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.
1278 lines
54 KiB
Plaintext
1278 lines
54 KiB
Plaintext
--- page 1 ---
|
||
1
|
||
Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Stock Exchange ”)
|
||
and Hong Kong Securities Clearing Company Limited ( “HKSCC ”) take no responsibility for the contents of this
|
||
announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability
|
||
whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this
|
||
announcement.
|
||
This announcement is not for release, publication, distribution, directly or indirectly, in or into the United States
|
||
(including its territories and possessions, any state of the United States and the District of Columbia). This
|
||
announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities
|
||
in the United States or in any other jurisdictions. The Offer Shares have not been and will not be registered under
|
||
the United States Securities Act of 1933, as amended from time to time (the “U.S. Securities Act ”) or securities law
|
||
of any state or other jurisdiction of the United States and may not be offered, sold, pledged or otherwise transferred
|
||
within the United States, except in transactions exempt from, or not subject to, the registration requirements of the U.S.
|
||
Securities Act and in compliance with any applicable state securities laws. There will be no public offer of the Offer
|
||
Shares in the United States. The Offer Shares are being offered and sold (1) to qualified institutional buyers as defined
|
||
in Rule 144A under the U.S. Securities Act pursuant to an exemption from registration under the U.S. Securities Act;
|
||
and (2) outside the United States in offshore transactions in reliance on Regulation S under the U.S. Securities Act and
|
||
applicable laws of each jurisdiction where those offers and sales occur.
|
||
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 20, 2026 (the “Prospectus ”) issued by Shenzhen Creality 3D Technology Co., Ltd. (΅Ϟ
|
||
ʮ̡) (the “Company ”) for detailed information about the Global Offering described below before deciding whether
|
||
or not to invest in the H Shares thereby being offered. Any investment decision in relation to the Offer Shares should
|
||
be taken solely in reliance on the information in the Prospectus.
|
||
Unless otherwise defined in this announcement, capitalized terms used herein shall have the same meanings as those
|
||
defined in the Prospectus.
|
||
In connection with the Global Offering, China International Capital Corporation Hong Kong Securities Limited,
|
||
as stabilizing manager (the “Stabilizing Manager ”) (or its affiliates or any person acting for it), on behalf of the
|
||
Underwriters, to the extent permitted by the applicable laws and regulatory requirements of Hong Kong or elsewhere,
|
||
may over-allocate or effect transactions with a view to stabilizing or supporting the market price of the H Shares at
|
||
such price, in such amounts and in such manners as the Stabilizing Manager, its affiliates or any person acting for it
|
||
may determine and at a level higher than that which might otherwise prevail for a limited period after the Listing Date.
|
||
However, there is no obligation on the Stabilizing Manager (or its affiliates or any person acting for it) to conduct
|
||
any such stabilizing action. Such stabilizing action, if taken, (a) will be conducted at the absolute discretion of the
|
||
Stabilizing Manager (or its affiliates or any person acting for it) and in what the Stabilizing Manager reasonably
|
||
regards as the best interest of our Company, (b) may be discontinued at any time and (c) is required to be brought to an
|
||
end within 30 days of the last day for lodging applications under the Hong Kong Public Offering (which is Thursday,
|
||
June 25, 2026). Such stabilizing action, if taken, may be effected in all jurisdictions where it is permissible to do so,
|
||
in each case in compliance with all applicable laws, rules and regulatory requirements, including the Securities and
|
||
Futures (Price Stabilizing) Rules (Chapter 571 W of the Laws of Hong Kong), as amended, made under the Securities
|
||
and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).
|
||
Potential investors should be aware that no stabilizing action can be taken to support the price of the H Shares for
|
||
longer than the stabilization period, which will begin on the Listing Date, and is expected to expire on the 30th day
|
||
after the last day for lodging applications under the Hong Kong Public Offering (which is Thursday, June 25, 2026).
|
||
After this date, when no further stabilizing action may be taken, demand for the H Shares, and therefore the price of
|
||
the H Shares, could fall.
|
||
Potential investors of the Offer Shares should note that the Sponsor-Overall Coordinator (for itself 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 Friday, May 29, 2026).
|
||
|
||
|
||
--- page 2 ---
|
||
2
|
||
Shenzhen Creality 3D Technology Co., Ltd.
|
||
ʮ̡
|
||
(A joint stock company incorporated in the People ’s Republic of China with limited liability )
|
||
GLOBAL OFFERING
|
||
Number of Offer Shares under
|
||
the Global Offering
|
||
: 73,427,550 H Shares (subject to the
|
||
Over-allotment Option)
|
||
Number of Hong Kong Offer Shares : 7,342,800 H Shares
|
||
Number of International Offer Shares : 66,084,750 H Shares (subject to the
|
||
Over-allotment Option)
|
||
Offer Price : HK$18.80 per H Share, plus brokerage of
|
||
1.0%, SFC transaction levy of 0.0027%,
|
||
AFRC transaction levy of 0.00015% and
|
||
Stock Exchange trading fee of 0.00565%
|
||
(payable in full on application in Hong
|
||
Kong dollars and subject to refund)
|
||
Nominal Value : RMB1.00 per H Share
|
||
Stock Code : 3388
|
||
Sole Sponsor, Sponsor-Overall Coordinator, Joint Global Coordinator,
|
||
Joint Bookrunner and Joint Lead Manager
|
||
Overall Coordinator, Joint Global Coordinator and Joint Bookrunner
|
||
Joint Bookrunner and
|
||
Joint Lead Manager Joint Bookrunners
|
||
|
||
|
||
--- page 3 ---
|
||
3
|
||
Shenzhen Creality 3D Technology Co., Ltd.
|
||
ʮ̡
|
||
ANNOUNCEMENT OF ALLOTMENT RESULTS
|
||
Unless otherwise defined herein, capitalized terms used in this announcement shall have the same
|
||
meanings as those defined in the prospectus dated May 20, 2026 (the “Prospectus ”) issued by
|
||
Shenzhen Creality 3D Technology Co., Ltd. (the “Company ”).
|
||
Warning: In view of high concentration of shareholding in a small number of Shareholders,
|
||
H Shareholders and prospective investors should be aware that the price of the H Shares
|
||
could move substantially even with a small number of H Shares traded and should exercise
|
||
extreme caution when dealing in the H Shares.
|
||
SUMMARY
|
||
Company information
|
||
Stock code 3388
|
||
Stock short name CREALITY
|
||
Dealings commencement date May 29, 2026 #
|
||
# see note at the end of the announcement
|
||
Price Information
|
||
Offer Price HK$18.80
|
||
Offer Shares and Share Capital
|
||
Number of Offer Shares (before exercise of the
|
||
Over-allotment Option)
|
||
73,427,550
|
||
Final Number of Offer Shares in Hong Kong Public Offering 7,342,800
|
||
Final Number of Offer Shares in International Offering
|
||
(before exercise of the Over-allotment Option)
|
||
66,084,750
|
||
Number of issued Shares upon Listing (before exercise of the
|
||
Over-allotment Option)
|
||
466,840,101
|
||
Over-allocation
|
||
No. of Offer Shares over-allocated 11,014,050
|
||
Such over-allocation may be covered by exercising the Over-allotment Option or by making
|
||
purchases in the secondary market at prices that do not exceed the Offer Price or through
|
||
deferred delivery or a combination of these means. In the event the Over-allotment Option is
|
||
exercised, an announcement will be made on the Stock Exchange ’s website.
|
||
|
||
|
||
--- page 4 ---
|
||
4
|
||
Proceeds
|
||
Gross proceeds (Note) HK$1,380.44 million
|
||
Less: Estimated listing expenses payable based on the Offer
|
||
Price
|
||
HK$(108.12) million
|
||
Net proceeds HK$1,272.32 million
|
||
Note: Gross proceeds refers to the amount to which the Company is entitled to receive. For details of the use of
|
||
proceeds, please refer to the section headed “Future Plans and Use of Proceeds ” of the Prospectus.
