6d05056609
Request: - Use archivist to close the 137 T1 ipo_demand source-only gaps using extracted PDF text. Changes: - Add an incremental T1 demand text backfill script. - Parse existing allotment-result extracted text into ipo_demand. - Archive linked Summary PDFs from old HKEX HTML allotment-result pages. - Correct allotment-result selection to prefer primary result announcements over clarification or supplemental notices. - Add robust line-aware allotment parsing and document the workflow in archivist and README. - Record the backfill result in a report. Execution: - Selected 137 source-only T1 demand gaps. - Wrote 137 ipo_demand rows, increasing ipo_demand from 154 to 291 rows. - Archived 38 new HKEX allotment-result PDFs and extracted their text. - Confirmed an incremental rerun selects 0 gaps and writes 0 rows. Verification: - Ran git diff --cached --check. - Ran py_compile for archive_hkex_documents.py and backfill_t1_demand_from_text.py. - Checked SQLite integrity and foreign keys. - Confirmed DB row counts match CSV snapshots. - Verified no T1 complete row is missing ipo_demand. - Verified source_refs paths/files/hashes and PDF extracted-text manifest hashes. Next useful context: - T1 demand structure is complete for listed rows; 06106 and 06675 remain pending_not_due. - T2 grey-market and due price-performance gaps remain separate archivist priorities. - Analyst output should be regenerated before using the new T1 demand facts for scoring.
937 lines
52 KiB
Plaintext
937 lines
52 KiB
Plaintext
--- page 1 ---
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3
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ANNOUNCEMENT OF OFFER PRICE AND ALLOTMENT RESULTS
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SUMMARY
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Offer Price
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• The Offer Price has been determined at HK$6.50 per Offer Share (excluding brokerage
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of 1.0%, SFC transaction levy of 0.0027%, Hong Kong Stock Exchange trading fee of
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0.00565% and AFRC transaction levy of 0.00015%).
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Net Proceeds from the Global Offering
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• Based on the Offer Price of HK$6.50 per Offer Share, the net proceeds from the Global
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Offering to be received by the Company, after deduction of the underwriting fees and
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commissions and estimated expenses payable by the Company in connection with the
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Global Offering, are estimated to be approximately HK$1,008.5 million. The Company
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intends to apply the net proceeds from the Global Offering in the manner as set out in the
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paragraph headed “Net Proceeds from the Global Offering ” in this announcement.
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• As no over-allocation of International Offer Shares has been made, the Over-allotment
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Option has not been and will not be exercised, and no additional proceeds are expected to
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be received by the Company in this connection.
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Applications and Indications of Interest Received
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Hong Kong Public Offering
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• The Hong Kong Offer Shares initially offered under the Hong Kong Public Offering have
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been under-subscribed. A total of 1,469 valid applications have been received pursuant to
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the Hong Kong Public Offering through the HK eIPO White Form service and through
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the CCASS EIPO service for a total of 4,549,600 Hong Kong Offer Shares, representing
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approximately 0.26 times of the total number of 17,326,000 Hong Kong Offer Shares
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initially available for subscription under the Hong Kong Public Offering.
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--- page 2 ---
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4
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• As the Hong Kong Offer Shares initially offered under the Hong Kong Public Offering
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have been under-subscribed, the reallocation procedures as described in the section headed
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“Structure of the Global Offering – The Hong Kong Public Offering – Reallocation
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and Clawback ” in the Prospectus have been applied, and a total number of 12,776,400
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unsubscribed Hong Kong Offer Shares have been reallocated to the International Offering.
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• As a result of such reallocation, the final number of Offer Shares under the Hong Kong
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Public Offering is 4,549,600 Offer Shares, representing approximately 2.63% of the total
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number of Offer Shares initially available under the Global Offering, and being allocated
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to 1,469 successful applicants under the Hong Kong Public Offering, among which 949
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applicants (representing approximately 64.60% of the 1,469 Shareholders who were
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allocated the Offer Shares under the Hong Kong Public Offering) have been allotted one
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board lot of Offer Shares totalling 379,600 H Shares (representing approximately 8.34% of
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the total Offer Shares under the Hong Kong Public Offering after reallocation).
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International Offering
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• The Offer Shares initially offered under the International Offering have been slightly
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over-subscribed, representing approximately 1.28 times of the total number of International
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Offer Shares initially available under the International Offering. The Overall Coordinators
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have exercised their discretion to reallocate the unsubscribed Offer Shares under the Hong
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Kong Public Offering to the International Offering as described in the section headed
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“Structure of the Global Offering – The Hong Kong Public Offering – Reallocation and
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Clawback ” in the Prospectus. A total number of 12,776,400 Offer Shares initially available
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for subscription under the Hong Kong Public Offering have been reallocated to the
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International Offering. As a result of such reallocation, the final number of Offer Shares
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under the International Offering is 168,708,400 Offer Shares, representing approximately
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97.37% of the total number of Offer Shares initially available under the Global Offering
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(given that the Over-allotment Option has not been and will not be exercised). There has
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not been an over-allocation of Offer Shares under the International Offering and there
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are a total of 180 placees under the International Offering, among which 85 placees
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have been allotted one board lot of Offer Shares, totalling 34,000 H Shares, representing
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approximately 0.02% of the Offer Shares initially available under the International
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Offering.
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Cornerstone Investors
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• Based on the final Offer Price of HK$6.50 per Offer Share (exclusive of brokerage of 1%,
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SFC transaction levy of 0.0027%, Hong Kong Stock Exchange trading fee of 0.00565%
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and AFRC transaction levy of 0.00015%), pursuant to the relevant Cornerstone Investment
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Agreements, the Cornerstone Investors have subscribed for a total of 74,560,000 H
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Shares, representing in aggregate (a) approximately 10.76% of the issued share capital of
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the Company immediately upon completion of the Global Offering (given that the Over-
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allotment Option has not been and will not be exercised); and (b) approximately 43.03%
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of the H Shares in issue immediately following the completion of the Global Offering
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(given that the Over-allotment Option has not been and will not be exercised). Please refer
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to the section headed “Cornerstone Investment ” in the Prospectus for further details of the
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Cornerstone Investors.
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--- page 3 ---
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5
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• Qingdao Hainuo, an Independent Third Party and one of the Cornerstone Investors in
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the Global Offering, has agreed to subscribe for 11,300,000 Offer Shares (the “Qingdao
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Hainuo Cornerstone Investment ”). For the purpose of the Qingdao Hainuo Cornerstone
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Investment, Qingdao Hainuo has engaged Galaxy Jinhui Security Asset Management
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Corporation Limited (ʮ̡ )(“Galaxy Jinhui ”), an asset
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manager that is a qualified domestic institutional investor ( “QDII”) as approved by the
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relevant PRC authority, to subscribe for the H Shares under the cornerstone investment
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in the name of its financial product, Galaxy Dehui No. 37 Single Asset Management
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Plan (ᅃි 37ྌ )( “Galaxy Asset Management Plan ”) on a
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non-discretionary basis on behalf of Qingdao Hainuo under the International Offering. As
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Galaxy Jinhui and China Galaxy International Securities (Hong Kong) Co., Limited ( ʕ
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ყᗇՎ (ಥ)ʮ̡ )(“Galaxy Securities ”) (as one of the capital market
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intermediaries, Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers in
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the Global Offering) are members of a group of companies controlled by China Galaxy
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Securities Co., Ltd. (ʮ̡ ), Galaxy Jinhui is a “connected client ”
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of Galaxy Securities for the purpose of paragraph 13(7) of Appendix 6 to the Listing Rules
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(the “Placing Guidelines ”). The Company has applied to the Stock Exchange for, and the
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Stock Exchange has granted, its consent under paragraph 5(1) of the Placing Guidelines to
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permit Qingdao Hainuo to participate in the Global Offering through Galaxy Jinhui as the
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asset manager in the name of Galaxy Asset Management Plan.
