hk-ipo/data/extracted_text/02499/allotment_results_summary_2023-11-09_2023110900054.txt

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ANNOUNCEMENT OF OFFER PRICE AND ALLOTMENT RESULTS
SUMMARY
Offer Price
• The Offer Price is HK$14.28 per Offer Share (exclusive of brokerage of 1.0%, SFC
transaction levy of 0.0027%, Stock Exchange trading fee of 0.00565% and Accounting and
Financial Reporting Council transaction levy of 0.00015%).
Net Proceeds from the Global Offering
• Based on the Offer Price of HK$14.28 per Offer Share, the net proceeds from the Global
Offering to be received by the Company, after deduction of underwriting fees and
commissions and estimated expenses payable by the Company in connection with the
Global Offering, are estimated to be approximately HK$116.3 million. The Company
intends to use the net proceeds from the Global Offering in the manner as set out in the
section headed “Net Proceeds from the Global Offering ” in this announcement.
• As no over-allocation of International Offer Shares has been made, the Over-allotment
Option has not been exercised and will not be exercised, and no additional proceeds are
expected to be received by the Company in this connection.
Applications and Indications of Interest Received
Hong Kong Public Offering
• The Hong Kong Offer Shares initially available under the Hong Kong Public Offering
have been slightly over-subscribed.  A total of 4,939 valid applications have been received
pursuant to the Hong Kong Public Offering through the HK eIPO White Form service
and through the CCASS EIPO service for a total of 9,464,600 Hong Kong Offer Shares,
representing approximately 7.80 times of the total number of 1,213,600 H Shares initially
available for subscription under the Hong Kong Public Offering.
• As the Hong Kong Public Offering has been over-subscribed by less than 15 times of the
total number of Offer Shares initially available under the Hong Kong Public Offering, the
reallocation procedure as disclosed in the section headed “Structure of the Global Offering
– The Hong Kong Public Offering – Reallocation and Clawback ” in the Prospectus has
not been applied. The final number of Offer Shares under the Hong Kong Public Offering
is 1,213,600 H Shares, representing 10% of the total number of Offer Shares initially
available under the Global Offering. The total number of successful applicants under the
Hong Kong Public Offering is 2,199, among which 1,786 H Shareholders were allocated
with one board lot of the H Shares, totaling 357,200 H Shares, representing approximately
29.43% of total Offer Shares under the Hong Kong Public Offering.


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International Offering
• The H Shares initially offered under the International Offering have been slightly
over-subscribed, representing approximately 1.37 times of the total number of Offer Shares
initially available under the International Offering. The final number of Offer Shares under
the International Offering is 10,922,400 H Shares, representing 90% of the total number of
H Shares initially available under the Global Offering.
• The total number of placees under the International Offering is 122. A total number of 116
placees have been allotted five board lots of H Shares or less, representing approximately
95.08% of the total number of placees under the International Offering. These placees
have been allotted 29,800 H Shares in total, representing approximately 0.27% of the Offer
Shares available under the International Offering and 0.25% of the Offer Shares under
the Global Offering. A total number of 83 placees have been allotted one board lot of H
Shares, totaling 16,600 H Shares, representing approximately 0.15% of the Offer Shares
available under the International Offering.
Over-allotment Option
• The Sole Overall Coordinator confirms that there has been no over-allocation of the H
Shares under the International Offering, and therefore, the Over-allotment Option will not
be exercised. In view of the fact that there has been no over-allocation in the International
Offering, there has been no delayed delivery arrangement with any investor under the
International Offering and no stabilizing action as described in the Prospectus will take
place during the stabilization period.
Cornerstone Investor
• Based on the Offer Price of HK$14.28 per Offer Share (exclusive of brokerage of
1.0%, SFC transaction levy of 0.0027%, Stock Exchange trading fee of 0.00565% and
Accounting and Financial Reporting Council transaction levy of 0.00015%), pursuant to the
Cornerstone Investment Agreement, the Company ’s Cornerstone Investor has subscribed
for a total of 7,633,200 H Shares, representing (i) approximately 62.90% of the number of
Offer Shares pursuant to the Global Offering; (ii) approximately 2.19% of the issued share
capital of the Company immediately following the completion of the Global Offering; and
(iii) approximately 3.69% of the H Shares in issue immediately following the completion
of the Global Offering. Please refer to the section headed “Cornerstone Placing ” in the
Prospectus for further details.