|
||
The Company will adjust the allocation of the net proceeds from the exercise of the Over-allotment Option (if any)
|
||
for the purposes as set out in the section headed “Future Plans and Use of Proceeds ” of the Prospectus on a pro rata
|
||
basis.
|
||
ALLOTMENT RESULTS DETAILS
|
||
HONG KONG PUBLIC OFFERING
|
||
No. of valid applications 251,375
|
||
No. of successful applications 44,336
|
||
Subscription level 3,829.42 times
|
||
Claw-back triggered N/A
|
||
No. of Offer Shares initially available under the Hong Kong
|
||
Public Offering
|
||
7,342,800
|
||
No. of Offer Shares reallocated from the International Offering 0
|
||
Final no. of Offer Shares under the Hong Kong Public Offering 7,342,800
|
||
% of Offer Shares under the Hong Kong Public Offering to the
|
||
Global Offering (before the exercise of the Over-allotment
|
||
Option)
|
||
10%
|
||
Note: For details of the final allocation of shares to the Hong Kong Public Offering, investors can refer to www.
|
||
hkeipo.hk/IPOResult to perform a search by identification number or www.hkeipo.hk/IPOResult for the full list of
|
||
allottees.
|
||
|
||
|
||
--- page 5 ---
|
||
5
|
||
INTERNATIONAL OFFERING
|
||
No. of placees 183
|
||
Subscription Level 26.80 times
|
||
No. of Offer Shares initially available under the International
|
||
Offering
|
||
66,084,750
|
||
Final no. of Offer Shares under the International Offering 66,084,750
|
||
% of Offer Shares under the International Offering to the Global
|
||
Offering (before the exercise of the Over-allotment Option)
|
||
90%
|
||
The Directors confirm that, to the best of their knowledge, information and belief, save for a
|
||
consent under Chapter 4.15 of the Guide for New Listing Applicants to permit the Company to,
|
||
among other things, allocate further H Shares in the International Offering to the Cornerstone
|
||
Investors and/or their close associate (i) none of the Offer Shares subscribed by the placees and
|
||
the public have been financed directly or indirectly by the Company, any of the directors, chief
|
||
executive, supervisors, substantial Shareholders, existing Shareholders of the Company or any of
|
||
its subsidiaries or their respective close associates; and (ii) none of the placees and the public who
|
||
have purchased the Offer Shares are accustomed to taking instructions from the Company, any of
|
||
the directors, chief executive, supervisors, substantial Shareholders, existing Shareholders of the
|
||
Company or any of its subsidiaries or their respective close associates in relation to the acquisition,
|
||
disposal, voting or other disposition of H Shares registered in his/her/its name or otherwise held by
|
||
him/her/it.
|
||
|
||
|
||
--- page 6 ---
|
||
6
|
||
The placees in the International Offering include the following :
|
||
Cornerstone Investors
|
||
Investor
|
||
No. of Offer
|
||
Shares allocated
|
||
% of total number
|
||
of Offer Shares
|
||
(assuming the Over-
|
||
allotment Option is
|
||
not exercised)
|
||
Note 1/Note 2
|
||
% of total issued
|
||
share capital in the
|
||
Company after the
|
||
Global Offering
|
||
(assuming the
|
||
Over-allotment
|
||
Option is not
|
||
exercised)
|
||
Note 1/Note 2/Note 3
|
||
Existing
|
||
Shareholders
|
||
or their close
|
||
associates
|
||
Taikang Life Insurance Co., Ltd (“Taikang Life”) 8,327,250 11.34% 1.78% No
|
||
CITIC Industrial International Investment Limited
|
||
(“CITIC Industrial International”) 6,245,400 8.51% 1.34% No
|
||
CPE Greater China Enterprises Growth Fund (“CPE
|
||
Greater China”) 4,163,550 5.67% 0.89% No
|
||
Martis Fund, L.P. (“Martis Fund”) 3,330,900 4.54% 0.71% No
|
||
Hong Kong BoYue International Investment Fund Co.,
|
||
Limited (“BoYue Fund”) 2,081,700 2.84% 0.45% No
|
||
Greater Bay Area Homeland Investments Limited
|
||
(“GBAHIL”) 2,081,700 2.84% 0.45% No
|
||
Apex Insight Investment L.P. (“Apex”) 2,081,700 2.84% 0.45% No
|
||
Oasis Investments II Master Fund Ltd. (“Oasis Fund”) 1,665,450 2.27% 0.36% No
|
||
Jump Trading Pacific Pte. Ltd. (“Jump Trading”) 1,665,450 2.27% 0.36% No
|
||
Polymer Asia Fund LP (“Polymer”) 832,650 1.13% 0.18% No
|
||
Dingxin (Securities) Limited (“Dingxin Securities”) 832,650 1.13% 0.18% No
|
||
Colloway Group Limited (“Colloway”) 832,650 1.13% 0.18% No
|
||
Seven Grand Managers, LLC (“Seven Grand”) 832,650 1.13% 0.18% No
|
||
Integrated Core Strategies (Asia) Pte. Ltd. (“ICSA”) 832,650 1.13% 0.18% No
|
||
Optimas Capital Limited (“Optimas Capital”) 832,650 1.13% 0.18% No
|
||
Total 36,639,000 49.90% 7.85%
|
||
Notes:
|
||
1. For further details of the Cornerstone Investors, please refer to the section headed “Cornerstone Investors ” of
|
||
the Prospectus.
|
||
2. Only taking into account the Offer Shares allocated to the relevant investors as Cornerstone Investors under the
|
||
Global Offering. In addition to the Offer Shares subscribed for as Cornerstone Investors, Taikang Life, CITIC
|
||
Industrial International, Martis Fund, BoYue Fund, GBAHIL, Apex, Oasis Fund, Jump Trading, Polymer,
|
||
Dingxin Securities, Colloway, Seven Grand, ICSA and Optimas Capital and/or their respective close associates
|
||
was allocated further Offer Shares as placees in the International Offering. Please refer to the section headed
|
||
“Allotment Results Details – International Offering – Allottees with Waivers/Consents Obtained ” in this
|
||
announcement for details. Only the Offer Shares subscribed for as Cornerstone Investors are subject to lock-
|
||
up as indicated below. For details, please refer to the section headed “Lock-up Undertakings – Cornerstone
|
||
Investors ” in this announcement.
|
||
3. The number of H Shares immediately after the Global Offering is the same as the number of total issued shares
|
||
of the Company after the Global Offering.
|
||
|
||
|
||
--- page 7 ---
|
||
7
|
||
Allottee with Waiver/Consent Obtained
|
||
Investor
|
||
No. of Offer
|
||
Shares
|
||
allocated
|
||
% of total
|
||
number of
|
||
Offer Shares
|
||
(assuming the
|
||
Over-allotment
|
||
Option is not
|
||
exercised)
|
||
% of total issued
|
||
share capital in the
|
||
Company after the
|
||
Global Offering
|
||
(assuming the
|
||
Over-allotment
|
||
Option is not
|
||
exercised) Note 3 Relationship
|
||
Allottees with consent under Chapter 4.15 of the Guide for New Listing Applicants in relation to allocations of further H Shares to
|
||
Cornerstone Investors and/or their close associates Note 1
|
||
Taikang Life 2,498,100 3.40% 0.54% A Cornerstone Investor
|
||
CITIC Industrial International, CITIC
|
||
Securities Asset Management Company
|
||
Limited, CITIC Securities International
|
||
Capital Management Limited, CITIC
|
||
Securities Asset Management (HK)
|
||
Limited, and China Asset Management
|
||
(Hong Kong) Limited
|
||
1,921,950 2.62% 0.41% A Cornerstone Investor and
|
||
close associates of CITIC
|
||
Industrial International, a
|
||
Cornerstone Investor
|
||
Martis Fund 999,150 1.36% 0.21% A Cornerstone Investor
|
||
BoYue Fund 570,000 0.78% 0.12% A Cornerstone Investor
|
||
GBAHIL (Mega Prime Development
|
||
Limited, Poly Platinum Enterprises
|
||
Limited and GIGA Industries Limited)
|
||
624,450 0.85% 0.13% A Cornerstone Investor
|
||
Apex 5,229,900 7.12% 1.12% A Cornerstone Investor
|
||
Oasis Fund 499,500 0.68% 0.11% A Cornerstone Investor
|
||
Jump Trading 499,500 0.68% 0.11% A Cornerstone Investor
|
||
Polymer Capital Management (HK)
|
||
Limited and Pacific Alliance Investment
|
||
Management (HK) Limited
|
||
262,200 0.36% 0.06% Close associates of Polymer, a
|
||
Cornerstone Investor
|
||
Dingxin Securities 83,250 0.11% 0.02% A Cornerstone Investor
|
||
Colloway 249,750 0.34% 0.05% A Cornerstone Investor
|
||
Optimas Capital, and Optimas Capital
|
||
Management Pte. Ltd.
