hk-ipo/data/extracted_text/02493/allotment_results_2026-04-27_2026042703128.txt

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MABWELL (SHANGHAI) BIOSCIENCE CO., LTD. / 邁威（上海）生物科技股份有
限公司
ANNOUNCEMENT OF FINAL OFFER PRICE AND
ALLOTMENT RESULTS
Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings
as those defined in the prospectus dated April 20, 2026 (the “Prospectus”) issued by Mabwell (Shanghai)
Bioscience Co., Ltd. (the “Company”).
Warning: In view  of high  concentration of shareholding in a small number of Shareholders,
Shareholders and prospective investors should be aware that the price of the H Shares could move
substantially even with a small number of H Shares traded and should exercise extreme caution when
dealing in the H Shares.

SUMMARY

Company information
Stock code  2493
Stock short name  MABWELL-B
Dealings commencement date  April 28, 2026*
*see note at the end of the announcement
Price Information
Final Offer Price  HK$27.64
Offer Price Range HK$27.64 – HK$30.71
Offer Shares and Share Capital
Number of Offer Shares 47,130,200 H Shares
Final Number of Offer Shares in Hong Kong Public
Offering
4,713,200 H Shares
Final Number of Offer Shares in International Offering 42,417,000 H Shares
Number of issued shares upon Listing 446,730,200 Shares
Proceeds
Gross proceeds (Note)  HK$ 1,302.7 million
Less: Estimated listing expenses payable based on Final
Offer Price
HK$ (113.6) million
Net proceeds  HK$ 1,189.0 million
Note: Gross proceeds refers to the amount to which the  Company is entitled to receive. For details of the
use of proceeds, please refer to the section headed “Future Plans and Use of Proceeds” of the Prospectus.

ALLOTMENT RESULTS DETAILS
HONG KONG PUBLIC OFFERING

No. of valid applications  126,378
No. of successful applications  14,808
Subscription level  481.71 times
Reallocation No
No. of Offer Shares initially available under the Hong Kong Public
Offering
4,713,200
No. of Offer Shares reallocated from the International Offering 0
Final no. of Offer Shares under the Hong Kong Public Offering 4,713,200


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% of Offer Shares under the Hong Kong Public Offering to the
Global Offering
10.00%

Note: For details of the final allocation of H Shares to the Hong Kong Public Offering, investors can refer to
www.hkeipo.hk/IPOResult to perform a search by name or identification number or www.hkeipo.hk/IPOResult
for the full list of allottees.
INTERNATIONAL OFFERING

No. of placees  82
Subscription Level 3.46 times
No. of Offer Shares initially available under the International
Offering
42,417,000
Final no. of Offer Shares under the International Offering  42,417,000
% of Offer Shares under the International Offering to the Global
Offering
90.00%

The Directors confirm that, to the best of their knowledge, information and belief, save for (a) a waiver from
strict compliance with Rule 10.04 of the Listing Rules and a consent under paragraph 1C(2)  of Appendix F1
to the Listing Rules (the " Placing Guidelines") granted by the Stock Exchange to permit H Shares in the
International Offering to be placed to certain existing minority Shareholders who (i) hold less than 5% of the
voting rights in the Company prior to the completion of the Global Offering and (ii) are not and will not become
(upon the completion of the Global Offering) core connected persons of the Company or the close associates
of any such core connected person (the " Permitted Existing Sh areholders"), and (b) a waiver from strict
compliance with the requirements under Rules 9.09(b) and 10.03 of the Listing Rules, and a written consent
under paragraph 1C(2) of Appendix F to the Listing Rules, granted by the Stock Exchange to allow Charm
Harvest International Limited (" CHIL"), a wholly -owned limited liability company of the Controlling
Shareholder and executive Director, Mr. Tang, being a close associate of Mr. Tang and a core connected
person of the Company, to participate as a cornerstone i nvestor in the Global Offering to subscribe for H
Shares to be issued by the Company under the International Offering, (i) none of the Offer Shares subscribed
by the placees and the public have been financed directly or indirectly by the Company, any of the Directors,
chief executive of the Company, substantial Shareholders, existing Shareholders of the Company or any of its
subsidiaries or their respective close associates; and (ii) none of the placees and the public who have
purchased the Offer Shares are accustomed to taking instructions from the Company, any of the Directors,
chief executive of the Company, substantial Shareholders, existing Shareholders of the Company or any of its
subsidiaries or their respective close associates in relation to the acq uisition, disposal, voting or other
disposition of H Shares registered in his/her/its name or otherwise held by him/her/it.
The placees in the International Offering include the following:
Cornerstone Investors

Investor
No. of
Offer
Shares
allocated
% of total
issued H Shares after
the Global
Offering Note 1
% of total
issued share
capital after the
Global Offering

Existing
shareholders or
their close
associates
Junshi Hong Kong
Limited ( 香港君實
有限公司) Note 2
5,668,200  12.03% 1.27% No


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Investor
No. of
Offer
Shares
allocated
% of total
issued H Shares after
the Global
Offering Note 1
% of total
issued share
capital after the
Global Offering

Existing
shareholders or
their close
associates
Sanjin International
Co., Ltd. Note 2
4,251,200 9.02% 0.95% No
Guohui (HK)
Holdings Co.,
Limited (國惠( 香港)
控股有限公司) Note 2
1,983,800 4.21% 0.44% No
CHIL Note 2 1,983,800 4.21% 0.44% Yes
WuXi Biologics
HealthCare Venture
Note 2
850,200 1.80% 0.19% No
Splendid Zhonghe
(Tianjin) Investment
Management Co.,
Ltd. ( 錦繡中和( 天
津)投資管理有限公
司) Note 2
283,400 0.60% 0.06% No
Total 15,020,600 31.87% 3.36%
Notes:
1. The number of H Shares immediately after the Global Offering is the same as the number of Offer Shares to be
issued under the Global Offering.
2. For further details of the Cornerstone Investors, please refer to the section headed “Cornerstone Investors” in
the Prospectus.