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Confirmations Regarding Public Shareholders in the Hong Kong Public Offering and
Placees in the International Offering
• To the best knowledge, information and belief of our Directors and Supervisors, no
Offer Shares placed under the Global Offering have been placed with applicants and
their respective ultimate beneficial owners who are core connected persons (as defined
in the Listing Rules) of the Company, Directors, Supervisors, or to any connected clients
(as set out in paragraph 5(1) of the Placing Guidelines under Appendix 6 to the Listing
Rules (the “Placing Guidelines ”)) or persons as set out in paragraph 5(2) of the Placing
Guidelines, whether in their own names or through nominees. The International Offering
is in compliance with the Placing Guidelines. None of the Sole Sponsor, the Sole Overall
Coordinator, the Sole Global Coordinator, the Joint Bookrunners, the Joint Lead Managers,
the Underwriters, the CMIs and their 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 for its own benefit under the Global Offering.
• Our Directors and Supervisors confirm that, to the best of their knowledge, information
and belief, (i) none of the Offer Shares subscribed by public Shareholders in the Hong
Kong Public Offering and placees in the International Offering has been financed directly
or indirectly by our Company, our Directors, Supervisors, chief executive, Controlling
Shareholders, substantial Shareholders or existing Shareholders of our Company or any
of their subsidiaries or their respective close associates (the “Relevant Parties ”); (ii)
no rebate has been, directly or indirectly, provided by the Relevant Parties or syndicate
members or any other brokers involved in the Global Offering to any public Shareholders
in the Hong Kong Public Offering or placees in the International Offering; (iii) none of
the public Shareholders in the Hong Kong Public Offering and placees in the International
Offering who has subscribed for the Offer Shares is accustomed to taking instructions from
the Relevant Parties in relation to the acquisition, disposal, voting or other disposition of
the Offer Shares registered in his/her/its name or otherwise held by him/her/it; (iv) the
consideration payable by the public Shareholders in the Hong Kong Public Offering and
placees in the International Offering for each Offer Share subscribed for or purchased by
them is the same as the final Offer Price as determined by the Company, in addition to
brokerage of 1.0%, SFC transaction levy of 0.0027%, Accounting and Financial Reporting
Council transaction levy of 0.00015% and Stock Exchange trading fee of 0.00565%; and
(v) there is no side agreement or arrangement between the Relevant Parties or syndicate
members or any other brokers involved in the Global Offering, on one hand, and the public
Shareholders or the placees who has subscribed for the Offer Shares, on the other hand.
• Our Directors and Supervisors further confirm that, to the best of their knowledge and
information, all placees under the International Offering and their ultimate beneficial
owners are not and are independent of any of (a) the core connected persons (as defined in
the Listing Rules) of the Company, (b) our Directors, supervisors, or existing Shareholders
or any of the Company ’s subsidiaries, or (c) the close associates (as defined in the Listing
Rules) of (a) and/or (b) above whether in their own name or through nominees.
• Our Directors and Supervisors confirm that none of the placees under the International
Offering will be placed more than 10% of the enlarged issued share capital of the Company
immediately following the completion of the Global Offering. Accordingly, our Directors
and Supervisors confirm that none of the placees will become a substantial Shareholder
(within the meaning of the Listing Rules) after the International Offering, and there will
not be any new substantial Shareholder immediately following the completion of the Global
Offering.


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Lock-up Obligations
• The Company, the Controlling Shareholders, all the other existing Shareholders and the
Cornerstone Investor are subject to certain lock-up obligations as set out in the section
headed “Lock-up Obligations ” in this announcement.
Shareholding Concentration Analysis
• A shareholding concentration analysis based on the allotment results under the Global
Offering is set out in the section headed “Shareholding Concentration Analysis ” of this
announcement for further details.
Results of Allocations
• The Final Offer Price, results of applications in the Hong Kong Public Offering, the level
of indications of interests in the International Offering, the level of applications in the
Hong Kong Public Offering and the basis of allocation of the Hong Kong Offer Shares
will be published on Thursday, November 9, 2023 on the websites of the Company at
www.fls123.com  and the Stock Exchange at www.hkexnews.hk .
• The results of allocations of the Hong Kong Offer Shares under the Hong Kong Public
Offering successfully applied for through the HK eIPO White Form service or through the
CCASS EIPO service, including the Hong Kong identity card numbers, passport numbers,
Hong Kong business registration numbers or certificate of incorporation numbers of
successful applicants (where applicable) will be made available at the times and dates and
in the manner specified below:
• in the announcement to be posted on the Company ’s website at www.fls123.com
and the Stock Exchange ’s website at www.hkexnews.hk  by no later than 8:00 a.m.
on Thursday, November 9, 2023. Please note that the list of identification document
numbers in this announcement may not be a complete list of successful applicants
since only successful applicants whose identification document numbers are provided
to HKSCC by CCASS Participants or via the HK eIPO White Form service are
disclosed. Applicants with beneficial names only but not identification document
numbers are not disclosed due to personal privacy issue as elaborated below.
Applicants who applied for H Shares through their brokers or nominees can consult
their brokers or nominees to enquire about their application result;
• from “IPO Results ” function in the IPO App or the designated results of allocations
website at www.tricor.com.hk/ipo/result  or www.hkeipo.hk/IPOResult  with a
“search by ID ” function on a 24-hour basis from 8:00 a.m. on Thursday, November 9,
2023 to 12:00 midnight on Wednesday, November 15, 2023; or
• from the results allocation telephone enquiry line by calling +852 3691 8488 between
9:00 a.m. and 6:00 p.m. from Thursday, November 9, 2023 to Tuesday, November 14,
2023 (excluding Saturday, Sunday and public holiday in Hong Kong).


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• This announcement contains a list of identification document numbers. Identification
document numbers shown in the section headed “Results of Applications Made by HK
eIPO White Form ” refers to Hong Kong identity card numbers/passport numbers/Hong
Kong business registration numbers/certificate of incorporation numbers/beneficial owner
identification codes (if such applications are made by nominees as agent for the benefit of
another person) whereas those displayed in the section headed “Results of Applications
Made by Giving Electronic Application Instructions to HKSCC via CCASS ” are provided
by CCASS participants via CCASS. Therefore, the identification document numbers shown
in the two sections are different in nature.
• Since applications are subject to personal information collection statements, beneficial
owner identification codes displayed in the section headed “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.
Despatch/Collection of H Share Certificates/e-Auto Refund Payment Instructions/Refund
Cheques
• Applicants who applied for 500,000 or more Hong Kong Offer Shares through the HK
eIPO White Form  service and who have been successfully or partially successfully
allocated Hong Kong Offer Shares and are eligible to collect H Share certificates in person
may collect H Share certificates from the H Share Registrar, Tricor Investor Services
Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong from 9:00 a.m.
to 1:00 p.m. on Thursday, November 9, 2023, or any other place or date as notified by the
Company.
• Applicants being individuals who are eligible for personal collection cannot authorize any
other person to make collection on their behalf. Corporate applicants which are eligible
for personal collection must attend by their authorized representatives bearing letters
of authorization from their corporations stamped with the corporations ’ chops. Both
individuals and authorized representatives (if applicable) must produce, at the time of
collection, evidence of identity acceptable to Tricor Investor Services Limited.
• H Share certificates for Hong Kong Offer Shares allotted to applicants who applied for
less than 500,000 Hong Kong Offer Shares through the HK eIPO White Form service
are expected to be despatched to those entitled to the addresses specified in the relevant
application instructions by ordinary post at their own risk on or before Thursday, November
9, 2023.
• H Share certificates for Hong Kong Offer Shares allocated to applicants who applied
through the HK eIPO White Form service which are either not available for personal
collection or which are available but are not collected in person by 1:00 p.m. on Thursday,
November 9, 2023 are expected to be despatched by ordinary post to the addresses
specified in the relevant applications at their own risk on or before Thursday, November 9,
2023.