|
||
499,500 0.68% 0.11% A Cornerstone Investor and the
|
||
investment manager of ICSA, a
|
||
Cornerstone Investor, through
|
||
separately managed account
|
||
structure
|
||
Seven Grand 249,750 0.34% 0.05% A Cornerstone Investor
|
||
|
||
|
||
--- page 8 ---
|
||
8
|
||
Investor
|
||
No. of Offer
|
||
Shares
|
||
allocated
|
||
% of total
|
||
number of
|
||
Offer Shares
|
||
(assuming the
|
||
Over-allotment
|
||
Option is not
|
||
exercised)
|
||
% of total issued
|
||
share capital in the
|
||
Company after the
|
||
Global Offering
|
||
(assuming the
|
||
Over-allotment
|
||
Option is not
|
||
exercised) Note 3 Relationship
|
||
Allottees with consent under paragraph 1C(1) of the Placing Guidelines and Chapter 4.15 of the Guide for New Listing Applicants
|
||
in relation to allocations to connected clients Note 2
|
||
CICC Financial Trading Limited
|
||
(“CICC FT”)
|
||
15,900 0.02% 0.003% Connected client
|
||
Huatai Capital Investment Limited
|
||
(“HTCI”)
|
||
1,950 0.003% 0.0004% Connected client
|
||
Harvest Global Investments Limited
|
||
(“Harvest”)
|
||
12,450 0.02% 0.003% Connected client
|
||
HSBC Global Asset Management
|
||
(Hong Kong) Limited (“HSBC GAM”)
|
||
124,800 0.17% 0.03% Connected client
|
||
China Southern Asset Management Co.,
|
||
Ltd. (“China Southern”)
|
||
41,550 0.06% 0.009% Connected client
|
||
Funde Ivy OFC-Funde Pioneers Equity
|
||
Sub-Fund (“Funde Pioneers”)
|
||
1,950 0.003% 0.0004% Connected client
|
||
Notes:
|
||
1. The number of Offer Shares allocated to the relevant investors listed in this subsection only represents the
|
||
number of Offer Shares allocated to the investors as placees in the International Offering. For allocations of
|
||
Offer Shares to the relevant investors as Cornerstone Investors, please refer to the section headed “Allotment
|
||
Results Details – International Offering – Cornerstone Investors ” in this announcement. For details of the
|
||
consent under Chapter 4.15 of the Guide for New Listing Applicants in relation to allocations of further H
|
||
Shares to the Cornerstone Investors and/or their close associates, please refer to the section headed “Others/
|
||
Additional Information – Allottees with consent under Chapter 4.15 of the Guide for New Listing Applicants
|
||
in relation to allocations of further H Shares to Cornerstone Investors and/or their close associates ” in this
|
||
announcement.
|
||
2. For details of the consent under paragraph 1C(1) of the Placing Guidelines and Chapter 4.15 of the Guide for
|
||
New Listing Applicants in relation to allocations to connected clients, please refer to the section headed “Others/
|
||
Additional Information – Placing to connected clients with a prior consent under paragraph 1C(1) of the Placing
|
||
Guidelines ” in this announcement.
|
||
3. The number of H Shares immediately after the Global Offering is the same as the number of total issued shares
|
||
of the Company after the Global Offering.
|
||
|
||
|
||
--- page 9 ---
|
||
9
|
||
LOCK-UP UNDERTAKINGS
|
||
Controlling Shareholders
|
||
Name
|
||
Number of H
|
||
Shares held in
|
||
the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of total issued share
|
||
capital in the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing (assuming the
|
||
Over-allotment Option
|
||
is not exercised)
|
||
Last day subject
|
||
to the lock-up
|
||
undertakingsNote1
|
||
Chen Chun (“Mr. Chen”) Note 2 51,600,000 11.05% May 28, 2027
|
||
Shenzhen Creality Chuangwei Technology
|
||
Co., Ltd. (“Creality Chuangwei”) Note 2 25,800,000 5.53% May 28, 2027
|
||
Shenzhen Creality Huida Technology
|
||
Enterprise (Limited Partnership) (“Creality
|
||
Huida”) Note 2 6,450,000 1.38% May 28, 2027
|
||
Ao Danjun (“Mr. Ao”) Note 2 51,600,000 11.05% May 28, 2027
|
||
Shenzhen Longge’er Investment Technology
|
||
Co., Ltd. (“Longge’er Investment”) Note 2 25,800,000 5.53% May 28, 2027
|
||
Liu Huilin (“Mr. Liu”) Note 2 51,600,000 11.05% May 28, 2027
|
||
Shenzhen Creality Industrial Development
|
||
Co., Ltd. (“Creality Industrial”) Note 2 25,800,000 5.53% May 28, 2027
|
||
Tang Jingke (“Mr. Tang”) Note 2 51,600,000 11.05% May 28, 2027
|
||
Shenzhen Creality Chuangtou Shiye Co., Ltd.
|
||
(“Creality Chuangtou”) Note 2 25,800,000 5.53% May 28, 2027
|
||
Shenzhen Creality Changsheng Technology
|
||
Enterprise (Limited Partnership) (“Creality
|
||
Changsheng”) Note 2 6,450,000 1.38% May 28, 2027
|
||
Total 322,500,000 69.08%
|
||
Notes:
|
||
1. The expiry date of the lock-up period shown in the table above is pursuant to applicable PRC laws and relevant
|
||
lock-up undertakings as disclosed in the Prospectus.
|
||
2. Upon Listing, Mr. Chen, Mr. Ao, Mr. Liu and Mr. Tang, Creality Chuangwei, Creality Huida, Longge ’er
|
||
Investment, Creality Industrial, Creality Chuangtou and Creality Changsheng will constitute a group of
|
||
Controlling Shareholders. For further details, please refer to “Relationship with our Controlling Shareholders ” in
|
||
the Prospectus. This subsection illustrates their direct shareholding in the Company, and each of them is subject
|
||
to the same lock-up as disclosed above.
|
||
|
||
|
||
--- page 10 ---
|
||
10
|
||
Cornerstone Investors
|
||
Name
|
||
Number of H Shares
|
||
held in the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% total issued
|
||
share capital in the
|
||
Company subject to
|
||
lock-up undertakings
|
||
upon Listing
|
||
(assuming
|
||
the Over-allotment
|
||
Option is not
|
||
exercised)
|
||
Last day subject
|
||
to the lock-up
|
||
undertakings Note 1
|
||
Taikang Life 8,327,250 1.78% November 28, 2026
|
||
CITIC Industrial
|
||
International
|
||
6,245,400 1.34% November 28, 2026
|
||
CPE Greater China 4,163,550 0.89% November 28, 2026
|
||
Martis Fund 3,330,900 0.71% November 28, 2026
|
||
BoYue Fund 2,081,700 0.45% November 28, 2026
|
||
GBAHIL 2,081,700 0.45% November 28, 2026
|
||
Apex 2,081,700 0.45% November 28, 2026
|
||
Oasis Fund 1,665,450 0.36% November 28, 2026
|
||
Jump Trading 1,665,450 0.36% November 28, 2026
|
||
Polymer 832,650 0.18% November 28, 2026
|
||
Dingxin Securities 832,650 0.18% November 28, 2026
|
||
Colloway 832,650 0.18% November 28, 2026
|
||
Seven Grand 832,650 0.18% November 28, 2026
|
||
ICSA 832,650 0.18% November 28, 2026
|
||
Optimas Capital 832,650 0.18% November 28, 2026
|
||
Total 36,639,000 7.85%
|
||
Note:
|
||
1. In accordance with the relevant cornerstone investment agreements, the required lock-up period ends on
|
||
November 28, 2026. The Cornerstone Investors will cease to be prohibited from disposing of or transferring
|
||
Shares subscribed for pursuant to the relevant cornerstone investment agreements after the indicated date.