Allottees with Waivers/Consents Obtained
Investor
No. of Offer
Shares
allocated
% of total issued H
Shares after the Global
OfferingNote 4
% of total issued
share capital after
the Global
OfferingNote 5

Relationship*
Allotees with waiver from strict compliance with  Rule 10.03 of the Listing Rules and consent under paragraph
1C(2) of the Placing Guidelines in relation to subscription for H Shares by a core connected person of the Company
as a cornerstone investorNote 1
CHIL 1,983,800 4.21% 0.44%
CHIL is a core
connected person
of the Company
and a close
associate of an
existing
shareholder of the
Company
Allotees with waiver from strict compliance with Rule 10.04 of the Listing Rules and consent under paragraph
1C(2) of the Placing Guidelines in relation to subscription for H Shares by existing minority Shareholders
immediately prior to the completion of the Global OfferingNote 2
 E Fund Management
Co., Ltd. ( 易方達基
金管理有限公司)
1,769,400 3.75%  0.40%
E Fund
Management is an
existing
shareholder of the
Company


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Investor
No. of Offer
Shares
allocated
% of total issued H
Shares after the Global
OfferingNote 4
% of total issued
share capital after
the Global
OfferingNote 5

Relationship*
("E Fund
Management")
Allotees with consent under paragraph 1C(1) of the Placing Guidelines and Chapter 4.15 of the Guide for New
Listing Applicants in relation to allocations to connected clientsNote 3
CITIC Securities
International Capital
Management Limited
(“CSI”)
485,200 1.03%  0.11%
A connected client
of CLSA Limited
(“CLSA”) as a
placee
CITIC Securities
Asset Management
Company Limited
(“CITIC Asset
Management”)
36,000 0.08%  0.01%
A connected client
of CLSA as a
placee
CITIC Securities
Asset Management
(HK) Limited
(“CITIC Asset
Management HK”)
2,339,600  4.96%  0.52%
A connected client
of CLSA  as a
placee
Guotai Junan
Investments (Hong
Kong) Limited
(“GTJAI”)
36,000 0.08%  0.01%
A connected client
of Haitong
International
Securities
Company Limited
(“HTI”)
as a
placee
ABCI Asset
Management Limited
(“ABCI AM”)
198,600 0.42%  0.04%
A connected client
of ABCI Capital
Limited (“ABCI
Capital”)and
ABCI Securities
Company Limited
(ABCI Securities,
together with
ABCI Capital,
“ABCI”) as a
placee
E Fund Management 1,769,400 3.75% 0.40%
A connected client
of GF Securities
(Hong Kong)
Brokerage as a
placee

Notes:
1. The Company has applied for, and the Stock Exchange has granted, a waiver from strict compliance with the requirements
under Rule 10.03 of the Listing Rules and consent under Paragraph 1C(2) of the Placing Guidelines  to allow CHIL , a
core connected person of the Company and a close associate of an existing shareholder of the Company to participate as
a cornerstone investor in the Global Offering to subscribe for the H Shares  to be issued by the Company under the
International Offering.


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2. The Company has applied for, and the Stock Exchange has granted, a waiver from strict compliance with the requirements
under Rule 10.04 of the Listing Rules and consent under Paragraph 1C(2) of the Placing Guidelines to permit H Shares
in the International Offering to be placed to certain existing minority Shareholders and/or their close associates. Please
refer to the section headed “Waivers and Exemptions — Allocation of H Shares to existing minority Shareholders and
their Close Associates” of the Prospectus for details. The Stock Exchange granted the waiver on the condition that, among
others, details of the allocation to the existing minority Shareholders of the Company immediately prior to the completion
of the Global Offering will be disclosed in the Prospectus and/or allotment results announcement.
3. For details of the consents under paragraph 1C(1) of the Placing Guidelines and Chapter 4.15 of the Guide for New
Listing Applicants in relation to allocations to connected clients, please refer to the section headed “Other s/Additional
Information — Placing to connected clients with a prior consent under paragraph 1C(1) of the Placing Guidelines” in
this announcement.
4. The number of H Shares immediately after the Global Offering is the same as the number of Offer Shares to be issued
under the Global Offering.
5. Only taking into account the H Shares allocated to the relevant investors under the Global Offering.


LOCK-UP UNDERTAKINGS
Controlling Shareholders
Name Number of
Shares held in
the Company
subject to lock-
up
undertakings
immediately
upon Listing
% of total issued
H Shares after the
Global Offering
subject to lock-up
undertakings upon
Listing Note 3
% of shareholding
in the Company
subject to lock-up
undertakings
upon Listing
Last day subject to
the lock-up
undertakings Note 2
Langrun Equity 140,560,000 — 31.46% October 27, 2026
(First Six Month
Period) Note 1
April 27, 2027
(Second Six Month
Period)
Note 2
Zhongjun
Jianlong
20,000,000 — 4.48% October 27, 2026
(First Six Month
Period)
Note 1
April 27, 2027
(Second Six Month
Period)
Note 2
Zhenzhu
Investment
6,800,000 — 1.52% October 27, 2026
(First Six Month
Period)
Note 1


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April 27, 2027
(Second Six Month
Period) Note 2
Langrun
Investment
Consultancy
2,000,000 — 0.45% October 27, 2026
(First Six Month
Period)
Note 1
April 27, 2027
(Second Six Month
Period)
Note 2
Notes:
1. The Controlling Shareholders may dispose of or transfer Share after the indicated date subject to that the Controlling
Shareholders will not cease to be a Controlling Shareholder.

2. The Controlling Shareholders will cease to be prohibited from disposing or transferring Shares after the indicated date.

3. The number of H Shares immediately after the Global Offering is the same as the number of Offer Shares to be issued under
the Global Offering.