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• Wholly or partially successful applicants who applied by giving electronic application
instructions to HKSCC via CCASS will have their H Share certificates issued in the name
of HKSCC Nominees Limited and deposited directly into CCASS for credit to their CCASS
Investor Participant stock accounts or the stock accounts of their designated CCASS
Participants who gave electronic application instructions on their behalf on Thursday,
November 9, 2023.
• Applicants who applied through a designated CCASS Participant (other than a CCASS
Investor Participant) should check the number of Hong Kong Offer Shares allocated to
them and the amount of refund monies payable to them with that CCASS Participant.
• Applicants who applied as a CCASS Investor Participant by giving electronic application
instructions to HKSCC via CCASS should check and report any discrepancies to HKSCC
before 5:00 p.m. on Thursday, November 9, 2023 or such other date as shall be determined
by HKSCC or HKSCC Nominees. Applicants who applied as a CCASS Investor Participant
by giving electronic application instructions  to HKSCC via CCASS may also check
the results of their applications and the amount of refund monies payable to them via the
CCASS Phone System and the CCASS Internet System (under the procedures contained
in HKSCC ’s “An Operating Guide for Investor Participants ” in effect from time to time).
Immediately after the crediting of the Hong Kong Offer Shares to the CCASS Investor
Participants stock accounts and the crediting of the refund monies to the CCASS Investor
Participants bank accounts, HKSCC will also make available to the CCASS Investor
Participants an activity statement showing the number of Hong Kong Offer Shares
credited to their stock accounts and the refund amount (if any) credited to their respective
designated bank accounts.
• Applicants who applied through the HK eIPO White Form  service and paid the
application monies from a single bank account will have refund monies (if any) despatched
to their application payment account in the form of e-Auto Refund payment instructions
on or before Thursday, November 9, 2023. Applicants who applied through the HK eIPO
White Form service and paid the application monies from multiple bank accounts will
have refund monies (if any) despatched to the addresses specified on their HK eIPO White
Form applications in the form of refund cheque(s) in favour of the applicant (or, in the
case of joint applications, the first-named applicant), by ordinary post at their own risk on
or before Thursday, November 9, 2023.
• Refund monies (if any) for applicants who have applied by giving electronic application
instructions to HKSCC via CCASS are expected to be credited to their designated bank
accounts or the designated bank accounts of their brokers or custodians on Thursday,
November 9, 2023.
• H Share certificates will only become valid evidence of title at 8:00 a.m. on Friday,
November 10, 2023 provided that the Global Offering has become unconditional in all
respects at or before that time and the right of termination described in the section headed
“Underwriting – Underwriting Arrangements and Expenses – Hong Kong Public Offering –
Grounds for Termination ” in the Prospectus has not been exercised.
• The Company will not issue any temporary documents of title in respect of the Offer
Shares and will not issue any receipt for application monies received.


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Public Float
• Immediately following the completion of the Global Offering, the number of H Shares
in the public hands represents approximately 27.43% of the total issued share capital
of the Company, which satisfies the minimum percentage of at least 25% prescribed in
Rule 8.08(1) of the Listing Rules. The Directors confirm that, immediately following the
completion of the Global Offering, (i) there will not be any new substantial Shareholder
within the meaning of the Listing Rules; (ii) the three largest public Shareholders do not
hold more than 50% of the Shares in public hands at the time of the Listing in compliance
with Rules 8.08(3) and 8.24 of the Listing Rules; and (iii) there will be at least 300
Shareholders at the time of the Listing in compliance with Rule 8.08(2) of the Listing
Rules.
Commencement of Dealings
• Assuming that the Global Offering becomes unconditional in all respects at or before
8:00 a.m. on Friday, November 10, 2023 (Hong Kong time), dealings in the H Shares on
the Main Board of the Stock Exchange are expected to commence at 9:00 a.m. on Friday,
November 10, 2023 (Hong Kong time). The H Shares will be traded in board lots of 200 H
Shares each. The stock code of the H Shares is 2499.
In view of the 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.
OFFER PRICE
The Offer Price is HK$14.28 per Offer Share (exclusive of brokerage of 1.0%, SFC transaction
levy of 0.0027%, Stock Exchange trading fee of 0.00565% and Accounting and Financial
Reporting Council transaction levy of 0.00015%).
NET PROCEEDS FROM THE GLOBAL OFFERING
Based on the Offer Price of HK$14.28 per Offer Share, the net proceeds from the Global Offering
to be received by the Company, after deduction of underwriting fees and commissions and
estimated expenses payable by the Company in connection with the Global Offering, are estimated
to be approximately HK$116.3 million.
As no over-allocation of International Offer Shares has been made, the Over-allotment Option
has not been exercised and will not be exercised, and no additional proceeds are expected to be
received by the Company in this connection.


