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.
464 lines
18 KiB
Plaintext
464 lines
18 KiB
Plaintext
--- page 1 ---
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1
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Changjiu Holdings Limited
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長久股份有限公司
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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 the
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Global Offering
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: 50,540,000 Shares
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Number of Hong Kong Offer Shares : 5,054,000 Shares
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Number of International Offer Shares : 45,486,000 Shares
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Offer Price : HK$5.95 per Share, plus brokerage of
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1.0%, SFC transaction levy of 0.0027%,
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Stock Exchange trading fee of 0.00565%
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and AFRC transaction levy of 0.00015%
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Nominal value : US$0.00000066667 per Share
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Stock code : 6959
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Joint Sponsors, 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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--- page 2 ---
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CHANGJIU HOLDINGS LIMITED / 长久股份有限公司
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ANNOUNCEMENT OF FINAL OFFER PRICE AND
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ALLOTMENT RESULTS
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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 29 December 2023 (the “Prospectus”) issued by Changjiu Holdings
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Limited (the “Company”).
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Warning: In view of high concentration of shareholding in a small number of Shareholders,
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Shareholders and prospective investors should be aware that the price of the Shares could move
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substantially even with a small number of Shares traded and should exercise extreme caution when
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dealing in the Shares.
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SUMMARY
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Company information
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Stock code 6959
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Stock short name CHANGJIU HLDGS
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Dealings commencement date 9 January 2024*
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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$5.950
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Offer Price Range HK$5.950 - HK$7.900
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Offer Price Adjustment exercised No
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Offer Shares and Share Capital
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Number of Offer Shares 50,540,000
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Number of Offer Shares in Public Offer 5,054,000
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Number of offer shares in International Offer 45,486,000
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Number of issued shares upon Listing 202,160,000
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Offer Size Adjustment Option (Upsize option)
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Number of additional shares issued under the option 0
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- Public Offer 0
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- International Offer 0
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Over-allocation
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No. of Offer Shares over-allocated 0
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Proceeds
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Gross proceeds (Note) HK$300.71 million
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Less: Estimated listing expenses payable based on Final
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Offer Price
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HK$(46.64) million
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Net proceeds HK$254.07 million
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Note: Gross proceeds refers to the amount to which the issuer is entitled receive. For details of the use of
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proceeds, please refer to the Prospectus dated 29 December 2023.
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--- page 3 ---
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ALLOTMENT RESULTS DETAILS
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PUBLIC OFFER
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No. of valid applications 2,510
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No. of successful applications 1,696
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Subscription level 11.67 times
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Claw-back triggered No
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No. of Offer Shares initially available under the Public Offer 5,054,000
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Final no. of Offer Shares under the Public Offer 5,054,000
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% of Offer Shares under the Public Offer to the Global Offering 10.00%
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Note: For details of the final allocation of shares to the Public Offer , investors can refer to
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https://www.hkeipo.hk/iporesult to perform a search by name or identification number or
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https://www.hkeipo.hk/iporesult for the full list of allottees.
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INTERNATIONAL OFFER
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No. of placees 107
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Subscription Level 1.07 times
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No. of Offer Shares initially available under the International
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Offer
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45,486,000
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Final no. of Offer Shares under the International Offer (after
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reallocation)
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45,486,000
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% of Offer Shares under the International Offer to the Global
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Offering
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90.00%
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The Directors confirm that, to the best of their knowledge, information and belief, (i) none of the Offer Shares
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subscribed by the placees and the public have been financed directly or indirectly by the Company, any of the
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Directors, chief executive of the Company, controlling shareholders, substantial shareholders, existing
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shareholders of the Company or any of its subsidiaries or their respective close associates ; and (ii) none of
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the placees and the public who have purchased the Offer Shares are accustomed to taking instructions from
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the Company, any of the Directors, chief executive of the Company, controlling shareholders, substantial
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shareholders, existing shareholders of the Company or any of its subsidiari es or their respective close
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associates in relation to the acquisition, disposal, voting or other disposition of Shares registered in his/her/its
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name or otherwise held by him/her/it.
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LOCK-UP UNDERTAKINGS
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Controlling Shareholders
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--- page 4 ---
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Name
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Number of shares held
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in the Company subject
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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 Company subject to
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lock-up undertakings
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upon listing
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Last day subject to the
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lock-up undertakings
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Li Guiping / 李桂屏
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Bo Shijiu / 薄世久
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Brighht Limited
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Brightio Limited
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Advancey Limited
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Advancd Limited
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Creationn Limited
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CreateCube Limited
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150,000,000 74.20% 8 July 2024 (First Six-
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Month Period) Note 1
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8 January 2025
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(Second Six-Month
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Period) Note 2
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Subtotal 150,000,000 74.20%
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In accordance with the relevant Listing Rule/guidance materials, the required lock-up for the first six-month
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period ends on 8 July 2024 and for the second six-month period, on 8 January 2025.