4. Langrun Equity is a limited partnership, owned as to approximately 79.92% by Mr. Tang (being an executive Director),
19.98% by Ms. Chen, spouse of Mr. Tang, each as a limited partner, and 0.10% by Langrun Investment Consultancy, which
is also its sole general partner. Langrun Investment Consultancy is in turn owned by Mr. Tang and Ms. Chen as to 88.30%
and 11.70%, respectively. Each of Zhongjun Jianlong and Zhenzhu Investment is an Employee Incentive  Platform and a
limited partnership controlled by Mr. Tang by virtue of his position as their respective sole general partner. Therefore, Mr.
Tang and Ms. Chen, through Langrun Equity, Zhongjun Jianlong, Zhenzhu Investment and Langrun Investment Consultancy,
each being a Controlling Shareholder, controlled in aggregate approximately 42.38% of our total issued share capital and
constituted a group of Controlling Shareholders for the purpose of the Listing Rules immediately prior to the Global Offering.


Cornerstone Investors
Name
Number of H
Shares held in
the Company
subject to lock-
up
undertakings
upon Listing
% of total issued H
Shares after the
Global Offering
subject to lock-up
undertakings upon
Listing Note 1
% of shareholding in
the Company subject
to lock-up
undertakings upon
Listing
Last day subject to
the lock-up
undertakings Note 2
Junshi Hong
Kong Limited Note
2
5,668,200  12.03% 1.27% October 27, 2026
Sanjin
International Co.,
Ltd. Note 2
4,251,200 9.02% 0.95% October 27, 2026
Guohui (HK)
Holdings Co.,
Limited Note 2
1,983,800 4.21% 0.44% October 27, 2026


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Name
Number of H
Shares held in
the Company
subject to lock-
up
undertakings
upon Listing
% of total issued H
Shares after the
Global Offering
subject to lock-up
undertakings upon
Listing Note 1
% of shareholding in
the Company subject
to lock-up
undertakings upon
Listing
Last day subject to
the lock-up
undertakings Note 2
CHIL Note 2 1,983,800 4.21% 0.44% October 27, 2026
WuXi Biologics
HealthCare
Venture
 Note 2
850,200 1.80% 0.19% October 27, 2026
Splendid
Zhonghe
(Tianjin)
Investment
Management Co.,
Ltd. Note 2
283,400 0.60% 0.06% October 27, 2026
Notes:
1. The number of H Shares immediately after the Global Offering is the same as the number of Offer Shares to be issued under
the Global Offering.
2. In accordance with the relevant cornerstone investment agreements, the required lock-up ends on October 27 , 2026. The
Cornerstone Investors will cease to be prohibited from disposing of or transferring H Shares subscribed for pursuant to the
relevant cornerstone investment agreements after the indicated date.


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PLACEE CONCENTRATION  ANALYSIS


Placees
Number of
H Shares
allotted

Allotment as % of
International Offering
Allotment as % of
total Offer Shares
Number of Shares held
upon Listing

% of total issued share
capital upon Listing
Top 1 5,668,200 13.36% 12.03% 5,668,200 1.27%
Top 5 17,314,800 40.82% 36.74% 17,314,800 3.88%
Top 10 26,020,000 61.34% 55.21% 204,068,824 45.68%
Top 25 37,184,800 87.66% 78.90% 216,059,975 48.36%

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

H SHAREHOLDERS CONCENTRATION  ANALYSIS

H
Shareholders*
Number
of
H Shares
allotted


Allotment as % of
 International
Offering
Allotment as % of total
Offer Shares
Number of H Shares held
upon Listing

% of total issued H Shares
capital upon Listing
Number
of
Shares
held
upon
Listing
Top 1 5,668,200 13.36% 12.03% 5,668,200 12.03% 5,668,200
Top 5 17,314,800 40.82% 36.74% 17,314,800 36.74% 17,314,800
Top 10 26,020,000 61.34% 55.21% 26,020,000 55.21% 204,068,824
Top 25 37,184,800 87.66% 78.90% 37,184,800 78.90% 216,059,975

Note


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

SHAREHOLDER CONCENTRATION  ANALYSIS
Shareholders
Number of
H Shares
allotted

Allotment as % of
 International
Offering
Allotment as % of
total Offer Shares
Number of H Shares
held upon Listing
 Number of
Shares
held upon
Listing
% of total issued
share capital upon
Listing
Top 1 1,983,800 4.68% 4.21% 1,983,800 171,343,800 38.36%
Top 5 3,753,200 8.85% 7.96% 3,753,200 213,420,791 47.77%
Top 10 13,672,600 32.23% 29.01% 13,672,600 238,569,538 53.40%
Top 25 26,529,400 62.54% 56.29% 26,529,400 272,135,520 60.92%

Note
* Ranking of Shareholders is based on the number of Shares (of all classes) held by the Shareholder upon Listing.


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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:

    Approximate
   Pool A percentage
    allotted of the
 Number    Number    total number of
 of H Shares   of valid
H Shares
applied
 applied for   applications   Basis of allocation/ballot for

