8a0dfd88f0
Request: - Add extracted PDF text generation to the archivist workflow as a standard step. Changes: - Run PDF text extraction automatically for newly archived HKEX PDF sources. - Make the PDF text extractor incremental and manifest-preserving. - Document extracted-text handling in the archivist skill and README. - Mark generated extracted text as no-diff data evidence. - Backfill extracted text for all archived PDF source references. Verification: - Ran git diff --cached --check. - Ran .venv/bin/python -m py_compile scripts/extract_pdf_text.py scripts/archive_hkex_documents.py. - Ran full PDF extraction, then confirmed an incremental rerun skips unchanged files. - Verified 557 PDF source_refs, 557 manifest rows, all status ok, and zero missing text/hash/path issues. Next useful context: - HKEX HTML notices and Yahoo JSON market data remain under data/raw and are not expected in data/extracted_text.
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775 lines
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--- page 1 ---
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Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Stock
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Exchange”) and Hong Kong Securities Clearing Company Limited (“ HKSCC”) take no responsibility for
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the contents of this announcement, make no representation as to its accuracy or completeness and expressly
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disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any
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part of the contents of this announcement.
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Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings
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as those defined in the prospectus dated May 15, 2025 (the “ Prospectus”) issued by Mirxes Holding
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Company Limited (the “Company”).
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This announcement is for information purposes only and does not constitute an offer or an invitation to
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induce an offer by any person to acquire, purchase or subscribe for any securities of the Company. This
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announcement is not a prospectus. Potential investors should read the Prospectus for detailed information
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about the Company and the Global Offering described below before deciding whether or not to invest in the
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Offer Shares.
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This announcement is not for release, publication, distribution, directly or indirectly, in or into the United
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States (including its territories and possessions, any state of the United States and the District of Columbia)
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or to any person (as defined in Regulation S under the U.S. Securities Act of 1933, as amended from time to
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time, (the “ U.S. Securities Act ”)) or any o ther jurisdiction where such distribution is prohibited by law.
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This announcement does not constitute or form a part of any offer to sell or solicitation to purchase or
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subscribe for securities in the United States or in any other jurisdictions. Any investment decision in relation
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to the Offer Shares should be taken solely in reliance on the information in the Prospectus.
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The Offer Shares have not been, and will not be, registered under the U.S. Securities Act or any state
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securities law of the United Stat es and may not be offered, sold, pledged or transferred within the United
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States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements
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of the U.S. Securities Act. The Offer Shares are being offered and sold outside the United States in offshore
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transactions in reliance on Regulation S under the U.S. Securities Act. There will be no public offer of
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securities in the United States.
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Potential investors of the Offer Shares should note that the Joint Sponsors a nd the Joint Overall
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Coordinators (for themselves and on behalf of the Hong Kong Underwriters) shall be entitled to terminate
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their obligations under the Hong Kong Underwriting Agreement with immediate effect upon the occurrence
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of any of the events set ou t in the section headed “Underwriting – Underwriting Arrangements and
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Expenses – Hong Kong Public Offering – Grounds for Termination” in the Prospectus at any time prior to
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8:00 a.m. (Hong Kong time) on the Listing Date (which is currently expected to be o n Friday, May 23,
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2025).
