hk-ipo/data/extracted_text/02271/allotment_results_summary_2023-07-17_2023071700008.txt

--- page 1 ---
– 3 –
ANNOUNCEMENT OF OFFER PRICE
AND ALLOTMENT RESULTS
SUMMARY
Offer Price
• The Offer Price has been determined at HK$1.18 per Offer Share (excluding
brokerage of 1.0%, SFC transaction levy of 0.0027%, Stock Exchange trading
fee of 0.00565% and Accounting and Financial Reporting Council transaction
levy of 0.00015%).
Net Proceeds from the Global Offering
• Based on the Offer Price of HK$1.18 per Offer Share, the net proceeds from
the Global Offering to be received by the Company, after deducting the
underwriting commissions, fees and other estimated expenses paid and payable
by the Company in connection with the Global Offering and assuming that the
Over-allotment Option is not exercised at all, is estimated to be approximately
HK$91.7 million. The Company intends to apply such net proceeds in
accordance with the purposes as set out in the section headed “Net Proceeds
from the Global Offering” in this announcement.
• If the Over-allotment Option is exercised in full, the Company will receive
additional net proceeds of approximately HK$21.7 million for the issue of
19,000,000 additional Offer Shares. In such event, the Company will increase
the intended use of net proceeds on a pro rata basis according to the use
of proceeds as set out in “Net Proceeds from the Global Offering” in this
announcement.
Applications and Indications of Interest Received in the Hong Kong Public
Offering and the Preferential Offering
• The Hong Kong Offer Shares initially available under the Hong Kong Public
Offering have been moderately over-subscribed. A total of 1,690 valid
applications have been received pursuant to the Hong Kong Public Offering
through giving electronic application instructions  to HKSCC via CCASS
and through the HK eIPO White Form service for a total of 23,328,000 Offer
Shares, representing approximately 1.84 times the total number of 12,668,000
Hong Kong Offer Shares initially available for subscription under the Hong
Kong Public Offering.


--- page 2 ---
– 4 –
• The reallocation procedure as described in the section headed “Structure of
the Global Offering – Hong Kong Public Offering – Reallocation” in the
Prospectus has not been applied. The final number of Offer Shares allocated
to the Hong Kong Public Offering is 12,668,000 Offer Shares, representing
approximately 10.0% of the total number of Offer Shares initially available
under the Global Offering.
• A total of 19 valid applications for Reserved Shares pursuant to the
Preferential Offering from Qualifying Zhong An Shareholders under the
HK eIPO Blue Form  service and on BLUE  Application Forms for a total
of 659,764 Reserved Shares have been received, representing approximately
0.05 times the total number of 12,668,000 Reserved Shares initially available
under the Preferential Offering. 659,764 Reserved Shares were allocated to
Qualifying Zhong An Shareholders. All of the unsold Reserved Shares were
made available for subscription under the International Offering.
International Offering
• The Offer Shares initially offered under the International Offering have been
slightly over-subscribed, representing approximately 1.63 times the total
number of 114,000,000 Offer Shares initially available under the International
Offering (including 659,764 Reserved Shares under the Preferential Offering)
(before any exercise of the Over-allotment Option). As the number of Hong
Kong Public Offer Shares validly subscribed for in the Hong Kong Public
Offering represents less than 15 times the number of Hong Kong Public
Offer Shares initially available for subscription under the Hong Kong Public
Offering, the Overall Coordinators and the Joint Representatives have
decided not to exercise their authority to reallocate Offer Shares to the Hong
Kong Public Offering from the International Offering and make available
such reallocated Offer Shares as additional Hong Kong Public Offer Shares
in accordance with guidance letter HKEX-GL91–18 issued by the Stock
Exchange, and no reallocation procedure as described in “Structure of the
Global Offering – The Hong Kong Public Offering – Reallocation” in the
Prospectus has taken place. The final number of International Offer Shares
available under the International Offering is 113,340,236 Offer Shares,
representing 89.5% of the total number of Offer Shares initially available
under the Global Offering (before any exercise of the Over-allotment Option).


--- page 3 ---
– 5 –
• There has been an over-allocation of 19,000,000 Offer Shares and there are
a total of 130 placees under the International Offering. Among 130 placees
under the International Offering:
1) a total of 20 placees have been allocated one board lot of Offer Shares
or less, representing approximately 15.38% of 130 placees under the
International Offering. These placees have been allotted 40,000 Offer
Shares, representing approximately 0.0351% of the 114,000,000 Offer
Shares initially available under the International Offering (before any
exercise of the Over-allotment Option);
2) a total of 27 placees have been allocated two board lot of Offer Shares
or less, representing approximately 20.77% of 130 placees under the
International Offering. These placees have been allotted 68,000 Offer
Shares, representing approximately 0.0596% of the 114,000,000 Offer
Shares initially available under the International Offering (before any
exercise of the Over-allotment Option);
3) a total of 38 placees have been allocated three board lot of Offer Shares
or less, representing approximately 29.23% of 130 placees under the
International Offering. These placees have been allotted 134,000 Offer
Shares, representing approximately 0.1175% of the 114,000,000 Offer
Shares initially available under the International Offering (before any
exercise of the Over-allotment Option);
4) a total of 43 placees have been allocated four board lot of Offer Shares
or less, representing approximately 33.08% of 130 placees under the
International Offering. These placees have been allotted 174,000 Offer
Shares, representing approximately 0.1526% of the 114,000,000 Offer
Shares initially available under the International Offering (before any
exercise of the Over-allotment Option); and
5) a total of 75 placees have been allocated five board lot of Offer Shares
or less, representing approximately 57.69% of 130 placees under the
International Offering. These placees have been allotted 494,000 Offer
Shares, representing approximately 0.4333% of the 114,000,000 Offer
Shares initially available under the International Offering (before any
exercise of the Over-allotment Option).


