8a0dfd88f0
Request: - Add extracted PDF text generation to the archivist workflow as a standard step. Changes: - Run PDF text extraction automatically for newly archived HKEX PDF sources. - Make the PDF text extractor incremental and manifest-preserving. - Document extracted-text handling in the archivist skill and README. - Mark generated extracted text as no-diff data evidence. - Backfill extracted text for all archived PDF source references. Verification: - Ran git diff --cached --check. - Ran .venv/bin/python -m py_compile scripts/extract_pdf_text.py scripts/archive_hkex_documents.py. - Ran full PDF extraction, then confirmed an incremental rerun skips unchanged files. - Verified 557 PDF source_refs, 557 manifest rows, all status ok, and zero missing text/hash/path issues. Next useful context: - HKEX HTML notices and Yahoo JSON market data remain under data/raw and are not expected in data/extracted_text.
1708 lines
51 KiB
Plaintext
1708 lines
51 KiB
Plaintext
--- page 1 ---
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– 1 –
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Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “ Stock
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Exchange ”) and Hong Kong Securities Clearing Company Limited (“ HKSCC ”) take no responsibility for the
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contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim
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any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the
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contents of this announcement.
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Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as
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those defined in the prospectus dated May 12, 2026 (the “ Prospectus ”) issued by UISEE Technologies (Beijing)
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Co., Ltd. (
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ʮ̡ ) (the “ Company ”).
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This announcement is for information purposes only and does not constitute an offer or an invitation to induce
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an offer by any person to acquire, purchase or subscribe for any securities of the Company. This announcement is
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not a prospectus. Potential investors should read the Prospectus for detailed information about the Company and
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the Global Offering described below before deciding whether or not to invest in the Offer Shares. Any investment
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decision in relation to the Offer Shares should be taken solely in reliance on the information provided in the
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Prospectus.
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This announcement is not for release, publication, distribution, directly or indirectly, in or into the United States
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(including its territories and possessions, any state of the United States and the District of Columbia). This
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announcement does not, and is not intended to, constitute or form a part of any offer to sell or solicitation to
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purchase or subscribe for any securities in the United States or in any other jurisdiction. The Offer Shares have
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not been, and will not be, registered under the United States Securities Act of 1933, as amended from time to
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time (the “ U.S. Securities Act ”) or securities law of any state or other jurisdiction of the United States and may
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not be offered, sold, pledged or otherwise transferred within the United States, except pursuant to an available
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exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and
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in compliance with any applicable state securities laws. The Offer Shares are being offered and sold solely
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outside the United States in offshore transactions in reliance on Regulation S under the U.S. Securities Act and
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applicable laws of each jurisdiction where those offers and sales occur. There will be no public offer of the Offer
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Shares in the United States.
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In connection with the Global Offering, CITIC Securities (Hong Kong) Limited acts as the Sole Sponsor, CLSA
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Limited acts as the Sponsor-Overall Coordinator and CLSA Limited, BOCOM International Securities Limited,
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DBS Asia Capital Limited and China Galaxy International Securities (Hong Kong) Co., Limited act as Overall
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Coordinators.
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Potential investors of the Offer Shares should note that the Sole Sponsor and the Sponsor-Overall Coordinator
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(for itself and on behalf of the Hong Kong Underwriters) shall be entitled to terminate their obligations under
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the Hong Kong Underwriting Agreement with immediate effect upon the occurrence of any of the events set out
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in the section headed “Underwriting – Underwriting Arrangements and Expenses – Hong Kong Underwriting
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Agreement – Grounds for Termination” in the Prospectus at any time prior to 8:00 a.m. (Hong Kong time) on the
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Listing Date (which is currently expected to be on Wednesday, May 20, 2026).
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--- page 2 ---
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– 2 –
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UISEE Technologies (Beijing) Co., Ltd.
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ʮ̡
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(A joint stock company incorporated in the People’s Republic of China with limited liability)
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GLOBAL OFFERING
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Number of Offer Shares under the
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Global Offering
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: 14,461,200 H Shares
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Number of Hong Kong Offer Shares : 2,892,250 H Shares (as adjusted after
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reallocation)
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Number of International Offer Shares : 11,568,950 H Shares (as adjusted after
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reallocation)
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Offer Price : HK$60.30 per H Share, plus brokerage
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of 1.0%, SFC transaction levy of
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0.0027%, Stock Exchange trading fee
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of 0.00565% and AFRC transaction
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levy of 0.00015% (payable in full on
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application in Hong Kong Dollars and
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subject to refund)
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Nominal value : RMB0.10 per H Share
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Stock code : 1511
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Sole Sponsor, Overall Coordinator, Joint Global Coordinator,
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Joint Bookrunner and Joint Lead Manager
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Overall Coordinators, Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers
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Joint Global Coordinator, Joint Bookrunner and Joint Lead Manager
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Joint Bookrunners and Joint Lead Managers
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--- page 3 ---
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3
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UISEE Technologies (Beijing) Co., Ltd.
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馭勢科技(北京)股份有限公司
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ANNOUNCEMENT OF ALLOTMENT RESULTS
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Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as
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those defined in the prospectus dated May 12, 2026 (the “Prospectus”) issued by UISEE Technologies (Beijing)
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Co., Ltd. (馭勢科技(北京)股份有限公司) (the “Company”).
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Warning: In view of high concentration of shareholding in a small number of Shareholders,
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Shareholders and prospective investors should be aware that the price of the H Shares could move
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substantially even with a small number of H Shares traded and should exercise extreme caution when
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dealing in the H Shares.
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SUMMARY
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Company information
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Stock code 1511
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Stock short name UISEE TECH
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Dealings commencement date May 20, 2026*
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*see note at the end of the announcement
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Price Information
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Offer Price HK$60.30
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Offer Shares and Share Capital
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Number of Offer Shares 14,461,200 H Shares
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Number of Offer Shares in Hong Kong Public Offering (as
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adjusted after reallocation)
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2,892,250 H Shares
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Number of Offer Shares in International Offering (as
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adjusted after reallocation)
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11,568,950 H Shares
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Number of issued Shares upon Listing 162,485,020 Shares
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Note: The Offer Size Adjustment Option is not exercised.
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Proceeds
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Gross proceeds (Note) HK$872.0 million
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Less: Estimated listing expenses payable based on the
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Offer Price
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HK$76.6 million
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Net proceeds HK$795.4 million
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Note: Gross proceeds refer to the amount to which the issuer is entitled to receive. For details of the use of
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proceeds, please refer to the section headed “Future Plans and Use of Proceeds” of the Prospectus.
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--- page 4 ---
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4
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ALLOTMENT RESULTS DETAILS
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HONG KONG PUBLIC OFFERING
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No. of valid applications 285,972
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No. of successful applications 48,689
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Subscription level 6,777.29 times
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Claw-back triggered Yes
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No. of Offer Shares initially available under the Hong Kong Public
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Offering
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723,100
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No. of Offer Shares reallocated from the International Offering
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(claw-back)
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2,169,150
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Final no. of Offer Shares under the Hong Kong Public Offering
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(after reallocation)
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2,892,250
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% of final no. of Offer Shares under the Hong Kong Public
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Offering to the Global Offering
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20%
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Note: For details of the final allocation of Shares to the Hong Kong Public Offering, investors can refer to
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www.hkeipo.hk/iporesult to perform a search by identification number or www.hkeipo.hk/iporesult for the
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full list of allottees.