|
||
|
||
|
||
--- page 11 ---
|
||
11
|
||
Other Existing Shareholders (including the Pre-IPO Investors as defined in the “History,
|
||
Development and Corporate Structure ” section of the Prospectus)
|
||
Name
|
||
Number of H
|
||
Shares held in
|
||
the Company
|
||
subject to lock-
|
||
up undertakings
|
||
upon Listing
|
||
% of total issued
|
||
share capital in
|
||
the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing (assuming
|
||
the Over-allotment
|
||
Option is not
|
||
exercised)
|
||
Last day subject
|
||
to the lock-up
|
||
undertakings Note1
|
||
Shenzhen Creality 3D Enterprise
|
||
(Limited Partnership) ( ଉέ̹௴ซɧၪ
|
||
Άุ(Υྫ ))
|
||
6,450,000 1.38% May 28, 2027
|
||
Shenzhen Creality Yunding Technology
|
||
Enterprise (Limited Partnership) ( ଉέ̹
|
||
ҦΆุ (Υྫ ))
|
||
6,450,000 1.38% May 28, 2027
|
||
Qianhai Equity Investment Fund (Limited
|
||
Partnership) (ږ( Υ
|
||
ྫ))
|
||
15,949,070 3.42% May 28, 2027
|
||
Zhongyuan Qianhai Equity Investment
|
||
Fund (Limited Partnership) (ٰ
|
||
ږ( Υྫ ))
|
||
3,417,658 0.73% May 28, 2027
|
||
Smart Internet Telecom Ark (Shenzhen)
|
||
Venture Capital Fund Partnership Limited
|
||
Partnership (˙Ћ (ଉέ)௴
|
||
ΥྫΆุ (Υྫ ))
|
||
3,505,290 0.75% May 28, 2027
|
||
Shenzhen Capital Group Co., Ltd. ( ଉέ
|
||
ʮ̡ )
|
||
7,361,109 1.58% May 28, 2027
|
||
Shenzhen Nanshan Hongtu Equity
|
||
Investment Fund Partnership Limited
|
||
Partnership (ᛆҳ༟ਿ
|
||
ΥྫΆุ (Υྫ ))
|
||
9,639,548 2.06% May 28, 2027
|
||
|
||
|
||
--- page 12 ---
|
||
12
|
||
Name
|
||
Number of H
|
||
Shares held in
|
||
the Company
|
||
subject to lock-
|
||
up undertakings
|
||
upon Listing
|
||
% of total issued
|
||
share capital in
|
||
the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing (assuming
|
||
the Over-allotment
|
||
Option is not
|
||
exercised)
|
||
Last day subject
|
||
to the lock-up
|
||
undertakings Note1
|
||
Guangxi Tencent Venture Capital Co.,
|
||
Ltd. (ʮ̡ )
|
||
8,500,328 1.82% May 28, 2027
|
||
Shenzhen Pingshan Kaisheng Integrated
|
||
Circuit Venture Investment Partnership
|
||
(Limited Partnership) ( ଉέջʆ௱᳅ණ
|
||
ϓཥ༩௴ุҳ༟ΥྫΆุ (Υྫ )
|
||
5,696,096 1.22% May 28, 2027
|
||
Wuhan Renzhe Buyou Equity Investment
|
||
Partnership LP (ᛆҳ༟
|
||
ΥྫΆุ (Υྫ ))
|
||
3,417,658 0.73% May 28, 2027
|
||
Shenzhen Guoxin South No. 4 Investment
|
||
Partnership Enterprise Limited
|
||
Partnership (˙̬ҳ༟Υྫ
|
||
Άุ(Υྫ ))
|
||
525,794 0.11% May 28, 2027
|
||
Total 70,912,551 15.19%
|
||
Notes:
|
||
1. Pursuant to the applicable PRC laws, all existing Shareholders are not permitted to dispose of any of the Shares
|
||
held by them within 12 months following the Listing Date.
|
||
PLACEE CONCENTRATION ANALYSIS
|
||
Placees*
|
||
Number of
|
||
H Shares
|
||
allotted
|
||
Allotment as %
|
||
of International
|
||
Offering
|
||
(assuming no
|
||
exercise of the
|
||
Over-allotment
|
||
Option)
|
||
Allotment as %
|
||
of International
|
||
Offering
|
||
(assuming the
|
||
Over-allotment
|
||
Option is fully
|
||
exercised)
|
||
Allotment as
|
||
% of total
|
||
Offer Shares
|
||
(assuming no
|
||
exercise of the
|
||
Over-allotment
|
||
Option)
|
||
Allotment as
|
||
% of total
|
||
Offer Shares
|
||
(assuming the
|
||
Over-allotment
|
||
Option is fully
|
||
exercised)
|
||
Number of H
|
||
Shares held
|
||
upon Listing
|
||
% of total issued
|
||
share capital
|
||
upon Listing
|
||
(assuming no
|
||
exercise of the
|
||
Over-allotment
|
||
Option)**
|
||
% of total issued
|
||
share capital
|
||
upon Listing
|
||
(assuming the
|
||
Over-allotment
|
||
Option is fully
|
||
exercised)**
|
||
Top 1 10,825,350 16.38% 14.04% 14.74% 12.82% 10,825,350 2.32% 2.27%
|
||
Top 5 34,797,900 52.66% 45.13% 47.39% 41.21% 34,797,900 7.45% 7.28%
|
||
Top 10 50,572,350 76.53% 65.59% 68.87% 59.89% 50,572,350 10.83% 10.58%
|
||
Top 25 71,767,350 108.60% 93.08% 97.74% 84.99% 71,767,350 15.37% 15.02%
|
||
* Ranking of placees is based on the number of Offer Shares allotted to the placees.
|
||
** The number of H Shares immediately after the Global Offering is the same as the number of total issued shares
|
||
of the Company after the Global Offering.
|
||
|
||
|
||
--- page 13 ---
|
||
13
|
||
H SHAREHOLDER CONCENTRATION ANALYSIS
|
||
H Shareholders*
|
||
Number
|
||
of H
|
||
Shares
|
||
allotted
|
||
Allotment as
|
||
% of
|
||
International
|
||
Offering
|
||
(assuming no
|
||
exercise of the
|
||
Over-
|
||
allotment
|
||
Option)
|
||
Allotment
|
||
as % of
|
||
International
|
||
Offering
|
||
(assuming
|
||
the Over-
|
||
allotment
|
||
Option
|
||
is fully
|
||
exercised)
|
||
Allotment as
|
||
% of total
|
||
Offer Shares
|
||
(assuming
|
||
no exercise
|
||
of the Over-
|
||
allotment
|
||
Option)
|
||
Allotment as
|
||
% of total
|
||
Offer Shares
|
||
(assuming the
|
||
Over-
|
||
allotment
|
||
Option is
|
||
fully
|
||
exercised)
|
||
Number of
|
||
H Shares
|
||
held upon
|
||
Listing
|
||
% of total
|
||
issued
|
||
share
|
||
capital
|
||
upon Listing
|
||
(assuming
|
||
no exercise
|
||
of the Over-
|
||
allotment
|
||
Option)**
|
||
% of total
|
||
issued share
|
||
capital upon
|
||
Listing
|
||
(assuming
|
||
the Over-
|
||
allotment
|
||
Option is
|
||
fully
|
||
exercised)**
|
||
Top 1 0 0.00% 0.00% 0.00% 0.00% 322,500,000 69.08% 67.49%
|
||
Top 5 10,825,350 16.38% 14.04% 14.74% 12.82% 381,698,353 81.76% 79.88%
|
||
Top 10 26,304,300 39.80% 34.12% 35.82% 31.15% 415,773,399 89.06% 87.01%
|
||
Top 25 64,353,900 97.38% 83.47% 87.64% 76.21% 457,240,657 97.94% 95.69%
|
||
* Ranking of H Shareholders is based on the number of H Shares held by the H Shareholder upon Listing.