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Placees with the Consent under Paragraph 5(1) of Placing Guidelines, Paragraph 5(2) of
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the Placing Guidelines and Rule 10.04 of the Listing Rules
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• Apart from the Qingdao Hainuo Cornerstone Investment, the Company has applied to the
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Stock Exchange for, and the Stock Exchange has granted to the Company, its consent under
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paragraph 5(1) of the Placing Guidelines to permit the Company to allocate Offer Shares
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in the International Offering to the placees set out in the section headed “International
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Offering { Placees with the Consent under Paragraph 5(1) of Placing Guidelines ” in this
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announcement.
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• The Company has applied to the Stock Exchange for, and the Stock Exchange has granted,
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a waiver from strict compliance with Rule 10.04 of the Listing Rules and its consent under
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paragraph 5(2) of the Placing Guidelines to permit the Company to allocate H Shares
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under the International Offering to the existing holders of the Company ’s Shares quoted
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on the NEEQ and their close associates, including the placees set out in the section headed
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“International Offering { Placees with the Consent under Paragraph 5(2) of Placing
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Guidelines and Rule 10.04 of the Listing Rules ” in this announcement.
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• To the best knowledge of the Company, save for Marvel Horizon Limited, a close associate
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of an existing holder of the Company ’s Shares quoted on the NEEQ, (i) none of the Offer
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Shares subscribed by public Shareholders in the Hong Kong Public Offering and placees
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in the International Offering has been directly or indirectly financed by the Company, any
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of the Directors, the Supervisors, chief executive, the Controlling Shareholders, substantial
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Shareholders, existing Shareholders or any of their subsidiaries or their respective close
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associates; and (ii) none of the public Shareholders in the Hong Kong Public Offering and
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placees in the International Offering who has subscribed for the Offer Shares is accustomed
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to taking instructions from the Company, any of the Directors, the Supervisors, chief
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executive, the Controlling Shareholders, substantial Shareholders, existing Shareholders or
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any of their subsidiaries or their respective close associates in relation to the acquisition,
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disposal, voting or other disposition of the H Shares registered in their name or otherwise
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held by them.
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--- page 4 ---
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6
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• Save as disclosed in the sections headed “International Offering { Cornerstone Investors ”,
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“International Offering { Placees with the Consent under Paragraph 5(1) of Placing
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Guidelines ” and “International Offering { Placees with the Consent under Paragraph
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5(2) of Placing Guidelines and Rule 10.04 of the Listing Rules ” of this announcement, to
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the best knowledge, information and belief of the Directors, no Offer Shares placed by or
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through the Overall Coordinators, the Joint Global Coordinators, the Joint Bookrunners,
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the Joint Lead Managers or the Underwriters under the Global Offering have been placed
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with applicants who are core connected persons (as defined in the Listing Rules), or to any
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connected clients (as set out in paragraph 5(1) of the Placing Guidelines), or persons set
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out in paragraph 5(2) of the Placing Guidelines, whether in their own names or through
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nominees. The International Offering is in compliance with the Placing Guidelines.
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Over-allotment Option
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There has been no over-allocation of International Offer Shares. Accordingly, the Over-allotment
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Option has not been and will not be exercised. In view of the fact that there has been no over-
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allocation in the International Offering, there has been no delayed delivery arrangement with
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any investor under the International Offering, and no stabilization activities as described in the
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Prospectus are expected to take place during the stabilizing period (which will begin on the
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Listing Date and end on the 30th day after the last day for the lodging of applications under the
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Hong Kong Public Offering, i.e. Saturday, October 28, 2023).
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Lock-up Obligations
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The Company, the Controlling Shareholders and the Cornerstone Investors of the Company are
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subject to certain lock-up obligations in respect of the Shares as set out in the paragraph headed
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“Lock-up Obligations ” in this announcement.
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Public Float
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The Directors confirm that immediately following the completion of the Global Offering, (a)
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no placee will, individually, be placed more than 10% of the enlarged issued share capital of
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the Company immediately after the Global Offering; (b) there will not be any new substantial
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shareholder (as defined in the Listing Rules) of the Company immediately after the Global
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Offering; (c) the total number of H Shares of the Company held by the public represents at least
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25% of the Company ’s total number of issued Shares; (d) the three largest public Shareholders of
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the Company do not hold more than 50% of the H Shares in public hands at the time of Listing
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in compliance with Rules 8.08(3) and 8.24 of the Listing Rules; and (e) there will be at least 300
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Shareholders at the time of Listing in compliance with Rule 8.08(2) of the Listing Rules.
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--- page 5 ---
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7
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Results of Allocations
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The results of allocations and the Hong Kong identity card/passport/Hong Kong business
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registration/certificate of incorporation numbers of successful applicants under the Hong Kong
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Public Offering will be available at the times and date and in the manner specified below:
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• in the announcement to be posted on the Company ’s website at www.tiantucapital.com
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and the Stock Exchange ’s website at www.hkexnews.hk by no later than 8:00 a.m. on
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Thursday, October 5, 2023. Please note that the list of identification document numbers
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set out in this announcement may not be a complete list of successful applicants since
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only successful applicants whose identification document numbers are provided to
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HKSCC by CCASS Participants are disclosed. Applicants with beneficial names only but
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not identification document numbers are not disclosed due to personal privacy issue as
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elaborated below. Applicants who applied for the Hong Kong Offer Shares through their
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brokers can consult their brokers to enquire about their application results;
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• from the “IPO Results ” function in the IPO App or the designated results of allocations
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website at www.tricor.com.hk/ipo/result or www.hkeipo.hk/IPOResult with a “search
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by ID ” function on a 24 hour basis from 8:00 a.m. on Thursday, October 5, 2023 to 12:00
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midnight on Wednesday, October 11, 2023; and
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• from the allocation results telephone enquiry line by calling +852 3691 8488 between
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9:00 a.m. and 6:00 p.m. from Thursday, October 5, 2023 to Wednesday, October 11, 2023
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(exclude Saturday, Sunday and public holiday in Hong Kong).