--- page 4 ---
– 6 –
Placees with the Consent under Paragraph 5(1) of the Placing Guidelines and
paragraph 4.20 of the Stock Exchange Guidance Letter GL85-16
• Under the International Offering, 17,100,000 Offer Shares (the “ Relevant
Offer Shares ”), representing approximately 13.50% of the total number
of Offer Shares initially available under the Global Offering (assuming the
Over-allotment Option is not exercised) and approximately 3.37% of the
total number of issued Shares immediately following the completion of the
Capitalization Issue and the Global Offering (assuming the Over-allotment
Option is not exercised), were placed to Guotai Junan Financial Products
Limited (“ GTJA Financial Products ”), which is a connected client of
Guotai Junan Securities (Hong Kong) Limited (“ GTJAS ”), one of the Joint
Bookrunners and Joint Lead Managers, pursuant to paragraph 13(7) of the
Placing Guidelines for Equity Securities set out in Appendix 6 to the Listing
Rules (the “Placing Guidelines”). An application has been made to the Stock
Exchange for, and the Stock Exchange has granted a consent under paragraph
5(1) of the Placing Guidelines to permit the Company to allocate Shares in the
International Offering to the above connected client. The Shares to be placed
to GTJA Financial Products is to establish hedge positions of the Relevant
Offer Shares for the structured notes linked to the Relevant Offer Shares (the
“Note”) to be issued by GTJA Holdings Guotai Junan International Holdings
Limited (“GTJA Holdings”) to one investor (the “Noteholder”).
Acquisition by GTJA Financial Products of the Relevant Offer Shares will be
fully funded by the Noteholder. GTJA Financial Products will hold the title
and the voting right of the Relevant Offer Shares but it will not exercise the
voting right of the Relevant Offer Shares during the tenor of the Note as per
its internal policy. GTJA Financial Products (via GTJA Holdings) will pass
through the economic exposure of the Relevant Offer Shares to the Noteholder
under the Note. The Note is linked to the Relevant Offer Shares and will
be settled in cash upon request for redemption from the Noteholder. GTJA
Financial Products shall redeem the Note (in whole but not in part) upon
receipt from the Noteholder, a notice to early redeem the Note in accordance
with the terms and conditions as set out in the Note document.
To the best knowledge of the Company, the Joint Sponsors, the Overall
Coordinators and the Joint Representatives, after making all reasonable
inquiries, the Noteholder and the ultimate beneficial holder of the Note is
an Independent Third Party, and is not a connected person (as defined in the
Listing Rules) of the Company or their respective associates (as defined in the
Listing Rules) and are in compliance with all the conditions under the consent
granted by the Stock Exchange.


--- page 5 ---
– 7 –
• GTJA Financial Products has been permitted to participate in the International
Offering pursuant to paragraph 4.20 of the Stock Exchange Guidance Letter
GL85-16 under a written consent under paragraph 5(1) of Appendix 6 to
the Listing Rules granted by the Stock Exchange to permit the Company to
allocate Shares in the International Offering to the above connected client.
Other than the aforementioned, the Directors, to the best of its knowledge
and information, confirm that, (i) none of the Offer Shares subscribed by
public Shareholders in the Hong Kong Public Offering and placees in the
International Offering (including the Preferential Offering) has been financed
directly or indirectly by the Company, any of the Directors, chief executive,
senior management, the Controlling Shareholders, substantial Shareholders
or existing Shareholders of the Company or any of its subsidiaries or their
respective close associates; (ii) no rebate has been, directly or indirectly,
provided by the Company, the Directors, chief executive, senior management,
the Controlling Shareholders, substantial Shareholders, existing Shareholders
or syndicate members, or any other brokers involved in the Global Offering,
to any public Shareholders in the Hong Kong Public Offering or placees in
the International Offering; (iii) none of the public Shareholders in the Hong
Kong Public Offering and placees in the International Offering (including the
Preferential Offering) who has subscribed for the Offer Shares is accustomed
to taking instructions from the Company, any of the Directors, chief executive,
senior management, the Controlling Shareholders, substantial Shareholders
or existing Shareholders of the Company or any of its subsidiaries or their
respective close associates in relation to the acquisition, disposal, voting or
other disposition of the Offer Shares registered in his/her/its name or otherwise
held by him/her/it; (iv) there is no side agreement or arrangement between
the Company, any of the Directors, chief executive, senior management, the
Controlling Shareholders, substantial Shareholders, existing Shareholders of
the Company or any of its subsidiaries or their respective close associates,
on one hand, and the public subscribers or the placee who has subscribed for
the Offer Shares, on the other hand; and (v) the consideration payable by the
public Shareholders in the Hong Kong Public Offering and placees in the
International Offering (including the Preferential Offering) for each Offer
Share subscribed for or purchased by them is the same as the final Offer Price as
determined by the Company, in addition to brokerage of 1.0%, SFC transaction
levy of 0.0027%, Accounting and Financial Reporting Council transaction levy
of 0.00015% and Stock Exchange trading fee of 0.00565%. The International
Offering is in compliance with the Placing Guidelines.


--- page 6 ---
– 8 –
Save as disclosed above, to the best knowledge, information and belief
of the Directors, (i) no Offer Shares placed by or through the Overall
Coordinators, the Joint Representatives, the Joint Global Coordinators, the
Joint Bookrunners, the Joint Lead Managers or the Underwriters under the
Global Offering have been placed with applicants and their respective ultimate
beneficial owners who are core connected persons (as defined in the Listing
Rules) of the Company, the Directors, 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; (ii) none of the Joint Sponsors, the Overall Coordinators, the
Joint Representatives, the Joint Global Coordinators, the Joint Bookrunners,
the Joint Lead Managers, the Underwriters and their respective affiliate
companies, and the connected clients of the lead broker or of any distributors
(as defined in the Placing Guidelines) has taken up any Offer Share for its own
benefits under the Global Offering; and (iii) all placees under the International
Offering and their ultimate beneficial owners are not and are independent of
any of the (a) the core connected person (as defined in the Listing Rules) of the
Company, (b) the Directors or existing Shareholders of the Company or any
of the Company’s subsidiaries, or (c) the close associates (as defined in the
Listing Rules) of (a) and/or (b) above, whether in their own names or through
nominees. The International Offering is in compliance with the Placing
Guidelines.
Over-allotment Option
• In connection with the Global Offering, the Company has granted to the
International Underwriters the Over-allotment Option, exercisable in whole
or in part by the Overall Coordinators and the Joint Representatives (for
themselves and on behalf of the other International Underwriters), at any time
within 30 days after the last day for lodging of applications under the Hong
Kong Public Offering (the last day for exercise of the Over-allotment Option
being Thursday, August 10, 2023) to require the Company to issue and allot up
to 19,000,000 additional Shares, representing approximately 15.0% of the total
number of Offer Shares initially available under the Global Offering, at the
Offer Price to cover over-allocations in the International Offering.
• There has been an over-allocation of 19,000,000 Offer Shares in the
International Offering. Such over-allocation may be covered by exercising
the Over-allotment Option in full or in part or by making purchases in
the secondary market or a combination of these means. In the event the
Over-allotment Option is exercised, an announcement will be made on the
website of the Company at www.zazhsh.com  and the website of the Stock
Exchange at www.hkexnews.hk . As of the date of this announcement, the
Over-allotment Option has not been exercised.