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--- page 2 ---
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1
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Mirxes Holding Company Limited
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(Incorporated in the Cayman Islands with limited liability)
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Global Offering
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Number of Offer Shares under
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the Global Offering
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: 46,620,000 Shares
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Number of Hong Kong Offer Shares : 5,873,700 Shares (as adjusted after
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reallocation)
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Number of International Offer Shares : 40,746,300 Shares (as adjusted after
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reallocation)
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Offer Price : HK$23.30 per Offer Share, plus brokerage
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fee of 1.0%, SFC transaction levy of
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0.0027%, Stock Exchange trading fee of
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0.00565% and AFRC transaction levy of
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0.00015% (payable in full on application
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in Hong Kong dollars, subject to refund)
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Nominal value : US$0.00001 per Share
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Stock code : 2629
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Joint Sponsors, Sponsor-Overall Coordinators, Joint Global Coordinators,
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Joint Bookrunners and Joint Lead Managers
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Joint Overall Coordinators, Joint Global Coordinators,
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Joint Bookrunners and Joint Lead Managers
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Joint Bookrunners and Joint Lead Managers
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Joint Lead Managers
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--- page 3 ---
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MIRXES HOLDING COMPANY LIMITED
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ANNOUNCEMENT OF ALLOTMENT RESULTS
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Warning: In view of high concentration of shareholding in a small number of
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Shareholders, Shareholders and prospective investors should be aware that the price
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of the Shares could move substantially even with a small number of Shares traded and
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should exercise extreme caution when dealing in the Shares.
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SUMMARY
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Company Information
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Stock code 2629
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Stock short name MIRXES-B
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Dealings commencement date May 23, 2025*
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* see note at the end of the announcement
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Price Information
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Final Offer Price HK$23.30
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Offer Price Adjustment exercised N/A
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Offer Shares and Share Capital
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Number of Offer Shares 46,620,000
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Number of Offer Shares in Hong Kong Public
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Offering (after reallocation) 5,873,700
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Number of Offer Shares in International Offering
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(after reallocation) 40,746,300
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Number of issued Shares upon Listing 276,342,331
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Over-allocation
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No. of Offer Shares over-allocated N/A
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Proceeds
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Gross proceeds (Note) HK$1,086.2 million
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Less: Estimated listing expenses payable
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based on Final Offer Price
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HK$(205.8) million
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Net proceeds HK$880.5 million
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Note: Gross proceeds refers to the amount to which the Company is entitled to receive.
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For details of the use of proceeds, please refer to section headed “Future Plans and Use
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of Proceeds” in the Prospectus dated May 15, 2025. During the Track Record Period, the
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listing expenses of approximately US$8.6 million has been charged to the consolidated
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statements of profit or loss and other comprehensive income of the Company.
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--- page 4 ---
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ALLOTMENT RESULTS DETAILS
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HONG KONG PUBLIC OFFERING
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No. of valid applications 21,541
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No. of successful applications 21,025
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Subscription level 25.51 times
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Claw-back triggered No
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No. of Offer Shares initially available under the Hong
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Kong Public Offering
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4,662,000
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Final no. of Offer Shares under the Hong Kong Public
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Offering
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5,873,700
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% of Offer Shares under the Hong Kong Public
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Offering to the Global Offering
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12.60%
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Note: For details of the final allocation of Shares to the Hong Kong Public Offering,
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investors can refer to www.eipo.com.hk/eIPOAllotment to perform a search by identification
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number or www.eipo.com.hk/eIPOAllotment for the full list of allottees.
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INTERNATIONAL OFFERING
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No. of placees 116
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Subscription Level 0.98 times
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No. of Offer Shares initially available under the
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International Offering
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41,958,000
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Final no. of Offer Shares under the International Offering 40,746,300
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% of Offer Shares under the International Offering to
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the Global Offering
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87.40%
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The Directors confirm that, to the best of their knowledge, information and belief, none of the
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Offer Shares subscribed by the placees and the public have been financed directly or indirectly
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by the Company, any of the Directors, chief executive of the Company, co-founders, substantial
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Shareholders, existing Shareholders of the Company or any of its subsidiaries or their
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respective close associates; and none of the placees and the public who have purchased the
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Offer Shares are accustomed to taking instructi ons from the Company, any of the Directors,
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chief executive of the Company, co-founders, substantial Shareholders, existing Shareholders
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of the Company or any of its subsidiaries or their respective close associates in relation to the
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acquisition, disposal, voting or other disposition of Shares registered in his/her/its name or
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otherwise held by him/her/it.