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Ms. Li Guiping, Mr. Bo Shijiu, Brighht Limited, Brightio Limi ted, Advancey Limited, Advancd Limited,
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Creationn Limited and CreateCube Limited are a group of Controlling Shareholders. For details, please
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refer to the section headed “Relationship with Our Controlling Shareholders” in the Prospectus.
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Notes
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1. The Controlling Shareholder s will cease to be prohibited from disposing of or transferring Shares after the indicated
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date.
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2. The Controlling Shareholder s may dispose of or transfer Shares aft er the indicated date subject to that the
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Controlling Shareholder will not cease to be a Controlling Shareholder.
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Existing Shareholder
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Name
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Number of shares held
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in the Company subject
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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 Company subject to
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lock-up undertakings
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upon listing
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Last day subject to the
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lock-up undertakings
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(non disposal of any
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shares)
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Yuan Shenghe
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(Shanghai) Enterprise
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Management Partnership
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(Limited Partnership) /
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元聖禾(上海)企業管理
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合夥企業(有限合夥)
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1,620,000 0.80% 6 March 2024
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Subtotal 1,620,000 0.80%
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The expiry date of the lock-up period shown in the table above is pursuant to the Prospectus disclosure.
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--- page 5 ---
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PLACEE CONCENTRATION ANALYSIS
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Placees
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Number of International
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Offer Shares allotted
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Allotment as % of International Offering Allotment as % of total Offer Shares
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Number of
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Shares held upon Listing
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% of total issued share capital upon
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Listing
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Top 1 9,200,000 20.23% 18.20% 9,200,000 4.55%
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Top 5 38,780,000 85.26% 76.73% 38,780,000 19.18%
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Top 10 45,437,500 99.89% 89.90% 45,437,500 22.48%
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Top 25 45,445,000 99.91% 89.92% 45,445,000 22.48%
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Notes
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* Ranking of placees is based on the number of Shares allotted to the placees.
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--- page 6 ---
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SHAREHOLDER CONCENTRATION ANALYSIS
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Shareholders
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Number of Inte
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rnational Offer
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Shares allotted
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Number of Hong
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Kong Offer Shares
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allotted
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Total 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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Allotment as % of Hong
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Kong Public Offering
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Allotment as % of
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total Offer Shares
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Number of Shares
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held upon Listing
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% of total issued
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share capital upon
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Listing
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Top 1 N/A N/A N/A N/A N/A N/A 150,000,000 74.20%
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Top 5 32,080,000 N/A 32,080,000 70.53% N/A 63.47% 182,080,000 90.07%
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Top 10 45,423,000 485,000 45,908,000 99.86% 9.60% 90.83% 197,528,000 97.71%
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Top 25 45,423,000 1,687,000 47,110,000 99.86% 33.38% 93.21% 198,730,000 98.30%
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Notes
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* Ranking of Shareholders is based on the number of Shares held by the Shareholder upon Listing.
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**Ms. Li Guiping, Mr. Bo Shijiu, Brighht Limited, Brightio Limited, Advancey Limited, Advancd Limited, Creationn Limited and CreateCube Limited are a group of Controlling
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Shareholders. For details, please refer to the section headed “Relationship with Our Controlling Shareholders” in the Prospectus. Their shares have been aggregated for the
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purpose of this analysis.