--- page 7 ---
– 9 –
Cornerstone Investors
• Based on the Offer Price of HK$1.18 per Offer Shares (exclusive of brokerage
of brokerage of 1.0%, SFC transaction levy of 0.0027%, Stock Exchange
trading fee of 0.00565% and Accounting and Financial Reporting Council
transaction levy of 0.00015%) and pursuant to the Cornerstone Investment
Agreements, the Cornerstone Investors will be allocated to a total of
17,532,000 Offer Shares, representing approximately 13.8% of the Offer
Shares pursuant to the Global Offering and approximately 3.5% of the Shares
in issue and the total issued Share capital immediately upon completion of the
the Capitalization Issue and Global Offering (assuming the Over-allotment
Option is not exercised). Please refer to the section headed “Cornerstone
Investors” in the Prospectus for further details of the Cornerstone Investors.
Lock-up Period Restrictions
• The Company, the Controlling Shareholders and the Cornerstone Investors are
subject to certain lock-up period restrictions which are described in the section
headed “Lock-up Period Restrictions” in this announcement.
Results of Allocations
• The final Offer Price, the level of applications in the Hong Kong Public
Offering and Preferential Offering, the level of indication of interest  in the
International Offering and the basis of allocation of the Hong Kong Offer
Shares and Reserved Shares, will be available on Monday, July 17, 2023 on
the website of the Company at www.zazhsh.com  and the website of the Stock
Exchange at www.hkexnews.hk .
• The results of allocations in the Hong Kong Public Offering and Preferential
Offering (with successful applicants’ Hong Kong identity card/passport/Hong
Kong business registration numbers/certificate of incorporation numbers,
where appropriate) and the number of Hong Kong Offer Shares, successfully
applied for, will be made available at the times and dates and in the manner set
out below:
(i) in the announcement to be posted on the website of the Company at
www.zazhsh.com  and the website of the Stock Exchange at
www.hkexnews.hk  by no later than 9:00 a.m. on Monday, July 17, 2023;
(ii) from “IPO Results” function in the IPO App  or the designated
results of allocations website at www.tricor.com.hk/ipo/result  or
www.hkeipo.hk/IPOResult  with a “search by ID” function on a 24-hour
basis from 8:00 a.m. on Monday, July 17, 2023 to 12:00 midnight on
Monday, July 24, 2023; and
(iii) by telephone enquiry line by calling +852 3691 8488 between 9:00 a.m.
and 6:00 p.m. from Monday, July 17, 2023 to Friday, July 21, 2023
(excluding Saturday or public holiday in Hong Kong);


--- page 8 ---
– 10 –
• 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. 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.
• 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.
Despatch/Collection of Share Certificates/e-Auto Refund Payment Instructions/
Refund Cheque(s)
• Applicants who applied for (i) 1,000,000 or more Hong Kong Offer Shares
through HK eIPO White Form service; or (ii) HK eIPO Blue Form service;
or (iii) BLUE  Application Form for 1,000,000 or more Reserved Shares
under Preferential Offering and have provided all information required by the
Application Form may collect any refund cheque(s) (where applicable) and/
or share certificate(s) from our Hong Kong Branch Share Registrar, Tricor
Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt
Road, Hong Kong, from 9:00 a.m. to 1:00 p.m. on Monday, July 17, 2023,
or such other date as notified by us as the date of dispatch/collection of share
certificates/e-Auto Refund payment instructions/refund cheques.
• Applicants being individuals who are eligible for personal collection cannot
authorize any other person to make collection on their behalf. Corporate
applicants which are eligible for personal collection must attend by their
authorized representatives bearing letters of authorization from their
corporations stamped with the corporations’ chops. Both individuals and
authorized representatives (if applicable) must produce, at the time of
collection, evidence of identity acceptable to Tricor Investor Services Limited.


--- page 9 ---
– 11 –
• Share certificates for Hong Kong Offer Shares allotted to applicants who
applied for less than 1,000,000 Hong Kong Offer Shares through the HK
eIPO White Form service, or for Reserved Shares who applied through the
HK eIPO Blue Form  service or on BLUE  Application Forms are expected
to be despatched to those entitled to the addresses specified in the relevant
application instructions by ordinary post at their own risk on or before
Monday, July 17, 2023.
• Share certificates and/or refund cheque(s) for Hong Kong Offer Shares
allocated to applicants who applied through the HK eIPO White Form
service, or for Reserved Shares who applied through the HK eIPO Blue Form
service or on BLUE  Application Forms, which are either not available for
personal collection or which are available but are not collected in person by
1:00 p.m. on Monday, July 17, 2023 are expected to be despatched by ordinary
post to those entitled to the addresses specified in the relevant applications at
their own risk on or before Monday, July 17, 2023.
• Wholly or partially successful applicants who applied by giving electronic
application instructions  to HKSCC via CCASS will have their share
certificates issued in the name of HKSCC Nominees Limited and deposited
into CCASS for credit to their CCASS Investor Participant stock accounts
or the stock accounts of their designated CCASS Participants who gave
electronic application instructions on their behalf on Monday, July 17, 2023
or, on any other date determined by HKSCC or HKSCC Nominees.
• Applicants who applied through a designated CCASS Participant (other than
a CCASS Investor Participant) should check the number of Hong Kong Offer
Shares allocated to them and the amount of refund monies payable to them
with that CCASS Participant.
• Applicants who applied as a CCASS Investor Participant by giving electronic
application instructions to HKSCC via CCASS should check and report any
discrepancies to HKSCC before 5:00 p.m. on Monday, July 17, 2023 or such
other date as shall be determined by HKSCC or HKSCC Nominees. Applicants
who applied as a CCASS Investor Participant by giving electronic application
instructions  to HKSCC via CCASS may also check the results of their
applications and the amount of refund monies (if any) payable to them via the
CCASS Phone System and the CCASS Internet System (under the procedures
contained in HKSCC’s “An Operating Guide for Investor Participants” in
effect from time to time). Immediately following the credit of the Hong Kong
Offer Shares to the CCASS Investor Participants stock accounts and the
credit of the refund monies to their respective designated bank account (if
any), HKSCC will also make available to the CCASS Investor Participants an
activity statement showing the number of the Hong Kong Offer Shares credited
to their stock accounts and the amount of refund monies (if any) credited to
their respective designated bank accounts.


--- page 10 ---
– 12 –
• Applicants who applied for the Hong Kong Offer Shares through the HK
eIPO White Form  service, or for Reserved Shares who applied through the
HK eIPO Blue Form  service and paid the application monies from a single
bank account may have refund monies (if any) despatched to their application
payment account in the form of e-Auto Refund payment instructions on
Monday, July 17, 2023. Applicants who applied for the Hong Kong Offer
Shares through the HK eIPO White Form  service, or for Reserved Shares
who applied through the HK eIPO Blue Form service and paid the application
monies from multiple bank accounts will have refund monies (if any)
despatched to the addresses specified on their HK eIPO White Form or HK
eIPO Blue Form  applications in the form of refund cheque(s) in favour of
the applicant (or, in case of joint applications, the first-named applicant), by
ordinary post at their own risk on or before Monday, July 17, 2023.
• Refund monies for applicants who have applied by giving electronic
application  instructions  to HKSCC via CCASS are expected to be credited
to their designated bank accounts or the designated bank accounts of their
brokers or custodians on Monday, July 17, 2023.
• Share certificates will only become valid at 8:00 a.m. (Hong Kong time)
on Tuesday, July 18, 2023 provided that the Global Offering has become
unconditional in all respects at or before that time and neither of the Hong
Kong Underwriting Agreement nor the International Underwriting Agreement
is terminated in accordance with its respective terms prior to 8:00 a.m. on
Tuesday, July 18, 2023.
• The Company will not issue any temporary documents of title in respect of the
Offer Shares and will not issue any receipt for application monies received.
Capitalization Issue
• As disclosed in the Prospectus, conditional on the share premium account of
our Company being credited as a result of the Global Offering, our Directors
are authorized to capitalize HK$3,799,999.99 standing to the credit of the
share premium account of our Company by applying such sum in paying
up in full at par 379,999,999 Shares for issue and allotment to holders of
Shares whose names appear on the register of members of our Company
(“Capitalization Issue ”) on the date of passing such resolution in proportion
(as near as possible without involving fractions so that no fraction of a share
shall be issued and allotted) to their then existing respective shareholdings in
our Company. Please refer to the section headed “Appendix IV – Statutory and
general information – A. Further information about our Company – 4. Written
Resolutions of our sole Shareholder” for further details.