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The Company currently intends to apply such net proceeds as follows:
• 45.0%, or approximately HK$52.3 million, will be used to enhance our service capabilities,
improve customer coverage, and expand categories of intralogistics equipment. Specifically,
5.0% will be used to strengthen our marketing capabilities, 15.0% will be used to expand our
service outlets, further enhancing our service efficiency and customer outreach, and 25.0%
will be used to expand the scale and categories of our intralogistics equipment fleet;
• 20.0%, or approximately HK$23.3 million, will be used to expand and upgrade our supply
chain infrastructure. Specifically, 10.0% will be used to expand and upgrade our existing
supply chain facilities, specifically for our main supply chain bases, equipment part
warehouses at our headquarter and automated warehouses in local bases, and 10.0% will be
used to build new supply chain bases in strategic locations across China to better synergize
our resources;
• 15.0%, or approximately HK$17.4 million, will be used to strengthen our technology
capabilities and infrastructure. Specifically, 10.0% will be used to enhance our core
technology capabilities, and 5.0% will be used to enhance our overall digital technology
capabilities;
• 10.0%, or approximately HK$11.6 million, will be used to conduct strategic mergers and
acquisitions that align with our regional coverage, industry focus, and business priorities; and
• 10.0%, or approximately HK$11.6 million, will be used for our general working capital and
general corporate purposes.
For further information, please refer to the section headed “Future Plans and Use of Proceeds ” in
the Prospectus.
APPLICATIONS AND INDICATIONS OF INTEREST RECEIVED
HONG KONG PUBLIC OFFERING
The Hong Kong Offer Shares initially available under the Hong Kong Public Offering have been
slightly over-subscribed. At the close of the application lists at 12:00 noon on Friday, November
3, 2023, a total of 4,939 valid applications have been received pursuant to the Hong Kong Public
Offering through the HK eIPO White Form service and through the CCASS EIPO service for
a total of 9,464,600 Hong Kong Offer Shares, representing approximately 7.80 times of the total
number of 1,213,600 H Shares initially available for subscription under the Hong Kong Public
Offering, among which:
• 4,934 valid applications in respect of a total of 7,614,600 Hong Kong Offer Shares were for
the Hong Kong Public Offering with an aggregate subscription amount based on the Offer
Price of HK$16.18 per Offer Share (excluding brokerage of 1%, SFC transaction levy of
0.0027%, Stock Exchange trading fee of 0.00565% and Accounting and Financial Reporting
Council transaction levy of 0.00015%) of HK$5 million or less, representing approximately
12.55 times of the 606,800 Hong Kong Offer Shares initially comprised in Pool A; and


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• 5 valid applications in respect of a total of 1,850,000 Hong Kong Offer Shares were for the
Hong Kong Public Offering with an aggregate subscription amount based on the Offer Price
of HK$16.18 per Offer Share (excluding brokerage of 1%, SFC transaction levy of 0.0027%,
Stock Exchange trading fee of 0.00565% and Accounting and Financial Reporting Council
transaction levy of 0.00015%) of more than HK$5 million, representing approximately 3.05
times of the 606,800 Hong Kong Offer Shares initially comprised in Pool B.
No application was rejected due to invalid application. No multiple or suspected multiple
application was identified and rejected. No application was rejected due to dishonored payments.
No application for more than 606,800 Hong Kong Offer Shares (being 50% of the Hong Kong
Offer Shares initially available under the Hong Kong Public Offering) was identified.
As the Hong Kong Public Offering has been over-subscribed by less than 15 times of the total
number of Offer Shares initially available under the Hong Kong Public Offering, the reallocation
procedure as disclosed in the section headed “Structure of the Global Offering – The Hong Kong
Public Offering – Reallocation and Clawback ” in the Prospectus has not been applied. The final
number of Offer Shares under the Hong Kong Public Offering is 1,213,600 H Shares (with 606,800
H Shares in Pool A and 606,800 H Shares in Pool B), representing 10% of the total number
of Offer Shares initially available under the Global Offering. The total number of successful
applicants under the Hong Kong Public Offering is 2,199, among which 1,786 H Shareholders
were allocated with one board lot of the H Shares, totaling 357,200 H Shares, representing
approximately 29.43% of total Offer Shares under the Hong Kong Public Offering.
The H Shares offered in the Hong Kong Public Offering were conditionally allocated on the basis
set out in the section headed “Basis of Allocation under the Hong Kong Public Offering ” below.
INTERNATIONAL OFFERING
The H Shares initially offered under the International Offering have been slightly over-subscribed,
representing approximately 1.37 times of the total number of Offer Shares initially available under
the International Offering. The final number of Offer Shares under the International Offering is
10,922,400 H Shares, representing 90% of the total number of H Shares initially available under
the Global Offering.
The total number of placees under the International Offering is 122. A total number of 116 placees
have been allotted five board lots of H Shares or less, representing approximately 95.08% of the
total number of placees under the International Offering. These placees have been allotted 29,800
H Shares in total, representing approximately 0.27% of the Offer Shares available under the
International Offering and 0.25% of the Offer Shares under the Global Offering. A total number
of 83 placees have been allotted one board lot of H Shares, totaling 16,600 H Shares, representing
approximately 0.15% of the Offer Shares available under the International Offering.