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This announcement contains a list of identification document numbers. Identification document
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numbers shown in the section headed “Results of Applications Made by HK eIPO White
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Form ” in this announcement refer to Hong Kong identity card numbers/passport numbers/
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Hong Kong business registration numbers/certificate of incorporation numbers/beneficial owner
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identification codes (if such applications are made by nominees as agent for the benefit of
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another person) whereas those displayed in the section headed “Results of Applications Made by
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Giving Electronic Application Instructions to HKSCC via CCASS ” in this announcement are
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provided by CCASS Participants via CCASS. Therefore, the identification document numbers
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shown in the two sections are different in nature.
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Since applications are subject to personal information collection statements, beneficial owner
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identification codes displayed in the sections headed “Results of Applications Made by HK
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eIPO White Form ” and “Results of Applications Made by Giving Electronic Application
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Instructions to HKSCC via CCASS ” are redacted and not all details of applications are
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disclosed in this announcement.
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--- page 6 ---
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8
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Despatch/Collection of H Share Certificates/e-Auto Refund Payment Instructions/Refund
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Cheques
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• Applicants who applied for 1,000,000 Hong Kong Offer Shares or more through the HK
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eIPO White Form service and who have been wholly successfully or partially successfully
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allocated Hong Kong Offer Shares and are eligible to collect H Share certificates in person
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may collect H Share certificates from the H Share Registrar, Tricor Investor Services
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Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong from 9:00 a.m.
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to 1:00 p.m. on Thursday, October 5, 2023, or such other place or date as notified by the
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Company as the place or date of despatch/collection of H Share certificates/e-Auto Refund
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payment instructions/refund cheques.
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• Applicants being individuals who are eligible for personal collection cannot authorize any
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other person to make collection on their behalf. Corporate applicants which are eligible
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for personal collection must attend by their authorised representatives bearing letters
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of authorisation from their corporations stamped with the corporations ’ chops. Both
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individuals and authorised representatives (if applicable) must produce, at the time of
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collection, evidence of identity acceptable to Tricor Investor Services Limited.
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• H Share certificates for the Hong Kong Offer Shares allocated to applicants who applied
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for less than 1,000,000 Hong Kong Offer Shares through the HK eIPO White Form
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service are expected to be despatched to those entitled to the address specified in the
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relevant application instructions through the HK eIPO White Form service by ordinary
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post at their own risk on or before Thursday, October 5, 2023.
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• H Share certificates for the Hong Kong Offer Shares allocated to applicants who applied
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through the HK eIPO White Form service which are either not eligible for personal
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collection or which are eligible but are not collected in person by 1:00 p.m. on Thursday,
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October 5, 2023, are expected to be despatched by ordinary post to those entitled to them
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at their own risk on or before Thursday, October 5, 2023.
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• Wholly or partially successful applicants who applied by giving electronic application
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instructions to HKSCC via CCASS will have their H Share certificates issued in the
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name of HKSCC Nominees Limited and deposited into CCASS for credit to their CCASS
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Investor Participant stock accounts or the stock accounts of their designated CCASS
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Participants who gave electronic application instructions on their behalf on Thursday,
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October 5, 2023.
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• Applicants who applied through a designated CCASS Participant (other than a CCASS
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Investor Participant) should check the number of Hong Kong Offer Shares allocated to
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them with that CCASS Participant.
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--- page 7 ---
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9
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• Applicants who applied as a CCASS Investor Participant by giving electronic application
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instructions to HKSCC via CCASS should check and report any discrepancies to HKSCC
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before 5:00 p.m. on Thursday, October 5, 2023 or such other date as shall be determined
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by HKSCC or HKSCC Nominees. Applicants who applied as a CCASS Investor Participant
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by giving electronic application instructions to HKSCC via CCASS may also check
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the results of their applications and the amount of refund monies payable to them via the
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CCASS Phone System and the CCASS Internet System (under the procedures contained
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in HKSCC ’s “An Operating Guide for Investor Participants ” in effect from time to time)
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immediately after the crediting of the Hong Kong Offer Shares to the CCASS Investor
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Participants stock accounts and the crediting of the refund monies to the CCASS Investor
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Participants bank accounts. HKSCC will also make available to the CCASS Investor
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Participants an activity statement showing the number of Hong Kong Offer Shares credited
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to their stock accounts and the refund amount credited to their respective designated bank
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accounts (if any).
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• Applicants who applied through the HK eIPO White Form service and paid the
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application monies from a single bank account will have refund monies (if any) despatched
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to their application payment accounts in the form of e-Auto Refund payment instructions
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on Thursday, October 5, 2023. Applicants who applied through the HK eIPO White Form
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service and paid the application monies from multiple bank accounts will have refund
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monies (if any) despatched to the addresses specified on their HK eIPO White Form
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applications in the form of refund check(s) in favour of the applicant (or, in the case of
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joint applications, the first-named applicant) by ordinary post at their own risk on or before
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Thursday, October 5, 2023.
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• Refund monies for applicants who have applied by giving electronic application
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instructions to HKSCC via CCASS are expected to be credited to the relevant applicants ’
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designated bank accounts or the designated bank accounts of their brokers or custodians on
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Thursday, October 5, 2023.
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• H Share certificates will only become valid certificates of title at 8:00 a.m. on the Listing
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Date which is expected to be Friday, October 6, 2023, provided that the Global Offering
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has become unconditional in all respects at or before that time and the right of termination
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described in the section headed “Underwriting – Hong Kong Underwriting Arrangements
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{ Hong Kong Public Offering { Grounds for Termination ” in the Prospectus has not been
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exercised.
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• The Company will not issue any temporary documents of title in respect of the Offer
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Shares and will not issue any receipt for application monies received.
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Commencement of Dealings
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H Share certificates for the Hong Kong Offer Shares will only become valid evidence of title
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provided that (i) the Global Offering has become unconditional in all respects; and (ii) neither
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of the Underwriting Agreements has been terminated in accordance with their terms prior to
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8:00 a.m. on the Listing Date. Investors who trade H Shares on the basis of publicly available
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allocation details prior to the receipt of H Share certificates or prior to the H Share certificates
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becoming valid do so at their own risk.
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--- page 8 ---
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10
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Assuming that the Global Offering becomes unconditional in all respects at or before 8:00 a.m.
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on Friday, October 6, 2023 (Hong Kong time), dealings in the H Shares on the Main Board of
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the Stock Exchange are expected to commence at 9:00 a.m. on Friday, October 6, 2023 (Hong
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Kong time). The H Shares will be traded in board lots of 400 H Shares each. The stock code of
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the H Shares is 1973.
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In view of the high concentration of shareholding in a small number of H Shareholders,
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H Shareholders and prospective investors should be aware that the price of the H Shares
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could move substantially even with a small number of H Shares traded, and should exercise
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extreme caution when dealing in H Shares.
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OFFER PRICE
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The Offer Price has been determined at HK$6.50 per Offer Share (excluding brokerage of 1.0%,
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SFC transaction levy of 0.0027%, Hong Kong Stock Exchange trading fee of 0.00565% and AFRC
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transaction levy of 0.00015%).