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The placees in the International Offering include the following:
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--- page 5 ---
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Cornerstone Investors
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Investor Note 1 No. of Offer
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Shares allocated
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% of Offer
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Shares
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% of total
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issued
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Shares after
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the Global
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Offering
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Existing
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shareholders
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or
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their close
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associates
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Beijing Xunrui
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Enterprise
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Management
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Partnership
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(Limited
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Partnership)
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(“Beijing
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Xunrui”) /
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北京潯瑞企業管
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理合夥企業(有
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限合夥)(“北
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京潯瑞”) 16,649,200 35.71% 6.03% No
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Evergreen Gate
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Limited
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(“Evergreen
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Gate”) 2,637,200 5.66% 0.95% No
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Total 19,286,400 41.37% 6.98%
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Note:
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1. For further details of the Cornerstone Investors, please refer to the section headed
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“Cornerstone Investors” in the Prospectus.
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--- page 6 ---
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LOCK-UP UNDERTAKINGS
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Pre-IPO Investors (as defined in the “History, Reorganization and Corporate Structure”
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section of the Prospectus)
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Name Number of Shares
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held in the Company
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subject to lock-up
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undertakings upon
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Listing
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% of shareholding in
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the
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Company subject to
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lock-up
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undertakings upon
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Listing
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Last day subject to
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the lock-up
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undertakings Note 1
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Central Road Holdings
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Limited
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50,608,154 18.31% February 23, 2026
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Octenniel Corporation
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Pte. Ltd.
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10,569,944 3.82% February 23, 2026
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Beijing Fupu Changji
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Enterprise
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Management
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Partnership (Limited
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Partnership) /北京複朴
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長吉企業管理合夥企
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業 (有限合夥) 7,657,411 2.77% February 23, 2026
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Capstar Management
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Group Limited
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4,324,000 1.56% February 23, 2026
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Kinetic Creation
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Global Investments
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Limited /建成開元投
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資有限公司 4,324,000 1.56% February 23, 2026
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Rock Springs Capital
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Master Fund LP Note 2
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4,324,000 1.56% February 23, 2026
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Four Pines Master
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Fund LP Note 2 864,800 0.31% February 23, 2026
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EDB Investments Pte
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Ltd 4,076,353 1.48% February 23, 2026
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Banyan Partners Fund
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III, L.P. Note 3 3,995,000 1.45% February 23, 2026
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Banyan Partners Fund
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III-A, L.P. Note 3
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705,000 0.26% February 23, 2026
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Accelerate Venture
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Creation Pte. Ltd. Note 4 765,741 0.28% February 23, 2026
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Jane Street Global
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Trading, LLC
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3,459,200 1.25% February 23, 2026
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--- page 7 ---
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NHH Venture Fund,
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L.P. 2,353,435 0.85% February 23, 2026
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Alpha Win IX LPF /中
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源九號有限合夥基金
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Note 5 2,162,000 0.78% February 23, 2026
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SDG Alpha Win PE
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LPF Note 5 432,400 0.16% February 23, 2026
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Divine Limited
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2,162,000 0.78% February 23, 2026
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Keytone Collaboration
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II, L.P. Note 6
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2,162,000 0.78% February 23, 2026
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Keytone Ventures III,
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L.P. Note 6
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2,162,000 0.78% February 23, 2026
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CDG Group Fund L.P.
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Note 7
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64,860 0.02% February 23, 2026
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CRF Investment
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Holdings Company
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Limited Note 7 2,097,140 0.76% February 23, 2026
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IGBE Tech Pte. Ltd.
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1,914,353 0.69% February 23, 2026
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Mitsui & Co., LTD
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1,914,353 0.69% February 23, 2026
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RDS1 Holdings Pte.
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Ltd. 1,914,353 0.69% February 23, 2026
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Jubilant Peace
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Investments Pte. Ltd. 1,297,200 0.47% February 23, 2026
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Blue Spark Hub Pte.
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Ltd. 1,148,612 0.42% February 23, 2026
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BPC SPV MRX
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LIMITED 1,081,000 0.39% February 23, 2026
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China Chengtong
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Investment Company
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Limited /
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中國誠通投資有限公
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司 864,800 0.31% February 23, 2026
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Denning Holdings
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Limited
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864,800 0.31% February 23, 2026
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Ebco Capital Pte. Ltd.