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Over-allotment Option
In connection with the Global Offering, the Company has granted to the International Underwriters,
exercisable by the Sole Overall Coordinator (on behalf of the International Underwriters), the
Over-allotment Option, which will be exercisable from the Listing Date (which is currently
expected to be Friday, November 10, 2023) until 30 days after the last day for the lodging of
applications under the Hong Kong Public Offering (i.e. Sunday, December 3, 2023) to require the
Company to issue up to an aggregate of 1,820,400 H Shares, representing no more than 15% of the
number of Offer Shares initially available under the Global Offering, at the Offer Price, to cover
over-allocations in the International Offering, if any.
The Sole Overall Coordinator confirms that there has been no over-allocation of the H Shares
under the International Offering and therefore, the Over-allotment Option will not be exercised.
In view of the fact that there has been no over-allocation in the International Offering, there has
been no delayed delivery arrangement with any investor under the International Offering and no
stabilizing action as described in the Prospectus will take place during the stabilization period.
Cornerstone Investor
Based on the Offer Price of HK$14.28 per Offer Share (exclusive of brokerage of 1.0%, SFC
transaction levy of 0.0027%, Stock Exchange trading fee of 0.00565% and Accounting and
Financial Reporting Council transaction levy of 0.00015%), and pursuant to the Cornerstone
Investment Agreement as disclosed in the section headed “Cornerstone Placing ” in the Prospectus,
the number of Offer Shares subscribed for by the Cornerstone Investor has now been determined
and is set out below:
Cornerstone Investor
Investment
Amount (1)
Number of
Offer
Shares (2)
Approximate
% of total
number of
Offer Shares
Approximate
% of H Shares
in issue
immediately
following the
completion of
Global Offering
Approximate
% of total
Shares in issue
immediately
following the
completion of
Global Offering
(RMB’000)
LIUGONG MACHINERY HONGKONG
 CO., LIMITED (ಥ
 ʮ̡ ) (“Liugong Machinery ”) 100,000 7,633,200 62.90% 3.69% 2.19%
Notes:
(1) For illustrative purposes only, all investment amounts are exclusive of brokerage, the SFC transaction levy, the
Stock Exchange trading fee and Accounting and Financial Reporting Council transaction transaction levy.
(2) Calculation based on the exchange rate of RMB0.9174 to HK$1.00 as set out in the section headed “Information
about this Prospectus and the Global Offering ” in the Prospectus, and rounded down to the nearest whole board
lot of 200 Offer Shares.
There will be no delayed delivery or deferred settlement of Offer Shares to be subscribed by the
Cornerstone Investor pursuant to the Cornerstone Investment Agreement and the payment for the
Offer Shares to be subscribed by the Cornerstone Investor will be settled on or before the Listing.


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To the best knowledge of our Company, the Cornerstone Investor (i) is an Independent Third Party
and is not our connected person (as defined in the Listing Rules); (ii) the Cornerstone Investor
is not accustomed to taking instructions from our Company, the Directors, the Supervisors, chief
executive, our Controlling Shareholders, substantial shareholders, existing Shareholders or any
of their respective subsidiaries or their respective close associates in relation to the acquisition,
disposal, voting or other disposition of the Offer Shares; (iii) none of the subscription of the
relevant Offer Shares by the Cornerstone Investor is financed by our Company, the Directors,
chief executive, our Controlling Shareholders, substantial shareholders, existing Shareholders or
any of their respective subsidiaries or their respective close associates; and (iv) the Cornerstone
Investor will be utilizing its proprietary funding or the proprietary funding of the funds under its
management, as appropriate, as its source of funding for the subscription of the Offer Shares. The
Cornerstone Investor has confirmed that all necessary approvals have been obtained with respect
to the Cornerstone Placing and that no specific approval from its shareholders is required for the
cornerstone investment.
Other than a guaranteed allocation of the relevant Offer Shares at the final Offer Price, the
Cornerstone Investor does not have any preferential rights in the Cornerstone Investment
Agreement compared with other public Shareholders.
As confirmed by the Cornerstone Investor, its subscription under the Cornerstone Placing would be
financed by its own internal resources. There are no side arrangements between our Company and
the Cornerstone Investor or any benefit, direct or indirect, conferred on the Cornerstone Investor
by virtue of or in relation to the Cornerstone Placing.
The Cornerstone Investor has agreed that it will not, whether directly or indirectly, at any time
during the period of six months from and including the Listing Date (the “Lock-up Period ”),
dispose of any of the Offer Shares it has purchased pursuant to the Cornerstone Investment
Agreement, save for certain limited circumstances, such as transfers to any of its wholly-owned
subsidiaries who will be bound by the same obligations of the Cornerstone Investor, including the
Lock-up Period restriction.
Please refer to the section headed “Cornerstone Placing ” in the Prospectus for further details in
relation to the Cornerstone Placing.