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NET PROCEEDS FROM THE GLOBAL OFFERING
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Based on the Offer Price of HK$6.50 per Offer Share, the net proceeds from the Global Offering to
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be received by the Company, after deduction of underwriting fees and commissions and estimated
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expenses payable by the Company in connection with the Global Offering, are estimated to be
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approximately HK$1,008.5 million.
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The Company intends to apply the net proceeds as follows:
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• 65.0%, or approximately HK$655.5 million, will be allocated to further expand the
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Company ’s private equity fund management business;
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• 25.0%, or approximately HK$252.1 million, will be allocated to further develop and
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strengthen the Company ’s direct investment business; and
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• 10.0%, or approximately HK$100.9 million, will be allocated to the Company ’s general
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corporate purposes.
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For further information, please refer to the section headed “Future Plans and Use of Proceeds ” in
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the Prospectus.
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As no over-allocation of International Offer Shares has been made, the Over-allotment Option has
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not been and will not be exercised, and no additional proceeds are expected to be received by the
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Company in this connection.
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--- page 9 ---
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11
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APPLICATIONS AND INDICATIONS OF INTEREST RECEIVED IN THE HONG KONG
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PUBLIC OFFERING
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The Hong Kong Offer Shares initially available under the Hong Kong Public Offering have been
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under-subscribed. At the close of the application lists at 12:00 noon on Thursday, September
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28, 2023, a total of 1,469 valid applications have been received pursuant to the Hong Kong
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Public Offering through the HK eIPO White Form service and giving electronic application
|
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instructions to HKSCC for a total of 4,549,600 Hong Kong Offer Shares, representing
|
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approximately 0.26 times of the total number of 17,326,000 Hong Kong Offer Shares initially
|
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available for subscription under the Hong Kong Public Offering, among which:
|
||
• 1,468 valid applications in respect of a total of 2,549,600 Hong Kong Offer Shares were
|
||
for the Hong Kong Public Offering with an aggregate subscription amount based on the
|
||
maximum Offer Price of HK$11.40 per Offer Share (excluding brokerage of 1%, SFC
|
||
transaction levy of 0.0027%, Hong Kong Stock Exchange trading fee of 0.00565% and AFRC
|
||
transaction levy of 0.00015%) of HK$5 million or less, representing approximately 0.29
|
||
times of the 8,663,200 Hong Kong Offer Shares initially comprised in Pool A; and
|
||
• 1 valid application in respect of a total of 2,000,000 Hong Kong Offer Shares was for the
|
||
Hong Kong Public Offering with an aggregate subscription amount based on the maximum
|
||
Offer Price of HK$11.40 per Offer Share (excluding brokerage of 1%, SFC transaction levy
|
||
of 0.0027%, Hong Kong Stock Exchange trading fee of 0.00565% and AFRC transaction
|
||
levy of 0.00015%) of more than HK$5 million, representing approximately 0.23 times of the
|
||
8,662,800 Hong Kong Offer Shares initially comprised in Pool B.
|
||
No application was rejected due to invalid application. Two multiple or suspected multiple
|
||
applications were identified and rejected. No application was rejected due to dishonored payments.
|
||
No application for more than 8,662,800 Hong Kong Offer Shares (being approximately 50% of the
|
||
Hong Kong Offer Shares initially available under the Hong Kong Public Offering) was identified.
|
||
As the Hong Kong Offer Shares initially offered under the Hong Kong Public Offering have been
|
||
under-subscribed, the reallocation procedures as described in the section headed “Structure of the
|
||
Global Offering – The Hong Kong Public Offering – Reallocation and Clawback ” in the Prospectus
|
||
have been applied, and a total number of 12,776,400 unsubscribed Hong Kong Offer Shares have
|
||
been reallocated to the International Offering.
|
||
|
||
|
||
--- page 10 ---
|
||
12
|
||
As a result of such reallocation, the final number of Offer Shares under the Hong Kong Public
|
||
Offering is 4,549,600 Offer Shares, representing approximately 2.63% of the total number of
|
||
Offer Shares initially available under the Global Offering, and being allocated to 1,469 successful
|
||
applicants under the Hong Kong Public Offering, among which 949 applicants (representing
|
||
approximately 64.60% of the 1,469 Shareholders who were allocated the Offer Shares under the
|
||
Hong Kong Public Offering) have been allotted one board lot of Offer Shares totalling 379,600 H
|
||
Shares (representing approximately 8.34% of the total Offer Shares under the Hong Kong Public
|
||
Offering after reallocation).
|
||
The Offer Shares offered in the Hong Kong Public Offering were conditionally allocated on the
|
||
basis set out in the paragraph headed “Basis of Allocation under the Hong Kong Public Offering ”
|
||
below.
|
||
INTERNATIONAL OFFERING
|
||
The Offer Shares initially offered under the International Offering have been slightly
|
||
over-subscribed, representing approximately 1.28 times of the total number of Offer Shares
|
||
initially available under the International Offering. The Overall Coordinators have exercised their
|
||
discretion to reallocate the unsubscribed Offer Shares under the Hong Kong Public Offering to the
|
||
International Offering as described in the section headed “Structure of the Global Offering – The
|
||
Hong Kong Public Offering – Reallocation and Clawback ” in the Prospectus. A total number of
|
||
12,776,400 Offer Shares initially available for subscription under the Hong Kong Public Offering
|
||
have been reallocated to the International Offering. As a result of such reallocation, the final
|
||
number of Offer Shares under the International Offering is 168,708,400 Offer Shares, representing
|
||
approximately 97.37% of the total number of Offer Shares initially available under the Global
|
||
Offering (given that the Over-allotment Option has not been and will not be exercised). There has
|
||
not been an over-allocation of Offer Shares under the International Offering and there are a total of
|
||
180 placees under the International Offering, among which 85 placees have been allotted one board
|
||
lot of Offer Shares, totalling 34,000 H Shares, representing approximately 0.02% of the Offer
|
||
Shares initially available under the International Offering (after reallocation).
|
||
|
||
|
||
--- page 11 ---
|
||
13
|
||
Cornerstone Investors
|
||
Based on the final Offer Price of HK$6.50 per Offer Share (exclusive of brokerage of 1%, SFC
|
||
transaction levy of 0.0027%, Hong Kong Stock Exchange trading fee of 0.00565% and AFRC
|
||
transaction levy of 0.00015%) and pursuant to the relevant Cornerstone Investment Agreements as
|
||
disclosed in the section headed “Cornerstone Investment ” in the Prospectus, the number of Offer
|
||
Shares subscribed for by the Cornerstone Investors is determined as set out below:
|
||
Cornerstone Investors
|
||
Total
|
||
Investment
|
||
Amount
|
||
Number of
|
||
H Shares
|
||
subscribed
|
||
(rounded down
|
||
to nearest
|
||
whole board
|
||
lot of 400
|
||
H Shares) (1)
|
||
Approximate
|
||
% of
|
||
H Shares
|
||
in issue
|
||
immediately
|
||
following
|
||
the completion
|
||
of Global
|
||
Offering (2)
|
||
Approximate
|
||
% of
|
||
total issued
|
||
share capital
|
||
immediately
|
||
following
|
||
the completion
|
||
of Global
|
||
Offering (2)
|
||
(US$ in million)
|
||
Futian Guiding Fund 30.9 37,260,000 21.51% 5.38%
|
||
Qingdao Haiming (3) 9.1 11,000,000 6.35% 1.59%
|
||
Qingdao Hainuo (3) 9.4 11,300,000 6.52% 1.63%
|
||
Qingdao Financial (3) 12.5 15,000,000 8.66% 2.16%
|
||
Total(4) 61.9 74,560,000 43.03% 10.76%
|
||
Notes:
|
||
(1) The final number of the Offer Shares allotted to each of the Cornerstone Investors was calculated with reference
|
||
to the actual Hong Kong dollar amount of their respective investment remitted and the exchange rate at the
|
||
actual date of their payment/remittance, if applicable. Due to the currency exchange difference, the final number
|
||
of Offer Shares allotted may be different from the illustrative number of Offer Shares to be subscribed by
|
||
certain Cornerstone Investors as disclosed in the Prospectus.
