hk-ipo/data/extracted_text/01828/allotment_results_2025-07-04_2025070402160.txt

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Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Stock Exchange ”)
and Hong Kong Securities Clearing Company Limited (the “HKSCC ”) take no responsibility for the contents of
this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability
whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this
announcement.
Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as those
defined in the prospectus dated 26 June 2025 (the “Prospectus ”) issued by FWD Group Holdings Limited (the
“Company ”).
This announcement is for information purposes only and does not constitute an offer or an invitation to induce an
offer by any person to acquire, purchase or subscribe for any securities or any Shares under the Global Offering. This
announcement is not a prospectus. Potential investors should read the Prospectus for detailed information about the
Company and the Global Offering described below before deciding whether or not to invest in the Offer Shares.
This announcement does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale
of Offer Shares in any jurisdiction in which such offer, solicitation or sales would be unlawful. 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) or any other jurisdiction where such release,
publication or distribution is prohibited by law. This announcement does not constitute or form a part of any offer to
sell or solicitation to purchase or subscribe for securities in the United States or in any other jurisdiction. The Offer
Shares have not been, and will not be, registered under the U.S. Securities Act or any states securities laws of the
United States and may not be offered or sold within or to the United States, except in transactions exempt from, or 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 (i) in the United States solely to qualified institutional
buyers in reliance on Rule 144A under the U.S. Securities Act or another exemption from, or in a transaction not
subject to, the registration requirements of the U.S. Securities Act, and (ii) to persons outside the United States in
offshore transactions in accordance with Regulation S under the U.S. Securities Act.
In connection with the Global Offering, Morgan Stanley Asia Limited, as stabilising manager (the “Stabilising
Manager ”), its affiliates or any person acting for it, on behalf of the Underwriters, may effect transactions with a view
to stabilising or supporting the market price of the Shares at a level higher than that which might otherwise prevail for
a limited period after the Listing Date. However, there is no obligation on the Stabilising Manager, its affiliates or any
person acting for it, to conduct any such stabilising action. Such Stabilising action, if taken, (a) will be conducted at
the absolute discretion of the Stabilising Manager, its affiliates or any person acting for it, and in what the Stabilising
Manager reasonably regards as the best interest of the Company, (b) may be discontinued at any time and (c) is
required to be brought to an end within 30 days after the last day for the lodging of applications under the Hong Kong
Public Offering. Such stabilising action, if commenced, may be effected in all jurisdictions where it is permissible to
do so, in each case in compliance with all applicable laws, rules and regulatory requirements, including the Securities
and Futures (Price Stabilising) Rules (Chapter 571W of the Laws of Hong Kong), as amended, made under the
Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).
Potential investors should be aware that stabilising action cannot be taken to support the price of the Shares for longer
than the stabilisation period which begins on the Listing Date, and is expected to expire on 1 August 2025 being the
30th day after the last day for the lodging of applications under the Hong Kong Public Offering. After this date, no
further stabilising action may be taken, and demand for the Shares and the price of the Shares, could fall.
The Hong Kong Offer Shares will be offered to the public in Hong Kong subject to the terms and conditions set out
in the Prospectus. The Hong Kong Offer Shares will not be offered to any person who is outside Hong Kong and/or
not resident in Hong Kong. Potential investors of the Offer Shares should note that the Joint Global Coordinators (for
themselves and on behalf of the other Hong Kong Underwriters) may, after prior consultation where practicable, by a
joint notice in writing to the Company, terminate the Hong Kong Underwriting Agreement with immediate effect upon
the occurrence of any of the events set out in the section headed “Underwriting {  Underwriting Arrangements and
Expenses { Hong Kong Public Offering {  Grounds for Termination ” in the Prospectus at or at any time prior to 8:00
a.m. on the Listing Date.