|
||
** The number of H Shares immediately after the Global Offering is the same as the number of total issued shares
|
||
of the Company after the Global Offering.
|
||
SHAREHOLDER CONCENTRATION ANALYSIS
|
||
Shareholders*
|
||
Number
|
||
of H
|
||
Shares
|
||
allotted
|
||
Allotment
|
||
as % of
|
||
International
|
||
Offering
|
||
(assuming
|
||
no exercise
|
||
of the Over
|
||
allotment
|
||
Option)
|
||
Allotment
|
||
as % of
|
||
International
|
||
Offering
|
||
(assuming
|
||
the Over-
|
||
allotment
|
||
Option is
|
||
fully
|
||
exercised)
|
||
Allotment
|
||
as % of
|
||
total Offer
|
||
Shares
|
||
(assuming
|
||
no exercise
|
||
of the
|
||
Over-
|
||
allotment
|
||
Option)
|
||
Allotment
|
||
as % of
|
||
total Offer
|
||
Shares
|
||
(assuming
|
||
the Over-
|
||
allotment
|
||
Option is
|
||
fully
|
||
exercised)
|
||
Number
|
||
of H
|
||
Shares
|
||
held
|
||
upon
|
||
Listing
|
||
Number
|
||
of Shares
|
||
held
|
||
upon
|
||
Listing
|
||
% of total
|
||
issued share
|
||
capital upon
|
||
Listing
|
||
(assuming no
|
||
exercise of
|
||
the Over-
|
||
allotment
|
||
Option)
|
||
% of total
|
||
issued share
|
||
capital upon
|
||
Listing
|
||
(assuming
|
||
the Over-
|
||
allotment
|
||
Option is
|
||
fully
|
||
exercised)
|
||
Top 1 0 0.00% 0.00% 0.00% 0.00% 322,500,000 322,500,000 69.08% 67.49%
|
||
Top 5 10,825,350 16.38% 14.04% 14.74% 12.82% 381,698,353 381,698,353 81.76% 79.88%
|
||
Top 10 26,304,300 39.80% 34.12% 35.82% 31.15% 415,773,399 415,773,399 89.06% 87.01%
|
||
Top 25 64,353,900 97.38% 83.47% 87.64% 76.21% 457,240,657 457,240,657 97.94% 95.69%
|
||
* Ranking of Shareholders is based on the number of Shares (of all classes) held by the Shareholder upon Listing.
|
||
|
||
|
||
--- page 14 ---
|
||
14
|
||
BASIS OF ALLOCATION UNDER THE HONG KONG PUBLIC OFFERING
|
||
Subject to the satisfaction of the conditions set out in the Prospectus, a total of 251,375 valid
|
||
applications made by the public will be conditionally allocated on the basis set out below:
|
||
BASIS OF ALLOTMENT UNDER THE HONG KONG PUBLIC OFFERING
|
||
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
|
||
150 38,516 1,156 out of 38,516 applicants to receive 150 H Shares 3.00%
|
||
300 12,146 463 out of 12,146 applicants to receive 150 H Shares 1.91%
|
||
450 24,358 1,068 out of 24,358 applicants to receive 150 H Shares 1.46%
|
||
600 6,408 311 out of 6,408 applicants to receive 150 H Shares 1.21%
|
||
750 5,163 270 out of 5,163 applicants to receive 150 H Shares 1.05%
|
||
900 3,385 189 out of 3,385 applicants to receive 150 H Shares 0.93%
|
||
1,050 3,838 226 out of 3,838 applicants to receive 150 H Shares 0.84%
|
||
1,200 2,925 180 out of 2,925 applicants to receive 150 H Shares 0.77%
|
||
1,350 2,114 136 out of 2,114 applicants to receive 150 H Shares 0.71%
|
||
1,500 26,899 1,786 out of 26,899 applicants to receive 150 H Shares 0.66%
|
||
3,000 7,941 670 out of 7,941 applicants to receive 150 H Shares 0.42%
|
||
4,500 8,961 869 out of 8,961 applicants to receive 150 H Shares 0.32%
|
||
6,000 4,075 437 out of 4,075 applicants to receive 150 H Shares 0.27%
|
||
7,500 2,977 345 out of 2,977 applicants to receive 150 H Shares 0.23%
|
||
9,000 2,690 332 out of 2,690 applicants to receive 150 H Shares 0.21%
|
||
10,500 2,710 352 out of 2,710 applicants to receive 150 H Shares 0.19%
|
||
12,000 1,931 263 out of 1,931 applicants to receive 150 H Shares 0.17%
|
||
13,500 1,609 228 out of 1,609 applicants to receive 150 H Shares 0.16%
|
||
15,000 11,928 1,752 out of 11,928 applicants to receive 150 H Shares 0.15%
|
||
30,000 7,771 1,450 out of 7,771 applicants to receive 150 H Shares 0.09%
|
||
45,000 5,993 1,286 out of 5,993 applicants to receive 150 H Shares 0.07%
|
||
60,000 4,413 1,046 out of 4,413 applicants to receive 150 H Shares 0.06%
|
||
75,000 3,542 906 out of 3,542 applicants to receive 150 H Shares 0.05%
|
||
90,000 2,477 675 out of 2,477 applicants to receive 150 H Shares 0.05%
|
||
105,000 2,781 799 out of 2,781 applicants to receive 150 H Shares 0.04%
|
||
120,000 2,430 731 out of 2,430 applicants to receive 150 H Shares 0.04%
|
||
135,000 1,946 610 out of 1,946 applicants to receive 150 H Shares 0.03%
|
||
150,000 18,284 5,940 out of 18,284 applicants to receive 150 H Shares 0.03%
|
||
Total 220,211 Total number of Pool A successful applicants: 24,476
|
||
|
||
|
||
--- page 15 ---
|
||
15
|
||
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
|
||
300,000 13,174 5,270 out of 13,174 applicants to receive 150 H Shares 0.02%
|
||
450,000 4,830 2,686 out of 4,830 applicants to receive 150 H Shares 0.02%
|
||
600,000 3,013 2,117 out of 3,013 applicants to receive 150 H Shares 0.02%
|
||
750,000 2,073 1,746 out of 2,073 applicants to receive 150 H Shares 0.02%
|
||
900,000 1,427 1,394 out of 1,427 applicants to receive 150 H Shares 0.02%
|
||
1,050,000 1,129
|
||
150 H Shares plus 121 out of 1,129 applicants to receive an
|
||
additional 150 H Shares 0.02%
|
||
1,200,000 944
|
||
150 H Shares plus 221 out of 944 applicants to receive an
|
||
additional 150 H Shares 0.02%
|
||
1,350,000 604
|
||
150 H Shares plus 216 out of 604 applicants to receive an
|
||
additional 150 H Shares 0.02%
|
||
1,500,000 2,460
|
||
150 H Shares plus 1,178 out of 2,460 applicants to receive
|
||
an additional 150 H Shares 0.01%
|
||
3,000,000 500
|
||
300 H Shares plus 299 out of 500 applicants to receive an
|
||
additional 150 H Shares 0.01%
|
||
3,671,400 1,010
|
||
450 H Shares plus 61 out of 1,010 applicants to receive an
|
||
additional 150 H Shares 0.01%
|
||
Total 31,164 Total number of Pool B successful applicants: 19,860
|
||
As of the date of this announcement, the relevant subscription monies previously deposited in the
|
||
designated nominee accounts have been remitted back to the accounts of all HKSCC participants.