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INTERNATIONAL OFFERING
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No. of placees 87
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Subscription level 5.66 times
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No. of Offer Shares initially available under the International
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Offering
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13,738,100
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No. of Offer Shares reallocated to the Hong Kong Public Offering
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(claw-back)
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2,169,150
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Final no. of Offer Shares under the International Offering (after
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reallocation)
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11,568,950
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% of final no. of Offer Shares under the International Offering to
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the Global Offering
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80%
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The Directors confirm that, to the best of their knowledge, information and belief, save for waivers from
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strict compliance with Rule 10.04 of the Listing Rules and a consent under paragraph 1C of Appendix F1 to
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the Listing Rules (the “ Placing Guidelines ”) granted by the Stock Exchange to permit H Shares in the
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International Offering to be placed to certain Existing Minority Shareholders and/or their close associates,
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(i) none of the Offer Shares subscribed by the placees and the public have been financed directly or indirectly
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by the Company, any of the Directors, chief executive of the Company, Controlling Shareholders, substantial
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Shareholders, existing Shareholders of the Company or any of its subsidiaries or their respective close
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associates; (ii) none of the placees and the public who have purchased the Offer Shares are accustomed to
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taking instructions from the Company, any of the Directors, chief executive of the Company, Controlling
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Shareholders, substantial Shareholders, existing Shareholders of the Company or any of its subsidiaries or
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their respective close associates in relation to the acquisition, disposal, voting or other disposition of Shares
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registered in his/her/its name or otherwise held by him/her/it; (iii) there is no side agreement or arrangement
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between the Company, any of the Directors, chief executive of the Company, the Controlling Shareholders,
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substantial shareholders, existing Shareholders of the Company or any of its subsidiaries or their respective
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--- page 5 ---
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5
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close associates, on one hand, and the public subscribers or the placees who have subscribed for the Offer
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Shares, on the other hand; and (iv) no rebate has been, directly or indirectly, provided by the Company, any
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of the Directors, chief executive of the Company, the Controlling Shareholders, substantial Shareholders ,
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existing Shareholders of the Company or any of its subsidiaries or their respective close associates, or
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syndicate members, or any other brokers involved in the Global Offering, to any public investors in the Hong
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Kong Public Offering or placees in the International Offering.
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The placees in the International Offering include the following:
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Cornerstone Investors
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Investor Note 1
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No. of Offer
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Shares
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allocated
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% of
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Offer
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Shares
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% of total
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issued H
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Shares after
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the Global
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Offering
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% of total
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issued Shares
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after the
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Global
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Offering
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Existing
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shareholders or
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their close
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associates
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Xiongan Autonomous
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Driving Limited (雄安自
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動駕駛有限公司)
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(“Xiongan Auto
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Driving”)
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3,710,000 H
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Shares 25.65% 2.93% 2.28% No
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CYGG Holding Limited
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(“CYGG”)
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129,700 H
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Shares 0.90% 0.10% 0.08% No
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Starwin International A
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LPF (“Starwin
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International”)
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492,500 H
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Shares 3.41% 0.39% 0.30% No
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Total 4,332,200 H
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Shares 29.96% 3.42% 2.67%
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Notes:
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1. For further details of the Cornerstone Investors, please refer to the section headed “Cornerstone
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Investors” in the Prospectus.
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Allottees with Waivers/Consents Obtained
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Investor
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No. of Offer
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Shares allocated
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% of Offer
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Shares
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% of total
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issued H
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Shares after
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the Global
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||
Offering
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% of total
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issued
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Shares after
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the Global
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Offering Relationship
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Allotees with consents under paragraph 1C of the Placing Guidelines and Chapter 4.15 of the Guide for
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New Listing Applicants in relation to allocations to connected clients
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Starwin International
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Note 1 492,500 H Shares 3.41% 0.39% 0.30%
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Connected client
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and a cornerstone
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investor
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--- page 6 ---
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6
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Investor
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No. of Offer
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Shares allocated
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% of Offer
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Shares
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% of total
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issued H
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Shares after
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the Global
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Offering
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% of total
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issued
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Shares after
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the Global
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Offering Relationship
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New Harvest Wealth
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Securities Company
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Limited (“New
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Harvest”) Note 2
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829,150 H Shares 5.73% 0.65% 0.51% Connected client
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and a placee
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Allotees with waivers from strict compliance with Rule 10.04 of the Listing Rules and Chapter s 2.5 and 4.15
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of the Guide for New Listing Applicants and consents under paragraphs 1C(1) and 1C(2) of the Placing
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Guidelines in relation to allocations to connected clients and close associates of existing Shareholder
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CITIC Securities
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International Capital
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Management Limited
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(“CSI”) Note 2
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31,350 H Shares 0.22% 0.02% 0.019%
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Connected client
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and a close
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associate of
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existing
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Shareholders as a
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placee
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CITIC Securities
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Asset Management
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(HK) Limited
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(“CITIC AM HK”)
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Note 2
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1,700 H Shares 0.01% 0.001% 0.001%
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Connected client
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and a close
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associate of
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existing
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Shareholders as a
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placee
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CITIC Securities
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Asset Management
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Company Limited
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(“CITIC AM”) Note 2
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1,700 H Shares 0.01% 0.001% 0.001%
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Connected client
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and a close
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associate of
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existing
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Shareholders as a
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placee
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Notes:
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1. See “Waivers from Strict Compliance with the Listing Rules — Consent in respect of Proposed
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Subscription of Shares by Certain Cornerstone Investor who is a Connected Client” of the Prospectus
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and the section headed “Others / Additional Information — Placing to Connected Clients (including
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those who are close associate of existing Shareholder) with Prior Consent s under Paragraphs 1C(1)
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and 1C(2) of the Placing Guidelines and waiver s from the strict compliance with Rule 10.04 of the
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Listing Rules (as applicable)” in this announcement for further details.
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2. See the section headed “Others / Additional Information — Placing to Connected Clients (including
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those who are close associate of existing Shareholder) with Prior Consent s under Paragraphs 1C(1)
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and 1C(2) of the Placing Guidelines and waiver s from the strict compliance with Rule 10.04 of the
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Listing Rules (as applicable)” in this announcement for further details.
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LOCK-UP UNDERTAKINGS
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Controlling Shareholders
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--- page 7 ---
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7
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Name
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Number of Shares
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held in the
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Company subject to
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lock-up
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undertakings upon
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Listing
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% of total issued
|
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H Shares after
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the Global
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||
Offering subject
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to lock-up
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undertakings
|
||
upon Listing
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% of shareholding
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in the Company
|
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subject to lock-up
|
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undertakings
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upon Listing
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Last day subject
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to the lock-up
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undertakings Note 1
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Wu Gansha (吳甘沙)
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(“Mr. Wu”) Note 2
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24,341,740 Shares
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(including 8,113,910
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H Shares)
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6.40% 14.98% May 19, 2027
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Jiang Yan (姜岩) (“Mr.
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Jiang”) Note 2 7,055,560 H Shares 5.57% 4.34% May 19, 2027
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Zhou Xin (周鑫) (“Mr.
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Zhou”) Note 2
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3,527,780 Shares
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(including 1,000,000
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H Shares)
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0.79% 2.17% May 19, 2027
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Peng Jinzhan (彭進展)
|
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(“Mr. Peng”) Note 2
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3,527,780 Shares
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(including 1,000,000
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H Shares)
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0.79% 2.17% May 19, 2027
|
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Beijing Simaju
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Technology Center
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(Limited Partnership)
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(北京司馬駒科技中心
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(有限合夥))
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(“Beijing Simaju”) Note 2
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14,111,120 H Shares 11.14% 8.68% May 19, 2027
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Subtotal
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52,563,980 Shares
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(including
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31,280,590 H Shares)
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24.68% 32.35%
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Notes:
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1. Pursuant to the applicable PRC law s, all existing Shareholders (including the Controlling
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Shareholders) are not permitted to dispose of any of the Shares held by them within 12 months following
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the Listing Date.
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2. On December 17, 2019, Mr. Wu , Mr. Jiang, Mr. Zhou, Mr. Peng and Mr. Zhao Yong (趙勇) (“Mr.
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Zhao”) entered into an acting-in-concert agreement, pursuant to which each of Mr. Jiang, Mr. Zhou,
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Mr. Peng and Mr. Zhao agreed that, so long as he directly or indirectly holds any equity interest in the
|
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Company, he shall exercise his voting rights in a consistent manner with Mr. Wu. The agreement shall
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remain in effect until its termination upon mutual consent among the par ties, save that for Mr. Zhao,
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his obligation ceased when Beijing Deep Glint Technology Co., Ltd. (北京格靈深瞳信息技術股份有
|
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限公司) ("Deep Glint") submitted its application for listing on the STAR Market of the Shanghai Stock
|
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Exchange on June 22, 2021. The cessation of Mr. Zhao as a party to the agreement was taken into
|
||
account that Deep Glint, the primary business interest of Mr. Zhao, was anticipated to be listed on the
|
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STAR Market soon, and Mr. Zhao, as a chairman and director of Deep Glint, considered that it would
|
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be in the best interest of Deep Glint that his voting interest in the Company became aligned with that
|
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of Deep Glint without the restrictions under the agreement.
|
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|
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Beijing Simaju is the designated shareholding platform for the Pre -IPO Incentive Schemes, of which
|
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Mr. Wu (its general partner) holds 61.47% partnership interest and Mr. Zhou (its limited partner)
|
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holds 20% partnership interest for the benefit of the option grantees under the Pre -IPO Incentive
|
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Schemes. The remaining 18.53% partnership interest in Beijing Simaju is beneficially held by Mr. Wu.