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FWD GROUP HOLDINGS LIMITED
ʮ̡
(Incorporated in the Cayman Islands with limited liability)
GLOBAL OFFERING
Number of Offer Shares under
the Global Offering
: 91,342,100 Offer Shares
(subject to Over-allotment Option)
Number of Hong Kong Offer Shares : 27,402,700 Offer Shares (as adjusted after
reallocation)
Number of International Offer Shares : 63,939,400 Offer Shares
(as adjusted after reallocation and
subject to Over-allotment Option)
Final Offer Price : HK$38.00 per Offer Share plus brokerage
of 1.0%, SFC transaction levy of
0.0027%, AFRC transaction levy of
0.00015% and Stock Exchange trading
fee of 0.00565% (payable in full on
application in Hong Kong dollars, subject
to refund)
Nominal value : US$0.03 per Share
Stock code : 1828
Joint Sponsors, Joint Global Coordinators, Joint Bookrunners,
Joint Lead Managers and Overall Coordinators
Joint Global Coordinators, Joint Bookrunners,
Joint Lead Managers and Overall Coordinators
Senior Joint Lead Managers
(in alphabetical order)
Joint Lead Managers
(in alphabetical order)
Financial Adviser


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FWD GROUP HOLDINGS LIMITED / 富衛集團有限公司
ANNOUNCEMENT OF ALLOTMENT RESULTS
Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings
as those defined in the prospectus dated 26 June 2025 (the “Prospectus”) issued by  FWD Group Holdings
Limited (the “Company”).

Warning: In view of 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 the Shares.

SUMMARY

Company information
Stock code  1828
Stock short name  FWD
Dealings commencement date  7 July 2025*
*see note at the end of the announcement

Price Information
Final Offer Price  HK$38.00

Offer Shares and Share Capital
Number of Offer Shares  91,342,100
Number of Offer Shares in the Hong Kong Public Offering
(as adjusted after reallocation)
27,402,700
Number of Offer Shares in International Offering (as
adjusted after reallocation and before exercise of the Over-
allotment Option)
63,939,400
Number of issued Shares upon Listing (before exercise of
the Over-allotment Option)
1,271,003,877

Over-allocation
No. of Offer Shares over-allocated  13,701,300
- International Offering 13,701,300

Such over-allocation may be covered by exercising the Over-allotment Option or by making purchases in
the secondary market at prices that do not exceed the Offer Price or a combination of these means. In the
event the Over-allotment Option is exercised, an announcement will be made on the Stock Exchange’s
website.

Proceeds
Gross proceeds (Note)  HK$ 3,471.0 million
Less: Estimated listing expenses payable based on Final
Offer Price
HK$ (517.6) million
Net proceeds  HK$ 2,953.4 million

Note: Gross proceeds refer to the amount to which the issuer is entitled to receive. For details of the use
of proceeds, please refer to the Prospectus dated 26 June 2025.


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ALLOTMENT RESULTS DETAILS
HONG KONG PUBLIC OFFERING

No. of valid applications  61,689
No. of successful applications  38,388
Subscription level  37.13 times
Claw-back triggered  Yes
No. of Offer Shares initially available under the Hong Kong Public
Offering
9,134,300
No. of Offer Shares reallocated from the International Offering
(claw-back)
18,268,400
Final no. of Offer Shares under the Hong Kong Public Offering (as
adjusted after reallocation)
27,402,700
% of Offer Shares under the Hong Kong Public Offering to the
Global Offering
30.00%

Note: For details of the final allocation of Shares to the Hong Kong Public Offering, investors can refer to
https://www.hkeipo.hk/IPOResult to perform a search by name or identification number or
https://www.hkeipo.hk/IPOResult  for the full list of allottees.