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CONFIRMATIONS REGARDING PUBLIC SHAREHOLDERS IN THE HONG KONG
PUBLIC OFFERING AND PLACEES IN THE INTERNATIONAL OFFERING
To the best knowledge, information and belief of our Directors and Supervisors, no Offer Shares
placed under the Global Offering have been placed with applicants and their respective ultimate
beneficial owners who are core connected persons (as defined in the Listing Rules) of the
Company, Directors, Supervisors, or to any connected clients (as set out in paragraph 5(1) of the
Placing Guidelines under Appendix 6 to the Listing Rules (the “Placing Guidelines ”)) or persons
as set out in paragraph 5(2) of the Placing Guidelines, whether in their own names or through
nominees. The International Offering is in compliance with the Placing Guidelines. None of the
Sole Sponsor, the Sole Overall Coordinator, the Sole Global Coordinator, the Joint Bookrunners,
the Joint Lead Managers, the Underwriters, the CMIs and their 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 for its own benefit under the Global Offering.
Our Directors and Supervisors confirm that, to the best of their knowledge, information and belief,
(i) none of the Offer Shares subscribed by public Shareholders in the Hong Kong Public Offering
and placees in the International Offering has been financed directly or indirectly by our Company,
our Directors, Supervisors, chief executive, Controlling Shareholders, substantial Shareholders
or existing Shareholders of our Company or any of their subsidiaries or their respective close
associates (the “Relevant Parties ”); (ii) no rebate has been, directly or indirectly, provided by the
Relevant Parties or syndicate members or any other brokers involved in the Global Offering to any
public Shareholders in the Hong Kong Public Offering or placees in the International Offering; (iii)
none of the public Shareholders in the Hong Kong Public Offering and placees in the International
Offering who has subscribed for the Offer Shares is accustomed to taking instructions from the
Relevant Parties in relation to the acquisition, disposal, voting or other disposition of the Offer
Shares registered in his/her/its name or otherwise held by him/her/it; (iv) the consideration payable
by the public Shareholders in the Hong Kong Public Offering and placees in the International
Offering for each Offer Share subscribed for or purchased by them is the same as the final Offer
Price as determined by the Company, in addition to brokerage of 1.0%, SFC transaction levy of
0.0027%, Accounting and Financial Reporting Council transaction levy of 0.00015% and Stock
Exchange trading fee of 0.00565%; and (v) there is no side agreement or arrangement between the
Relevant Parties or syndicate members or any other brokers involved in the Global Offering, on
one hand, and the public Shareholders or the placees who has subscribed for the Offer Shares, on
the other hand.
Our Directors and Supervisors further confirm that, to the best of their knowledge and information,
all placees under the International Offering and their ultimate beneficial owners are not and
are independent of any of (a) the core connected persons (as defined in the Listing Rules) of
the Company, (b) our Directors, supervisors, or existing Shareholders or any of the Company ’s
subsidiaries, or (c) the close associates (as defined in the Listing Rules) of (a) and/or (b) above
whether in their own name or through nominees.
Our Directors and Supervisors confirm that none of the placees under the International Offering
will be placed more than 10% of the enlarged issued share capital of the Company immediately
following the completion of the Global Offering. Accordingly, our Directors and Supervisors
confirm that none of the placees will become a substantial Shareholder (within the meaning of
the Listing Rules) after the International Offering, and there will not be any new substantial
Shareholder immediately following the completion of the Global Offering.


--- page 13 ---
15
LOCK-UP OBLIGATIONS
The Company, the Controlling Shareholders, all the other existing Shareholders and the
Cornerstone Investor are subject to certain obligations in relation to the Shares (the “Lock-up
Obligations ”). The major terms of the Lock-up Obligations are as follows:
Name
Number of
Shares subject
to the Lock-up
Obligations
upon Listing
Percentage of
shareholding
in the total
issued share
capital of
the Company
following
completion
of the Global
Offering
subject to
the Lock-up
Obligations
upon Listing
Last day of the
Lock-up Period
The Company (subject to lock-up obligations
pursuant to the Listing Rules, the Hong Kong
Underwriting Agreement and the International
Underwriting Agreement)
N/A N/A May 10, 2024 (1)
Controlling Shareholders (subject to lock-
up obligations pursuant to the Listing Rules,
the Hong Kong Underwriting Agreement, the
International Underwriting Agreement and
applicable PRC laws and regulations)
Mr. Hou (4) 46,669,696
H Shares
88,162,484
Unlisted Shares
13.41%
25.33%
November 10,
2024(2)(3)
Mr. Hou Zebing (4) 46,669,696
H Shares
88,162,484
Unlisted Shares
13.41%
25.33%
November 10,
2024(2)(3)


--- page 14 ---
16
Name
Number of
Shares subject
to the Lock-up
Obligations
upon Listing
Percentage of
shareholding
in the total
issued share
capital of
the Company
following
completion
of the Global
Offering
subject to
the Lock-up
Obligations
upon Listing
Last day of the
Lock-up Period
Guangzhou Daze (4) 15,550,108
H Shares
15,550,108
Unlisted Shares
4.47%
4.47%
November 10,
2024(2)(3)
Sub-total 46,669,696
H Shares
88,162,484
Unlisted Shares
13.41%
25.33%
All other existing Shareholders  (except for
the Controlling Shareholders) (subject to lock-
up obligations pursuant to their respective lock-
up undertakings under applicable PRC laws and
regulations)
147,789,040
H Shares
53,265,596
Unlisted Shares
42.47%
15.31%
November 10,
 2024 (3)
Cornerstone Investor (subject to lockup
obligations pursuant to the Cornerstone
Investment Agreement)
Liugong Machinery
7,633,200
H Shares 2.19% May 10, 2024 (5)
Total 202,091,936
H Shares
141,428,080
Unlisted Shares
58.07%
40.64%