|
||
(2) The Overall Coordinators and the Joint Global Coordinators confirm that no over-allocation of International
|
||
Offer Shares has been made and the Over-allotment Option has not been and will not be exercised.
|
||
(3) Each of Qingdao Haiming, Qingdao Hainuo and Qingdao Financial is ultimately controlled by Qingdao
|
||
Municipal People ’s Government (ִ݁As the Offer Price is finally determined to be HK$6.50, the
|
||
LR8.08(3) Adjustment set out on page 371 of the Prospectus under the section headed “Cornerstone Investment ”
|
||
has been triggered. The total investment amounts of the Cornerstone Investors have been reduced to US$61.9
|
||
million, while the aggregate investment amounts of the three largest public Shareholders (including the
|
||
Cornerstone Investors) have been reduced by US$71.9 million, in which case the total Offer Shares allocated to
|
||
the three largest public Shareholders would represent approximately 49.99% of the Shares in public hands.
|
||
(4) Any discrepancies in the tables above between the amounts identified as total amounts and the sum of the
|
||
amounts listed therein are due to rounding.
|
||
|
||
|
||
--- page 12 ---
|
||
14
|
||
11,300,000 Offer Shares, representing approximately 1.63% of the Shares in issue immediately
|
||
upon the completion of the Global Offering (given that the Over-allotment Option has not been
|
||
and will not be exercised), were placed to Qingdao Hainuo as a Cornerstone Investor. For the
|
||
purpose of the Qingdao Hainuo Cornerstone Investment, Qingdao Hainuo has engaged Galaxy
|
||
Jinhui, an asset manager that is a QDII as approved by the relevant PRC authority, to subscribe
|
||
for the H Shares under the cornerstone investment in the name of its financial product, Galaxy
|
||
Asset Management Plan, on a non-discretionary basis on behalf of Qingdao Hainuo under the
|
||
International Offering. As Galaxy Jinhui and Galaxy Securities (as one of the capital market
|
||
intermediaries, Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers in the
|
||
Global Offering) are members of a group of companies controlled by China Galaxy Securities Co.,
|
||
Ltd. (ʮ̡ ), Galaxy Jinhui is a “connected client ” of Galaxy Securities
|
||
for the purpose of paragraph 13(7) of Appendix 6 to the Listing Rules. The Company has applied
|
||
to the Stock Exchange for, and the Stock Exchange has granted, its consent under paragraph 5(1)
|
||
of the Placing Guidelines to permit Qingdao Hainuo to participate in the Global Offering through
|
||
Galaxy Jinhui as the asset manager in the name of Galaxy Asset Management Plan. Please refer to
|
||
the section headed “Waivers from Strict Compliance with the Listing Rules ” in the Prospectus.
|
||
To the best knowledge of the Directors, (i) each of the Cornerstone Investors is an Independent
|
||
Third Party and is not our connected person (as defined in the Listing Rule); (ii) the Cornerstone
|
||
Investors are not accustomed to take instructions from our Company, the Directors, the
|
||
Supervisors, chief executive, the Controlling Shareholders, the substantial Shareholders, other
|
||
existing Shareholders 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 their name or otherwise
|
||
held by them; and (iii) none of the subscription of the relevant Offer Shares by the Cornerstone
|
||
Investors is financed by the Company, the Directors, the Supervisors, chief executive, substantial
|
||
Shareholders, other existing Shareholders or any of its subsidiaries or their respective close
|
||
associates.
|
||
The Cornerstone Placing will form part of the International Offering and the Cornerstone Investors
|
||
will not subscribe for any Offer Shares under the Global Offering (other than pursuant to the
|
||
Cornerstone Investment Agreements). The Offer Shares to be subscribed by the Cornerstone
|
||
Investors will rank pari passu in all respect with the fully paid Shares in issue and will be counted
|
||
towards the public float of our Company under Rule 8.08 of the Listing Rules. Immediately
|
||
following the completion of the Global Offering, none of the Cornerstone Investors will become
|
||
a substantial Shareholder of our Company. The Cornerstone Investors or their close associates
|
||
will not, by virtue of their cornerstone investments, have any Board representation in our
|
||
Company. Other than a guaranteed allocation of the relevant Offer Shares at the final Offer Price,
|
||
the Cornerstone Investors do not have any preferential rights in the Cornerstone Investment
|
||
Agreements compared with other public Shareholders. As confirmed by the Cornerstone Investors,
|
||
(i) their subscription under the Cornerstone Placing would be financed by their internal resources
|
||
and/or the financial resources of their shareholders; and (ii) there are no side arrangements or
|
||
agreements between the Company and the Cornerstone Investors for the purpose of the Cornerstone
|
||
Investments.
|
||
Each of the Cornerstone Investors has agreed that it will not, whether directly or indirectly, at
|
||
any time during the period of six (6) months following the Listing Date (the “Lock-up Period ”),
|
||
dispose of any of the Offer Shares it has purchased pursuant to the relevant Cornerstone Investment
|
||
Agreement, save for certain limited circumstances, such as transfers to any of its wholly-owned
|
||
subsidiaries which will be bound by the same obligations of such Cornerstone Investor, including
|
||
the Lock-up Period restriction.
|
||
|
||
|
||
--- page 13 ---
|
||
15
|
||
Please refer to the section headed “Cornerstone Investment ” in the Prospectus for further details
|
||
relating to the Cornerstone Investors.
|
||
Placees with the Consent under Paragraph 5(1) of Placing Guidelines
|
||
Certain Offer Shares were placed to the following placees who are connected clients of certain lead
|
||
brokers or distributor within the meaning of the Placing Guidelines. The Company has applied to
|
||
the Stock Exchange for, and the Stock Exchange has granted, its consent under paragraph 5(1) of
|
||
the Placing Guidelines to permit the Company to allocate such Offer Shares as set out below.