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--- page 8 ---
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8
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Therefore, Mr. Wu, Mr. Jiang, Mr. Zhou, Mr. Peng and Beijing Simaju constitute a group of
|
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Controlling Shareholders of the Company under the Listing Rules.
|
||
|
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|
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Key Persons (as defined under Rule 18C.14 of the Listing Rules)
|
||
|
||
Name
|
||
|
||
|
||
|
||
|
||
|
||
|
||
Capacity
|
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Number of Shares
|
||
held in the
|
||
Company subject
|
||
to lock-up
|
||
undertakings
|
||
upon Listing
|
||
% of total issued H
|
||
Shares after the
|
||
Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of shareholding
|
||
in the Company
|
||
subject to lock-up
|
||
undertakings
|
||
upon Listing
|
||
|
||
Last day
|
||
subject to the
|
||
lock-up
|
||
undertakings
|
||
Note 1
|
||
Mr. Zhao Co-founder of
|
||
the Group
|
||
2,116,680 H
|
||
Shares 1.67% 1.30% May 19, 2027
|
||
Chiang
|
||
Tsung Che
|
||
(江宗哲)
|
||
(“Mr.
|
||
Chiang”) Note
|
||
2
|
||
Executive
|
||
Director, chief
|
||
financial officer,
|
||
Board secretary
|
||
and joint
|
||
company
|
||
secretary of the
|
||
Group
|
||
– – – May 19, 2027
|
||
Wu Jun (吳
|
||
軍) Note 2
|
||
Non-executive
|
||
Director and
|
||
former
|
||
consultant of the
|
||
Group
|
||
– – – May 19, 2027
|
||
Liu Yang (劉
|
||
洋) Note 2
|
||
Core R&D Team
|
||
member – – – May 19, 2027
|
||
Zhou
|
||
Xiaocheng
|
||
(周小成) Note
|
||
2
|
||
Core R&D Team
|
||
member – – – May 19, 2027
|
||
Zhang Dan
|
||
(張丹) Note 2
|
||
Core R&D Team
|
||
member – – – May 19, 2027
|
||
Subtotal 2,116,680 H
|
||
Shares 1.67% 1.30%
|
||
Notes:
|
||
|
||
1. Pursuant to the applicable PRC law s, all existing Shareholders are not permitted to dispose of any
|
||
of the Shares held by them within 12 months following the Listing Date. In accordance with Rule
|
||
18C.14(1) of the Listing Rules, the required lock -up period for key persons commences on the date
|
||
by reference to which disclosure of its shareholding is made in the Prospectus and end on the date
|
||
which is 12 months from the Listing Date, i.e. May 19, 2027, being the same date on which the
|
||
restriction against disposal of Shares under the applicable PRC laws ends.
|
||
|
||
2. Certain options to acquire Incentive Units (i.e. partnership interests held by Mr. Wu and Mr. Zhou in
|
||
Beijing Simaju) have been granted to the following persons under the Pre -IPO Incentive Schemes,
|
||
namely (i) Mr. Chiang and Mr. Wu Jun, our Directors; and (ii) Mr. Liu Yang, Dr. Zhou Xiaocheng
|
||
and Dr. Zhang Dan, our Core R&D Team members, who are key persons as defined under Rule
|
||
|
||
|
||
--- page 9 ---
|
||
9
|
||
18C.14 of the Listing Rules. Therefore, they have undertaken that they will not di spose of their
|
||
interests in the options granted to them as well as the partnership interests in Beijing Simaju to be
|
||
transferred to them upon the exercise of their vested options under Rule 18C.14 of the Listing Rules
|
||
within the lock-up period referred to in note 1 above.
|
||
|
||
Pursuant to the partnership agreement of Beijing Simaju, any transfer of partnership interest by
|
||
limited partners shall be approved by Mr. Wu, as the general partner and the majority holder of the
|
||
partnership interest. Mr. Wu will ensure that the lock -up restriction will be effectively enforced in
|
||
respect of the indirect interests held by the aforementioned persons as limited partners.
|
||
|
||
See the sections headed “History, Development and Corporate Structure — Pre-IPO Incentive
|
||
Schemes” and “Appendix VI — Statutory and General Information — D. Pre -IPO Incentive
|
||
Schemes” for further details.
|
||
|
||
|
||
|
||
Pathfinder SIIs
|
||
|
||
Name Note1
|
||
Number of Shares
|
||
held in the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of total issued H
|
||
Shares after the
|
||
Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of
|
||
shareholding in
|
||
the Company
|
||
subject to lock-up
|
||
undertakings
|
||
upon Listing
|
||
|
||
Last day subject to the
|
||
lock-up undertakings
|
||
Note 2
|
||
Shaanxi Xike Angel
|
||
Phase III Commercial
|
||
Consultancy
|
||
Partnership (Limited
|
||
Partnership) (陝西西科
|
||
天使叁期商務信息諮
|
||
詢合夥企業(有限合
|
||
夥)
|
||
)
|
||
5,110,390 H Shares 4.03% 3.15% May 19, 2027
|
||
Beijing Phase II CAS
|
||
Star Hard Technology
|
||
Venture Capital
|
||
Partnership (Limited
|
||
Partnership) (北京二期
|
||
中科創星硬科技創業
|
||
投資合夥企業(有限合
|
||
夥))
|
||
1,950,370 H Shares
|
||
1.54% 1.20% May 19, 2027
|
||
Shaanxi Big Data
|
||
Industry Investment
|
||
Fund Partnership
|
||
(Limited Partnership)
|
||
(陝西大數據產業投資
|
||
基金合夥企業(有限合
|
||
夥))
|
||
1,729,310 Shares - 1.06% May 19, 2027
|
||
Shanghai State-owned
|
||
Enterprise Reform and
|
||
Development Equity
|
||
Investment Fund
|
||
Partnership (Limited
|
||
3,249,840 Shares - 2.00% May 19, 2027
|
||
|
||
|
||
--- page 10 ---
|
||
10
|
||
Name Note1
|
||
Number of Shares
|
||
held in the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of total issued H
|
||
Shares after the
|
||
Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of
|
||
shareholding in
|
||
the Company
|
||
subject to lock-up
|
||
undertakings
|
||
upon Listing
|
||
|
||
Last day subject to the
|
||
lock-up undertakings
|
||
Note 2
|
||
Partnership) (上海國企
|
||
改革發展股權投資基
|
||
金合夥企業(有限合
|
||
夥))
|
||
Taizhou Shengsheng
|
||
Equity Investment
|
||
Partnership (Limited
|
||
Partnership) (台州盛升
|
||
股權投資合夥企業(有
|
||
限合夥))
|
||
2,015,460 Shares - 1.24% May 19, 2027
|
||
Shenzhen Capital
|
||
Group Co., Ltd. (深圳
|
||
市創新投資集團有限
|
||
公司)
|
||
1,950,380 Shares - 1.20% May 19, 2027
|
||
Tianjin Haihe Hongtu
|
||
Investment Fund
|
||
Partnership (Limited
|
||
Partnership) (天津海河
|
||
紅土投資基金合夥企
|
||
業(有限合夥))
|
||
1,170,230 H Shares 0.92% 0.72% May 19, 2027
|
||
Shanghai Jinshan
|
||
Hongtu Venture
|
||
Capital Investment
|
||
Center (Limited
|
||
Partnership) (上海金山
|
||
紅土創業投資中心
|
||
(有限合夥))
|
||
390,070 H Shares 0.31% 0.24% May 19, 2027
|
||
Liyang Hongtu New
|
||
Economy Venture
|
||
Capital Fund
|
||
Partnership (Limited
|
||
Partnership) (溧陽紅土
|
||
新經濟創業投資基金
|
||
合夥企業(有限合
|
||
夥))
|
||
390,070 H Shares 0.31% 0.24% May 19, 2027
|
||
Changzhou Hongtu
|
||
Human Resources
|
||
Investment Partnership
|
||
(Limited Partnership)
|
||
(常州紅土人才投資合
|
||
夥企業(有限合夥))
|
||
195,040 H Shares 0.15% 0.12% May 19, 2027
|
||
Nanjing CICC Qihong
|
||
Investment Fund
|
||
Partnership (Limited
|
||
Partnership) (南京中金
|
||
4,314,230 H Shares 3.40% 2.66% May 19, 2027
|
||
|
||
|
||
--- page 11 ---
|
||
11
|
||
Name Note1
|
||
Number of Shares
|
||
held in the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of total issued H
|
||
Shares after the
|
||
Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of
|
||
shareholding in
|
||
the Company
|
||
subject to lock-up
|
||
undertakings
|
||
upon Listing
|
||
|
||
Last day subject to the
|
||
lock-up undertakings
|
||
Note 2
|
||
啟泓投資基金合夥企
|
||
業(有限合夥))
|
||
Subtotal
|
||
22,465,390 Shares
|
||
(including
|
||
13,520,400 H
|
||
Shares)
|
||
10.67% 13.83%
|
||
Notes:
|
||
|
||
1. Each of the Shareholders listed in the above table is a Pathfinder SII of the Company as defined under
|
||
Chapter 2.5 of the Guide for New Listing Applicants.