200 71,153

712 out of 71,153 applicants to receive 200 H Shares 1.00%
400 7,340

130 out of 7,340 applicants to receive 200 H Shares 0.89%
600 4,151

99 out of 4,151 applicants to receive 200 H Shares 0.79%
800 2,234

67 out of 2,234 applicants to receive 200 H Shares 0.75%
1,000 3,187

114 out of 3,187 applicants to receive 200 H Shares 0.72%
1,200 973

41 out of 973 applicants to receive 200 H Shares 0.70%
1,400 821

39 out of 821 applicants to receive 200 H Shares 0.68%
1,600 3,475

184 out of 3,475 applicants to receive 200 H Shares 0.66%
1,800 623

36 out of 623 applicants to receive 200 H Shares 0.64%
2,000 5,903

372 out of 5,903 applicants to receive 200 H Shares 0.63%
3,000 3,287

286 out of 3,287 applicants to receive 200 H Shares 0.58%
4,000 1,902

214 out of 1,902 applicants to receive 200 H Shares 0.56%
5,000 1,243

159 out of 1,243 applicants to receive 200 H Shares 0.51%
6,000 1,206

178 out of 1,206 applicants to receive 200 H Shares 0.49%
7,000 869

145 out of 869 applicants to receive 200 H Shares 0.48%
8,000 732

136 out of 732 applicants to receive 200 H Shares 0.46%
9,000 515

105 out of 515 applicants to receive 200 H Shares 0.45%
10,000 2,957

652 out of 2,957 applicants to receive 200 H Shares 0.44%
20,000 2,206

841 out of 2,206 applicants to receive 200 H Shares 0.38%
30,000 1,518

798 out of 1,518 applicants to receive 200 H Shares 0.35%
40,000 1,170

796 out of 1,170 applicants to receive 200 H Shares 0.34%
50,000 886

731 out of 886 applicants to receive 200 H Shares 0.33%
60,000 799

745 out of 799 applicants to receive 200 H Shares 0.31%
70,000 574

200 H Shares 0.29%
80,000 483

200 H Shares plus 66 out of 483 applicants to receive an
additional 200 H Shares
0.28%
90,000 255

200 H Shares plus 60 out of 255 applicants to receive an
additional 200 H Shares
0.27%
100,000 2,094

200 H Shares plus 671 out of 2,094 applicants to receive
an additional 200 H Shares
0.26%

 Total

122,556   Total number of Pool A successful applicants: 10,986


   Pool B Approximate
    percentage


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allotted of the
 Number    Number    total number of
 of H Shares   of valid
H Shares
applied
 applied for   applications   Basis of allocation/ballot for
200,000 2,197

400 H Shares 0.20%
300,000 428

400 H Shares plus 339 out of 428 applicants to receive
an additional 200 H Shares
0.19%
400,000 311

600 H Shares 0.15%
500,000 162

600 H Shares plus 122 out of 162 applicants to receive
an additional 200 H Shares
0.15%
600,000 132

800 H Shares 0.13%
700,000 109

800 H Shares plus 77 out of 109 applicants to receive an
additional 200 H Shares
0.13%
800,000 75

1,000 H Shares 0.13%
900,000 51

1,000 H Shares plus 31 out of 51 applicants to receive
an additional 200 H Shares
0.12%
1,000,000 188

1,200 H Shares 0.12%
2,000,000 36

2,000 H Shares 0.10%
2,356,600 133

2,200 H Shares 0.09%

 Total

3,822   Total number of Pool B successful applicants: 3,822

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 H Shares.

The Directors confirm that, to the best of their knowledge, the consideration paid by the placees or the
public (as the case may be) directly or indirectly for each Offer Share subscribed for or purchased by
them was the same as the final Offer Price in addition to any brokerage, AFRC transaction levy, SFC
transaction levy and Stock Exchange trading fee payable.

OTHERS / ADDITIONAL INFORMATION

Allocation of H shares to existing minority shareholders and their close associates
The Company has applied for, and the Stock Exchange has granted, a waiver from strict compliance
with Rule 10.04 of, and a consent under paragraph 1C(2) of Appendix F1 to the Listing Rules to permit
H Shares in the International Offering to be placed to Permitted Existing Shareholder s, subject to the
following conditions:


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a) each Permitted Existing Shareholder to whom our Company may allocate the H Shares under
the International Offering holds less than 5% of the voting rights in our Company prior to the
completion of the Global Offering;
b) each Permitted Existing Shareholder is not, and will not be, a core connected person of our
Company or any close associate of any such core connected person immediately prior  to or
following the Global Offering;
c) none of the Permitted Existing Shareholders has  the power to appoint any Directors nor have
any other special rights in our Company;
d) allocation to the Permitted Existing Shareholders and their close associates will not affect our
Company’s ability to satisfy the public float requirement as prescribed under the requirements
of Rule 8.08(1)(b) of the Listing Rules;
e) to the best knowledge and belief of our Company and the Joint Sponsors, and based on
discussions between our Company and the Overall Coordinators and confirmations required to
be s ubmitted to the Stock Exchange by the Joint Sponsors, we will confirm to the Stock
Exchange that: a. in case of participation as cornerstone investors, no preferential treatment has
been, nor will be, given to the Permitted Existing Shareholders and/or their close associates by
virtue of their relationship with our Company, other than the preferential treatment of assured
entitlement under a cornerstone investment following the principles set out in Chapter 4.15 of
the Guide for New Listing  Applicants, and the Permitted Existing Shareholders’ cornerstone
investment agreements do not contain any material terms which are more favorable to the
Permitted Existing Shareholders than those in other cornerstone investment agreements; or b.
in case of participation  as placees, no preferential treatment will be given to the Permitted
Existing Shareholders and/or their close associates in the allocation process by virtue of their
relationship with our Company;
f) in the case of participation as placees, the Overall Coordi nators will confirm to the Stock
Exchange that, to the best of their knowledge and belief, no preferential treatment has been,
nor will be, given to any of the Permitted Existing Shareholders or their close associates by
virtue of their relationship  with our Company in any allocation in the International Offering;
and
g) the Joint Sponsors will confirm to the Stock Exchange that based on (i) their discussions with
our Company and the Overall  Coordinators; and (ii) the confirmations provided to the Stock
Exchange by our Company and the  Overall Coordinators, and to the best of their knowledge
and belief, they have no reason to believe that the Permitted Existing Shareholders and/or their
close associates received any preferential  treatment in the allocation proc ess either as
cornerstone investors or as placees by virtue of their relationship with our Company, other than,
in the case of participation as cornerstone investors, the  preferential treatment of assured
entitlement under a cornerstone investment following the principles set out in Chapter 4.15 of
the Guide for New Listing Applicants, and details of allocation to the Permitted Existing
Shareholders and/or their close associates will be disclosed in this Prospectus (for cornerstone
investors) and allotment results announcement (for both cornerstone investors and placees) of
our Company.