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432,400 0.16% February 23, 2026
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Knowledge World Co.
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Ltd.
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216,200 0.08% February 23, 2026
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--- page 8 ---
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JASS Assets Limited
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Liability Partnership
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191,435 0.07% February 23, 2026
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Total 121,108,944 43.83%
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Notes:
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1. Each of the Pre-IPO Investors has entered into a deed of lock-up undertaking in
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favor of the Company and the Joint Sponsors pursuant to which certain lock-
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up restrictions have been imposed on its Shares during period ending on the
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date that is nine months from the Listing Date. For details, please refer to the
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section headed “History, Reorganization and Corporate Structure —
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Pre-IPO
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Investments” in the Prospectus.
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2. Rock Springs Capital Master Fund LP and Four Pines Master Fund LP in
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aggregate will hold 5,188,800 Shares which represent approximately 1.87% of the
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total issued share capital of the Company upon Listing.
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3. Banyan Partners Fund III, L.P. and Banyan Partners Fund III-A, L.P. will hold
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4,700,000 Shares in aggregate which represent approximately 1.71% of the
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total issued share capital of the Company upon Listing.
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4. Accelerate Venture Creation Pte. Ltd. and Accelerate Technologies Pte. Ltd. in
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aggregate will hold 4,662,686 Shares which represent approximately 1.69% of the
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total issued share capital of the Company upon Listing.
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5. Alpha Win IX LPF and SDG Alpha Win PE LPF in aggregate will hold
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2,594,400 Shares which represent approximately 0.94% of the total issued
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share capital of the Company upon Listing.
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6. Keytone Collaboration II, L.P. and Keytone Ventures III, L.P. in aggregate will
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hold 4,324,000 Shares which represent approximately 1.56% of the total issued
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share capital of the Company upon Listing.
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7. CRF Investment Holdings Company Limited and CDG Group Fund L.P. in
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aggregate will hold 2,162,000 Shares which represent approximately 0.78% of the
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total issued share capital of the Company upon Listing.
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--- page 9 ---
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Cornerstone Investors
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Name Number of
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Shares held in the
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Company subject
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to lock-up
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undertakings
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upon Listing
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% of total issued
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Shares after the
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Global Offering
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subject to lock-up
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undertakings upon
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Listing
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Last day subject
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to the lock-up
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undertakings
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Note
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Beijing Xunrui /北京
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潯瑞 16,649,200
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6.03% November 23, 2025
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Evergreen Gate
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2,637,200 0.95% November 23, 2025
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Total 19,286,400 6.98%
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Note:
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In accordance with the relevant cornerstone investment agreements, the required lock-up ends
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on November 23, 2025. The Cornerstone Investors will cease to be prohibited from disposing
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of or transferring Shares subscribed for pursuant to the relevant cornerstone investment
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agreements after the indicated date.
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Other Existing Shareholders
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Name Number of Shares
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held in the Company
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subject to lock-up
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undertakings upon
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Listing
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% of shareholding in
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the
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Company subject to
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lock-up
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undertakings upon
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Listing
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Last day subject to
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the lock-up
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undertakings
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TOO Heng Phon /朱興
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奮 Note 2 32,419,381 11.73% February 23, 2026 Note
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1
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SLW Gene Limited Note
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3 18,660,556 6.75% February 23, 2026 Note
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1
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Accurate Gene Limited
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Note 4 17,860,556 6.46% February 23, 2026 Note
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1
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MSEA Ltd Note 5
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15,160,000 5.49% February 23, 2026 Note
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1
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HO Hou Chiat, Isaac /
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何豪傑 Note 6 11,922,924 4.31%
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February 23, 2026 Note
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1
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CAI Wensheng
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4,338,462 1.57%
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February 23, 2026 Note
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1
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Accelerate
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Technologies Pte. Ltd.