INTERNATIONAL OFFERING

No. of placees  129
Subscription Level  2.32 times
No. of Offer Shares initially available under the International
Offering
82,207,800
No. of Offer Shares reallocated to the Hong Kong Public Offering
(claw-back)
18,268,400
Final no. of Offer Shares under the International Offering (as
adjusted after reallocation and before exercise of the Over-
allotment Option)
63,939,400
% of Offer Shares under the International Offering to the Global
Offering
70.00%

The Directors confirm that, to the best of their knowledge, information and belief, (i) none of the Offer Shares
subscribed by the placees and the public have been financed directly or indirectly by the Company, any of the
Directors, chief executive of the Company, Controlling Shareholders, substantial Shareholders, existing
Shareholders of the Company or any of its subsidiaries or their respective close associates ; and (ii) none of
the placees and the public who have purchased the Offer Shares are accustomed to taking instructions from
the Company, any of the Directors, chief executive of the Company, Controlling Shareholders, substantial
Shareholders, existing Shareholders of the Company or any of its subsidiaries or their respective close
associates in relation to the acquisition, disposal, voting or other disposition of Shares registered in his/her/its
name or otherwise held by him/her/it.


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The placees in the International Offering include the following:
Cornerstone Investors

Investor(1)
No. of
Offer
Shares
allocated
% of Offer
Shares(2)
% of total
issued share
capital after the
Global Offering(2)
Existing
shareholders or
their close
associates
MC Management 10
RSC Ltd 30,789,400 33.7% 2.42% No
T&D United Capital
Co., Ltd. 20,526,300 22.5% 1.61% No
Total 51,315,700 56.2% 4.03%

Notes:

1. For further details of the Cornerstone Investors, please refer to the section headed
“Cornerstone Investors” in the Prospectus.

2. Before any exercise of the Over-allotment Option.


LOCK-UP UNDERTAKINGS
Controlling Shareholders
 Name
Number of Shares held
in the Company subject
to lock-up
undertakings upon
Listing
% of shareholding in the
Company subject to
lock-up undertakings
upon Listing (assuming
the Over-allotment
Option is not exercised)
Last day subject to the
lock-up undertakings
PCGI Holdings
Limited(1)
416,631,903 32.78% 6 January 2026 (First
Six-Month Period)(2)
   6 July 2026 (Second
Six-Month Period)(3)
Spring Achiever
Limited(1)
113,788,273 8.95% 6 January 2026 (First
Six-Month Period)(2)
   6 July 2026 (Second
Six-Month Period)(3)
Spring Achiever (Hong
Kong) Limited(1)
314,146,078 24.72% 6 January 2026 (First
Six-Month Period)(2)
   6 July 2026 (Second
Six-Month Period)(3)
Subtotal 844,566,254 66.45%

In accordance with the relevant Listing Rule/guidance materials, the required lock-up for the first six-month
period ends on 6 January 2026 and for the second six-month period, on 6 July 2026.


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Name
Number of Shares held
in the Company subject
to lock-up
undertakings upon
Listing
% of shareholding in the
Company subject to
lock-up undertakings
upon Listing (assuming
the Over-allotment
Option is not exercised)
Last day subject to the
lock-up undertakings
Notes:

1. PCGI Holdings Limited is wholly -owned by Mr. Li.  Spring Achiever (Hong Kong) Limited  is
directly wholly -owned by Spring Achiever Limited, which in turn is directly wholly -owned by
Creative Knight Limited. Creative Knight Limited is directly wholly -owned by Mr. Li. Each of
the Controlling Shareholders, being Mr. Li, PCGI Holdings Limited, Creative Knight Limited,
Spring Achiever Limited and Spring Achiever (Hong Kong) Limited, has provided a lock -up
undertaking pursuant to Rule 10.07 of the Listing Rules.

2. The Controlling Shareh olders may dispose of or transfer Shares aft er the indicated  date during
the second six-month period, provided that  any such Controlling  Shareholder  will not cease to
be a Controlling Shareholder.

3. The Controlling Shareholder s will cease to be prohibited from disposing of or transferring
Shares after the indicated date.


Cornerstone Investors
 Name
Number of Shares held
in the Company subject
to lock-up
undertakings upon
Listing
% of shareholding in the
Company subject to
lock-up undertakings
upon Listing (assuming
the Over-allotment
Option is not exercised)
Last day subject to the
lock-up undertakings
MC Management 10
RSC Ltd
30,789,400 2.42% 6 January 2026
T&D United Capital Co.,
Ltd.
20,526,300 1.61% 6 January 2026
Subtotal 51,315,700 4.03%

In accordance with the respective Cornerstone Investment Agreement, the required lock -up ends on 6
January 2026. The Cornerstone Investors will cease to be prohibited from disposing of or transferring
Shares after the indicated date.