Such allocations of Offer Shares are in compliance with all the conditions under the consent granted
by the Stock Exchange.

For details of the allocations of Offer Shares to existing Shareholders and/or their close associates,
please refer to the section headed “Allotment Results Details — International Offer — Allottees with
Waivers/Consents Obtained” in this announcement.


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Cornerstone subscription by a core connected person during the listing application process
The Company has applied for a waiver from strict compliance with the requirements under Rules
9.09(b) and Rule 10.03 of the Listing Rules, and a written consent under paragraph 1C(2) of Appendix
F to the Lis ting Rules, to allow CHIL , a wholly-owned limited liability company of our Controlling
Shareholder and executive Director, Mr. Tang, to participate as a cornerstone investor in the Global
Offering to subscribe for the H Shares  to be issued by the Company under the International Offering
(the “ Proposed Cornerstone Investment”). CHIL is a close associate of Mr. Tang and a core
connected person of the Company.

The Stock Exchange has granted the requested waiver and consent subject to the conditions that:
a) we will comply with (i) the public float requirement under Rule 19A.13A(2) of the Listing Rules
and (ii) the free float requirement under Rule 19A.13C(2) of the Listing Rules;
b) the Offer Shares to be subscribed by and allocated to CHIL under the Global Offering will be at
the same Offer Price and the terms of the Proposed Cornerstone Investment will be on
substantially the same, or no more favourable, terms as other cornerstone investors;
c) no preferential treatment has been, nor will be, given to CHIL by virtue of its relationship with
Mr. Tang, a Controlling Shareholder  and an executive Director of the Company, in any
allocation in the placing tranche other than the preferential treatment of assured entitlement
under the Proposed Cornerstone Investment which follows the principles set out in Chapters 2.3
and 4.15 of the Guide for New Listing Applicant, that the cornerstone investment agreement of
CHIL does not contain any material terms which are more favorable to them than those in other
cornerstone investment agreements;
d) the H Shares to be  subscribed by CHIL will be subject to a lock- up period of six months
following the Listing Date, to which the other cornerstone investors of the Company will also
be subject to;
e) Mr. Tang shall abstain from voting in relation to resolutions concerning pricing of the Offer
Shares, and also concerning CHIL, including the approval of and proposed allocation of the
Proposed Cornerstone Investment;
f) CHIL will pay and settle the Proposed Cornerstone Investment in full before the Listing; and
g) details of the subscription of the Offer Shares by CHIL as a cornerstone investor  under the
Global Offering is disclosed in this prospectus and the details of the allocation will be disclosed
in the allotment results announcement of our Company.

Placing to connected clients with a prior consent under paragraph 1C(1) of the Placing Guidelines

The Company has applied to the Stock Exchange for, and the Stock Exchange has granted, a consent under
paragraph 1C(1) of the Placing Guidelines to permit GF Securities AM to participate in the Global Offering.
For details of the allocations to GF Securities AM, please refer to the allocation to Splendid Zhonghe
Investment under the section headed “Allotment Results Details — International Offer — Cornerstone
Investors” in this announcement.


--- page 14 ---
In addition, under the International Offering, certain Offer Shares were placed to connected clients of their
connected distributors pursuant to the Placing Guidelines as placees. Please refer to the section headed
“Allotment Results Details — International Offering — Allottees with Waivers/Consents Obtained” in this
announcement for details. The Company has applied to the Stock Exchange for, and the Stock Exchange
has granted, a consent under paragraph 1C(1) of the Placing Guidelines to permit the Company to allocate
such Offer Shares in the International Offering to the connected clients as placees. The allocation of
Offer Shares to such connected clients is in compliance with all the conditions under the consent granted
by the Stock Exchange. Details of the placement to connected clients as placees are set out below.


--- page 15 ---
No Connected
Distributor
Connected Client Relationship with the
Connected
Distributor
Whether the
Connected
Client will hold
the beneficial
interests of the Offer
Shares on a non-
discretionary
basis or
discretionary basis
for
independent
third parties
Whether the
Connected
Client is a
collective
investment
scheme which is
not authorised by
the SFC or is
expected to hold
the Offer Shares
on behalf of such
scheme
Maximum
number of
Offer Shares
(rounded
down to
nearest
whole board
lot of 200
Shares) to be
allocated to
the Connected
Client
Approximate
percentage of
total number
of Offer Shares
Approximate
percentage of
total Shares in
issue
immediately
following the
completion of
Global
Offering
1. CLSA CSI Note (1) CSI is a
member of the
same group of
companies as
CLSA
Non-discretionary N
485,200 1.03% 0.11%
2. CITIC Asset
Ma
nagement Note (2)
CITIC Asset
Management is a
member of the same
group of companies as
CLSA
Discretionary Y Note (2) 36,000 0.08% 0.01%
3. CITIC AM HK Note
(3)
CITIC AM HK is a
member of the same
group of companies as
CLSA
Discretionary N
2,339,600 4.96% 0.52%
4. HTI GTJAI Note (4) GTJAI is a
member of the
Non-discretionary N 36,000 0.08% 0.01%


--- page 16 ---
same group of
companies as HTI
5.  ABCI Capital,
ABCI Securities
ABCI AM Note (5) ABCI AM, ABCI
Capital and ABCI
Securities are group
companies within the
same group
Discretionary Y Note (5) 198,600 0.42%  0.04%
6.  GF Securities (Hong
Kong) Brokerage
E Fund
Management Note (6)
E Fund Management
and GF Securities
(Hong Kong)
Brokerage are
members of the same
group of companies
Discretionary

N

1,769,400 3.75% 0.40%


--- page 17 ---
Notes:

(1) CSI
CSI will hold the Offer Shares as a placee under the International Offering on behalf of its  ultimate
clients (the “CSI Ultimate Clients”), on a non-discretionary basis, pursuant to which: (i) CSI will act
as the single counterparty of the CSI Back -to-back TRS (the “CSI Back-to-back TRS”) to be entered
into by it in connection with a total return swap order (the “CSI Client TRS”) placed and fully funded
by the CSI Ultimate Clients, by which CSI will pass the full economic exposure of the Offer Shares
placed to CSI to the CSI Ultimate Clients; (ii) as confirmed by CSI and CLSA, CSI will hold the legal
title and beneficial interest in the Offer Shares, but will contractually agree to pass on the full economic
exposure and return of the Offer Shares to the CSI Ultimate Clients, on a non-discretionary basis. The
CSI Ultimate Clients may exercise their early termination rights to terminate the CSI Client TRS at any
time from the trade date of the CSI Client TRS which should be on or after the date on which the Offer
Shares are listed on the Stock Exchange; (iii) upon the final maturity or termination of the CSI  Client
TRS by the CSI Ultimate Clients, CSI will dispose of the Offer Shares on the secondary market and the
CSI Ultimate Clients will receive a final termination amount of the CSI Back -to-back TRS which will
have taken into account all the economic returns or economic loss in relation to the Offer Shares and
the fixed amount of transaction fees of the CSI Back -to-back TRS and the CSI Client TRS. Due to its
internal policy, CSI will not exercise the voting right of the Offer Shares during the terms of the CSI
Back-to-back TRS; and (iv) CSI is not a collective investment scheme which is not authori zed by the
SFC, nor is expected to hold the Offer Shares on behalf of such scheme.

The details of the CSI Ultimate Clients are as follows:

Name of the CSI
Ultimate Clients
Fund Manager UBO(s) holding 30%
or more interest in
Fund Manager (if
applicable)
UBO(s) holding 30%
or more interest in the
CSI Ultimate Clients
(if applicable)
Panjing Tiandao
Phase 3 Private
Equity Investment
Fund* ( 盘京天道
3 期私募证券投资
基金)
Shanghai Panjing
Investment Management
Center (Limited
Partnership)* ( 上海盘京
投资管理中心（有限合
伙）)
Zhuang Tao (庄涛) Zhuang Tao (庄涛)
Panjing Jiaxuan
Phase 2 Private
Equity Investment
Fund* ( 盘京嘉选
2 期私募证券投资
基金)
Shanghai Panjing
Investment Management
Center (Limited
Partnership)* (上海盘京
投资管理中心（有限合
伙）)
Zhuang Tao (庄涛) N/A
Panjing Tiandao
Phase 8 Private
Equity Investment
Fund* ( 盘京天道
8 期私募证券投资
基金)
Shanghai Panjing
Investment Management
Center (Limited
Partnership)* ( 上海盘京
投资管理中心（有限合
伙）)
Zhuang Tao (庄涛) N/A
Panjing Jiaxuan
Phase 5 Private
Equity Investment
Fund* (盘京嘉选
5 期私募证券投资
基金)
Shanghai Panjing
Investment Management
Center (Limited
Partnership)* ( 上海盘京
投资管理中心（有限合
伙）)
Zhuang Tao (庄涛) N/A


--- page 18 ---
Hengde
Yuanzheng Tianli
No. 3 Private
Equity Investment
Fund* ( 恒德远征
添利 3 号私募证
券投资基金)
Beijing Hengde Times
Private Equity Fund
Management Co., Ltd. *
(北京恒德时代私募基金
管理有限公司)
N/A N/A
CITIC Capital
China Value
Return No. 1
Private Equity
Investment Fund *
(中信资本中国价
值回报 1 号私募
证券投资基金)
Yuanxin (Zhuhai) Private
Equity Fund Management
Co., Ltd.*  ( 远信（珠
海）私募基金管理有限
公司)
Liu Yan (刘岩) N/A
Yuanxin Medical
Industry Private
Equity Investment
Fund* ( 远信医疗
产业私募证券投
资基金)
Yuanxin (Zhuhai) Private
Equity Fund Management
Co., Ltd. * (
远信（珠
海）私募基金管理有限
公司)
Liu Yan (刘岩) N/A
*For identification purposes only

To the best of knowledge  of CSI and having made all reasonable inquiries,  each of the CSI Ultimate
Clients and its  UBOs is an independent third party  of the Company, its subsidiaries, its substantial
shareholders, CSI, CLSA and the companies which are members of the same group of companies as
CLSA.


(2) CITIC Asset Management
CITIC Asset Management will hold the Offer Shares in its capacity as the discretionary fund manager
managing the funds on behalf of their investors (the  “CITIC Asset Management Ultimate Clients”),
each of which is, to the best knowledge of CITIC Asset Managem ent, (i) an independent third party of
the Company, its subsidiaries, its substantial shareholders, CITIC Asset Management, CLSA and the
companies which are members of the same group of companies as CLSA; and (ii) a collective investment
scheme which is not authorized by the SFC. No ultimate beneficial owner holds 30% or more interest
in the funds.

The details of the CITIC Asset Management Ultimate Clients are as follows:

Name of the CITIC
Asset Management
Ultimate Clients
Fund Manager UBO of Fund
Manager (if
applicable)
UBO holding 30% or
more interest  in the
CITIC Asset
Management Ultimate
Client (if applicable)
CITIC SECURITIES
COMPANY
LIMITED-
XINHANG
ZHIYUAN NO.1*
(中信证券信航致远
1 号集合资产管理
计划)
CITIC Asset
Management
CITIC Securities
Company Limited
N/A


--- page 19 ---
CITIC SECURITIES
COMPANY
LIMITED-
XINHANG
ZHIYUAN NO.3 *
(中信证券信航致远
3 号集合资产管理
计划 )
CITIC Asset
Management
CITIC Securities
Company Limited
N/A

To the best of knowledge of CITIC Asset Management and after making all reasonable enquiries, (i)
CITIC Asset Management Ultimate Clients, together with each of their ultimate beneficial owners, is
an independent third party of the Company, its subsidiaries, its substantial shareholders, CITIC Asset
Management, CLSA and the companies which are members of the  same group of companies as CLSA,
and (ii) none of CLSA and any companies which are members of the same group of companies as CLSA
that hold any beneficial interest in any of CITIC Asset Management Ultimate Clients.