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Note 7 3,896,945 1.41%
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February 23, 2026 Note
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1
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HO Yoon Khei
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2,662,563 0.96% February 23, 2026 Note
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1
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--- page 10 ---
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CHEONG Kok Yew
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846,000 0.31% February 23, 2026 Note
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1
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ONG Jeong Shing
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(WANG Jiongxing)
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846,000 0.31% February 23, 2026 Note
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1
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Total 108,613,387 39.30%
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Notes:
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1. Each of the Other Existing Shareholders has entered into a deed of lock-up undertaking in
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favor of the Company and the Joint Sponsors pursuant to which certain lock-up restrictions
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have been imposed on its Shares during period ending on the date that is nine months from
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the Listing Date.
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2. Dr. TOO Heng Phon is one of the co-founders, a non-executive Director and the Chairman of
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the Board of the Company.
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3. SLW Gene Limited is a wholly-owned subsidiary of SLW Gene Holding Ltd, which is in turn
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wholly owned by Frandor Limited. Frandor Limited is a nominee shareholder holding shares
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of SLW Gene Holding Ltd on behalf of The SLW Trust, and is wholly owned by Trident,
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which is the trustee of The SLW Trust, of which the settlor is Dr. Zhou Lihan, one of the co-
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founders, an executive Director and the Chief Executive Officer of the Company (“Dr.
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Zhou”). The beneficiaries of The SLW Trust are Dr. Zhou together with his relatives.
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4. Accurate Gene Limited is a wholly-owned subsidiary of Accurate Gene Holding Ltd, which is
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in turn wholly owned by Frandor Limited. Frandor Limited is a nominee shareholder holding
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shares of Accurate Gene Holding Ltd on behalf of The Accurate Gene Trust and is wholly
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owned by Trident, which is the trustee of The Accurate Gene Trust, of which the settlor is Dr.
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Zou Ruiyang, one of the co-founders, an executive Director and the Chief Technology Officer
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of the Company (“Dr. Zou”). The beneficiaries of The Accurate Gene Trust are Dr. Zou
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together with his relatives.
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5. MSEA Ltd is wholly owned by Frandor Limited. Frandor Limited is a nominee shareholder
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holding shares of MSEA Ltd on behalf of The Mirxes Holding Pre-IPO Share Award Trust
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and is wholly owned by Trident, which is the trustee of The Mirxes Holding Pre-IPO Share
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Award Trust, of which Dr. Zhou and Dr. Zou are settlors and the beneficiaries are the
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participants and grantees in the Pre-IPO First Share Award Scheme and the Pre-IPO Second
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Share Award Scheme.
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6. Mr. HO Hou Chiat, Isaac is an executive Director and the Chief Investment Officer of the
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Company.
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7. Accelerate Venture Creation Pte. Ltd. is a subsidiary of Accelerate Technologies Pte. Ltd.
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--- page 11 ---
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PLACEE CONCENTRATION ANALYSIS
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Placees* Number of
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Shares allotted
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Allotment as % of
|
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International Offering
|
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|
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Allotment as % of total
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Offer Shares
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Number of Shares held
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upon Listing
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% of total issued share
|
||
capital upon Listing
|
||
Top 1 16,649,200 40.86 35.71 16,649,200 6.02
|
||
Top 5 31,006,900 76.10 66.51 31,006,900 11.22
|
||
Top 10 36,940,900 90.66 79.24 36,940,900 13.37
|
||
Top 25 40,707,300 99.90 87.32 40,707,300 14.73
|
||
|
||
Note:
|
||
* Ranking of placees is based on the number of Shares allotted to the placees.
|
||
|
||
SHAREHOLDER CONCENTRATION ANALYSIS
|
||
|
||
|
||
Shareholders*
|
||
Number of
|
||
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 0 0.00 0.00 50,608,154 18.31
|
||
Top 5 16,649,200 40.86 35.71 136,197,847 49.29
|
||
Top 10 23,306,700 57.20 49.99 188,165,626 68.09
|
||
Top 25 29,011,900 71.20 62.23 243,040,725 87.95
|
||
|
||
Note:
|
||
* Ranking of Shareholders is based on the number of Shares held by the Shareholders upon Listing.