|
||
|
||
2. In accordance with Rule 18C.14(2) of the Listing Rules, the required lock -up period commences on
|
||
the date by reference to which disclosure of its shareholding is made in the Prospectus and ends on
|
||
the date which is six months from the Listing Date, i.e. No vember 19, 2026. In addition to the lock -
|
||
up requirement under Rule 18C.14(2) of the Listing Rules, all existing Shareholders are not permitted
|
||
to dispose of any of the Shares held by them within 12 months following the Listing Date, i.e. ending
|
||
on May 19, 2027, as required under the applicable PRC laws.
|
||
|
||
Pre-IPO Investors other than Pathfinder SIIs (as defined in the Prospectus)
|
||
|
||
|
||
|
||
|
||
|
||
Name
|
||
Number of Shares
|
||
held in the
|
||
Company subject
|
||
to lock-up
|
||
undertakings
|
||
upon Listing
|
||
% of total issued H
|
||
Shares after the
|
||
Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of shareholding
|
||
in the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
|
||
Last day subject to
|
||
the lock-up
|
||
undertakings Note 1
|
||
Zhuhai GF Yunyi
|
||
Smart Car Industry
|
||
Fund (Limited
|
||
Partnership) (珠海廣
|
||
發雲意智能汽車產業
|
||
基金(有限合夥))
|
||
2,305,740 H Shares 1.82% 1.42% May 19, 2027
|
||
Zhuhai GF Xinde
|
||
Environment
|
||
Protection Industry
|
||
Investment Fund
|
||
Partnership (Limited
|
||
Partnership) (珠海廣
|
||
發信德環保產業投資
|
||
基金合夥企業(有限
|
||
合夥))
|
||
1,083,700 H
|
||
Shares 0.86% 0.67% May 19, 2027
|
||
|
||
|
||
--- page 12 ---
|
||
12
|
||
|
||
|
||
|
||
|
||
Name
|
||
Number of Shares
|
||
held in the
|
||
Company subject
|
||
to lock-up
|
||
undertakings
|
||
upon Listing
|
||
% of total issued H
|
||
Shares after the
|
||
Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of shareholding
|
||
in the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
|
||
Last day subject to
|
||
the lock-up
|
||
undertakings Note 1
|
||
CDBC Manufacturing
|
||
Transformation and
|
||
Upgrading Fund
|
||
(Limited Partnership)
|
||
(國開製造業轉型升
|
||
級基金(有限合
|
||
夥))
|
||
3,120,600 Shares - 1.92% May 19, 2027
|
||
Hubei High Quality
|
||
Development Industry
|
||
Investment Fund
|
||
Partnership (Limited
|
||
Partnership) (湖北高
|
||
質量發展產業投資基
|
||
金合夥企業(有限合
|
||
夥))
|
||
2,690,870 H
|
||
Shares 2.12% 1.66% May 19, 2027
|
||
Bosch (Shanghai)
|
||
Venture Capital
|
||
Investment Co., Ltd.
|
||
(博世(上海)創業
|
||
投資有限公司)
|
||
2,590,020 H
|
||
Shares 2.04% 1.59% May 19, 2027
|
||
Xinzhifeng (Wuhan)
|
||
Equity Investment
|
||
Fund Partnership
|
||
(Limited Partnership)
|
||
(信之風(武漢)股
|
||
權投資基金合夥企業
|
||
(有限合夥))
|
||
2,027,720 H
|
||
Shares 1.60% 1.25% May 19, 2027
|
||
CITIC Securities
|
||
Investment Co., Ltd.
|
||
(中信証券投資有限
|
||
公司)
|
||
1,345,430 H
|
||
Shares 1.06% 0.83% May 19, 2027
|
||
Century Gateway
|
||
Investment Limited
|
||
5,742,770 H
|
||
Shares 4.53% 3.53% May 19, 2027
|
||
Ningbo Lanting
|
||
Shiling Investment
|
||
Partnership (Limited
|
||
Partnership) (寧波瀾
|
||
亭視聆投資合夥企業
|
||
(有限合夥))
|
||
5,187,920 H
|
||
Shares 4.09% 3.19% May 19, 2027
|
||
|
||
|
||
--- page 13 ---
|
||
13
|
||
|
||
|
||
|
||
|
||
Name
|
||
Number of Shares
|
||
held in the
|
||
Company subject
|
||
to lock-up
|
||
undertakings
|
||
upon Listing
|
||
% of total issued H
|
||
Shares after the
|
||
Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of shareholding
|
||
in the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
|
||
Last day subject to
|
||
the lock-up
|
||
undertakings Note 1
|
||
Sinovation Fund III,
|
||
L.P.
|
||
5,065,700 H
|
||
Shares 4.00% 3.12% May 19, 2027
|
||
Chongqing Science
|
||
City Investment
|
||
Holding Co., Ltd. (重
|
||
慶科學城投資控股有
|
||
限公司)
|
||
4,055,450 H
|
||
Shares 3.20% 2.50% May 19, 2027
|
||
Gongqingcheng
|
||
Xinding Huaqi No. 1
|
||
Equity Investment
|
||
Partnership (Limited
|
||
Partnership) (共青城
|
||
新鼎華麒壹號股權投
|
||
資合夥企業(有限合
|
||
夥))
|
||
3,740,040 H
|
||
Shares 2.95% 2.30% May 19, 2027
|
||
Beijing Z-Park
|
||
Longmen Fund
|
||
Investment Center
|
||
(Limited Partnership)
|
||
(北京中關村龍門基
|
||
金投資中心(有限合
|
||
夥))
|
||
1,950,370 H
|
||
Shares 1.54% 1.20% May 19, 2027
|
||
Ningbo Meishan
|
||
Bonded Logistics
|
||
Park Tengyun
|
||
Yuansheng Equity
|
||
Investment
|
||
Partnership (Limited
|
||
Partnership) (寧波梅
|
||
山保稅港區騰雲源晟
|
||
股權投資合夥企業
|
||
(有限合夥))
|
||
1,950,370 H
|
||
Shares 1.54% 1.20% May 19, 2027
|
||
Beijing Smart Cloud
|
||
City Investment Fund
|
||
Center (Limited
|
||
Partnership) (北京智
|
||
慧雲城投資基金中心
|
||
(有限合夥))
|
||
1,949,910 H
|
||
Shares 1.54% 1.20% May 19, 2027
|
||
CAS-Tech Fund I L.P. 1,824,170 H
|
||
Shares 1.44% 1.12% May 19, 2027
|
||
|
||
|
||
--- page 14 ---
|
||
14
|
||
|
||
|
||
|
||
|
||
Name
|
||
Number of Shares
|
||
held in the
|
||
Company subject
|
||
to lock-up
|
||
undertakings
|
||
upon Listing
|
||
% of total issued H
|
||
Shares after the
|
||
Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of shareholding
|
||
in the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
|
||
Last day subject to
|
||
the lock-up
|
||
undertakings Note 1
|
||
Jiaxing Jiayao
|
||
Venture Capital
|
||
Partnership (Limited
|
||
Partnership) (嘉興嘉
|
||
耀創業投資合夥企業
|
||
(有限合夥))
|
||
1,820,200 H
|
||
Shares 1.44% 1.12% May 19, 2027
|
||
Zhen Partners IV
|
||
(HK) Limited
|
||
1,383,450 H
|
||
Shares 1.09% 0.85% May 19, 2027
|
||
Yusheng Future
|
||
(Zhuhai) Equity
|
||
Investment
|
||
Partnership (Limited
|
||
Partnership) (馭勝未
|
||
來(珠海)股權投資
|
||
合夥企業(有限合
|
||
夥))
|
||
1,345,430 H
|
||
Shares 1.06% 0.83% May 19, 2027
|
||
Xiangjiang Industrial
|
||
Investment Co., Ltd.