|
||
Investors should contact their relevant brokers for any inquiries.
|
||
COMPLIANCE WITH LISTING RULES AND GUIDANCE
|
||
The Directors confirm that, except for the Listing Rules that have been waived and/or in respect of
|
||
which consent has been obtained, the Company has complied with the Listing Rules and guidance
|
||
materials in relation to the placing, allotment and listing of the Company ’s H Shares.
|
||
The Directors confirm that, to the best of their knowledge, the consideration paid by the placees
|
||
or the public (as the case may be) directly or indirectly for each Offer Share subscribed for or
|
||
purchased by them was the same as the final Offer Price in addition to any brokerage, AFRC
|
||
transaction levy, SFC transaction levy and Stock Exchange trading fee payable.
|
||
|
||
|
||
--- page 16 ---
|
||
16
|
||
OTHERS/ADDITIONAL INFORMATION
|
||
Allocations of Offer Shares to the Cornerstone Investors and/or their close associates with a
|
||
consent under Chapter 4.15 of the Guide for New Listing Applicants
|
||
The Company has applied to, and the Stock Exchange has granted, a consent under Chapter 4.15
|
||
of the Guide for New Listing Applicants (the “Size-based Exemption ”) to permit the Company
|
||
to allocate further Offer Shares in the International Offering to certain Cornerstone Investors and
|
||
their close associates, as placees, subject to the following conditions ( “Allocation to Size-based
|
||
Exemption Participants ”):
|
||
(a) the final offering size of the Global Offering, excluding any over-allocation, will be of a total
|
||
value of at least HK$1 billion;
|
||
(b) H Shares allocated to all existing shareholders and their close associates (whether as
|
||
cornerstone investors and/or as placees) as permitted under this exemption do not exceed
|
||
30% of the total number of H Shares offered under the Global Offering;
|
||
(c) each of the Directors, chief executives and members of the group of Controlling Shareholders
|
||
of the Company confirms that no securities have been allocated to them or their respective
|
||
close associates under the Size-based Exemption;
|
||
(d) the Allocation to Size-based Exemption Participants is not expected to affect the Company ’s
|
||
ability to satisfy its public float requirement; and
|
||
(e) details of the Allocation to Size-based Exemption Participants under the Size-based
|
||
Exemption will be disclosed in this announcement.
|
||
Such allocations of Offer Shares are in compliance with all the conditions under the consent
|
||
granted by the Stock Exchange.
|
||
For details of the allocations of Offer Shares to Cornerstone Investors and/or their close associates,
|
||
please refer to the section headed “Allotment Results Details – International Offering – Allottees
|
||
with Waivers/Consents Obtained ” in this announcement.
|
||
Placing to connected clients with a prior consent under paragraph 1C(1) of the Placing
|
||
Guidelines
|
||
Under the International Offering, certain Offer Shares were placed to connected clients of their
|
||
connected distributors pursuant to the Placing Guidelines. Details of the placement to connected
|
||
clients are set out below. The Company has applied to the Stock Exchange for, and the Stock
|
||
Exchange has granted, consents under paragraph 1C(1) of the Placing Guidelines to permit the
|
||
Company to allocate such Offer Shares in the International Offering to the connected clients. The
|
||
allocation of Offer Shares to such connected clients is in compliance with all the conditions under
|
||
the consent granted by the Stock Exchange.
|
||
|
||
|
||
--- page 17 ---
|
||
17
|
||
Part A – Connected Clients holding the beneficial interest of the Offer Shares on a non-
|
||
discretionary basis on behalf of independent third parties
|
||
No. Connected Distributor
|
||
Connected
|
||
Client
|
||
Relationship with
|
||
the Connected
|
||
Distributor
|
||
Identities of the ultimate
|
||
beneficial owners of the Offer
|
||
Shares or, where applicable,
|
||
details of the structured
|
||
products under which the
|
||
subscription by the Connected
|
||
Client was made (e.g. OTC
|
||
total return swaps)
|
||
Whether the
|
||
Connected Client
|
||
is a collective
|
||
investment scheme
|
||
which is not
|
||
authorised by the
|
||
SFC or is expected
|
||
to hold the Offer
|
||
Shares on behalf of
|
||
such scheme
|
||
Number of Offer
|
||
Shares allocated
|
||
to the connected
|
||
client
|
||
Approximate
|
||
percentage of total
|
||
number of Offer
|
||
Shares (assuming
|
||
the Over-allotment
|
||
Option is not
|
||
exercised)
|
||
Approximate
|
||
percentage of
|
||
total Shares in
|
||
issue immediately
|
||
following the
|
||
completion of
|
||
Global Offering
|
||
(assuming the
|
||
Over-allotment
|
||
Option is not
|
||
exercised)
|
||
1. China International
|
||
Capital Corporation Hong
|
||
Kong Securities Limited
|
||
(“CICC”)
|
||
CICC FT Same group entities Please refer to note 1 No 15,900 0.02% 0.003%
|
||
2. Huatai Financial Holdings
|
||
(Hong Kong) Limited
|
||
(“Huatai”)
|
||
HTCI Same group entities Please refer to note 2 No 1,950 0.003% 0.0004%
|
||
Notes:
|
||
1. CICC FT and China International Capital Corporation Limited will enter into a series of cross border delta-one
|
||
OTC swap transactions (the “OTC Swaps ”) with each other and the ultimate clients (the “CICC FT Ultimate
|
||
Clients ”), pursuant to which CICC FT will hold the Offer Shares on a non-discretionary basis to hedge the
|
||
OTC Swaps while the economic risks and returns of the underlying Offer Shares are passed to the CICC FT
|
||
Ultimate Clients, subject to customary fees and commissions. The OTC Swaps will be fully funded by the CICC
|
||
FT Ultimate Clients. During the terms of the OTC Swaps, all economic returns of the Offer Shares subscribed
|
||
by CICC FT will be passed to the CICC FT Ultimate Clients and all economic loss shall be borne by the CICC
|
||
FT Ultimate Clients through the OTC Swaps, and CICC FT will not take part in any economic return or bear
|
||
any economic loss in relation to the Offer Shares. The OTC Swaps are linked to the Offer Shares and the CICC
|
||
FT Ultimate Clients may request CICC FT to redeem it at their own discretions, upon which CICC FT shall
|
||
dispose of the Offer Shares and settle OTC Swaps in cash in accordance with the terms and conditions of the
|
||
OTC Swap. Despite that CICC FT will hold the legal title of the Offer Shares by itself, it will not exercise
|
||
the voting rights attaching to the relevant Offer Shares during the terms of the OTC Swaps according to its
|
||
internal policy. The CICC FT Ultimate Clients for purpose of this placee subscription include (i) Yuanlesheng
|
||
Qiangye Private Securities Investment Fund (ږwhose fund manager is Tibet
|
||
Yuanlesheng Asset Management Company Ltd.( “Tibet Longrising ”, ʮ̡ ) and
|
||
ultimate beneficial owners holding 30% or more interest are Zeng Xiaojie and Hu Caiyang, (ii) Yuanlesheng
|
||
Qiangshu Private Securities Investment Fund (ږwhose fund manager is Tibet
|
||
Longrising and ultimate beneficial owner holding 30% or more interest is Zeng Xiaojie, (iii) Yuanlesheng
|
||
Qiangshi Private Securities Investment Fund (ږwhose fund manager is Tibet
|
||
Longrising and ultimate beneficial owner holding 30% or more interest is Zeng Xiaojie, (iv) Baoyin Long/Short
|
||
Steady No. 1 Private Securities Investment Fund (ᖢ 1ږwhose fund manager
|
||
is Pinpoint Investment Management Limited ( “Pinpoint Investment ”, ʮ̡ ) and
|
||
ultimate beneficial owner holding 30% or more interest is Wang Qiang, and (v) Baoyin Long/Short Steady No.
|
||
2 Private Securities Investment Fund (ᖢ 2 ږwhose fund manager is Pinpoint
|
||
Investment and ultimate beneficial owner holding 30% or more interest is Wang Qiang.