--- page 11 ---
– 13 –
Public Float
• The Company confirms that immediately after the completion of the
Capitalization Issue and the Global Offering (as increased by the Shares to
be issued immediately after the completion of the Over-allotment Option),
126,668,000 Shares, representing approximately 25% of the total issued Shares
upon completion of the Capitalization Issue and the Global Offering will count
towards the public float for the purpose of Rule 8.08 of the Listing Rules.
• The Directors confirm that (i) no placee will, individually, be placed more
than 10% of the enlarged issued Share capital of the Company immediately
after the Capitalization Issue and the Global Offering; (ii) there will not be any
new substantial Shareholder (as defined in the Listing Rules) of the Company
immediately after the Capitalization Issue and the Global Offering; (iii) the
three largest public Shareholders of the Company do not hold more than
50% of the Shares in public hands at the time of Listing in compliance with
Rules 8.08(3) and 8.24 of the Listing Rules; and (iv) there will be at least 300
Shareholders at the time of Listing in compliance with Rule 8.08(2) of the
Listing Rules.
Commencement of Dealings in the Shares
• Assuming that the Global Offering becomes unconditional in all respects at or
before 8:00 a.m. (Hong Kong time) on Tuesday, July 18, 2023, dealings in the
Shares on the Main Board of the Stock Exchange are expected to commence at
9:00 a.m. (Hong Kong time) on Tuesday, July 18, 2023. Shares will be traded
in board lots of 2,000 Shares each. The stock code of the Shares is 2271.
In view of the high concentration of Shareholding in a small number of
Shareholders, Shareholders and prospective investors should be aware that
the price of the Shares could move substantially even with a small number of
Shares traded, and should exercise extreme caution when dealing in Shares.


--- page 12 ---
– 14 –
OFFER PRICE
The Offer Price has been determined at HK$1.18 per Offer Share (excluding brokerage
of 1.0%, SFC transaction levy of 0.0027%, Stock Exchange trading fee of 0.00565%
and Accounting and Financial Reporting Council transaction levy of 0.00015%).
NET PROCEEDS FROM THE GLOBAL OFFERING
The net proceeds from the Global Offering to be received by the Company, after
deducting the underwriting commissions and other estimated expenses paid and
payable by the Company in connection with the Global Offering and assuming that
the Over-allotment Option is not exercised at all, are estimated to be approximately
HK$91.7 million.
The Company intends to apply such net proceeds in the following manner:
(1) approximately 55.0%, or HK$50.4 million, will be used for the strategic
acquisitions of and investments in property management companies;
(2) approximately 30.0%, or HK$27.5 million, will be used for investment and
upgrade in hardware and software for the development of communities across the
projects we manage; and
(3) approximately 15.0%, or HK$13.8 million, will be used for enriching the service
offerings, scale and efficiency of our community value-added services.
If the Over-allotment Option is exercised in full, the Company will receive additional
net proceeds of approximately HK$21.7 million for the issue of 19,000,000 additional
Offer Shares. In such event, the Company will increase the intended use of net
proceeds on a pro rata basis.
For further information, please refer to the section headed “Future Plans and Use of
Proceeds” in the Prospectus.


--- page 13 ---
– 15 –
APPLICATIONS AND INDICATIONS OF INTEREST RECEIVED IN THE
HONG KONG PUBLIC OFFERING AND THE PREFERENTIAL OFFERING
Hong Kong Public Offering
The Hong Kong Offer Shares initially available under the Hong Kong Public Offering
have been moderately over-subscribed. At the close of the application lists at 12:00
noon on Tuesday, July 11, 2023, a total of 1,690 valid applications have been received
pursuant to the Hong Kong Public Offering through the HK eIPO White Form service
and through giving electronic application instructions  via CCASS for a total of
23,328,000 Offer Shares, representing approximately 1.84 times the total number of
12,668,000 Hong Kong Offer Shares initially available for subscription under the Hong
Kong Public Offering, among which:
• 1,688 valid applications in respect of a total of 14,328,000 Hong Kong Offer
Shares were for the Hong Kong Public Offering with an aggregate subscription
amount based on the Offer Price of HK$1.18 per Hong Kong Offer Share
(excluding brokerage of 1%, SFC transaction levy of 0.0027%, Accounting and
Financial Reporting Council transaction levy of 0.00015% and Stock Exchange
trading fee of 0.00565%) of HK$5 million or less, representing approximately 2.26
times the 6,334,000 Hong Kong Offer Shares initially comprised in pool A; and
• 2 valid applications in respect of a total of 9,000,000 Hong Kong Offer Shares
was for the Hong Kong Public Offering with an aggregate subscription amount
based on the Offer Price of HK$1.18 per Hong Kong Offer Share (excluding
brokerage of 1%, SFC transaction levy of 0.0027%, Accounting and Financial
Reporting Council transaction levy of 0.00015% and the Stock Exchange trading
fee of 0.00565%) of more than HK$5 million, representing approximately 1.42
times the 6,334,000 Hong Kong Offer Shares initially comprised in pool B.
No application has been rejected due to invalid application. No multiple or suspected
multiple application was identified and rejected. No dishonored payment has been
identified and rejected. No application for more than 6,334,000 Hong Kong Offer
Shares (being 50% of the 12,668,000 Hong Kong Offer Shares initially available under
the Hong Kong Public Offering) has been identified.
The reallocation procedures as described in the section headed “Structure of the Global
Offering – Hong Kong Public Offering – Reallocation” in the Prospectus has not been
applied. The final number of Offer Shares allocated to the Hong Kong Public Offering
is 12,668,000 Offer Shares, representing 10.0% of the total number of Offer Shares
initially available under the Global Offering.
The Offer Shares offered in the Hong Kong Public Offering were conditionally
allocated on the basis set out in the section headed “Basis of allocation under the Hong
Kong Public Offering” below.