|
||
(湘江產業投資有限
|
||
責任公司)
|
||
1,299,940 H
|
||
Shares 1.03% 0.80% May 19, 2027
|
||
Jiangsu Zhongde
|
||
Services Trade
|
||
Industry Investment
|
||
Fund (Limited
|
||
Partnership) (江蘇中
|
||
德服貿產業投資基金
|
||
(有限合夥))
|
||
1,170,230 Shares - 0.72% May 19, 2027
|
||
Beijing Yintai Jiahe
|
||
Venture Capital
|
||
Investment Co., Ltd.
|
||
(北京銀泰嘉禾創業
|
||
投資有限公司)
|
||
1,152,870 Shares - 0.71% May 19, 2027
|
||
Suzhou Hengtong
|
||
Datai Big Data
|
||
Industry Fund
|
||
Partnership (Limited
|
||
Partnership) (蘇州亨
|
||
通達泰大數據產業基
|
||
金合夥企業(有限合
|
||
夥))
|
||
897,170 H Shares 0.71% 0.55% May 19, 2027
|
||
|
||
|
||
--- page 15 ---
|
||
15
|
||
|
||
|
||
|
||
|
||
Name
|
||
Number of Shares
|
||
held in the
|
||
Company subject
|
||
to lock-up
|
||
undertakings
|
||
upon Listing
|
||
% of total issued H
|
||
Shares after the
|
||
Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of shareholding
|
||
in the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
|
||
Last day subject to
|
||
the lock-up
|
||
undertakings Note 1
|
||
Henan Keyuan
|
||
Shenneng Clean
|
||
Energy Equity
|
||
Investment Fund
|
||
Partnership (Limited
|
||
Partnership) (河南科
|
||
源申能潔淨能源股權
|
||
投資基金合夥企業
|
||
(有限合夥))
|
||
780,150 H Shares 0.62% 0.48% May 19, 2027
|
||
Xiamen Oak Forest
|
||
Energy Saving and
|
||
Environmental
|
||
Protection Venture
|
||
Capital Fund
|
||
Partnership (Limited
|
||
Partnership) (廈門橡
|
||
樹林節能環保創投基
|
||
金合夥企業(有限合
|
||
夥))
|
||
780,150 H Shares 0.62% 0.48% May 19, 2027
|
||
Chongqing Liangjiang
|
||
New Area Innovative
|
||
Service Industry
|
||
Equity Investment
|
||
Fund Partnership
|
||
(Limited Partnership)
|
||
(重慶兩江新區戰新
|
||
服務業股權投資基金
|
||
合夥企業(有限合
|
||
夥))
|
||
780,150 H Shares 0.62% 0.48% May 19, 2027
|
||
Xiamen Datai Core
|
||
Stone Venture Capital
|
||
Partnership (Limited
|
||
Partnership) (廈門達
|
||
泰芯石創業投資合夥
|
||
企業(有限合夥))
|
||
390,080 H Shares 0.31% 0.24% May 19, 2027
|
||
Beijing Qingshan
|
||
Enterprise Angel
|
||
Investment
|
||
Partnership (北京青
|
||
山基業天使投資合夥
|
||
企業(有限合夥))
|
||
350,030 H Shares 0.28% 0.22% May 19, 2027
|
||
|
||
|
||
--- page 16 ---
|
||
16
|
||
|
||
|
||
|
||
|
||
Name
|
||
Number of Shares
|
||
held in the
|
||
Company subject
|
||
to lock-up
|
||
undertakings
|
||
upon Listing
|
||
% of total issued H
|
||
Shares after the
|
||
Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of shareholding
|
||
in the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
|
||
Last day subject to
|
||
the lock-up
|
||
undertakings Note 1
|
||
Wang Yanmin (王彥
|
||
敏) 262,540 H Shares 0.21% 0.16% May 19, 2027
|
||
Chen Xuetao (陳雪
|
||
濤) 87,490 Shares - 0.05% May 19, 2027
|
||
Zhuhai Kangyuan
|
||
Investment Enterprise
|
||
(Limited Partnership)
|
||
(珠海康遠投資企業
|
||
(有限合夥))
|
||
69,180 H Shares 0.05% 0.04% May 19, 2027
|
||
Subtotal
|
||
59,199,840
|
||
Shares
|
||
(including
|
||
53,668,650 H
|
||
Shares)
|
||
42.35% 36.43%
|
||
Notes:
|
||
|
||
1. Pursuant to the applicable PRC laws, all existing Shareholders (including the Pre-IPO Investors) are
|
||
not permitted to dispose of any of the Shares held by them within 12 months following the Listing
|
||
Date.
|
||
|
||
Existing Shareholders (excluding the Controlling Shareholders, Key Persons and Pre-IPO Investors)
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
Name
|
||
|
||
|
||
|
||
Number of
|
||
Shares held in
|
||
the Company
|
||
subject to lock-up
|
||
undertakings
|
||
upon Listing
|
||
% of total issued
|
||
H Shares after the
|
||
Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of shareholding
|
||
in the Company
|
||
subject to lock-up
|
||
undertakings
|
||
upon Listing
|
||
|
||
Last day subject to
|
||
the lock-up
|
||
undertakings Note 1
|
||
Deep Glint 11,677,930 H
|
||
Shares 9.22% 7.19% May 19, 2027
|
||
Total 11,677,930 H
|
||
Shares 9.22% 7.19%
|
||
Notes:
|
||
|
||
1. Pursuant to the applicable PRC laws, all existing Shareholders are not permitted to dispose of any of
|
||
the Shares held by them within 12 months following the Listing Date.
|
||
|
||
|
||
--- page 17 ---
|
||
17
|
||
|
||
Cornerstone Investors
|
||
|
||
Name
|
||
Number of Shares
|
||
held in the
|
||
Company subject to
|
||
lock-up
|
||
undertakings upon
|
||
listing
|
||
% of total issued H
|
||
Shares after the
|
||
Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
% of shareholding
|
||
in the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
Listing
|
||
Last day subject to
|
||
the lock-up
|
||
undertakings Note 1
|
||
Xiongan Auto Driving 3,710,000 H Shares 2.93% 2.28% November 19, 2026
|
||
CYGG 129,700 H Shares 0.10% 0.08% November 19, 2026
|
||
Starwin International 492,500 H Shares 0.39% 0.30% November 19, 2026
|
||
Total
|
||
4,332,200 Shares
|
||
(including
|
||
4,332,200 H
|
||
Shares)
|
||
3.42% 2.67%
|
||
Notes:
|
||
|
||
1. In accordance with the relevant cornerstone investment agreements, the required lock -up ends on
|
||
November 19, 2026. The Cornerstone Investors will cease to be prohibited from disposing of or
|
||
transferring H Shares subscribed for pursuant to the relevant cornerstone investment agreements
|
||
after the indicated date.