|
||
Placee
|
||
Connected
|
||
Underwriters or
|
||
Distributor
|
||
Relationship with
|
||
the Connected Underwriters
|
||
or Distributor
|
||
Number of
|
||
Offer Shares
|
||
placed
|
||
Approximate %
|
||
of the Offer
|
||
Shares initially
|
||
available under
|
||
the Global
|
||
Offering (1)
|
||
Approximate %
|
||
of the total issued
|
||
share capital
|
||
immediately
|
||
following the
|
||
completion of the
|
||
Global Offering (1)
|
||
Connected Clients holding H Shares on a non-discretionary basis
|
||
Galaxy Asset Management Plan
|
||
(subscribing for and holding the
|
||
Offer Shares on behalf of Qingdao
|
||
Hainuo, a Cornerstone Investor)
|
||
Galaxy Securities Both Galaxy Jinhui, the asset
|
||
manager of Galaxy Asset
|
||
Management Plan, and Galaxy
|
||
Securities are members of a group
|
||
of companies controlled by China
|
||
Galaxy Securities Co., Ltd. ( ʕ
|
||
ʮ̡ )
|
||
11,300,000 6.52% 1.63%
|
||
Note:
|
||
(1) The Overall Coordinators and the Joint Global Coordinators confirm that no over-allocation of International
|
||
Offer Shares has been made and the Over-allotment Option has not been and will not be exercised.
|
||
|
||
|
||
--- page 14 ---
|
||
16
|
||
Placees with the Consent under Paragraph 5(2) of Placing Guidelines and Rule 10.04 of the
|
||
Listing Rules
|
||
Certain Offer Shares were placed to Marvel Horizon Limited, a close associate of an existing
|
||
holder of the Company ’s Shares quoted on the NEEQ. The Company has applied to the Stock
|
||
Exchange for, and the Stock Exchange has granted, a waiver from strict compliance with Rule
|
||
10.04 of the Listing Rules and its consent under paragraph 5(2) of the Placing Guidelines to permit
|
||
the Company to allocate such H Shares to Marvel Horizon Limited as set out below.
|
||
Placee
|
||
Relationship with
|
||
the Company
|
||
Number of
|
||
Offer Shares
|
||
placed
|
||
Approximate %
|
||
of the total Offer
|
||
Shares initially
|
||
available under
|
||
the Global
|
||
Offering (1)
|
||
Approximate %
|
||
of the Company ’s
|
||
issued share
|
||
capital
|
||
immediately
|
||
following the
|
||
completion of the
|
||
Global Offering (1)
|
||
Marvel Horizon Limited A close associate of Mr. Cao
|
||
Minghui, an existing holder
|
||
of the Company ’s Shares
|
||
quoted on the NEEQ
|
||
10,710,000 6.18% 1.55%
|
||
Note:
|
||
(1) The Overall Coordinators and the Joint Global Coordinators confirm that no over-allocation of International
|
||
Offer Shares has been made and the Over-allotment Option has not been and will not be exercised.
|
||
To the best knowledge of the Company, save for Marvel Horizon Limited, a close associate
|
||
of an existing holder of the Company ’s Shares quoted on the NEEQ, (i) none of the Offer
|
||
Shares subscribed by public shareholders in the Hong Kong Public Offering and placees in the
|
||
International Offering has been directly or indirectly financed by the Company, the Directors,
|
||
the Supervisors, chief executive, the Controlling Shareholders, substantial Shareholders, existing
|
||
Shareholders or any of its subsidiaries or their respective close associates; and (ii) none of the
|
||
public shareholders in the Hong Kong Public Offering and placees in the International Offering
|
||
who has subscribed for the Offer Shares is accustomed to taking instructions from the Company,
|
||
the Directors, the Supervisors, chief executive, the Controlling Shareholders, substantial
|
||
Shareholders, existing Shareholders or any of its subsidiaries or their respective close associates
|
||
in relation to the acquisition, disposal, voting or other disposition of the Shares registered in their
|
||
name or otherwise held by them. The International Offering is in compliance with the Placing
|
||
Guidelines.
|
||
Save as disclosed in the above sections headed “International Offering { Cornerstone Investors ”,
|
||
“International Offering { Placees with the Consent under Paragraph 5(1) of Placing Guidelines ”
|
||
and “International Offering { Placees with the Consent under Paragraph 5(2) of Placing
|
||
Guidelines and Rule 10.04 of the Listing Rules ” of this announcement, to the best knowledge,
|
||
information and belief of the Directors, no Offer Shares placed by or through the Overall
|
||
Coordinators, the Joint Global Coordinators, the Joint Bookrunners, the Joint Lead Managers or the
|
||
Underwriters under the Global Offering have been placed with applicants who are core connected
|
||
persons (as defined in the Listing Rules) or directors of the Company, or to any connected clients
|
||
(as set out in paragraph 5(1) of the Placing Guidelines), or persons set out in paragraph 5(2) of the
|
||
Placing Guidelines, whether in their own names or through nominees.
|
||
|
||
|
||
--- page 15 ---
|
||
17
|
||
Over-allotment Option
|
||
In connection with the Global Offering, the Company has granted the Over-allotment Option to the
|
||
International Underwriters, exercisable by the Overall Coordinators (for themselves and on behalf
|
||
of the International Underwriters), at any time from the Listing Date to Saturday, October 28,
|
||
2023, being the 30th day after the last day for lodging applications under the Hong Kong Public
|
||
Offering, to require the Company to allot and issue up to an aggregate of 25,988,000 additional H
|
||
Shares, representing approximately 15.0% of the total number of Offer Shares initially available
|
||
under the Global Offering, at the Offer Price to cover the over-allocations in the International
|
||
Offering. There has been no over-allocation of International Offer Shares. Accordingly, the Over-
|
||
allotment Option has not been and will not be exercised. In view of the fact that there has been no
|
||
over-allocation in the International Offering, there has been no delayed delivery arrangement with
|
||
any investor under the International Offering, and no stabilization activities as described in the
|
||
Prospectus are expected to take place during the stabilizing period (which will begin on the Listing
|
||
Date and end on the 30th day after the last day for the lodging of applications under the Hong
|
||
Kong Public Offering, i.e. Saturday, October 28, 2023). The Company will ensure or procure that
|
||
a public announcement in compliance with the Securities and Futures (Price Stabilizing) Rules will
|
||
be issued within seven days after the end of the stabilizing period.
|
||
LOCK-UP OBLIGATIONS
|
||
The Company, the Controlling Shareholders, the other existing Shareholders and the Cornerstone
|
||
Investors are subject to lock-up obligations (the “Lock-up Obligations ”) in respect of the Shares.