|
||
|
||
|
||
--- page 12 ---
|
||
BASIS OF ALLOCATION UNDER THE HONG KONG PUBLIC OFFERING
|
||
Subject to the satisfaction of the conditions set out in the Prospectus, a total of 21,541
|
||
valid applications made by the public will be conditionally allocated on the basis set out
|
||
below:
|
||
|
||
NO. OF
|
||
SHARES
|
||
APPLIED
|
||
FOR
|
||
NO. OF VALID
|
||
APPLICATIONS
|
||
BASIS OF
|
||
ALLOTMENT/BALLOT
|
||
APPROXIMATE
|
||
PERCENTAGE
|
||
ALLOTED OF
|
||
THE TOTAL
|
||
NO. OF SHARES
|
||
APPLIED FOR
|
||
POOL A
|
||
100 9,107
|
||
8,652 out of 9,107 to receive
|
||
100 Shares 95.00%
|
||
200 1,856
|
||
1,811 out of 1,856 to receive
|
||
100 Shares 48.79%
|
||
300 1,577
|
||
1,561 out of 1,577 to receive
|
||
100 Shares 33.00%
|
||
400 783 100 Shares 25.00%
|
||
500 989
|
||
100 Shares plus 49 out of
|
||
989 to receive additional 100
|
||
Shares 20.99%
|
||
600 290
|
||
100 Shares plus 23 out of
|
||
290 to receive additional 100
|
||
Shares 17.99%
|
||
700 169
|
||
100 Shares plus 20 out of
|
||
169 to receive additional 100
|
||
Shares 15.98%
|
||
800 264
|
||
100 Shares plus 32 out of
|
||
264 to receive additional 100
|
||
Shares 14.02%
|
||
900 186
|
||
100 Shares plus 32 out of
|
||
186 to receive additional 100
|
||
Shares 13.02%
|
||
1,000 1,810
|
||
100 Shares plus 362 out of
|
||
1,810 to receive additional
|
||
100 Shares 12.00%
|
||
2,000 951
|
||
100 Shares plus 380 out of
|
||
951 to receive additional 100
|
||
Shares 7.00%
|
||
3,000 387
|
||
100 Shares plus 194 out of
|
||
387 to receive additional 100
|
||
Shares 5.00%
|
||
4,000 325
|
||
100 Shares plus 195 out of
|
||
325 to receive additional 100
|
||
Shares 4.00%
|
||
5,000 509
|
||
100 Shares plus 382 out of
|
||
509 to receive additional 100
|
||
Shares 3.50%
|
||
6,000 171
|
||
100 Shares plus 137 out of
|
||
171 to receive additional 100
|
||
Shares 3.00%
|
||
|
||
|
||
--- page 13 ---
|
||
7,000 136
|
||
200 Shares plus 4 out of 136
|
||
to receive additional 100
|
||
Shares 2.90%
|
||
8,000 159
|
||
200 Shares plus 38 out of
|
||
159 to receive additional 100
|
||
Shares 2.80%
|
||
9,000 106
|
||
200 Shares plus 46 out of
|
||
106 to receive additional 100
|
||
Shares 2.70%
|
||
10,000 799
|
||
200 Shares plus 400 out of
|
||
799 to receive additional 100
|
||
Shares 2.50%
|
||
20,000 310 400 Shares 2.00%
|
||
30,000 131
|
||
400 Shares plus 66 out of
|
||
131 to receive additional 100
|
||
Shares 1.50%
|
||
40,000 61
|
||
500 Shares plus 37 out of 61
|
||
to receive additional 100
|
||
Shares 1.40%
|
||
50,000 208
|
||
600 Shares plus 104 out of
|
||
208 to receive additional 100
|
||
Shares 1.30%
|
||
100,000 82 1,200 Shares 1.20%
|
||
150,000 26
|
||
1,600 Shares plus 13 out of
|
||
26 to receive additional 100
|
||
Shares 1.10%
|
||
200,000 44 2,000 Shares 1.00%
|
||
21,436 Total number of Pool A
|
||
successful applicants:
|
||
20,920
|
||
|
||
POOL B
|
||
250,000 61
|
||
14,400 Shares plus 32 out of
|
||
61 to receive additional 100
|
||
Shares 5.78%
|
||
300,000 10
|
||
17,300 Shares plus 4 out of
|
||
10 to receive additional 100
|
||
Shares 5.78%
|
||
350,000 3
|
||
20,200 Shares plus 1 out of 3
|
||
to receive additional 100
|
||
Shares 5.78%
|
||