|
||
|
||
|
||
--- page 18 ---
|
||
18
|
||
PLACEE CONCENTRATION ANALYSIS
|
||
|
||
Placees Note 1
|
||
Number of H
|
||
Shares allotted
|
||
|
||
Allotment as % of
|
||
International Offering
|
||
Allotment as % of total
|
||
Offer Shares
|
||
Number of
|
||
Shares held upon Listing
|
||
|
||
% of total issued share
|
||
capital upon Listing
|
||
Top 1 3,710,000 32.07% 25.65% 3,710,000 2.28%
|
||
Top 5 7,905,850 68.34% 54.67% 7,905,850 4.87%
|
||
Top 10 9,384,850 81.12% 64.90% 9,384,850 5.78%
|
||
Top 25 11,070,500 95.69% 76.55% 11,070,500 6.81%
|
||
|
||
|
||
Notes:
|
||
1. Ranking of placees is based on the number of H Shares allotted to the placees.
|
||
|
||
H SHAREHOLDERS CONCENTRATION ANALYSIS
|
||
|
||
H Shareholders
|
||
Note 1
|
||
Number of H
|
||
Shares allotted
|
||
|
||
Allotment as % of
|
||
International Offering
|
||
Allotment as % of
|
||
total Offer Shares
|
||
Number of H Shares
|
||
held upon Listing
|
||
|
||
% of total issued H
|
||
Shares capital upon
|
||
Listing
|
||
Number of Shares
|
||
held upon Listing
|
||
|
||
Top 1 0 0.00% 0.00% 31,280,590 24.68% 52,563,980
|
||
Top 5 0 0.00% 0.00% 63,066,650 49.77% 86,079,350
|
||
Top 10 3,710,000 32.07% 25.65% 84,732,220 66.86% 107,744,920
|
||
Top 25 5,700,000 49.27% 39.42% 114,434,950 90.30% 139,398,030
|
||
|
||
Notes:
|
||
1. Ranking of H Shareholders is based on the number of H Shares held by H Shareholders upon Listing.
|
||
|
||
|
||
--- page 19 ---
|
||
19
|
||
SHAREHOLDER CONCENTRATION ANALYSIS
|
||
|
||
|
||
Shareholders
|
||
Note 1
|
||
Number of H
|
||
Shares allotted
|
||
|
||
Allotment as % of
|
||
International
|
||
Offering
|
||
Allotment as % of
|
||
total Offer Shares
|
||
Number of H Shares
|
||
held upon Listing
|
||
Number of Shares
|
||
held upon Listing
|
||
|
||
% of total issued
|
||
share capital upon
|
||
Listing
|
||
Top 1 0 0.00% 0.00% 31,280,590 52,563,980 32.35%
|
||
Top 5 0 0.00% 0.00% 57,878,730 86,156,730 53.02%
|
||
Top 10 0 0.00% 0.00% 79,427,590 109,655,970 67.49%
|
||
Top 25 5,700,000 49.27% 39.42% 111,789,580 145,138,560 89.32%
|
||
|
||
Notes:
|
||
1. Ranking of Shareholders is based on the number of Shares (of all classes) held by the Shareholders upon Listing.
|
||
|
||
|
||
--- page 20 ---
|
||
20
|
||
BASIS OF ALLOCATION UNDER THE HONG KONG PUBLIC OFFERING
|
||
Subject to the satisfaction of the conditions set out in the Prospectus, valid applications made by the public
|
||
will be conditionally allocated on the basis set out below:
|
||
|
||
NO. OF H
|
||
SHARES
|
||
APPLIED FOR
|
||
NO. OF VALID
|
||
APPLICATIONS BASIS OF ALLOTMENT / BALLOT
|
||
APPROXIMATE
|
||
PERCENTAGE
|
||
ALLOTTED OF
|
||
THE TOTAL
|
||
NO. OF H
|
||
SHARES
|
||
APPLIED FOR
|
||
POOL A
|
||
50 77,605 3,881 out of 77,605 applicants to receive 50 H
|
||
Shares 5.00%
|
||
100 15,996 957 out of 15,996 applicants to receive 50 H Shares 2.99%
|
||
150 29,246 1,942 out of 29,246 applicants to receive 50 H
|
||
Shares 2.21%
|
||
200 7,539 539 out of 7,539 applicants to receive 50 H Shares 1.79%
|
||
250 6,109 463 out of 6,109 applicants to receive 50 H Shares 1.52%
|
||
300 4,662 370 out of 4,662 applicants to receive 50 H Shares 1.32%
|
||
350 2,997 248 out of 2,997 applicants to receive 50 H Shares 1.18%
|
||
400 2,742 235 out of 2,742 applicants to receive 50 H Shares 1.07%
|
||
450 1,668 147 out of 1,668 applicants to receive 50 H Shares 0.98%
|
||
500 8,872 804 out of 8,872 applicants to receive 50 H Shares 0.91%
|
||
600 2,595 247 out of 2,595 applicants to receive 50 H Shares 0.79%
|
||
700 2,159 214 out of 2,159 applicants to receive 50 H Shares 0.71%
|
||
800 14,986 1,532 out of 14,986 applicants to receive 50 H
|
||
Shares 0.64%
|
||
900 1,937 205 out of 1,937 applicants to receive 50 H Shares 0.59%
|
||
1,000 7,859 851 out of 7,859 applicants to receive 50 H Shares 0.54%
|
||
1,500 7,838 942 out of 7,838 applicants to receive 50 H Shares 0.40%
|
||
2,000 4,627 599 out of 4,627 applicants to receive 50 H Shares 0.32%
|
||
2,500 3,749 514 out of 3,749 applicants to receive 50 H Shares 0.27%
|
||
3,000 3,543 510 out of 3,543 applicants to receive 50 H Shares 0.24%
|
||
3,500 2,871 430 out of 2,871 applicants to receive 50 H Shares 0.21%
|
||
4,000 2,368 367 out of 2,368 applicants to receive 50 H Shares 0.19%
|
||
4,500 1,440 230 out of 1,440 applicants to receive 50 H Shares 0.18%
|
||
5,000 3,705 608 out of 3,705 applicants to receive 50 H Shares 0.16%
|
||
6,000 2,202 379 out of 2,202 applicants to receive 50 H Shares 0.14%
|
||
7,000 2,037 365 out of 2,037 applicants to receive 50 H Shares 0.13%
|
||
8,000 1,839 341 out of 1,839 applicants to receive 50 H Shares 0.12%
|
||
9,000 1,585 303 out of 1,585 applicants to receive 50 H Shares 0.11%
|
||
10,000 10,668 2,091 out of 10,668 applicants to receive 50 H
|
||
Shares 0.10%
|
||
|
||
|
||
--- page 21 ---
|
||
21
|
||
20,000 8,406 1,970 out of 8,406 applicants to receive 50 H
|
||
Shares 0.06%
|
||
30,000 5,969 1,553 out of 5,969 applicants to receive 50 H
|
||
Shares 0.04%
|
||
40,000 3,826 1,072 out of 3,826 applicants to receive 50 H
|
||
Shares 0.04%
|
||
50,000 3,192 948 out of 3,192 applicants to receive 50 H Shares 0.03%
|
||
60,000 2,206 687 out of 2,206 applicants to receive 50 H Shares 0.03%
|
||
70,000 1,888 612 out of 1,888 applicants to receive 50 H Shares 0.02%
|
||
80,000 5,275 1,767 out of 5,275 applicants to receive 50 H
|
||
Shares 0.02%
|
||
Total 266,206 Total number of Pool A successful applicants: 28,923
|
||
|
||
POOL B
|
||
90,000 5,321 50 H Shares plus 1,384 out of 5,321 applicants to
|
||
receive an additional 50 H Shares 0.07%
|
||
100,000 7,286 50 H Shares plus 2,186 out of 7,286 applicants to
|
||
receive an additional 50 H Shares 0.07%
|
||
200,000 2,904 50 H Shares plus 1,743 out of 2,904 applicants to
|
||
receive an additional 50 H Shares 0.04%
|
||
300,000 1,094 50 H Shares plus 895 out of 1,094 applicants to
|
||
receive an additional 50 H Shares 0.03%
|
||
361,550 3,161 50 H Shares plus 2,948 out of 3,161 applicants to
|
||
receive an additional 50 H Shares 0.03%
|
||
Total 19,766 Total number of Pool B successful applicants: 19,766
|
||
|
||
As of the date of this announcement, the relevant subscription monies previously deposited in the
|
||
designated nominee accounts have been remitted back to the accounts of all HKSCC participants.