|
||
To the best of CICC FT ’s knowledge having made all reasonable enquiries, each of the CICC FT Ultimate
|
||
Clients is an independent third party of CICC FT, CICC and the companies which are members of the same
|
||
group of companies as each of the Underwriters.
|
||
|
||
|
||
--- page 18 ---
|
||
18
|
||
2. Pursuant to an ISDA Agreement (the “ISDA Agreement ”), HTCI, which intends to participate in the Global
|
||
Offering as a placee, will hold the beneficial interest of the Shares on a non-discretionary basis as the single
|
||
underlying holder under a back-to-back total return swap (the “Back-to-back TRS ”) to be entered by HTCI in
|
||
connection with a Client TRS (as defined below) placed by and fully funded (i.e. with no financing provided
|
||
by HTCI) by the Huatai Ultimate Client (as defined below), by which, HTCI will, subject to customary fees
|
||
and commissions, pass the full economic exposure of the Shares to the Huatai Ultimate Client, which in effect,
|
||
HTCI will hold the beneficial interest of the Shares on behalf of the Huatai Ultimate Client.
|
||
Huatai is a sub-broker under the International Offering. HTCI is a member of the same group as Huatai, and
|
||
accordingly HTCI is considered as a “connected client ” of Huatai pursuant to paragraph 1B of the Placing
|
||
Guidelines.
|
||
The offshore investor (the “Huatai Ultimate Client ”), through its investment manager, will place a total
|
||
return swap order (the “Client TRS ”) with HTCI in connection with the Company ’s IPO. In order to hedge its
|
||
exposure under the Client TRS, HTCI participates in the Company ’s IPO and subscribes the Shares through
|
||
placing order with Huatai during the International Offering.
|
||
The purpose of HTCI to subscribe for the Shares is for hedging the Client TRS order placed by the Huatai
|
||
Ultimate Client. Pursuant to the terms of the Client TRS, during the tenor of the Client TRS, subject to
|
||
customary fees and commissions, all economic returns of the Shares will be passed to the Huatai Ultimate Client
|
||
through the Client TRS and all economic loss shall be borne by the Huatai Ultimate Client. HTCI will not take
|
||
any economic return or bear any economic loss in relation to the Shares.
|
||
The Huatai Ultimate Client may exercise an early termination right to terminate the Client TRS at any time from
|
||
the issue date of the Client TRS which should be on or after the date on which the Shares are listed on the Stock
|
||
Exchange at its own discretion. Upon the termination upon maturity or early termination of the Client TRS
|
||
by the Huatai Ultimate Client, HTCI will dispose the Shares on the secondary market and the Huatai Ultimate
|
||
Client will receive a final settlement amount of the Client TRS in cash in accordance with the terms and
|
||
conditions of the Client TRS which should have taken into account all the economic returns or economic loss in
|
||
relation to the Shares. If upon the maturity of the Client TRS, the Huatai Ultimate Client intends to extend the
|
||
investment period, subject to further agreement between HTCI and the relevant Huatai Ultimate Client, the term
|
||
of the Client TRS could be extended by way of a new issuance or a tenor extension.
|
||
It is proposed that HTCI will hold the legal title and the voting right of the Shares by itself, and pass through
|
||
the economic exposure to the Huatai Ultimate Client, being a client who places a Client TRS order with HTCI
|
||
in connection with the IPO of the Company. HTCI will not exercise the voting right of the Shares during the
|
||
tenor of the Client TRS.
|
||
During the life of the Client TRS, HTCI may continue to hold the Shares in its custodian account, or to hold
|
||
some or all of the Shares in a prime brokerage account for stock borrowing purposes, where HTCI will lend
|
||
out its holding of underlying Shares in the form of stock borrowing loans consistent with market practice to
|
||
lower its finance costs, provided that HTCI has the ability to call back the Shares on loan at any time in order to
|
||
satisfy its obligations under the Client TRS to ensure the economic interests are ultimately passed to the Huatai
|
||
Ultimate Client.
|
||
The Huatai Ultimate Client and its respective ultimate beneficial owner holding 30% or more interest include:
|
||
Huatai Ultimate Client UBO with 30% or more interests
|
||
MANTOU HOLDING LIMITED Meng Wang
|
||
HTCI has confirmed that, to the best of their knowledge having made all reasonable enquiries, the Huatai
|
||
Ultimate Client is an independent third party of HTCI, Huatai and the companies which are members of the
|
||
same group of companies as each of the Underwriters.
|
||
|
||
|
||
--- page 19 ---
|
||
19
|
||
Part B – Connected Clients holding the beneficial interest of the Offer Shares on a
|
||
discretionary basis on behalf of independent third parties
|
||
No. Connected Distributor
|
||
Connected
|
||
Clients
|
||
Relationship with the Connected
|
||
Distributor
|
||
Whether the
|
||
Connected Client is a
|
||
collective investment
|
||
scheme which is not
|
||
authorised by the
|
||
SFC or is expected
|
||
to hold the Offer
|
||
Shares on behalf of
|
||
such scheme
|
||
Number of Offer
|
||
Shares allocated to
|
||
the connected client
|
||
Approximate
|
||
percentage of total
|
||
number of Offer
|
||
Shares (assuming
|
||
the Over-allotment
|
||
Option is not
|
||
exercised)
|
||
Approximate
|
||
percentage of total
|
||
Shares in issue
|
||
immediately following
|
||
the completion of
|
||
Global Offering
|
||
(assuming the Over-
|
||
allotment Option is
|
||
not exercised)
|
||
1. Deutsche Bank AG,
|
||
Hong Kong Branch
|
||
(“DBHK”)
|
||
Harvest Harvest is a wholly-owned
|
||
subsidiary of Harvest Financial
|
||
Group Limited, which in turn is
|
||
wholly owned by Harvest Fund
|
||
Management Co., Ltd. Harvest
|
||
Fund Management Co., Ltd. is
|
||
30% owned by DWS Investments
|
||
Singapore Limited. DWS
|
||
Investments Singapore Limited
|
||
is a wholly-owned subsidiary
|
||
of DWS Group GmbH & Co.
|
||
KGaA. DWS Group GmbH &
|
||
Co. KGaA is partially owned by
|
||
DB Beteiligungs-Holdings GmbH
|
||
(79.49%), Nippon Life Insurance
|
||
(5%) and outside shareholders
|
||
(15.51 %) as at December 31,
|
||
2025. DB Beteiligungs-Holdings
|
||
GmbH is wholly owned by
|
||
Deutsche Bank AG.
|
||
No 12,450 0.02% 0.003%
|
||
2. The Hongkong and
|
||
Shanghai Banking
|
||
Corporation Limited
|
||
(“HSBC”)
|
||
HSBC GAM HSBC and HSBC GAM are
|
||
members of the same group
|
||
No 124,800 0.17% 0.03%
|
||
3. Huatai China
|
||
Southern
|
||
China Southern and Huatai are
|
||
members of the same group
|
||
No 41,550 0.06% 0.009%
|
||
4. Funde Securities
|
||
Limited (“Funde
|
||
Securities”)
|
||
Funde
|
||
Pioneers
|
||
The investment manager of
|
||
Funde Pioneers is Funde Asset
|
||
Management (Hong Kong)
|
||
Company Limited, which is a
|
||
subsidiary of Funde Holdings
|
||
(Group) Co., Ltd. Funde Securities
|
||
is also a subsidiary of Funde
|
||
Holdings (Group) Co., Ltd.
|
||
Therefore, Funde Pioneers is a
|
||
member of the same group with
|
||
Funde Securities.
|
||
No 1,950 0.003% 0.0004%
|
||
|
||
|
||
--- page 20 ---
|
||
20
|
||
Notes:
|
||
1. Harvest will hold the Offer Shares in its capacity as the discretionary fund manager managing the funds on
|
||
behalf of their investors, each of which is, to the best knowledge of Harvest, an independent third party of the
|
||
Company, its subsidiaries, its substantial shareholders, Harvest, DBHK and the companies which are members
|
||
of the same group of companies as Harvest and DBHK.