--- page 14 ---
– 16 –
Preferential Offering
At the close of the application lists at 12:00 noon on Tuesday, July 11, 2023, a total of
19 valid applications for the Reserved Shares pursuant to the Preferential Offering from
Qualifying Zhong An Shareholders under the HK eIPO Blue Form  service and on
BLUE Application Forms for a total of 659,764 Reserved Shares have been received,
representing approximately 0.05 times the total number of 12,668,000 Reserved Shares
initially available under the Preferential Offering. No application has been rejected due
to invalid applications. 6 multiple applications or suspected multiple applications have
been identified and rejected. No application has been rejected due to bounced cheque.
The final number of Reserved Shares allocated to the Preferential Offering is 659,764
Reserved Shares, representing approximately 0.52% of the Offer Shares initially
available under the Global Offering. All of the unsold Reserved Shares were made
available for subscription under the International Offering.
The Reserved Shares offered in the Preferential Offering were conditionally allocated
on the basis set out in the section headed “Basis of allocation under the Preferential
Offering” below.
INTERNATIONAL OFFERING
The Offer Shares initially offered under the International Offering have been
slightly over- subscribed, representing approximately 1.63 times the total number
of 114,000,000 Offer Shares initially available under the International Offering
(including 659,764 Reserved Shares under the Preferential Offering) (before any
exercise of the Over-allotment Option). As the number of Hong Kong Public Offer
Shares validly subscribed for in the Hong Kong Public Offering represents less
than 15 times the number of Hong Kong Public Offer Shares initially available for
subscription under the Hong Kong Public Offering, the Overall Coordinators and the
Joint Representatives have decided not to exercise their authority to reallocate Offer
Shares to the Hong Kong Public Offering from the International Offering and make
available such reallocated Offer Shares as additional Hong Kong Public Offer Shares
in accordance with guidance letter HKEX-GL91–18 issued by the Stock Exchange,
and no reallocation procedure as described in “Structure of the Global Offering – The
Hong Kong Public Offering – Reallocation” in the Prospectus has taken place. The
final number of International Offer Shares available under the International Offering
is 113,340,236 Offer Shares, representing 89.5% of the total number of Offer Shares
initially available under the Global Offering (before any exercise of the Over-allotment
Option).


--- page 15 ---
– 17 –
There has been an over-allocation of 19,000,000 Offer Shares in the International
Offering and there are a total of 130 placees under the International Offering. Among
130 placees under the International Offering:
1) a total of 20 placees have been allocated one board lot of Offer Shares or less,
representing approximately 15.38% of 130 placees under the International
Offering. These placees have been allotted 40,000 Offer Shares, representing
approximately 0.0351% of the 114,000,000 Offer Shares initially available under
the International Offering (before any exercise of the Over-allotment Option);
2) a total of 27 placees have been allocated two board lot of Offer Shares or less,
representing approximately 20.77% of 130 placees under the International
Offering. These placees have been allotted 68,000 Offer Shares, representing
approximately 0.0596% of the 114,000,000 Offer Shares initially available under
the International Offering (before any exercise of the Over-allotment Option);
3) a total of 38 placees have been allocated three board lot of Offer Shares or
less, representing approximately 29.23% of 130 placees under the International
Offering. These placees have been allotted 134,000 Offer Shares, representing
approximately 0.1175% of the 114,000,000 Offer Shares initially available under
the International Offering (before any exercise of the Over-allotment Option);
4) a total of 43 placees have been allocated four board lot of Offer Shares or less,
representing approximately 33.08% of 130 placees under the International
Offering. These placees have been allotted 174,000 Offer Shares, representing
approximately 0.1526% of the 114,000,000 Offer Shares initially available under
the International Offering (before any exercise of the Over-allotment Option); and
5) a total of 75 placees have been allocated five board lot of Offer Shares or less,
representing approximately 57.69% of 130 placees under the International
Offering. These placees have been allotted 494,000 Offer Shares, representing
approximately 0.4333% of the 114,000,000 Offer Shares initially available under
the International Offering (before any exercise of the Over-allotment Option).


--- page 16 ---
– 18 –
PLACEES WITH THE CONSENT UNDER PARAGRAPH 5(1) OF THE
PLACING GUIDELINES AND PARAGRAPH 4.20 OF THE STOCK
EXCHANGE GUIDANCE LETTER GL85-16
Under the International Offering, 17,100,000 Offer Shares, representing approximately
13.50% of the total number of Offer Shares initially available under the Global
Offering (assuming the Over-allotment Option is not exercised) and approximately
3.37% of the total number of issued Shares immediately following the completion of
the Capitalization Issue and the Global Offering (assuming the Over-allotment Option is
not exercised), were placed to GTJA Financial Products, which is a connected client of
GTJAS, one of the Joint Bookrunners and Joint Lead Managers, pursuant to paragraph
13(7) of the Placing Guidelines. An application has been made to the Stock Exchange
for, and the Stock Exchange has granted a consent under paragraph 5(1) of the Placing
Guidelines to permit the Company to allocate Shares in the International Offering to
the above connected client. The Shares to be placed to GTJA Financial Products is to
establish hedge positions of the Relevant Offer Shares for the structured notes linked
to the Relevant Offer Shares to be issued by GTJA Holdings to the Noteholder.
Acquisition by GTJA Financial Products of the Relevant Offer Shares will be fully
funded by the Noteholder. GTJA Financial Products will hold the title and the voting
right of the Relevant Offer Shares but it will not exercise the voting right of the
Relevant Offer Shares during the tenor of the Note as per its internal policy. GTJA
Financial Products (via GTJA Holdings) will pass through the economic exposure of
the Relevant Offer Shares to the Noteholder under the Note. The Note is linked to the
Relevant Offer Shares and will be settled in cash upon request for redemption from the
Noteholder. GTJA Financial Products shall redeem the Note (in whole but not in part)
upon receipt from the Noteholder, a notice to early redeem the Note in accordance with
the terms and conditions as set out in the Note document.


--- page 17 ---
– 19 –
To the best knowledge of the Company, the Joint Sponsors, the Overall Coordinators
and the Joint Representatives, after making all reasonable inquiries, the Noteholder
and the ultimate beneficial holder of the Note is an Independent Third Party, and
is not a connected person (as defined in the Listing Rules) of the Company or their
respective associates (as defined in the Listing Rules) and are in compliance with all
the conditions under the consent granted by the Stock Exchange.
GTJA Financial Products has been permitted to participate in the International Offering
pursuant to paragraph 4.20 of the Stock Exchange Guidance Letter GL85-16 under
a written consent under paragraph 5(1) of Appendix 6 to the Listing Rules granted
by the Stock Exchange to permit the Company to allocate Shares in the International
Offering to the above connected client. Other than the aforementioned, the Directors,
to the best of its knowledge and information, confirm that, (i) none of the Offer Shares
subscribed by public Shareholders in the Hong Kong Public Offering and placees
in the International Offering (including the Preferential Offering) has been financed
directly or indirectly by the Company, any of the Directors, chief executive, senior
management, the Controlling Shareholders, substantial Shareholders or existing
Shareholders of the Company or any of its subsidiaries or their respective close
associates; (ii) no rebate has been, directly or indirectly, provided by the Company,
the Directors, chief executive, senior management, the Controlling Shareholders,
substantial Shareholders, existing Shareholders or syndicate members, or any other
brokers involved in the Global Offering, to any public Shareholders in the Hong
Kong Public Offering or placees in the International Offering; (iii) none of the public
Shareholders in the Hong Kong Public Offering and placees in the International
Offering (including the Preferential Offering) who has subscribed for the Offer Shares
is accustomed to taking instructions from the Company, any of the Directors, chief
executive, senior management, the Controlling Shareholders, substantial Shareholders
or existing Shareholders of the Company or any of its subsidiaries or their respective
close associates in relation to the acquisition, disposal, voting or other disposition of
the Offer Shares registered in his/her/its name or otherwise held by him/her/it; (iv)
there is no side agreement or arrangement between the Company, any of the Directors,
chief executive, senior management, the Controlling Shareholders, substantial
Shareholders, existing Shareholders of the Company or any of its subsidiaries or their
respective close associates, on one hand, and the public subscribers or the placee
who has subscribed for the Offer Shares, on the other hand; and (v) the consideration
payable by the public Shareholders in the Hong Kong Public Offering and placees in
the International Offering (including the Preferential Offering) for each Offer Share
subscribed for or purchased by them is the same as the final Offer Price as determined
by the Company, in addition to brokerage of 1.0%, SFC transaction levy of 0.0027%,
Accounting and Financial Reporting Council transaction levy of 0.00015% and Stock
Exchange trading fee of 0.00565%. The International Offering is in compliance with
the Placing Guidelines.