(3) CITIC AM HK
CITIC AM HK will hold the Offer Shares in its capacity as the discretionary fund manager managing
the fund on behalf of its underlying clients, namely (a) Zhengling Xinyin No.2 Private Investment Fund,
of which the ultimate beneficial owner holding 30% interest or more is Zhuhai Municipal State-owned
Assets Supervision and Administration Commission (珠海市国资委); and (b) RICH DEVELOPMENT
LIMITED, of which the ultimate beneficial owner s holding 30% or more interest therein are Lu Hui
and Wang Heping, and of which are, to the best knowledge of CITIC AM HK, independent third parties
of the Company, its subsidiaries, its substantial shareholders, CITIC AM HK, CLSA and the companies
which are members of the same group companies as CLSA.

The ultimate beneficial owner of CITIC AM HK is CITIC Securities Company Limited (
中信證券股份
有限公司, 6030.HK).

(4) GTJAI
It is proposed that GTJAI participates as placee to subscribe for the Offer Shares under the
International Offering (the “GTJAI Subscription ”). GTJAI is a member of the same group of
companies as HTI and is considered as a connected client of HTI pursuant to paragraph 1B(7) of the
Placing Guidelines.

In relation to the GTJAI Subscription, GTJAI shall hold the Offer Shares for hedging purpose as the
single underlying asset of several sets of back-to-back total return swap transaction (the “GTHT Back-
to-back TRS”) to be entered into between GTJAI and Guotai Haitong Securities Co., Ltd. (the “GTHT
Onshore Parent”) in connection with several total return swap orders (the “ GTHT Client TRS”) to
be entered into by GTHT Onshore Parent and an  ultimate client (the “GTHT Onshore Ultimate
Client”), respectively. Such GTHT Client TRS is to be fully funded by the GTHT Onshore Ultimate
Client. GTJAI will hold the Offer Shares on a non -discretionary basis for the purpose of hedging the
economic exposure under the GTHT Back-to -back TRS and GTHT Client TRS only, During the tenor
of the GTHT Client TRS, all economic returns of the Offer Shares will be passed to the GTHT Onshore
Ultimate Client and all economic losses shall be borne by the GTHT Onshore Ultimate Client, subject
to the terms and conditions of the GTHT Back-to-back TRS and GTHT Client TRS, and GTJAI will not
take part in any economic return or bear any economic loss in relation to the price of the Offer Shares.
The GTHT Onshore Ultimate Client may request to redeem the Offer Shares at their own discretion,
upon which GTJAI shall dispose of the Offer Shares and settle the GTHT Back-to-back TRS and GTHT


--- page 20 ---
Client TRS in cash in accordance with the terms and conditions of the GTHT Back -to-back TRS and
GTHT Client TRS documents. Due to its internal policy, GTJAI will not exercise the voting right
attaching to the Offer Shares during the tenor of the GTHT Back-to-back TRS and GTHT Client TRS.

To the best knowle dge, information and belief of GTJA Investments after due enquiry, the GTJA
Onshore Ultimate Client is Tianchong Changyang No. 8 Private Securities Investment Fund (
天虫长
阳 8 号私募证券投资基金), of which the ultimate beneficial owner holding 30% or more interest is Ye
Lan (叶兰).

To the best knowledge of GTJAI and after making all reasonable enquiries, (i) GTJA Investments has
confirmed that, to the best of their knowledge,  the GTJA Onshore Ultimate Client and the ultimate
beneficial owner holding 30% or more interest of the GTJA Onshore Ultimate Client listed above is an
independent third party of GTJA Investments, HTI and the companies which are members of the same
group of companies as HTI, and (ii) GTJAI is not a collective investment scheme which is not authorised
by the SFC nor is expected to hold the Offer Shares on behalf of such scheme.

(5) ABCI AM
ABCI AM is a member of the same group of companies as ABCI Capital and ABCI Securities, and ABCI
AM is therefore a connected client of ABCI Capital and ABCI Securities.

ABCI AM intends to hold the Offer Shares in its capacity as manager managing investment portfolios
on behalf of underlying investors (the “ABCI AM Ultimate Clients”) who are independent third parties
on a discretionary basis. The details of the ABCI Ultimate Clients are as follows:

Name of the ABCI
Ultimate Clients
Fund Manager UBO of Fund Manager UBO(s) holding 30%
or more interest in
the ABCI Ultimate
Client (if applicable)
ABCI Global
Opportunities SPC -
ABCI China Rising 6
SP
ABCI AM AGRICULTURAL BANK
OF CHINA LIMITED
Wei Dezhi , Chen
Dong
ABCI CHINA
OPPORTUNITIES
SPC - ABCI CHINA
NEW GROWTH SP
ABCI AM AGRICULTURAL BANK
OF CHINA LIMITED
He Dian (贺电)

To the best knowledge of ABCI AM, each of the ABCI AM Ultimate Clients is an independent third
party of the Company, its subsidiaries, its substantial shareholders, ABCI Capital, ABCI Securities and
the companies which are members of the same group of companies as ABCI Capital and ABCI
Securities. ABCI AM also confirms that it will  not hold any Offer Shares placed to it on a proprietary
basis for itself or for any group member of ABCI, and the Offer Shares will be held by it on behalf of
independent third parties.

(6) E Fund Management
E Fund Management will hold the Offer Shares for and on behalf of their underlying clients (the “E
Fund Management Ultimate Clients”) on a discretionary basis. To the best knowledge of E Fund
Management and after making all reasonable enquiries, each of the E Fund Management Ultimate
Clients is indep endent from the Company, its subsidiaries, its substantial shareholders, GF
Securities (Hong Kong) Brokerage, E Fund Management and the companies which are members of


--- page 21 ---
the same group of companies as GF Securities (Hong Kong) Brokerage.