|
||
The major terms of the Lock-up Obligations are as follows:
|
||
Name Type of Shares
|
||
Number of
|
||
Shares held in
|
||
the Company
|
||
subject to the
|
||
Lock-up
|
||
Obligations
|
||
upon the
|
||
Listing
|
||
Percentage of
|
||
shareholding in
|
||
the Company
|
||
subject to
|
||
the Lock-up
|
||
Obligations
|
||
after Listing (1)
|
||
Last day
|
||
subject to the
|
||
Lock-up
|
||
Obligations
|
||
The Company (subject to lock-
|
||
up obligations pursuant to the
|
||
Listing Rules and the Hong Kong
|
||
Underwriting Agreement) N/A N/A N/A April 6, 2024 (2)
|
||
The Controlling Shareholders (subject
|
||
to lock-up obligations pursuant to the
|
||
Listing Rules and the Underwriting
|
||
Agreements)
|
||
Mr. Wang Unlisted Shares 209,748,220 30.27% April 6, 2024 (3)
|
||
October 6, 2024 (3)
|
||
Tiantu Xinghe Unlisted Shares 8,750,000 1.26% April 6, 2024 (3)
|
||
October 6, 2024 (3)
|
||
Tiantu Xingzhi Unlisted Shares 8,750,000 1.26% April 6, 2024 (3)
|
||
October 6, 2024 (3)
|
||
|
||
|
||
--- page 16 ---
|
||
18
|
||
Name Type of Shares
|
||
Number of
|
||
Shares held in
|
||
the Company
|
||
subject to the
|
||
Lock-up
|
||
Obligations
|
||
upon the
|
||
Listing
|
||
Percentage of
|
||
shareholding in
|
||
the Company
|
||
subject to
|
||
the Lock-up
|
||
Obligations
|
||
after Listing (1)
|
||
Last day
|
||
subject to the
|
||
Lock-up
|
||
Obligations
|
||
Cornerstone Investors (subject to lock-up
|
||
obligations pursuant to their respective
|
||
Cornerstone Investment Agreements)
|
||
Futian Guiding Fund H Shares 37,260,000 5.38% April 6, 2024 (4)
|
||
Qingdao Haiming H Shares 11,000,000 1.59% April 6, 2024 (4)
|
||
Qingdao Hainuo H Shares 11,300,000 1.63% April 6, 2024 (4)
|
||
Qingdao Financial H Shares 15,000,000 2.16% April 6, 2024 (4)
|
||
Notes:
|
||
(1) The Overall Coordinators and the Joint Global Coordinators confirm that no over-allocation of International
|
||
Offer Shares has been made and the Over-allotment Option has not been and will not be exercised.
|
||
(2) The Company may not issue Shares prior to the indicated date in accordance with Rule 10.08 of the Listing
|
||
Rules.
|
||
(3) The Controlling Shareholders shall not (a) dispose of any of the relevant securities of the Company in the First
|
||
Six-Month Period; and (b) dispose of any of the relevant securities of the Company in the Second Six-Month
|
||
Period, respectively, if immediately following such disposal the Controlling Shareholder would cease to be a
|
||
controlling shareholder (as defined in the Listing Rules) of the Company. For further details, please refer to
|
||
the paragraphs headed “Underwriting { Undertakings to the Stock Exchange pursuant to the Listing Rules {
|
||
Undertakings by our Controlling Shareholders ” in the Prospectus.
|
||
(4) Save for certain limited circumstances (such as transfer to its wholly-owned subsidiaries) as set out in the
|
||
Cornerstone Investment Agreements, each of the Cornerstone Investors shall not dispose of any of the Offer
|
||
Shares acquired in the Global Offering pursuant to the relevant Cornerstone Investment Agreement on or before
|
||
the indicated date.
|
||
PUBLIC FLOAT
|
||
The Directors confirm that immediately following the completion of the Global Offering, (a)
|
||
no placee will, individually, be placed more than 10% of the enlarged issued share capital of
|
||
the Company immediately after the Global Offering; (b) there will not be any new substantial
|
||
shareholder (as defined in the Listing Rules) of the Company immediately after the Global
|
||
Offering; (c) the total number of H Shares of the Company held by the public represents at least
|
||
25% of the Company ’s total number of issued Shares; (d) 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 Listing
|
||
in compliance with Rules 8.08(3) and 8.24 of the Listing Rules; and (e) there will be at least 300
|
||
Shareholders at the time of Listing in compliance with Rule 8.08(2) of the Listing Rules.
|
||
|
||
|
||
--- page 17 ---
|
||
19
|
||
BASIS OF ALLOCATION UNDER THE HONG KONG PUBLIC OFFERING
|
||
Subject to the satisfaction of the conditions set out in the paragraph headed “Structure of the
|
||
Global Offering { Conditions of the Global Offering ” in the Prospectus, valid applications made
|
||
by the public through giving electronic applications instructions to HKSCC via CCASS and
|
||
through the HK eIPO White Form service will be conditionally allocated on the basis set out
|
||
below:
|
||
NO. OF
|
||
H SHARES
|
||
APPLIED
|
||
FOR
|
||
NO. OF VALID
|
||
APPLICATIONS BASIS OF ALLOTMENT/BALLOT
|
||
PERCENTAGE
|
||
ALLOTTED OF
|
||
THE TOTAL NO.
|
||
OF H SHARES
|
||
APPLIED FOR
|
||
POOL A
|
||
400 949 400 shares 100.00%
|
||
800 167 800 shares 100.00%
|
||
1,200 67 1,200 shares 100.00%
|
||
1,600 46 1,600 shares 100.00%
|
||
2,000 75 2,000 shares 100.00%
|
||
2,400 14 2,400 shares 100.00%
|
||
2,800 18 2,800 shares 100.00%
|
||
3,200 13 3,200 shares 100.00%
|
||
3,600 3 3,600 shares 100.00%
|
||
4,000 36 4,000 shares 100.00%
|
||
6,000 19 6,000 shares 100.00%
|
||
8,000 16 8,000 shares 100.00%
|
||
10,000 23 10,000 shares 100.00%
|
||
20,000 10 20,000 shares 100.00%
|
||
30,000 5 30,000 shares 100.00%
|
||
40,000 2 40,000 shares 100.00%
|
||
50,000 1 50,000 shares 100.00%
|
||
100,000 3 100,000 shares 100.00%
|
||
200,000 1 200,000 shares 100.00%
|
||
Total: 1,468 Total number of Pool A successful applicants: 1,468
|
||
NO. OF
|
||
H SHARES
|
||
APPLIED
|
||
FOR
|
||
NO. OF VALID
|
||
APPLICATIONS BASIS OF ALLOTMENT/BALLOT
|
||
PERCENTAGE
|
||
ALLOTTED OF
|
||
THE TOTAL NO.
|
||
OF H SHARES
|
||
APPLIED FOR
|
||
POOL B
|
||
2,000,000 1 2,000,000 shares 100.00%
|
||
Total: 1 Total number of Pool B successful applicants: 1
|
||
The final number of Offer Shares under the Hong Kong Public Offering is 4,549,600 Offer Shares,
|
||
representing approximately 2.63% of the total number of Offer Shares initially available under the
|
||
Global Offering.
|
||
|
||
|
||
--- page 18 ---
|
||
20
|
||
RESULTS OF ALLOCATIONS
|
||
The results of allocations and the Hong Kong identity card/passport/Hong Kong business
|
||
registration/certificate of incorporation numbers of successful applicants under the Hong Kong
|
||
Public Offering will be available at the times and date and in the manner specified below:
|
||
• in the announcement to be posted on the Company ’s website at www.tiantucapital.com and
|
||
the Stock Exchange ’s website at www.hkexnews.hk by no later than 8:00 a.m. on Thursday,
|
||
October 5, 2023. Please note that the list of identification document numbers set out in this
|
||
announcement may not be a complete list of successful applicants since only successful
|
||
applicants whose identification document numbers are provided to HKSCC by CCASS
|
||
Participants are disclosed. Applicants with beneficial names only but not identification
|
||
document numbers are not disclosed due to personal privacy issue as elaborated below.