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--- page 7 ---
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BASIS OF ALLOCATION UNDER THE HONG KONG PUBLIC OFFERING
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Subject to the satisfaction of the conditions set out in the Prospectus, valid applications made by
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the public will be conditionally allocated on the basis set out below:
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Pool A :
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NO. OF SHARES APPLIED FOR
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NO. OF VALID
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APPLICATIONS
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BASIS OF
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ALLOTMENT/BALLOT
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APPROXIMATE
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PERCENTAGE ALLOTTED
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OF THE TOTAL NO. OF
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SHARES APPLIED FOR
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500 661 133 out of 661 applicants to
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receive 500 shares 20.12%
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1,000 311 108 out of 311 applicants to
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receive 500 shares 17.36%
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1,500 58 28 out of 58 applicants to receive
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500 shares 16.09%
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2,000 65 39 out of 65 applicants to receive
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500 shares 15.00%
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2,500 58 42 out of 58 applicants to receive
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500 shares 14.48%
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3,000 57 47 out of 57 applicants to receive
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500 shares 13.74%
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3,500 24 23 out of 24 applicants to receive
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500 shares 13.69%
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4,000 30 500 shares plus 1 out of 30
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applicants to receive an additional
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500 shares 12.92%
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4,500 13 500 shares plus 2 out of 13
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applicants to receive an additional
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500 shares 12.82%
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5,000 79 500 shares plus 18 out of 79
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applicants to receive an additional
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500 shares 12.28%
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6,000 543 500 shares plus 221 out of 543
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applicants to receive an additional
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500 shares 11.72%
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7,000 25 500 shares plus 15 out of 25
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applicants to receive an additional
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500 shares 11.43%
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8,000 27 500 shares plus 21 out of 27
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applicants to receive an additional
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500 shares 11.11%
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9,000 9 1,000 shares 11.11%
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10,000 148 1,000 shares plus 15 out of 148
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applicants to receive an additional
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500 shares 10.51%
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15,000 48 1,000 shares plus 43 out of 48
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applicants to receive an additional
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500 shares 9.65%
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20,000 52 1,500 shares plus 33 out of 52
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applicants to receive an additional
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500 shares 9.09%
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25,000 42 2,000 shares plus 13 out of 42
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applicants to receive an additional 8.62%
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--- page 8 ---
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500 shares
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30,000 40 2,000 shares plus 39 out of 40
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applicants to receive an additional
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500 shares 8.29%
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35,000 18 2,500 shares plus 12 out of 18
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applicants to receive an additional
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500 shares 8.10%
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40,000 13 3,000 shares plus 4 out of 13
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applicants to receive an additional
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500 shares 7.88%
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45,000 7 3,000 shares plus 6 out of 7
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applicants to receive an additional
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500 shares 7.62%
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50,000 28 3,500 shares plus 12 out of 28
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applicants to receive an additional
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500 shares 7.43%
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60,000 13 4,000 shares plus 8 out of 13
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applicants to receive an additional
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500 shares 7.18%
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70,000 15 4,500 shares plus 11 out of 15
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applicants to receive an additional
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500 shares 6.95%
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80,000 18 5,000 shares plus 14 out of 18
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applicants to receive an additional
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500 shares 6.74%
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90,000 7 5,500 shares plus 6 out of 7
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applicants to receive an additional
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500 shares 6.59%
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100,000 36 6,000 shares plus 29 out of 36
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applicants to receive an additional
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500 shares 6.40%
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200,000 17 11,000 shares plus 1 out of 17
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applicants to receive an additional
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500 shares 5.51%
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300,000 6 15,000 shares plus 2 out of 6
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applicants to receive an additional
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500 shares 5.06%
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400,000 3 19,000 shares 4.75%
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500,000 4 22,500 shares plus 1 out of 4
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applicants to receive an additional
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500 shares 4.53%
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600,000 6 26,000 shares plus 2 out of 6
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applicants to receive an additional
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500 shares 4.36%
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Total 2,481 Total number of Pool A successful
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applicants: 1,667
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Pool B :
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NO. OF SHARES APPLIED FOR
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NO. OF VALID
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APPLICATIONS
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BASIS OF
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ALLOTMENT/BALLOT
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APPROXIMATE
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PERCENTAGE ALLOTTED
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OF THE TOTAL NO. OF
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SHARES APPLIED FOR
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700,000 20 70,000 shares 10.00%
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800,000 2 79,500 shares 9.94%
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--- page 9 ---
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900,000 1 89,000 shares 9.89%
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1,000,000 4 98,500 shares 9.85%
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2,527,000 2 242,500 shares 9.60%
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Total 29 Total number of Pool B successful
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applicants: 29
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As of the date of this announcement, the relevant subscription monies previously deposited in the
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designated nominee accounts have been remitted back to the accounts of all HKSCC participants .
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Investors should contact their relevant brokers for any inquiri es.
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TERMINATION OF CEB INTERNATIONAL CAPITAL CORPORATION LIMITED AS A
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JOINT BOOKRUNNER, JOINT LEAD MANAGER AND CAPITAL MARKET
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INTERMEDIARY
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The Directors hereby announce that the Company and CEB International Capital Corporation
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Limited have agreed to terminate the appointment of CEB International Capital Corporation
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Limited as one of its joint bookrunners, joint lead managers and capital market intermediaries on
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January 8, 2024.
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Save for the above, there is no change of the appointments of the joint bookrunners, the joint lead
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managers and the capital market intermediaries as disclosed in the Prospectus.