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Lock-up Investors (other than the Controlling Shareholders)
 Name
Number of Shares held
in the Company subject
to lock-up
undertakings upon
Listing
% of shareholding in the
Company subject to
lock-up undertakings
upon Listing (assuming
the Over-allotment
Option is not exercised)
Last day subject to the
lock-up undertakings
Crimson White
Investment Pte. Ltd. 68,193,948 5.37% 6 January 2026(1)
Future Financial
Investment Company Ltd 80,089,944 6.30% 6 January 2026(1)(2)
Swiss Re Principal
Investments Company
Asia Pte. Ltd.
72,017,205 5.67% 6 January 2026(1)
Fornax Investment
Global Company Limited 46,857,220 3.69% 6 January 2026(1)(2)
Apollo Principal
Holdings C, L.P. 21,265,284 1.67% 6 January 2026(1)
SCB X Public Company
Limited 9,569,377 0.75% 6 January 2026(1)
Canada Pension Plan
Investment Board 7,974,481 0.63% 6 January 2026(1)
Metro Pacific
Investments Corporation 531,632 0.04% 6 January 2026(1)
DGA Capital (Master)
Fund I LP 15,948,963 1.25% 6 January 2026(1)
ORIX Asia Capital
Limited 5,316,321 0.42% 6 January 2026(1)
Huatai Growth Focus
Limited 5,316,321 0.42% 6 January 2026(1)
Subtotal 333,080,696 26.21%

Notes:

1. Each of the Lock-up Investors (other than the Controlling Shareholders, the lock-up undertakings
of which are set out above) has agreed to be subject to a lock -up period of six months from the
Listing Date in respect of the Shares held by it, subject to the terms of their respective lock -up
undertakings. Such Lock-up Investors will cease to be prohibited from disposing of or transferring
Shares after the indicated date, unless specified otherwise.

2. A portion of the Shares held by such Lock -up Investor will be subject to a further lock -up period
of six months from the expiry of the initial lock -up period, subject to the terms of its lock -up
undertaking.


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PLACEE CONCENTRATION ANALYSIS

Placees
Number of
Shares
allotted

Allotment as % of
International
Offering (assuming
no exercise of the
Over-allotment
Option)
Allotment as % of
International Offering
(assuming the Over-
allotment Option is
fully exercised and
new Shares are issued)
Allotment as %
of total Offer
Shares
(assuming no
exercise of the
Over- allotment
Option)
Allotment as % of
total Offer Shares
(assuming the
Over-allotment
Option is fully
exercised and new
Shares are issued)
Number of
 Shares held
upon Listing

% of total issued
share capital
upon Listing
(assuming no
exercise of the
Over-allotment
Option)
% of total issued
 share capital up
on Listing (assu
ming the Over-a
llotment Option
is fully exercised
 and new Shares
are issued)
Top 1 30,789,400 48.15% 39.66% 33.71% 29.31% 30,789,400 2.42% 2.40%
Top 5 69,789,100 109.15% 89.89% 76.40% 66.44% 69,789,100 5.49% 5.43%
Top 10 75,059,100 117.39% 96.67% 82.17% 71.46% 75,059,100 5.91% 5.84%
Top 25 77,487,100 121.19% 99.80% 84.83% 73.77% 77,487,100 6.10% 6.03%

Notes:
* Ranking of placees is based on the number of Shares allotted to the placees.