|
||
Investors should contact their relevant brokers for any inquiries.
|
||
COMPLIANCE WITH LISTING RULES AND GUIDANCE
|
||
The Directors confirm that, except for the Listing Rules that have been waived and/or in respect of which
|
||
consent has been obtained, the Company has complied with the Listing Rules and guidance materials in
|
||
relation to the placing, allotment and listing of the Company’s H Shares.
|
||
The Directors confirm that, to the best of their knowledge, the consideration paid by the placees or the public
|
||
(as the case may be) directly or indirectly for each Offer Share subscribed for or purchased by them was the
|
||
same as the Offer Price in addition to any brokerage, AFRC transaction levy, SFC transaction levy and Stock
|
||
Exchange trading fee payable.
|
||
The Directors and the Overall Coordinators confirm that at least 50% of the total number of the Offer Shares
|
||
have been allocated to and taken up by independent price setting investors in compliance with Rule 18C.08
|
||
of the Listing Rules.
|
||
The Directors further confirm that at least 10% of the issued share capital of the Company will be held by
|
||
sophisticated independent investors at the time of Listing in compliance with Chapter 2.5 of the Guide for
|
||
New Listing Applicants.
|
||
|
||
|
||
--- page 22 ---
|
||
22
|
||
OTHERS / ADDITIONAL INFORMATION
|
||
Reallocation
|
||
As the Hong Kong Public Offering has been over -subscribed by more than 50 times of the total number of
|
||
Offer Shares initially available under the Hong Kong Public Offering, the reallocation procedure as disclosed
|
||
in the section headed “Structure of the Global Offering – The Hong Kong Public Offering – Reallocation and
|
||
Clawback” in the Prospectus has been applied.
|
||
The number of Offer Shares initially available under the Hong Kong Public Offering is 723,100 H Shares,
|
||
representing approximately 5% of the total number of Offer Shares initially available under the Global
|
||
Offering (before exercise of t he Offer Size Adjustment Option). As a result of such reallocation, the final
|
||
number of Offer Shares under the Hong Kong Public Offering is adjusted to 2,892,250 Offer Shares,
|
||
representing approximately 20% of the total number of Offer Sha res initially available under the Global
|
||
Offering (before exercise of the Offer Size Adjustment Option).
|
||
Placing to Connected Clients (including those who are close associate of existing Shareholder) with Prior
|
||
Consents under Paragraphs 1C(1) and 1C(2) of the Placing Guidelines and waiver s from the strict
|
||
compliance with Rule 10.04 of the Listing Rules (as applicable)
|
||
The Company has applied to the Stock Exchange for, and the Stock Exchange has granted, consents under
|
||
paragraphs 1C(1) and/or 1C(2) of the Placing Guidelines to permit allocation to connected clients (including
|
||
those who are close associates of existing Shareholders) listed below. The allocation of Offer Shares to such
|
||
connected clients is in compliance with all the conditions under the consents granted by the Stock Exchange.
|
||
Details of the placement to connected clients are set out below.
|
||
|
||
Connected
|
||
Distributor
|
||
Placee/Connected
|
||
Client Relationship
|
||
Whether the
|
||
Connected
|
||
Client will hold
|
||
the beneficial
|
||
interests of the
|
||
Offer Shares on
|
||
a non-
|
||
discretionary
|
||
basis or
|
||
discretionary
|
||
basis for
|
||
independent
|
||
third parties
|
||
Number of
|
||
Offer
|
||
Shares to
|
||
be
|
||
allocated
|
||
to the
|
||
connected
|
||
client
|
||
Approximate
|
||
percentage of
|
||
Offer Shares
|
||
allocated to
|
||
the connected
|
||
client
|
||
Approximate
|
||
percentage of
|
||
total issued
|
||
Shares after
|
||
the Global
|
||
Offering
|
||
Hong Tai
|
||
Securities
|
||
Limited
|
||
(“Hong Tai
|
||
Securities”)
|
||
Starwin
|
||
International Note 1
|
||
Starwin
|
||
International’s
|
||
general partner is
|
||
Starwin Wealth
|
||
Management
|
||
Limited and its
|
||
investment manager
|
||
is Hong Tai
|
||
Securities. As Hong
|
||
Tai Securities is one
|
||
of the Joint Global
|
||
Coordinators, the
|
||
Joint Bookrunners,
|
||
the Joint Lead
|
||
Managers and the
|
||
Underwriters,
|
||
Non-
|
||
discretionary
|
||
basis
|
||
492,500 3.41% 0.30%
|
||
|
||
|
||
--- page 23 ---
|
||
23
|
||
Starwin
|
||
International is a
|
||
connected client of
|
||
Hong Tai Securities
|
||
Wang On
|
||
Securities
|
||
Limited
|
||
(“Wang On
|
||
Securities”)
|
||
New Harvest Note 2
|
||
New Harvest is a
|
||
company
|
||
incorporated in
|
||
Hong Kong and its
|
||
discretionary sub-
|
||
manager is Wang
|
||
On Asset
|
||
Management
|
||
Limited, which is a
|
||
member of the same
|
||
group of companies
|
||
as Wang On
|
||
Securities.
|
||
Discretionary
|
||
basis 829,150 5.73% 0.51%
|
||
CLSA
|
||
Limited
|
||
(“CLSA”)
|
||
CITIC Securities
|
||
International
|
||
Capital
|
||
Management
|
||
Limited (“CSI”)
|
||
Note 3
|
||
CSI is a member of
|
||
the same group of
|
||
companies as CLSA
|
||
Note 4
|
||
Non-
|
||
discretionary
|
||
basis
|
||
31,350 0.22% 0.019%
|
||
CLSA
|
||
CITIC Securities
|
||
Asset Management
|
||
(HK) Limited
|
||
(“CITIC AM
|
||
HK”)
|
||
CITIC AM HK is a
|
||
member of the same
|
||
group of companies
|
||
as CLSA Note 4
|
||
Discretionary
|
||
basis 1,700 0.01% 0.001%
|
||
CLSA
|
||
CITIC Securities
|
||
Asset Management
|
||
Company Limited
|
||
(“CITIC AM”)
|
||
CITIC AM is a
|
||
member of the same
|
||
group of companies
|
||
as CLSA Note 4
|
||
Discretionary
|
||
basis 1,700 0.01% 0.001%
|
||
Notes:
|
||
1. Starwin International is a limited partnership fund established in Hong Kong in December 2025, and
|
||
is primarily engaged in investment. Its general partner is Starwin Wealth Management Limited, and
|
||
its non- discretionary investment manager is Hong Tai Securi ties, both of which are ultimately
|
||
controlled by Ms. Shen Yanjie (
|
||
沈燕婕). Ms. Shen Yanjie is the general manager and executive director
|
||
of Hong Tai Securities and is responsible for the overall management and supervision of securities
|
||
business. Based on the information provided, Starwin International has nine limited partners, of which
|
||
Ms. Zhu Jianhua (
|
||
朱建華) holds approximately 53.33% partnership interest and none of the others
|
||
holds 30% or more. To the best knowledge and information of the Company, all these above-mentioned
|
||
entities and individuals are independent third parties of the Company.
|
||
2. New Harvest intends to hold the Offer Shares on behalf of its ultimate clients (“New Harvest Ultimate
|
||
Clients”) who are independent third parties. To the best knowledge of New Harvest after due enquiry,
|
||
each of the New Harvest Ultimate Clients is an independent third party of the Company, its subsidiaries,
|
||
New Harvest and Wang On Securities and the companies which are members of the same group of
|
||
Wang On Securities.