400,000 2 23,100 Shares 5.78%
|
||
450,000 8
|
||
25,900 Shares plus 5 out of 8
|
||
to receive additional 100
|
||
Shares 5.77%
|
||
500,000 7
|
||
28,800 Shares plus 4 out of 7
|
||
to receive additional 100
|
||
Shares 5.77%
|
||
600,000 2 34,600 Shares 5.77%
|
||
700,000 1 40,400 Shares 5.77%
|
||
1,000,000 2 57,700 Shares 5.77%
|
||
1,500,000 1 86,600 Shares 5.77%
|
||
2,000,000 1 115,400 Shares 5.77%
|
||
|
||
|
||
--- page 14 ---
|
||
2,331,000 7
|
||
134,000 Shares plus 2 out of
|
||
7 to receive additional 100
|
||
Shares 5.75%
|
||
105 Total number of Pool B
|
||
successful applicants:
|
||
105
|
||
|
||
|
||
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, the Company
|
||
has complied with the Listing Rules and guidance materials in relation to the placing,
|
||
allotment and listing of the Company’s Shares.
|
||
|
||
The Directors confirm that, to the best of their knowledge, the consideration paid by the placees
|
||
or the public (as the case may be) directly or indirectly for each Offer Share subscribed for or
|
||
purchased by them was the same as the final Offer Pr ice in addition to any brokerage, AFRC
|
||
transaction levy, SFC transaction levy and Stock Exchange trading fee payable.
|
||
|
||
REALLOCATION
|
||
|
||
As the International Offer Shares are undersubscribed and the Hong Kong Public Offer Shares
|
||
are oversubscribed, the reallocation procedure as disclosed in the section headed “Structure of
|
||
the Global Offering — The Hong Kong Public Offering — Reallocation” of the Prospectus has
|
||
been applied.
|
||
|
||
As a result of such reallocation, the final number of Offer Shares under the Hong Kong Public
|
||
Offering is adjusted to 5,873,700 Shares, representing 12.6% of the total number of Offer
|
||
Shares available under the Global Offering.
|
||
|
||
|
||
--- page 15 ---
|
||
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 accuracy or completeness
|
||
and expressly disclaim any liability whatsoever for any loss howsoever arising from or in
|
||
reliance upon the whole or any part of the contents of this announcement.
|
||
This announcement is not for release, publication, distribution, directly or indirectly, in or
|
||
into the United States (including its territories and possessions, any state of the United
|
||
States and the District of Columbia). This announcement does not constitute or form a part
|
||
of any offer or solicitation to purchase or subscribe for securities in the United States. The
|
||
securities mentioned herein have not been, and will not be, registered under the United
|
||
States Securities Act of 1933, as amended (the “ U.S. Securities Act”). The securities may
|
||
not be offered or sold in the United States except pursuant to an exemption from the
|
||
registration requirements of the U.S. Securities Act and in compliance with any applicable
|
||
state securities laws, or outside the United States unless in compliance with Regulation S
|
||
under the U.S. Securities Act. There will be no public offer of securities in the United States.
|
||
The Offer Shares are being offered and sold outside the United States in offshore
|
||
transactions in reliance on Regulation S under the U.S. Securities Act.