|
||
Applicants who applied for the Hong Kong Offer Shares through their brokers can consult
|
||
their brokers to enquire about their application results;
|
||
• from the “IPO Results ” function in the IPO App or the designated results of allocations
|
||
website at www.tricor.com.hk/ipo/result or www.hkeipo.hk/IPOResult with a “search
|
||
by ID ” function on a 24 hour basis from 8:00 a.m. on Thursday, October 5, 2023 to 12:00
|
||
midnight on Wednesday, October 11, 2023; and
|
||
• from the allocation results telephone enquiry line by calling +852 3691 8488 between 9:00
|
||
a.m. and 6:00 p.m. from Thursday, October 5, 2023 to Wednesday, October 11, 2023 (exclude
|
||
Saturday, Sunday and public holiday in Hong Kong).
|
||
This announcement contains a list of identification document numbers. Identification document
|
||
numbers shown in the section headed “Results of Applications Made by HK eIPO White Form ”
|
||
in this announcement refer to Hong Kong identity card numbers/passport numbers/Hong Kong
|
||
business registration numbers/certificate of incorporation numbers/beneficial owner identification
|
||
codes (if such applications are made by nominees as agent for the benefit of another person)
|
||
whereas those displayed in the section headed “Results of Applications Made by Giving Electronic
|
||
Application Instructions to HKSCC via CCASS ” in this announcement are provided by CCASS
|
||
Participants via CCASS. Therefore, the identification document numbers shown in the two sections
|
||
are different in nature.
|
||
Since applications are subject to personal information collection statements, beneficial owner
|
||
identification codes displayed in the sections headed “Results of Applications Made by HK eIPO
|
||
White Form ” and “Results of Applications Made by Giving Electronic Application Instructions
|
||
to HKSCC via CCASS ” are redacted and not all details of applications are disclosed in this
|
||
announcement.
|
||
The final Offer Price, the level of indication of interest in the International Offering, the level
|
||
of applications in the Hong Kong Public Offering and the basis of allocation of the Hong Kong
|
||
Offer Shares will be announced on Thursday, October 5, 2023 on the Company ’s website at
|
||
www.tiantucapital.com and the Stock Exchange ’s website at www.hkexnews.hk .
|
||
|
||
|
||
--- page 19 ---
|
||
21
|
||
SHAREHOLDING CONCENTRATION ANALYSIS
|
||
A summary of allotment results under the International Offering is set out below:
|
||
• Top 1, 5, 10, 20 and 25 of the placees in the International Offering:
|
||
Placee Subscription
|
||
Number of
|
||
H Shares
|
||
held upon
|
||
Listing
|
||
Number of
|
||
Shares held
|
||
upon Listing
|
||
Subscription
|
||
as % of
|
||
International
|
||
Offer Shares
|
||
Subscription
|
||
as % of total
|
||
Offer Shares
|
||
Number of
|
||
H Shares as
|
||
% of total
|
||
H Shares
|
||
Number of
|
||
Shares as
|
||
% of total
|
||
Shares
|
||
upon Listing
|
||
Top 1 37,300,000 37,300,000 37,300,000 22.11% 21.53% 21.53% 5.38%
|
||
Top 5 110,158,800 110,158,800 110,158,800 65.30% 63.58% 63.58% 15.90%
|
||
Top 10 147,296,800 147,296,800 148,005,600 87.31% 85.02% 85.02% 21.36%
|
||
Top 20 168,421,200 168,421,200 169,130,000 99.83% 97.21% 97.21% 24.40%
|
||
Top 25 168,606,400 168,606,400 169,315,200 99.94% 97.32% 97.32% 24.43%
|
||
• Top 1, 5, 10, 20 and 25 of the Shareholders upon Listing:
|
||
Shareholder Subscription
|
||
Number of
|
||
H Shares held
|
||
upon Listing
|
||
Number of
|
||
Shares held
|
||
upon Listing
|
||
Subscription
|
||
as % of
|
||
International
|
||
Offer Shares
|
||
Subscription
|
||
as % of total
|
||
Offer Shares
|
||
Number of
|
||
H Shares as
|
||
% of total
|
||
H Shares
|
||
Number of
|
||
Shares as
|
||
% of total
|
||
Shares
|
||
upon Listing
|
||
Top 1 – – 209,748,220 – – – 30.27%
|
||
Top 5 74,560,000 74,560,000 389,453,857 44.19% 43.03% 43.03% 56.20%
|
||
Top 10 110,158,800 110,158,800 453,993,251 65.30% 63.58% 63.58% 65.51%
|
||
Top 20 153,266,800 153,266,800 530,317,086 90.85% 88.46% 88.46% 76.52%
|
||
Top 25 153,266,800 153,266,800 554,362,108 90.85% 88.46% 88.46% 79.99%
|
||
• Top 1, 5, 10, 20 and 25 of all the holders of the H Shares of the Company upon Listing:
|
||
H Shareholder Subscription
|
||
Number of
|
||
H Shares held
|
||
upon Listing
|
||
Number of
|
||
Shares held
|
||
upon Listing
|
||
Subscription
|
||
as % of
|
||
International
|
||
Offer Shares (3)
|
||
Subscription
|
||
as % of total
|
||
Offer Shares
|
||
Number of
|
||
H Shares as
|
||
% of total
|
||
H Shares
|
||
Number of
|
||
Shares as
|
||
% of total
|
||
Shares
|
||
upon Listing
|
||
Top 1 37,300,000 37,300,000 37,300,000 22.11% 21.53% 21.53% 5.38%
|
||
Top 5 110,158,800 110,158,800 110,158,800 65.30% 63.58% 63.58% 15.90%
|
||
Top 10 147,296,800 147,296,800 148,005,600 87.31% 85.02% 85.02% 21.36%
|
||
Top 20 169,521,200 169,521,200 170,230,000 100.48% (4) 97.84% 97.84% 24.56%
|
||
Top 25 170,921,200 170,921,200 171,630,000 101.31% (4) 98.65% 98.65% 24.77%
|
||
Notes:
|
||
(1) Top Shareholders are determined by reference to the aggregate of the Unlisted Shares held by registered
|
||
Shareholders upon Listing and the H Shares subscribed in the Global Offering.
|
||
(2) The number of Shares is determined by reference to the aggregate of the Unlisted Shares held by the relevant
|
||
Shareholders upon Listing and the H Shares subscribed in the Global Offering.
|
||
(3) Represents the subscription level as a percentage of the total number of Shares under the International Offering
|
||
after reallocation.
|
||
(4) Includes the H Shares subscribed under the Hong Kong Public Offering.
|
||
|
||
|
||
--- page 20 ---
|
||
22
|
||
In view of the high concentration of shareholding in a small number of H 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 H Shares.
|