SHAREHOLDER CONCENTRATION ANALYSIS

Shareholders(1)
Number of
Shares
allotted

Allotment as % of
International
Offering (assuming
no exercise of the
Over-allotment
Option)
Allotment as % of
International
Offering (assuming
the Over-allotment
Option is fully
exercised and new
Shares are issued)
Allotment as %
of total Offer
Shares
(assuming no
exercise of the
Over- allotment
Option)
Allotment as % of
total Offer Shares
(assuming the
Over-allotment
Option is fully
exercised and new
Shares are issued)
Number of
Shares held
upon Listing

% of total
issued share
capital upon
Listing
(assuming no
exercise of the
Over-allotment
Option)
% of total issued
share capital upon
Listing (assuming
the Over-
allotment Option
is fully exercised
and new Shares
are issued)
Top 1 0 0.00% 0.00% 0.00% 0.00% 844,566,254 66.45% 65.74%
Top 5 30,789,400 48.15% 39.66% 33.71% 29.31% 1,142,513,971 89.89% 88.93%
Top 10 61,578,800 96.31% 79.31% 67.42% 58.62% 1,220,086,995 95.99% 94.97%
Top 25 76,557,900 118.81%(2) 97.85%(2) 83.81% 72.88% 1,254,763,807 98.72% 97.67%

Notes:
1. Ranking of Shareholders is based on the number of Shares (of all classes)  held by the Shareholder upon
Listing.

2. Representing Sh ares allotted to the top 25 Shareholders (e xcluding Shares allotted under the Hong K ong
Public Offering), as a percentage of the International Offering.


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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
SHARES
APPLIED
FOR
NO. OF VALID
APPLICATIONS  BASIS OF ALLOTMENT/BALLOT
APPROXIMATE
PERCENTAGE
ALLOTTED OF
THE TOTAL NO.
OF SHARES
APPLIED FOR
  POOL A
100 17,952 3,591 out of 17,952 applicants to receive 100 Shares 20.00%
200 7,003 2,366 out of 7,003 applicants to receive 100 Shares 16.89%
300 4,145 1,903 out of 4,145 applicants to receive 100 Shares 15.30%
400 1,485 848 out of 1,485 applicants to receive 100 Shares 14.28%
500 3,472 2,345 out of 3,472 applicants to receive 100 Shares 13.51%
600 904 701 out of 904 applicants to receive 100 Shares 12.92%
700 506 441 out of 506 applicants to receive 100 Shares 12.45%
800 801 772 out of 801 applicants to receive 100 Shares 12.05%
900 404 100 Shares 11.11%
1,000 7,178
100 Shares plus 718 out of 7,178 applicants to receive an additional
100 Shares 11.00%
1,500 1,587
100 Shares plus 873 out of 1,587 applicants to receive an additional
100 Shares 10.33%
2,000 2,313
100 Shares plus 2,142 out of 2,313 applicants to receive an
additional 100 Shares 9.63%
2,500 1,865
200 Shares plus 522 out of 1,865 applicants to receive an additional
100 Shares 9.12%
3,000 1,722
200 Shares plus 1,063 out of 1,722 applicants to receive an
additional 100 Shares 8.72%
3,500 386 300 Shares 8.57%
4,000 604
300 Shares plus 153 out of 604 applicants to receive an additional
100 Shares 8.13%
4,500 279
300 Shares plus 155 out of 279 applicants to receive an additional
100 Shares 7.90%
5,000 1,493
300 Shares plus 1,270 out of 1,493 applicants to receive an
additional 100 Shares 7.70%
6,000 589
400 Shares plus 247 out of 589 applicants to receive an additional
100 Shares 7.37%
7,000 332
400 Shares plus 321 out of 332 applicants to receive an additional
100 Shares 7.10%
8,000 456
500 Shares plus 225 out of 456 applicants to receive an additional
100 Shares 6.87%
9,000 259 600 Shares 6.67%
10,000 2,420
600 Shares plus 1,216 out of 2,420 applicants to receive an
additional 100 Shares 6.50%
20,000 1,073
1,000 Shares plus 1,054 out of 1,073 applicants to receive an
additional 100 Shares 5.49%
30,000 614
1,400 Shares plus 539 out of 614 applicants to receive an additional
100 Shares 4.96%
40,000 227
1,800 Shares plus 91 out of 227 applicants to receive an additional
100 Shares 4.60%
50,000 344 2,100 Shares plus 224 out of 344 applicants to receive an additional 4.33%