--- page 22 ---
DISCLAIMERS

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong
Kong Securities Clearing Company Limited take no responsibility for the contents of this announcement,
make no representation as to its ac curacy or  completeness and expressly disclaim a ny liability
whatsoever for any loss howsoever arising from or in reliance upon the whole or any  part of the contents
of this announcement.
This announcement is not for release, publication, distribution, directly or indirectly, in or into the United
States (including its territories and possessions, any state of the United States and the District of
Columbia). This announcement does not constitute or form a part of any offer or solicitation to purchase
or subscribe for securities in the United States. The securities mentioned herein have not been, and will
not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”).
The securities may not be offered or sold in t he United States except pursuant to an exemption from the
registration requirements of the U.S. Securities Act and in compliance with any applicable state securities
laws, or outside the United States unless in compliance with Regulation S under the U.S. Securities Act.
There will be no public offer of securities in the United States.
The Offer Shares are being offered and sold outside the United States in offshore transactions in reliance
on Regulation S under the U.S. Securities Act.
This announcement i s for information purposes only and does not constitute an invitation or offer to
acquire, purchase or subscribe for securities. This announcement is not a prospectus. Potential investors
should read the Prospectus dated April 20, 2026 issued by Mabwell (S hanghai) Bioscience Co., Ltd. for
detailed information about the Global Offering described below before deciding whether or not to invest
in the H Shares thereby being offered.
*Potential investors of the Offer Shares should note that the Joint Sponsors and the Overall Coordinators
(for themselves and on behalf of the Hong Kong Underwriters  and the Capital Market Intermediaries )
shall be entitled to terminate their obligations un der the Hong Kong Underwriting Agreement with
immediate effect upon the occurrence of any of the events set out in the section headed “Underwriting —
Underwriting Agreements — 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 April 28, 2026).


--- page 23 ---
PUBLIC FLOAT AND FREE FLOAT
Immediately after the completion of the Global Offering, the total number of H Shares to be
held by the public is 45,146,400 H Shares, calculated on the basis that save for the 1,983,800
H Shares to be subscribed by CHIL, a wholly- owned limited liability c ompany of our
Controlling Shareholder and executive Director, Mr. Tang, as a cornerstone investor, none of
the other H Shareholders is expected to be a core connected person of our Company, and no H
Shares will be allocated under the Global Offering to any  core connected person of our
Company (other than CHIL) or person which is not regarded as a member of the public under
Rule 8.24 of the Listing Rules.
The total number of H Shares to be held by the public upon the Listing represents approximately
10.11% of the total issued share capital of our Company (being the total number of issued
shares in the class to which H Shares belong, excluding treasury shares), which is higher than
the minimum prescribed percentage of 10% under Rule 19A.13A(2)(a) of the Listing Rules,
thereby satisfying Rule 19A.13A of the Listing Rules.
Each of the Cornerstone Investors has agreed to a lock-up period of six months following the
Listing Date.  As such, H Shares held by the Cornerstone Investors (including CHIL) upon the
Listing shall not be counted towards the free float of the H Shares of the Company at the time
of Listing. Based on the final Offer Price of HK$ 27.64 per H Share, the market capitalization
of the H Shares listed on the Stock Exchange that are held by the public and are not subject to
any disposal restrictions at the time of the Listing is expected to be approximately HK$ 887.51
million, which is higher than the prescribed expected market capitalization of not less than
HK$600,000,000 under Rule 19A.13C(2)(b) of the Listing Rules.  The Company confirms the
free float requirement under Rule 19A.13C of the Listing Rules is satisfied.
The Directors confirm that, immediately following completion of the Global Offering: (i) no
placee will, individually, be placed more than 10%  of the enlarged issued share capital of the
Company immediately after the Global Offering; (ii)  there will not be any new substantial
Shareholder under the Listing Rules immediately after the Global Offering; (iii) the three largest
public shareholders of the Company do not hold more than 50% of the H shares in public hands
at the time of the Listing in compliance with Rules 8.08(3) and 8.24 of the Listing Rules; and
(iv) there will be at least 300 Shareholders at the time of the  Listing in compliance with Rule
8.08(2) of the Listing Rules.
COMMENCEMENT OF DEALINGS
The H Share certificates will only become valid evidence of title at 8:00 a.m. on Tuesday, April
28, 2026 (Hong Kong time), provided that the Global Offering has become unconditional and
the right of termination described in the section headed “Underwriting — Underwriting
Agreements — Hong Kong Underwriting Agreement — Grounds for Termination” in the
Prospectus has not been exercised. Investors who trade the H Shares on the basis of publicly
available allocation details prior to the receipt of  H Share certificates or prior to the H  Share
certificates becoming valid evidence of title do so entirely at their own risk.
Assuming that the Global Offering becomes unconditional at or before 8:00 a.m. on Tuesday,
April 28, 2026 (Hong Kong time), it is expected that dealings in the H Shares on the Stock
Exchange will commence at 9:00 a.m. on Tuesday, April 28, 2026 (Hong Kong time). The H
Shares will be traded in board lots of 200 H Shares each, and the stock code of the H Shares
will be 2493.


--- page 24 ---
By order of the Board
Mabwell (Shanghai) Bioscience Co., Ltd.
Mr. Hu Huiguo
    Executive Director


Hong Kong, April 27, 2026

As at the date of this announcement, the Board comprises: (i) Mr. Tang Chunshan, Dr. Liu
Datao (Chairman of the Board), Dr. Wu Hai, Mr. Hu Huiguo, Dr. Gui Xun as executive
Directors; (ii) Mr. Wu Yufeng as non-executive Director; and (iii) Mr. Qin Zhengyu, Dr. Xu
Qing, Dr. Zhao Qian as independent non- executive Directors and Ms. Wang Fang as
proposed independent non-executive Director, effective upon Listing.