--- page 18 ---
– 20 –
Save as disclosed above, to the best knowledge, information and belief of the
Directors, (i) no Offer Shares placed by or through the Overall Coordinators, the
Joint Representatives, the Joint Global Coordinators, the Joint Bookrunners, the Joint
Lead Managers or the Underwriters under the Global Offering have been placed with
applicants and their respective ultimate beneficial owners who are core connected
persons (as defined in the Listing Rules) of the Company, the Directors, 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; (ii) none of the Joint Sponsors, the Overall Coordinators, the Joint
Representatives, the Joint Global Coordinators, the Joint Bookrunners, the Joint Lead
Managers, the Underwriters and their respective affiliate companies, and the connected
clients of the lead broker or of any distributors (as defined in the Placing Guidelines)
has taken up any Offer Share for its own benefits under the Global Offering; and (iii)
all placees under the International Offering and their ultimate beneficial owners are
not and are independent of any of the (a) the core connected person (as defined in
the Listing Rules) of the Company, (b) the Directors or existing Shareholders of the
Company or any of the Company’s subsidiaries, or (c) the close associates (as defined
in the Listing Rules) of (a) and/or (b) above, whether in their own names or through
nominees. The International Offering is in compliance with the Placing Guidelines.
CORNERSTONE INVESTORS
Cornerstone Investor
Investment
Amount (1)
Number of
Offer Shares
subscribed for (2)
Approximate %
of the Offer
Shares initially
available under
the Global
Offering
(assuming the
Over-allotment
Option is not
exercised)
Approximate %
of the Offer
Shares initially
available under
the Global
Offering
(assuming the
Over-allotment
Option is
exercised in full)
Approximate %
of the total issued
Share capital
of the Company
immediately
following the
completion of the
Capitalization
Issue and the
Global Offering
(assuming the
Over-allotment
Option is not
exercised)
Approximate %
of the total issued
Share capital
of the Company
immediately
following the
completion of the
Capitalization
Issue and the
Global Offering
(assuming the
Over-allotment
Option is
exercised in full)
Heyuan Trading (Hong Kong)
Limited (ͫʩਠ൱(ಥ)
ʮ̡)
RMB10,000,000
(equivalent to
HK$10,989,000) 9,144,000 7.2 6.3 1.8 1.7
Wu Mingwu (؛׼HK$10,000,000 8,388,000 6.6 5.8 1.7 1.6
Total 17,532,000 13.8 12.1 3.5 3.3


--- page 19 ---
– 21 –
Notes:
(1) The investment amount is inclusive of brokerage, SFC transaction levy, Stock Exchange trading
fee and Accounting and Financial Reporting Council transaction levy. For illustrative purpose,
the investment amount exclusive of the aforementioned fees and transaction levy of Heyuan
Trading (Hong Kong) Limited and Wu Mingwu is RMB9,899,150 (equivalent to approximately
HK$10,878,000.) and HK$9,899,150, respectively.
(2) Subject to rounding down to the nearest whole board lot of 2,000 Shares and calculated based on
the exchange rate of HK$1.00: RMB0.91 as set out in the section headed “Cornerstone Investor”
section in the Prospectus.
Based on the Offer Price of HK$1.18 per Offer Shares (exclusive of brokerage of
1.0%, SFC transaction levy of 0.0027%, Stock Exchange trading fee of 0.00565%
and Accounting and Financial Reporting Council transaction levy of 0.00015%) and
pursuant to the Cornerstone Investment Agreements, the Cornerstone Investors will be
allocated with a total of 17,532,000 Offer Shares, representing approximately 13.8%
of the Offer Shares pursuant to the Global Offering and approximately 3.5% of the
Shares in issue and the total issued Share capital immediately upon completion of the
Capitalization Issue and the Global Offering (assuming the Over-allotment Option
is not exercised). Please refer to the section headed “Cornerstone Investors” in the
Prospectus for further details of the Cornerstone Investors.
To the best knowledge of the Directors after making reasonable inquiries, (i) each of
the Cornerstone Investors is an Independent Third Party; (ii) none of the Cornerstone
Investors is accustomed to taking instructions from the Company, the Directors, chief
executive of the Company, Controlling Shareholders, substantial Shareholders, the
existing Shareholders or any of their subsidiaries or their respective close associates
in relation to the acquisition, disposal, voting, or other disposition of the Offer Shares;
and (iii) none of the subscription of the relevant Offer Shares by any of the Cornerstone
Investors is, financed by the Company, the Directors, chief executive of the Company,
Controlling Shareholders, substantial Shareholders, the existing Shareholders or any of
their subsidiaries or their respective close associates. There are no side arrangements
or agreements between the Company and the Cornerstone Investors by virtue of or in
relation to the Cornerstone Placing.
As confirmed by each of the Cornerstone Investors, their subscription under the
Cornerstone Placing would be financed by their own financial resources and/or
financial resources of their ultimate beneficial owners. Each of the Cornerstone
Investors has confirmed that all necessary approvals have been obtained with respect
to the Cornerstone Placing and that no specific approval from any stock exchange
(if relevant) or its Shareholders (if relevant) is required for the relevant cornerstone
investment as each of them has general authority to invest. There will be no delayed
delivery or deferred settlement of Offer Shares to be subscribed by the Cornerstone
Investors pursuant to the Cornerstone Investment Agreements and payment for the
Offer Shares to be subscribed by the Cornerstone Investors will be settled before the
Listing.


--- page 20 ---
– 22 –
Each of the Cornerstone Investors has, agreed and undertaken that without the prior
written consent of the Company, the Joint Sponsors, the Overall Coordinators and the
Joint Representatives, he/it will not, whether directly or indirectly, at any time during
the period of six months from the Listing Date (the “ Lock-up Period Restriction ”),
among other things, dispose of (as defined in the respective Cornerstone Investment
Agreements) any of the Offer Shares subscribed for by it pursuant to the respective
Cornerstone Investment Agreements, save for transfers to any of its wholly-owned
subsidiaries which will be bound by the same obligations of the Cornerstone Investors,
including the Lock-Up Period Restriction.
Please refer to the section headed “Cornerstone Investors” in the Prospectus for further
details relating to the Cornerstone Investors.
OVER-ALLOTMENT OPTION
In connection with the Global Offering, the Company has granted to the International
Underwriters the Over-allotment Option, exercisable in whole or in part by the Overall
Coordinators and the Joint Representatives (for themselves and on behalf of the other
International Underwriters), at any time within 30 days after the last day for lodging
of applications under the Hong Kong Public Offering (the last day for exercise of the
Over-allotment Option being Thursday, August 10, 2023) to require the Company to
issue and allot up to 19,000,000 additional Shares, representing approximately 15.0%
of the total number of Offer Shares initially available under the Global Offering, at the
Offer Price to cover over-allocations in the International Offering.
There has been an over-allocation of 19,000,000 Offer Shares in the International
Offering. Such over-allocation may be covered by exercising the Over-allotment
Option in full or in part or by making purchases in the secondary market or a
combination of these means. As of the date of this announcement, the Over-allotment
Option has not been exercised. In the event the Over-allotment Option is exercised,
an announcement will be made on the website of the Company at www.zazhsh.com
and the website of the Stock Exchange at www.hkexnews.hk . As of the date of this
announcement, the Over-allotment Option has not been exercised.