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100 Shares
60,000 151
2,500 Shares plus 13 out of 151 applicants to receive an additional
100 Shares 4.18%
70,000 98 2,800 Shares 4.00%
80,000 120
3,100 Shares plus 24 out of 120 applicants to receive an additional
100 Shares 3.90%
90,000 59
3,400 Shares plus 18 out of 59 applicants to receive an additional
100 Shares 3.81%
100,000 561 3,800 Shares 3.80%
Total 61,402 Total number of Pool A successful applicants: 38,101

  POOL B
200,000 194 26,300 Shares 13.15%
300,000 31
39,300 Shares plus 15 out of 31 applicants to receive an additional
100 Shares 13.12%
400,000 13
52,300 Shares plus 9 out of 13 applicants to receive an additional
100 Shares 13.09%
500,000 14
65,300 Shares plus 9 out of 14 applicants to receive an additional
100 Shares 13.07%
600,000 6
78,300 Shares plus 3 out of 6 applicants to receive an additional 100
Shares 13.06%
700,000 1 91,300 Shares 13.04%
800,000 6
104,200 Shares plus 3 out of 6 applicants to receive an additional
100 Shares 13.03%
900,000 1 117,200 Shares 13.02%
1,000,000 13 130,100 Shares 13.01%
2,000,000 4 259,100 Shares 12.96%
3,000,000 3 387,600 Shares 12.92%
4,567,100 1 588,800 Shares 12.89%
Total 287 Total number of Pool B successful applicants: 287


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 the Company has complied with the Listing Rules and guidance materials
in relation to the placing, allotment and listing of the Company’s 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, A FRC transaction levy, SFC
transaction levy and Stock Exchange trading fee payable.


--- page 11 ---
DISCLAIMERS

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Stock
Exchange”) and Hong Kong Securities Clearing Company Limited (“HKSCC”) take no
responsibility for the contents of this announcement, make no representation as to its accuracy or
completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from
or in reliance upon the whole or any part of the contents of this announcement.
This announcement is not for release, publication, distribution, directly or indirectly, in or into the
United States (including its territories and possessions, any state of the United States and the District
of Columbia). This announcement does not constitute or form a part of any offer or solicitation to
purchase or subscribe fo r securities in   the United States. The securities mentioned herein have not
been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S.
Securities Act”). The securities may not be offered or sold in the United States except pursuant to an
exemption from the registration requirements of the U.S. Securities Act and in compliance with any
applicable state securities laws, or outside the United States unless in compliance with Regulation S
under the U.S. Securities Act. There will be no public offer of s ecurities in the United States.
The Offer Shares are being offered and sold (1) solely to qualified institutional buyers as defined in Rule
144A under the U.S. Securities Act pursuant to an exemption from registration under the U.S. Securities
Act and (2) outside the United States in offshore transactions in reliance on Regulation S under the U.S.
Securities Act.
This announcement is for information purposes only and does not constitute an invitation or offer to
acquire, purchase or subscribe for securities. This announcement is not a prospectus. Potential
investors should read the Prospectus dated 26 June 2025 issued by FWD Group Holdings  Limited for
detailed information about the Global Offering described above before deciding whether or not to
invest in the Shares thereby being offered.
*Potential investors of  the Offer Shares should note that the Joint Global Coordinators  (for themselves
and on behalf of  the Hong Kong Underwriters) may, after prior consultation where applicable, by a
joint notice in writing to the Company, terminate the Hong Kong Underwriting Agreement with
immediate effect upon the occurrence of any of the events set out in the  section headed
“Underwriting – Underwriting Arrangements and Expenses – Hong Kong Public Offering – Grounds
for Termination ” in the Prospectus at or at any time prior to  8:00 a.m. on  the  Listing  Date (which
is currently  expected  to be on 7 July 2025).