|
||
The funds are as follows:
|
||
• HARVEST ESG CHINA A RESEARCH SELECT FUND
|
||
• ASIA FRONTIER EQUITY FUND
|
||
• Harvest BOCHK Diverse Income Fund
|
||
• Harvest Total Return Fund
|
||
• HGI IPO MANDATE NO.1
|
||
No ultimate beneficial owner holds 30% or more interest in the funds.
|
||
2. HSBC is a sub-broker under the International Offering. HSBC GAM will hold the Offer Shares in its capacity
|
||
as the discretionary fund manager managing assets on behalf of its underlying clients. HSBC GAM is a member
|
||
of the same group of companies as HSBC. As a result, HSBC GAM is a connected client of HSBC. To the best
|
||
knowledge of HSBC GAM after due enquiry, each of its underlying clients is an independent third party of the
|
||
Company, its subsidiaries, HSBC, HSBC GAM and the companies which are members of the same group of
|
||
HSBC and HSBC GAM.
|
||
3. Huatai is a sub-broker under the International Offering. China Southern, a qualified domestic institutional
|
||
investor as approved by the relevant PRC authority to conduct asset management business, will hold the Offer
|
||
Shares as the independent agent and discretionary manager of certain QDII funds (the “China Southern
|
||
Ultimate Clients ”). China Southern has confirmed that, to the best of their knowledge, each of such China
|
||
Southern Underlying Clients are independent third parties of the Company, its subsidiaries, China Southern,
|
||
Huatai and the companies which are members of the same group of companies as Huatai and China Southern.
|
||
The China Southern Ultimate Clients for purpose of this placing subscription include China Southern Hong
|
||
Kong Growth Dynamic Allocation Hybrid Fund (ৣໄ૿Υ ), China Southern Hong Kong
|
||
Digital Economy Hybrid Initiating Fund (QDII) (ᅰο૿Υ೯ৎ (QDII)), China Southern Hong
|
||
Kong Select Equity Fund (ಥ LOF), China Southern China New Economy 9-Month Holding Period
|
||
Hybrid Fund (QDII) (˙ʕอጳ 9Ϟಂ૿Υ (QDII)) and China Southern Global Dynamic
|
||
Allocation Fund (ୃ (QDII-FOF)), for each of which no ultimate beneficial owner holds
|
||
30% or more interest.
|
||
4. Funde Securities is a sub-broker under the International Offering. Funde Pioneers will hold the Offer Shares on
|
||
behalf of Huang Jinghua and Kong Weina ( “Funde Pioneers Ultimate Clients ”) on a discretionary basis. To
|
||
the best knowledge, information and belief of Funde Pioneers after making all reasonable enquiries, each of the
|
||
Funde Pioneers Ultimate Clients is an independent third party of the Company, its subsidiaries, its substantial
|
||
shareholders, Funde Pioneers, Funde Securities and the companies which are members of the same group of
|
||
companies as Funde Pioneers and Funde Securities.
|
||
|
||
|
||
--- page 21 ---
|
||
21
|
||
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 (1) to qualified institutional buyers as defined in
|
||
Rule 144A under the U.S. Securities Act pursuant to an exemption from registration under the
|
||
U.S. Securities Act and (2) outside the United States in 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 20, 2026 issued by Shenzhen Creality
|
||
3D Technology Co., Ltd. for detailed information about the Global Offering described below
|
||
before deciding whether or not to invest in the H Shares thereby being offered.
|
||
* Potential investors of the Offer Shares should note that the Sponsor-Overall Coordinator (for itself 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 29, 2026).
|
||
|
||
|
||
--- page 22 ---
|
||
22
|
||
PUBLIC FLOAT AND FREE FLOAT
|
||
Pursuant to Rule 19A.13A of the Listing Rules, assuming that the Over-allotment Option is
|
||
not exercised, based on the Offer Price of HK$18.80 per Offer Share, the expected market
|
||
capitalization upon the Listing is HK$8,776.6 million, and the minimum prescribed public float
|
||
percentage applicable to the Shares is the higher of (i) the percentage that would result in the
|
||
expected market value of H shares held by the public to be HK$1,500,000,000 at the time of
|
||
listing and (ii) 15%. Immediately following completion of the Global Offering (assuming the
|
||
Over-allotment Option is not exercised), an aggregate of 131,440,101 H Shares, representing
|
||
approximately 28.2% of the issued share capital of the Company and having an expected market
|
||
value (based on the Offer Price of HK$18.80 per Offer Share) at the time of Listing of HK$2.47
|
||
billion, will count towards the public float. Therefore, the number of H Shares held in public hands
|
||
is higher than the prescribed percentage of H Shares required to be held in public hands under Rule
|
||
19A.13A(1) of the Listing Rules.
|
||
Each of the Cornerstone Investors has agreed to a lock-up period of six months following the
|
||
Listing Date. The H Shares held by all existing Pre-IPO investors to be converted from Unlisted
|
||
Shares are subject to a lock-up period of 12 months following the Listing Date under the applicable
|
||
PRC laws. As such, H Shares held by the Cornerstone Investors and all existing Pre-IPO investors
|
||
upon the Listing shall not be counted towards the free float of the H Shares of the Company at
|
||
the time of Listing. Based on the Offer Price of HK$18.80 per H Share, 36,788,550 H Shares
|
||
with an expected market value of approximately HK$691.6 million, which is higher than HK$600
|
||
million as required under Rule 19A.13C of the Listing Rules, will not be subject to any disposal
|
||
restrictions (whether under contract, the Listing Rules, applicable laws or otherwise) at the time of
|
||
Listing. Therefore, the Company satisfies the free float requirement under Rule 19A.13C(1)(b) of
|
||
the Listing Rules.
|
||
The Directors confirm that, immediately after the completion of the Global Offering (assuming
|
||
the Over-allotment Option is not exercised), (i) no placee will, individually, be placed more than
|
||
10% of the enlarged issued share capital of the Company; (ii) there will not be any new substantial
|
||
shareholder (as defined in the Listing Rules) of the Company; (iii) the three largest public
|
||
shareholders of the Company do not hold more than 50% of the H Shares in public hands at the
|
||
time of the Listing in compliance with Rules 8.08(3) and 8.24 of the Listing Rules; and (iv) there
|
||
will be at least 300 H Shareholders at the time of the Listing in compliance with Rule 8.08(2) of
|
||
the Listing Rules.
|
||
|
||
|
||
--- page 23 ---
|
||
23
|
||
COMMENCEMENT OF DEALINGS
|
||
The H Share certificates will only become valid evidence of title at 8:00 a.m. on Friday, May 29,
|
||
2026 (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 ” in the Prospectus has not been
|
||
exercised. Investors who trade the H Shares on the basis of publicly available allocation details
|
||
prior to the receipt of H Share certificates or prior to the H Share certificates becoming valid
|
||
evidence of title do so entirely at their own risk.
|
||
Assuming that the Global Offering becomes unconditional at or before 8:00 a.m. on Friday, May
|
||
29, 2026 (Hong Kong time), it is expected that dealings in the H Shares on the Stock Exchange
|
||
will commence at 9:00 a.m. on Friday, May 29, 2026 (Hong Kong time). The H Shares will be
|
||
traded in board lots of 150 H Shares each, and the stock code of the H Shares will be 3388.
|
||
By order of the Board
|
||
Shenzhen Creality 3D Technology Co., Ltd.
|
||
Mr. Ao Danjun
|
||
Executive Director and Vice Chairman of the Board
|
||
Hong Kong, May 28, 2026
|
||
Directors of the Company to which this announcement relates are: (i) Mr. Chen Chun, Mr. Ao
|
||
Danjun, Mr. Liu Huilin, Mr. Tang Jingke, and Mr. Fang Zongdi as executive directors; (ii) Mr.
|
||
Huang Hongman as non-executive director; and (iii) Ms. Gao Li, Ms. Wang Yating, and Mr. Liang
|
||
Huaquan as independent non-executive directors.
|