--- page 21 ---
– 23 –
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,
1,690 valid applications made by the public through giving electronic application
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
Shares
applied for
No. of
valid
applications Basis of allotment/ballot
Approximate
percentage
allotted of the
total no. of
Shares Applied
for
POOL A
2,000 1,082 541 out of 1,082 applicants to receive 2,000 Shares 50.00%
4,000 155 147 out of 155 applicants to receive 2,000 Shares 47.42%
6,000 156 2,000 Shares plus 65 out of 156 applicants to receive an
additional 2,000 Shares
47.22%
8,000 44 2,000 Shares plus 39 out of 44 applicants to receive an
additional 2,000 Shares
47.16%
10,000 66 4,000 Shares plus 22 out of 66 applicants to receive an
additional 2,000 Shares
46.67%
12,000 14 4,000 Shares plus 11 out of 14 applicants to receive an
additional 2,000 Shares
46.43%
14,000 11 6,000 Shares plus 2 out of 11 applicants to receive an
additional 2,000 Shares
45.45%
16,000 5 6,000 Shares plus 3 out of 5 applicants to receive an
additional 2,000 Shares
45.00%
18,000 8 8,000 Shares 44.44%
20,000 42 8,000 Shares plus 17 out of 42 applicants to receive an
additional 2,000 Shares
44.05%
30,000 47 12,000 Shares plus 26 out of 47 applicants to receive an
additional 2,000 Shares
43.69%
40,000 7 16,000 Shares plus 5 out of 7 applicants to receive an
additional 2,000 Shares
43.57%
50,000 8 20,000 Shares plus 7 out of 8 applicants to receive an
additional 2,000 Shares
43.50%
60,000 10 24,000 Shares plus 9 out of 10 applicants to receive an
additional 2,000 Shares
43.00%
70,000 7 30,000 Shares 42.86%
80,000 3 34,000 Shares 42.50%
90,000 1 38,000 Shares 42.22%
100,000 14 40,000 Shares plus 7 out of 14 applicants to receive an
additional 2,000 Shares
41.00%


--- page 22 ---
– 24 –
No. of
Shares
applied for
No. of
valid
applications Basis of allotment/ballot
Approximate
percentage
allotted of the
total no. of
Shares Applied
for
200,000 5 80,000 Shares plus 4 out of 5 applicants to receive an
additional 2,000 Shares
40.80%
300,000 1 122,000 Shares 40.67%
1,000,000 2 400,000 Shares 40.00%
1,688 Total number of Pool A successful applicants: 1,139
POOL B
4,000,000 1 2,816,000 Shares 70.40%
5,000,000 1 3,518,000 Shares 70.36%
2 Total number of Pool B successful applicants: 2
The final number of Offer Shares comprising the Hong Kong Public Offering is
12,668,000 Offer Shares, representing approximately 10.0% of the total number of
Offer Shares initially available under the Global Offering (assuming the Over-allotment
Option is not exercised).
BASIS OF ALLOCATION UNDER THE PREFERENTIAL OFFERING
The final number of Reserved Shares allocated to Qualifying Zhong An Shareholders
in the Preferential Offering is 659,764 Reserved Shares, representing approximately
0.52% of the Offer Shares initially available under the Global Offering (assuming
Overall-allotment Option is not exercised). Such 659,764 Reserved Shares have been
allocated to a total of 19 Qualifying Zhong An Shareholders. Among the Reserved
Shares allocated, a total of 318,628 Reserved Shares will be allocated to Qualifying
Zhong An Shareholders as their Assured Entitlement and a total of 341,136 Reserved
Shares will be allocated to Qualifying Zhong An Shareholders under their valid
applications for excess Reserved Shares.


--- page 23 ---
– 25 –
No preferential treatment was given to any of the Qualifying Zhong An Shareholders in
the allocation of the Reserved Shares applied for by them under the Preferential Offering
and such allocation of Reserved Shares under the Preferential Offering was made in
accordance with the allocation basis disclosed in the section headed “Structure of the
Global Offering – The Preferential Offering – Basis of allocation for applications for
Reserved Shares” in the Prospectus. Valid applications made by Qualifying Zhong An
Shareholders for excess Reserved Shares under the HK eIPO Blue Form service and
on BLUE Application Forms will be conditionally allotted on the basis set out below:
Preferential Offering
Number
of Excess
Reserved
Shares
applied for
Number of
Valid Excess
Applications
Total number
of Excess
Reserved
Shares
applied for Basis of allotment
Total number
of Reserved
Shares
allotted
Approximate
percentage
of allocation
based on the
total number
of Excess
Reserved
Shares
applied for in
this category
18 to 247,129 13 341,136 In full 341,136 100.00%
Total 13 341,136 341,136
Out of the 19 valid applications for Reserved Shares received pursuant to the
Preferential Offering as at 12:00 noon on Tuesday, July 11, 2023, all such valid
applications for a total of 659,764 Reserved Shares have been validly confirmed by
the Qualifying Zhong An Shareholders, representing (i) approximately 5.21% of the
total number of 12,668,000 Reserved Shares initially available under the Preferential
Offering; and (ii) representing approximately 0.52% of the Offer Shares initially
available under the Global Offering (assuming Over-allotment Option is not exercised).
12,008,236 un-subscribed Reserved Shares have been reallocated to the International
Offering.