--- page 15 ---
17
Notes:
(1) The Company may not, among other matters, issue or agree to issue or publicly announce its intention to issue
Shares or securities of the Company during the First Six-Month Period unless with the prior consent of the
Sole Sponsor and the Sole Overall Coordinator, and unless in compliance with the Listing Rules. In the event
the Company does so by virtue of, among other exceptions, the aforesaid exceptions, or during the Second
Six-Month Period, the Company will take all reasonable steps to ensure compliance with applicable legal and
regulatory requirements relating to the avoidance of creating a disorderly or false market in the Shares or other
securities of the Company. For details of the lock-up arrangements of the Company, please refer to the sections
headed “Underwriting – Underwriting Arrangements and Expenses – Hong Kong Public Offering – Undertakings
to the Stock Exchange Pursuant to the Listing Rules - (A) Undertakings by our Company ” and “Underwriting
– Underwriting Arrangements and Expenses – Hong Kong Public Offering – Undertakings to the Hong Kong
Underwriters Pursuant to the Hong Kong Underwriting Agreement – Undertakings by our Company ” in the
Prospectus.
(2) Each of Mr. Hou, Mr. Hou Zebing and Guangzhou Daze is subject to lock-up requirements under the Listing
Rules and pursuant to the Hong Kong Underwriting Agreement and the International Underwriting Agreement.
Each of the Controlling Shareholders stated herein shall not (a) dispose of any of the relevant securities of
the Company in the First Six-Month Period; and (b) dispose of any of the relevant securities of the Company
in the Second Six-Month Period if immediately following such disposal the Controlling Shareholders would
cease to be a group of controlling shareholders (as defined in the Listing Rules) of the Company. Please
refer to the sections headed “Underwriting – Underwriting Arrangements and Expenses – Hong Kong Public
Offering – Undertakings to the Stock Exchange Pursuant to the Listing Rules – (B) Undertakings by our
Controlling Shareholders ” and “Underwriting – Underwriting Arrangements and Expenses – Hong Kong Public
Offering – Undertakings to the Hong Kong Underwriters Pursuant to the Hong Kong Underwriting Agreement –
Undertakings by our Controlling Shareholders ” in the Prospectus for further details.
(3) In accordance with the PRC Company Law, the shares issued prior to any public offering of shares by a
company cannot be transferred within one year from the date on which such publicly offered shares are listed
and traded on the relevant stock exchange. As such, all existing Shareholders (including the Controlling
Shareholders) are subject to lock-up restrictions within 12 months following the Listing Date.
(4) Mr. Hou Zebing is the general partner of Guangzhou Daze. As such, Mr. Hou Zebing is deemed to be interested
in the 31,100,216 Shares held by Guangzhou Daze under the SFO. Mr. Hou and Mr. Hou Zebing entered into
an acting-in-concert agreement on May 18, 2020 with a supplemental agreement dated March 24, 2023 to
acknowledge and confirm their acting-in-concert relationship in our Company, pursuant to which Mr. Hou and
Mr. Hou Zebing have agreed to continue to act in concert and reach consensus on any matter considered at
board meetings and general meetings of our Company.
(5) The Cornerstone Investor may dispose of any of the Offer Shares subscribed in the Global Offering after the
indicated date.
(6) Any discrepancies in the table above between the amounts identified as total amounts and the sum of the
amounts listed therein are due to rounding.


--- page 16 ---
18
BASIS OF ALLOCATION UNDER THE HONG KONG PUBLIC OFFERING
Subject to the satisfaction of the conditions set out in the section headed “Structure of the Global
Offering – Conditions of the Global Offering ” in the Prospectus, 4,939 valid applications made
by the public through the HK eIPO White Form service and the CCASS EIPO service will be
conditionally allocated on the basis set out below:
Pool A
Number of
H Shares
applied for
Number of
valid
applications Basis of allocation/ballot
Approximate
percentage
allotted of
the total
number of
H Shares
applied for
200 2,580 516 out of 2,580 applicants to receive 200 H Shares 20.00%
400 203 65 out of 203 applicants to receive 200 H Shares 16.01%
600 891 416 out of 891 applicants to receive 200 H Shares 15.56%
800 53 31 out of 53 applicants to receive 200 H Shares 14.62%
1,000 100 68 out of 100 applicants to receive 200 H Shares 13.60%
1,200 31 25 out of 31 applicants to receive 200 H Shares 13.44%
1,400 15 13 out of 15 applicants to receive 200 H Shares 12.38%
1,600 14 13 out of 14 applicants to receive 200 H Shares 11.61%
1,800 26 200 H Shares 11.11%
2,000 75 200 H Shares plus 4 out of 75 applicants to receive an
 additional 200 H Shares
10.53%
3,000 650 200 H Shares plus 130 out of 650 applicants to receive
 an additional 200 H Shares
8.00%
4,000 33 200 H Shares plus 14 out of 33 applicants to receive an
 additional 200 H Shares
7.12%
5,000 13 200 H Shares plus 10 out of 13 applicants to receive an
 additional 200 H Shares
7.08%
6,000 53 400 H Shares 6.67%
7,000 11 400 H Shares plus 3 out of 11 applicants to receive an
 additional 200 H Shares
6.49%
8,000 6 400 H Shares plus 3 out of 6 applicants to receive an
 additional 200 H Shares
6.25%
9,000 7 400 H Shares plus 5 out of 7 applicants to receive an
 additional 200 H Shares
6.03%
10,000 114 600 H Shares 6.00%
20,000 33 1,000 H Shares 5.00%
30,000 8 1,400 H Shares 4.67%
40,000 5 1,600 H Shares 4.00%
50,000 2 1,800 H Shares 3.60%


--- page 17 ---
19
Number of
H Shares
applied for
Number of
valid
applications Basis of allocation/ballot
Approximate
percentage
allotted of
the total
number of
H Shares
applied for
60,000 3 2,000 H Shares 3.33%
70,000 3 2,200 H Shares 3.14%
90,000 1 2,400 H Shares 2.67%
100,000 2 2,600 H Shares 2.60%
140,000 1 3,400 H Shares 2.43%
250,000 1 5,600 H Shares 2.24%
Total 4,934 Total number of Pool A successful applicants: 2,194
Pool B
Number of
H Shares
applied for
Number of
valid
applications Basis of allocation/ballot
Approximate
percentage
allotted of
the total
number of
H Shares
applied for
350,000 4 115,400 H Shares 32.97%
450,000 1 145,200 H Shares 32.27%
Total 5 Total number of Pool B successful applicants: 5
The final number of Offer Shares under the Hong Kong Public Offering is 1,213,600 H Shares,
representing 10% of the total number of Offer Shares initially available under the Global Offering.
RESULTS OF ALLOCATIONS
The Final Offer Price, results of applications in the Hong Kong Public Offering, the level of
indications of interests in the International Offering, the level of applications in the Hong Kong
Public Offering and the basis of allocation of the Hong Kong Offer Shares will be published on
Thursday, November 9, 2023 on the websites of the Company at www.fls123.com  and the Stock
Exchange at www.hkexnews.hk .