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COMPLIANCE WITH LISTING RULES AND GUIDANCE
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The Directors confirm that , except for the Listing Rules that have been waived and/or in respect of
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which consent has been obtained, the Company has complied with the Listing Rules and guidance
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materials in relation to the placing, allotment and listing of the Company’s shares.
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The Directors confirm that, to the best of their knowledge, the consideration paid by the placees or the
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public (as the case may be) directly or indirectly for each Offer Share subscribed for or purchased by
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them was the same as the final Offer Price in addition to any brokerage, AFRC transaction levy, SFC
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transaction levy and trading fee payable.
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OTHERS / ADDITIONAL INFORMATION
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Public float
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Immediately after the completion of the Global Offering, 50,540,000 Shares, representing
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approximately 25.00% of the issued share capital of our Company will count towards the public float,
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satisfying the minimum percentage prescribed by Rule 8.08 of the Listing Rules.
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The Directors confirm that, immediately following the completion of the Global Offering, (i) there
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will not be any new substantial Shareholder within the meaning of the Listing Rules; (ii) the three
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largest public Shareholders do not hold more than 50% of the Shares in public hands at the time of the
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Listing in compliance with Rules 8.08(3) and 8.24 of the Listing Rules; and (iii) there will be at least
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300 Shareholders at the time of the Listing in compliance with Rule 8.08(2) of the Listing Rules.
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DISCLAIMERS
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--- page 10 ---
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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
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responsibility for the contents of this announcement, make no representation as to its accuracy or
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completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from
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or in reliance upon the whole or any part of the contents of this announcement.
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This announcement is not for release, publication, distribution, directly or indirectly, in or into the
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United States (including its territories and possessions, any state of the United States and the District
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of Columbia). This announcement does not constitute or form a part of any offer or solicitation to
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purchase or subscribe for securities in the United States. The securities mentio ned herein have not
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been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S.
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Securities Act”). The securities may not be offered or sold in the United States except pursuant to an
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exemption from the registrati on requirements of the U.S. Securities Act and in compliance with any
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applicable state securities laws, or outside the United States unless in compliance with Regulation S
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under the U.S. Securities Act. There will be no public offer of s ecurities in the Un ited States.
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The Offer Shares are being offered and sold outside the United States in offshore transactions in reliance
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on Regulation S under the U.S. Securities Act.
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This announcement is for information purposes only and does not constitute an invitation or offer to
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acquire, purchase or subscribe for securities. This announcement is not a prospectus. Potential
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investors should read the Prospectus dated 29 December 2023 issued by Changjiu Holdings Limited for
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detailed information about the Global Offering described below before deciding whether or not to
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invest in the Shares thereby being offered.
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*Potential investors of the Offer Shares should note that the Joint Sponsors and the Overall
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Coordinators (for themselves and on behalf of the Hong Kong Underwriters) shall be entitled to
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terminate their obligations under the Hong Kong Underwriting Agreement with immediate effect upon
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the occurrence of any of the events set out in the paragraph headed “Underwriting – Underwriting
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Arrangements and Expenses – Hong Kong Public Offering – Hong Kong Underwriting Agreement –
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Grounds for Termination ” in the Prospectus at any time prior to 8:00 a.m. (Hong Kong time) on the
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Listing Date (which is currently expected to be on 9 January 2024).
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--- page 11 ---
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2
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COMMENCEMENT OF DEALINGS
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Share certificates will only become valid evidence of title at 8:00 a.m. (Hong Kong time) on
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the Listing Date, provided that the Global Offering has become unconditional and the right
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of termination described in the section headed “Underwriting ” in the Prospectus has not been
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exercised. Assuming the Global Offering becomes unconditional at or before 8:00 a.m. (Hong
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Kong time) on Tuesday, January 9, 2024, dealings in the Company ’s Shares on the Stock Exchange
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will commence at 9:00 a.m. (Hong Kong time) on Tuesday, January 9, 2024. The Shares will be
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traded in board lots of 500 Shares each. The stock code of the Company ’s Shares is 6959.
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By order of the Board
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Changjiu Holdings Limited
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Ms. LI Guiping
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Chairwoman and Executive Director
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Hong Kong, January 8, 2024
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As at the date of this announcement, the board of directors of the Company comprises Ms. Li
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Guiping, Mr. Bo Shijiu and Ms. Jia Hui as executive Directors, Ms. Jin Ting as non-executive
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Director, and Mr. Shen Jinjun, Mr. Dong Yang, and Mr. Wang Fukuan as independent
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non-executive Directors.
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