|
||
This announcement is for information purposes only and does not constitute an invitation
|
||
or offer to acquire, purchase or subscribe for securities. This announcement is not a
|
||
prospectus. Potential investors should read the Prospectus dated May 15, 2025 issued by
|
||
Mirxes Holding Company Limited for detailed information about the Global Offering
|
||
described below before deciding whether or not to invest in the Shares thereby being
|
||
offered.
|
||
*Potential investors of the Offer Shares should note that the Joint Sponsors and the Joint
|
||
Overall Coordinators (for themselves and on behalf of the Hong Kong Underwriters) shall
|
||
be entitled to terminate their obligations under the Hong Kong Underwriting Agreement
|
||
with immediate effect upon the occurrence of any of the events set out in the section headed
|
||
“Underwriting – Underwriting Arrangements and Expenses – Hong Kong Public Offering
|
||
–Grounds for Termination” in the Prospectus at any time prior to 8:00 a.m. (Hong Kong
|
||
time) on the Listing Date (which is currently expected to be on May 23, 2025).
|
||
|
||
|
||
--- page 16 ---
|
||
PUBLIC FLOAT
|
||
|
||
Immediately following the completion of the Global Offering, 129,710,760 Shares held
|
||
or controlled by our Shareholders who are not our core connected persons, representing
|
||
approximately 46.94 % of our total issued Shares, will be held in the public hands .
|
||
Therefore , the number of Shares in the public hands represents no less than 25% of the
|
||
total issued share capital of the Company, satisfying the minimum percentage
|
||
requirement in compliance with Rule 8.08(1) of the Listing Rules.
|
||
|
||
The Directors confirm that, immediately following the completion of the Global
|
||
Offering, (i) no placee will, individually, be placed more than 10% of the enlarged
|
||
issued share capital of the Company immediately after the Global Offering; (ii) there
|
||
will not be any new substantial Shareholder immediately after the Global Offering; (iii)
|
||
the three largest pub lic Shareholders do not hold more than 50% of the Shares held in
|
||
the 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 comp liance with Rule 8.08(2) of the Listing Rules.
|
||
|
||
COMMENCEMENT OF DEALINGS
|
||
|
||
The Share certificates will only become valid evidence of title at 8:00 a.m. on Friday ,
|
||
May 23 , 2025 (Hong Kong time), provided that the Global Offering has become
|
||
unconditional and the right of termination described in the section headed “Underwriting
|
||
– Underwriting Arrangements and Expenses – Hong Kong Public Offering – Grounds
|
||
for Termination” i n the Prospectus has not been exercised. Investors who trade the
|
||
Shares on the basis of publicly available allocation details prior to the receipt of Share
|
||
certificates or prior to the Share certificates becoming valid evidence of title do so
|
||
entirely at t heir own risk.
|
||
|
||
Assuming that Hong Kong Public Offering becomes unconditional at or before 8:00
|
||
a.m. on Friday, May 23 , 2025 (Hong Kong time), it is expected that dealings in the
|
||
Shares on the Stock Exchange will commence at 9:00 a.m. on Friday, May 23 , 20 25.
|
||
The Shares will be traded in board lots of 100 Shares each, and the stock code of the
|
||
Shares will be 2629 .
|
||
|
||
By order of the Board
|
||
Mirxes Holding Company Limited
|
||
Dr. ZHOU Lihan
|
||
Executive Director and Chief Executive Officer
|
||
|
||
Hong Kong, May 22, 2025
|
||
|
||
As at the date of this announcement, the Board comprises (i) Dr. ZHOU Lihan, Dr.
|
||
ZOU Ruiyang and Mr. HO Hou Chiat, Isaac as executive Directors; (ii) Dr. TOO Heng
|
||
Phon, Dr. LE Beilin and Mr. LIU Da as non -executive Directors; and (iii) Dr. LAM Sin
|
||
|
||
|
||
--- page 17 ---
|
||
Lai Judy, Mr. FANG Xiao and Ms. MA Andrea Lo Ling as proposed independent non -
|
||
executive Directors.
|