--- page 24 ---
– 26 –
LOCK-UP PERIOD RESTRICTIONS
The Company, the Controlling Shareholders, all the other existing Shareholders and
the Cornerstone Investors have provided lock-up undertakings and/or are subject to
Lock-up Period restrictions (the “ Lock-up Period Restrictions ”) in respect of our
Shares. The major terms of the Lock-up Period Restrictions are set out as follows:
Name
Number of Shares
subject to the
Lock-up Period
Restrictions after
Listing
Percentage of
shareholding in the
Company subject to
the Lock-up Period
Restrictions after
Listing (assuming
the Over-allotment
Option is not
exercised) (1)
Last day of the
Lock-up Period
The Company  (subject to lock-up
obligations pursuant to the Listing
Rules and the Hong Kong Underwriting
Agreement)
N/A N/A January 17, 2024 (1)
Controlling Shareholders  (subject
to lock-up obligations pursuant to
the Listing Rules, the Hong Kong
Underwriting Agreement and lock-up
undertakings)
Zhong An BVI (3) 380,000,000 75.0% January 17, 2024
(First Six-Month
Period) and July
17, 2024 (Second
Six-Month Period) (2)
Zhong An (3) 380,000,000 75.0% January 17, 2024
(First Six-Month
Period) and July
17, 2024 (Second
Six-Month Period) (2)
Whole Good (3) 380,000,000 75.0% January 17, 2024
(First Six-Month
Period) and July
17, 2024 (Second
Six-Month Period) (2)


--- page 25 ---
– 27 –
Name
Number of Shares
subject to the
Lock-up Period
Restrictions after
Listing
Percentage of
shareholding in the
Company subject to
the Lock-up Period
Restrictions after
Listing (assuming
the Over-allotment
Option is not
exercised) (1)
Last day of the
Lock-up Period
Mr. Shi (3) 380,000,000 75.0% January 17, 2024
(First Six-Month
Period) and July
17, 2024 (Second
Six-Month Period) (2)
Cornerstone Investors  (subject to lock-up
obligations pursuant to the Cornerstone
Investment Agreements)
Heyuan Trading (Hong Kong) Limited
(ͫʩਠ൱(ಥ)ʮ̡)
9,144,000 1.8% January 17, 2024 (4)
Wu Mingwu (؛׼8,388,000 1.7% January 17, 2024 (4)
Notes :
(1) The Company may not issue Shares prior to the indicated date except otherwise permitted by the
Listing Rules.
(2) Pursuant to the Listing Rules and the Hong Kong Underwriting Agreement, the Controlling
Shareholders stated herein shall not (a) dispose of any of the relevant securities of the Company
in the First Six-Month Period; (b) dispose of any of the relevant securities of the Company in the
Second Six-Month Period if immediately following such disposal the Controlling Shareholders
would cease to be a group of controlling shareholder (as defined in the Listing Rules) of the
Company. Please refer to section headed “Underwriting – Underwriting Arrangements and
Expenses” in the Prospectus for further details.
(3) Zhong An BVI is directly wholly-owned by Zhong An. Zhong An is owned as to approximately
57.89% by Whole Good, which is directly wholly-owned by Mr. Shi.
(4) Each of the Cornerstone Investors may dispose of any of the Offer Shares subscribed in the
Global Offering after the indicated date.


--- page 26 ---
– 28 –
RESULTS OF ALLOCATIONS
The final Offer Price, the level of applications in the Hong Kong Public Offering
and Preferential Offering, the level of indication of interest  in the International
Offering and the basis of allocation of the Hong Kong Offer Shares and Reserved
Shares, will be available on Monday, July 17, 2023 on the website of the Company at
www.zazhsh.com  and the website of the Stock Exchange at www.hkexnews.hk .
The results of allocations in the Hong Kong Public Offering and Preferential Offering
(with successful applicants’ Hong Kong identity card/passport/Hong Kong business
registration numbers/certificate of incorporation numbers, where appropriate) and the
number of Hong Kong Offer Shares, successfully applied for, will be made available at
the times and dates and in the manner set out below:
(i) in the announcement to be posted on the website of the Company at
www.zazhsh.com  and the website of the Stock Exchange at www.hkexnews .hk
by no later than 9:00 a.m. on Monday, July 17, 2023;
(ii) from “IPO Results” function in the IPO App  or the designated
results of allocations website at www.tricor.com.hk/ipo/result  or
www.hkeipo.hk/IPOResult  with a “search by ID” function on a 24-hour basis
from 8:00 a.m. on Monday, July 17, 2023 to 12:00 midnight on Monday, July 24,
2023; and
(iii) by telephone enquiry line by calling +852 3691 8488 between 9:00 a.m. and 6:00
p.m. from Monday, July 17, 2023 to Friday, July 21, 2023 (excluding Saturday or
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. 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.


--- page 27 ---
– 29 –
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.
SHAREHOLDING CONCENTRATION ANALYSIS
Set out below is an analysis of Shareholding concentration in the Global Offering.
• subscription and number of Shares held by the top 1, 5, 10 and 25 of the placees
out of the International Offer Shares, total Offer Shares and the total issued Share
capital of the Company upon Listing:
Placees Subscription
Shares
held
following
the Global
Offering
Subscription
 as % of
International
Offering
(excluding
Preferential
 Offering) (1)
Subscription
as % of
International
Offering
(excluding
Preferential
Offering) (2)
Subscription
as % of total
Offer Shares (1)
Subscription
as % of total
Offer Shares (2)
% of total
issued share
capital upon
Listing (1)
% of total
issued share
capital upon
Listing (2)
Top 1  32,700,000  32,700,000 28.85% 24.71% 25.82% 22.45% 6.45% 6.22%
Top 5  86,244,236  86,244,236 76.09% 65.17% 68.09% 59.21% 17.02% 16.41%
Top 10  114,388,236  114,388,236 100.92% 86.43% 90.31% 78.53% 22.58% 21.76%
Top 20  123,498,236  123,498,236 108.96% 93.32% 97.50% 84.78% 24.37% 23.49%
Top 25  125,988,236  125,988,236 111.16% 95.20% 99.46% 86.49% 24.87% 23.97%
Notes:
(1) Assuming no exercise of Over-allotment Option.
(2) Assuming full exercise of Over-allotment Option.
(3) Total Offer Shares include International Offer Shares and Hong Kong Offer Shares.


--- page 28 ---
– 30 –
• subscription and number of Shares held by the top 1, 5, 10 and 25 of the
Shareholders out of the International Offer Shares, total Offer Shares and the total
issued Share capital of the Company upon Listing:
Placees Subscription
Shares held
following the
Global
Offering
Subscription
as % of
International
Offering
(excluding
Preferential
Offering) (1)
Subscription
as % of
International
Offering
(excluding
Preferential
Offering) (2)
Subscription
as % of total
Offer Shares (1)
Subscription
as % of total
Offer Shares (2)
% of total
issued share
capital upon
Listing (1)
% of total
issued share
capital upon
Listing (2)
Top 1 –   380,000,000 0.00% 0.00% 0.00% 0.00% 75.00% 72.29%
Top 5  77,100,236  457,100,236 68.03% 58.26% 60.87% 52.93% 90.22% 86.96%
Top 10  110,152,236  490,152,236 97.19% 83.23% 86.96% 75.62% 96.74% 93.24%
Top 20  128,012,236  508,012,236 112.95% 96.73% 101.06% 87.88% 100.27% 96.64%
Top 25  130,862,236  510,862,236 115.46% 98.88% 103.31% 89.84% 100.83% 97.18%
Notes:
(1) Assuming no exercise of Over-allotment Option.
(2) Assuming full exercise of Over-allotment Option.
(3) Total Offer Shares include International Offer Shares and Hong Kong Offer Shares.
In view of the high concentration of Shareholding in a small number of
Shareholders, Shareholders and prospective investors should be aware that the
price of the Shares could move substantially even with a small number of Shares
traded, and should exercise extreme caution when dealing in Shares.