS. Therefore, the ide ntification document numbers shown in the
|
||
two sections are different in nature. Please note that the list of identification document
|
||
numbers set out in this announcement may not b e a complete list of successful applicants
|
||
since only successful applicants whose identif ication document numbers are provided to
|
||
HKSCC by CCASS Participants are disclosed. A pplicants with beneficial names only but
|
||
not identification document numbers are not disclosed due to personal privacy issue as
|
||
elaborated below. Applicants who applied f or the Hong Kong Offer Shares through their
|
||
brokers can consult their brokers to enqui re about their application results.
|
||
Since applications are subject to personal infor mation collection statements, beneficial
|
||
owner identification codes displayed in the se ctions headed ‘‘Results of Applications
|
||
Made by White Form eIPO service’’ and ‘‘Results of Applications Made by Giving
|
||
Electronic Application Instructions to HKSCC via CCASS’’ are redacted and not all
|
||
details of applications are disclosed in this announcement.
|
||
SHAREHOLDING CONCENTRATION ANALYSIS
|
||
We set out below an analysis of shareholding co ncentration in the International Placing:
|
||
. subscription and number of Shares held by the top 1, 5, 10, 20 and 25 of the placees
|
||
out of the International Placing, total Offe r Shares and total issued share capital of
|
||
the Company upon Listing:
|
||
Placee
|
||
Number of
|
||
Shares
|
||
subscribed
|
||
for
|
||
Number of
|
||
Shares held
|
||
upon Listing
|
||
Subscription
|
||
as % of
|
||
International
|
||
Placing
|
||
Subscription
|
||
as % of total
|
||
Offer Shares
|
||
Total
|
||
shareholding
|
||
as % of total
|
||
issued share
|
||
capital upon
|
||
Listing
|
||
Top 1 13,397,500 13,397,500 14.4% 13.0% 2.6%
|
||
Top 5 36,080,000 36,080,000 38.9% 35.0% 7.0%
|
||
Top 10 59,060,000 59,060,000 63.6% 57.3% 11.5%
|
||
Top 20 77,402,500 77,402,500 83.4% 75.1% 15.0%
|
||
Top 25 81,740,000 81,740,000 88.1% 79.3% 15.9%
|
||
–1 8–
|
||
|
||
|
||
--- page 17 ---
|
||
. subscription and numbers of Shares held by the top 1, 5, 10, 20 and 25 of all
|
||
Shareholders out of the International Pla cing, total Offer Shares and total issued
|
||
share capital of the Company upon Listing:
|
||
Shareholder
|
||
Number of
|
||
Shares
|
||
subscribed
|
||
for
|
||
Number of
|
||
Shares held
|
||
upon Listing
|
||
Subscription
|
||
as % of
|
||
International
|
||
Placing
|
||
Subscription
|
||
as % of total
|
||
Offer Shares
|
||
Total
|
||
shareholding
|
||
as % of total
|
||
issued share
|
||
capital upon
|
||
Listing
|
||
Top 1 — 128,610,355 0 0 24.9%
|
||
Top 5 — 317,141,699 0 0 61.5%
|
||
Top 10 13,397,500 391,907,848 14.4% 13.0% 76.0%
|
||
Top 20 50,642,500 448,582,551 54.6% 49.1% 87.0%
|
||
Top 25 61,767,500 468,061,470 66.6% 59.9% 90.8%
|
||
In view of the high concentration of sharehol ding in a small number of Shareholders,
|
||
Shareholders and prospective investors sh ould be aware that the price of the Shares could
|
||
move substantially even with a small number of Shares traded, and should exercise extreme
|
||
caution when dealing in the Shares.
|
||
–1 9–
|