|
||
3. CSI will act as the single counterparty of a back-to-back total return swap transaction (the “CSI Back-
|
||
to-back TRS”) to be entered into by CSI in connection with a total return swap order (the “CSI Client
|
||
TRS”) placed and fully funded by its ultimate clients (the “ CSI Ultimate Client(s) ”), by which CSI
|
||
will pass the full economic exposure of the Offer Shares placed to CSI to the CSI Ultimate Clients. CSI
|
||
will hold the beneficial interest of the Offer Shares on behalf of the CSI Ultimate Client on a non-
|
||
discretionary basis. The CSI Ultimate Client may exercise an early termination right to early terminate
|
||
the CSI Client TRS at any time from the trade date of the CSI Client TRS which should be on or after
|
||
|
||
|
||
--- page 24 ---
|
||
24
|
||
the date on which the Offer Shares ar e listed on the Stock Exchange. Upon the final maturity or
|
||
termination of the CSI Client TRS by the CSI Ultimate Client, CSI will dispose of the Offer Shares on
|
||
the secondary market and the CSI Ultimate Client will receive a final termination amount of the CSI
|
||
Back-to-back TRS which should have taken into account all the economic returns or economic loss in
|
||
relation to the Offer Shares and the fixed amount of transaction fees of the CSI Back-to-back TRS and
|
||
the CSI Client TRS. CSI will not exercise the voti ng right of the Offer Shares during the terms of the
|
||
CSI Back-to-back TRS.
|
||
4. As disclosed in the Prospectus, as of the Latest Practicable Date, approximately 0.91% of the total
|
||
number of issued Shares was held by CITIC Securities Investment Co., Ltd. (中信証券投資有限公司)
|
||
(“CITIC Securities Investment”), which is a wholly-owned subsidiary of CITIC Securities Company
|
||
Limited (a company listed on the Shanghai Stock Exchange with stock code 600030 and on the Hong
|
||
Kong Stock Exchange with stock code 6030) (“ CITICS”); and (ii) approximately 1.17% of the total
|
||
number of issued Shares was held by Shaanxi Big Data Industry Investment Fund Partnership (Limited
|
||
Partnership) (陝西大數據產業投資基金合夥企業(有限合夥)) (“Shaanxi Big Data” ), which is
|
||
a limited partnership established in the PRC and is owned as to 67% by CITICS. Each of CSI, CITIC
|
||
AM HK and CITIC AM are all members of the same group of companies of CLSA, which is an indirect
|
||
subsidiary controlled by CITICS. As such, each of CSI, CITIC AM HK and CITIC AM is a close
|
||
associate of CITIC Securities Investment and Shaanxi Big Data under the Listing Rules.
|
||
|
||
|
||
--- page 25 ---
|
||
25
|
||
|
||
DISCLAIMERS
|
||
|
||
|
||
Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong
|
||
Kong Securities Clearing Company Limited take no responsibility for the contents of this announcement,
|
||
make no representation as to its accuracy or completeness and expressly disclaim any liability
|
||
whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the
|
||
contents of this announcement.
|
||
This announcement is not for release, publication, distribution, directly or indirectly, in or into the United
|
||
States (including its territories and possessions, any state of the United States and the District of
|
||
Columbia). This announcement does not, and is not intended to, constitute or form a part of any offer to
|
||
sell or solicitation to purchase or subscribe for any securities in the United States. The Offer Shares have
|
||
not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S.
|
||
Securities Act”) or securities law of any state or other jurisdiction of the United States and may not be
|
||
offered, sold, pledged or otherwise transferred within the United States, except pursuant to an available
|
||
exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act.
|
||
There will be no public offer of the Offer Shares in the United States.
|
||
The Offer Shares are being offered and sold solely outside the United States in offshore transactions in
|
||
reliance on Regulation S under the U.S. Securities Act.
|
||
This announcement is for information purposes only and does not constitute an invitation or offer to
|
||
acquire, purchase or subscribe for securities. This announcement is not a prospectus. Potential investors
|
||
should read the Prospectus dated May 12, 2026 issued by the Company for detailed information about
|
||
the Global Offering described below before deciding whether or not to invest in the H Shares thereby
|
||
being offered.
|
||
* Potential investors of the Offer Shares should note that t he Sole Sponsor and the Sponsor -Overall
|
||
Coordinator (for itself and on behalf of the Hong Kong Underwriters) shall be entitled to terminate their
|
||
obligations under the Hong Kong Underwriting Agreement with immediate effect upon the occurrence of
|
||
any of the events set out in the section headed “Underwriting – Underwriting Arrangements and Expenses
|
||
– Hong Kong Underwriting Agreement – Grounds for Termination” in the Prospectus at any time prior
|
||
to 8:00 a.m. (Hong Kong time) on the Listing Date (which is currently expected to be on Wednesday, May
|
||
20, 2026).
|
||
|
||
|
||
--- page 26 ---
|
||
– 26 –
|
||
PUBLIC FLOAT AND FREE FLOAT
|
||
Immediately after the completion of the Global Offering (after taking into account the full
|
||
exercise of the Offer Size Adjustment Option) and based on the Offer Price of HK$60.30 per
|
||
H Share:
|
||
(1) 95,444,860 H Shares representing approximately 58.74% of the issued share capital of
|
||
the Company will be counted towards the public float for the purpose of Rule 19A.13A
|
||
of the Listing Rules, which is higher than the prescribed percentage of H Shares required
|
||
to be held in public hands of 15.3094% under Rule 19A.13A of the Listing Rules; and
|
||
(2) excluding the Offer Shares to be allocated to the Cornerstone Investors that are subject
|
||
to a lock-up period of six months following the Listing Date and the H Shares to be
|
||
converted from Unlisted Shares that are subjected to a lock-up period of 12 months
|
||
following the Listing Date, the Company’s H Shares to be counted towards the free float
|
||
upon Listing will be 10,129,000 H Shares. Based on the Offer Price of HK$60.30 per H
|
||
Share, the free float of the Company represents approximately 6.23% of the total issued
|
||
share capital of the Company at the time of Listing with a market value of approximately
|
||
HK$610.78 million. Accordingly, the Company will satisfy the free float requirement
|
||
under Rule 19A.13C(1) of the Listing Rules.
|
||
The Directors confirm that, immediately following completion of the Global Offering: (i)
|
||
no placee will, individually, be placed more than 10% of the enlarged issued share capital
|
||
of the Company immediately after the Global Offering; (ii) there will not be any new
|
||
substantial Shareholder immediately after the Global Offering; (iii) the three largest public
|
||
Shareholders 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 (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
|
||
The H Share certificates will only become valid evidence of title at 8:00 a.m. on Wednesday,
|
||
May 20, 2026 (Hong Kong time), provided that the Global Offering has become unconditional
|
||
and the right of termination described in the section headed “Underwriting – Underwriting
|
||
Arrangements and Expenses – Hong Kong Underwriting Agreement – Grounds for
|
||
Termination” in the Prospectus has not been exercised. Investors who trade the H Shares on
|
||
the basis of publicly available allocation details prior to the receipt of H Share certificates or
|
||
prior to the H Share certificates becoming valid evidence of title do so entirely at their own
|
||
risk.
|
||
|
||
|
||
--- page 27 ---
|
||
– 27 –
|
||
Assuming that the Global Offering becomes unconditional at or before 8:00 a.m. on
|
||
Wednesday, May 20, 2026 (Hong Kong time), it is expected that dealings in the H Shares on
|
||
the Stock Exchange will commence at 9:00 a.m. on Wednesday, May 20, 2026 (Hong Kong
|
||
time). The H Shares will be traded in board lots of 50 H Shares each, and the stock code of the
|
||
H Shares will be 1511.
|
||
By order of the Board
|
||
UISEE Technologies (Beijing) Co., Ltd.
|
||
Mr. Wu Gansha
|
||
Chairman of the Board, Executive Director and
|
||
Chief Executive Officer
|
||
Hong Kong, May 19, 2026
|
||
As at the date of this announcement, the board of directors of the Company comprises: (i) Mr.
|
||
Wu Gansha, Mr. Zhou Xin and Mr. Chiang Tsung Che as executive Directors; (ii) Mr. Wu
|
||
Jun, Mr. Zhou Jun and Mr. Gao Xiaohu as non-executive Directors; and (iii) Mr. Chow Ming
|
||
Sang, Ms. Bai Rui and Mr. Du Zide as independent non-executive Directors.
|