--- page 18 ---
20
The results of allocations of the Hong Kong Offer Shares under the Hong Kong Public Offering
successfully applied for through the HK eIPO White Form service or through the CCASS EIPO
service, including the Hong Kong identity card numbers, passport numbers, Hong Kong business
registration numbers or certificate of incorporation numbers of successful applicants (where
applicable) will be made available at the times and dates and in the manner specified below:
• in the announcement to be posted on the Company ’s website at www.fls123.com  and the
Stock Exchange ’s website at www.hkexnews.hk  by no later than 8:00 a.m. on Thursday,
November 9, 2023. Please note that the list of identification document numbers in this
announcement may not be a complete list of successful applicants since only successful
applicants whose identification document numbers are provided to HKSCC by CCASS
Participants or via the HK eIPO White Form  service are disclosed. Applicants with
beneficial names only but not identification document numbers are not disclosed due to
personal privacy issue as elaborated below. Applicants who applied for H Shares through
their brokers or nominees can consult their brokers or nominees to enquire about their
application result;
• from “IPO Results ” function in the IPO App  or the designated results of allocations
website at www.tricor.com.hk/ipo/result  or www.hkeipo.hk/IPOResult  with a “search by
ID” function on a 24-hour basis from 8:00 a.m. on Thursday, November 9, 2023 to 12:00
midnight on Wednesday, November 15, 2023; or
• from the results allocation telephone enquiry line by calling +852 3691 8488 between 9:00
a.m. and 6:00 p.m. from Thursday, November 9, 2023 to Tuesday, November 14, 2023
(excluding Saturday, Sunday and public holiday in Hong Kong).
This announcement contains a list of identification document numbers. Identification document
numbers shown in the section headed “Results of Applications Made by HK eIPO White Form ”
refers to Hong Kong identity card numbers/passport numbers/Hong Kong business registration
numbers/certificate of incorporation numbers/beneficial owner identification codes (if such
applications are made by nominees as agent for the benefit of another person) whereas those
displayed in the section headed “Results of Applications Made by Giving Electronic Application
Instructions to HKSCC via CCASS ” are provided by CCASS participants via CCASS. Therefore,
the identification document numbers shown in the two sections are different in nature.
Since applications are subject to personal information collection statements, beneficial owner
identification codes displayed in the section headed “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.


--- page 19 ---
21
SHAREHOLDING CONCENTRATION ANALYSIS
A summary of allotment results under the Global Offering is set out below:
• Top 1, 5, 10, 20 and 25 of the placees in the International Offering:
Placee Subscription
Number of
H Shares
held upon
Listing
Number of
Shares
held upon
Listing
Subscription
as % of
International
Offer
Shares
Subscription
as % of
total Offer
Shares
Number of
H Shares
as % of total
H Shares
Number of
Shares as
% of total
Shares upon
Listing
Top 1 7,633,200 7,633,200 7,633,200 69.89% 62.90% 3.69% 2.19%
Top 5 10,874,000 10,874,000 10,874,000 99.56% 89.60% 5.26% 3.12%
Top 10 10,894,200 10,894,200 10,894,200 99.74% 89.77% 5.27% 3.13%
Top 20 10,898,200 10,898,200 10,898,200 99.78% 89.80% 5.28% 3.13%
Top 25 10,900,200 10,900,200 10,900,200 99.80% 89.82% 5.28% 3.13%
• Top 1, 5, 10, 20 and 25 of all the Shareholders upon Listing:
Shareholder (1) Subscription
Number of
H Shares
held upon
Listing
Number of
Shares
held upon
Listing (2)
Subscription
as % of
International
Offer
Shares
Subscription
as % of
total Offer
Shares
Number of
H Shares
as % of total
H Shares
Number of
Shares as %
of total
Shares upon
Listing
Top 1 – 46,669,696 134,832,180 – – 22.59% 38.74%
Top 5 – 142,245,936 275,321,296 – – 68.85% 79.11%
Top 10 7,633,200 173,042,440 310,526,428 69.89% 62.90% 83.76% 89.23%
Top 20 9,043,200 199,589,336 341,017,416 82.79% 74.52% 96.61% 97.99%
Top 25 10,308,000 204,766,736 346,194,816 94.37% 84.94% 99.12% 99.47%


--- page 20 ---
22
• Top 1, 5, 10, 20 and 25 of all the holders of the H Shares of the Company (the “H
Shareholders ”) upon Listing:
H Shareholders
Subscription
of Hong Kong
Offer Shares
Subscription
of
International
Offer Shares
 Number of
H Shares
held
upon Listing
 Number of
Shares held
upon
Listing (2)
 Subscription
as % of
Hong Kong
Offer Shares
 Subscription
as % of
International
Offer Shares
 Subscription
as % of total
Offer Shares
 Number of
H Shares
as % of total
H Shares
Number of
Shares as
% of total
Shares upon
Listing
Top 1 – – 64,464,752 64,464,752 – – – 31.20% 18.52%
Top 5 – 7,633,200 149,879,136 242,041,620 – 69.89% 62.90% 72.55% 69.55%
Top 10 – 7,633,200 179,790,220 271,952,704 – 69.89% 62.90% 87.03% 78.14%
Top 20 – 9,043,200 202,301,936 300,673,048 – 82.79% 74.52% 97.92% 86.39%
Top 25 145,200 10,874,000 205,477,936 303,849,048 11.96% 99.56% 90.80% 99.46% 87.31%
Notes:
(1) Top Shareholders are determined with reference to the aggregate of (i) the Unlisted Shares as held by registered
Shareholders upon Listing; and (ii) the H Shares subscribed pursuant to the Global Offering and the H shares
converted from Unlisted Shares as held by registered Shareholders upon Listing.
(2) The number of Shares is determined with reference to the aggregate of (i) the Unlisted Shares as held by
registered Shareholders upon Listing; and (ii) the H Shares subscribed pursuant to the Global Offering and the
H shares converted from Unlisted Shares as held by registered Shareholders upon Listing.
In view of the 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.