OTHERS/ ADDITIONAL INFORMATION
Reallocation
As the Hong Kong Public Offering has been oversubscribed by 15 times or more but less than 50 times,
the reallocation as described in the section headed “Structure of the Global Offering – The Hong Kong
Public Offering – Reallocation and Clawback” of the Prospectus has been applied.
As a result of the above, the final number of Offer Shares under the Hong Kong Public Offering is
adjusted to 27,402,700 Shares, representing approximately 30.00% of the total number of Offer Shares
available under the Global Offering (assuming the Over -allotment Option is not exercised), and the
final number of Offer Shares under the International Offering is adjusted to 63,939,400 Shares,
representing approximately 70.00% of the total number of Offer Shares  under the Global Offering
(assuming the Over-allotment Option is not exercised).


--- page 12 ---
PUBLIC FLOAT
Immediately following the completion of the Global Offering (before any exercise of the Over -
allotment Option), 426,437,623 Shares, representing approximately 33.6% of the issued share capital
of the Company will be held in the public hands, in compliance with  Rule 8.08(1)(a) of the Listing
Rules.
The Stock Exchange has granted the Company a waiver from strict compliance with Rule 8.08(3) of
the Listing Rules to allow the three largest public Shareholders to hold no more than 62.6% of the
Shares to be held in public hands at the time of the Listing (before any exercise of the Over-allotment
Option). Immediately following the completion of the Global  Offering (before any exercise of the
Over-allotment Option), 267,158,317 S hares, representing approximately 62.6% of the Shares to be
held in public hands , will be held by the three largest public S hareholders, and 40,585,357 Shares,
representing approximately 3.2% of the issued share capital of the Company, will be held by public
Shareholders not subject to lock up.
The following table sets out (i) the total number of Shares held by public Shareholders; (ii) the number
of Shares held by public Shareholders other than the three largest public Shareholders; (iii) the number
of Shares held by public Shareholders other than (A) those held by the three largest public Shareholders
and (B) those which are the subject of lock-up undertakings:

Shares in public
hands
Shares in public
hands
(excluding the three
largest public
Shareholders)
Shares in public
hands not subject
to any lock-up
Number of Sha res and number of
board lots of 100 Shares each
426,437,623
(4,264,376
board lots)
159,279,306
(1,592,793
board lots)
40,585,357
(405,853
board lots)
HK$ value of the Shares HK$16,204,629,674 HK$6,052,613,628 HK$1,542,243,566
Percentage of total issued Shares
immediately following completion
of the Global Offering 33.6% 12.5% 3.2%

The Directors confirm that, immediately following the 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 (as
defined in the Listing Rules) immediately after the Global Offering; and (iii) there will be at least 300
Shareholders at the time of the Listing in compliance with Rule 8.08(2) of the Listing Rules.


--- page 13 ---
COMMENCEMENT OF DEALINGS
Share certificates will only become valid at 8:00 a.m. on Monday, 7 July 2025, provided that (i) the
Global Offering has become unconditional in all respects at or before that time, and (ii) the right of
termination as described in the section headed “ Underwriting – Underwriting Arrangements and
Expenses – Hong Kong Public Offering  – Grounds for Termination” in the Prospectu s has not been
exercised. Investors who trade Shares prior to the receipt of Share certificates or the Share certificates
becoming valid evidence of title do so entirely at their own risk.
Assuming that the Hong Kong Public Offering becomes unconditional at or before 8:00 a.m. in Hong
Kong on Monday, 7 July 2025, it is expected that dealings in the Shares on the Stock Exchange will
commence at 9:00 a.m. on Monday, 7 July 2025. The Shares will be traded in board lots of 100 Shares
each and the stock code of the Shares will be 1828.

By order of the Board
FWD Group Holdings Limited
Professor Ma Si Hang, Frederick
Chairman

Hong Kong, 4 July 2025
As at the date of this announcement, the directors of the Company are: Professor MA Si Hang,
Frederick as Chairman and independent non- executive director; Mr. LI Tzar Kai, Richard and Mr.
HUYNH Thanh Phong (Group Chief Executive Officer) as executive directors; Mr. Walter KIELHOLZ
and Mr. John DACEY as non- executive directors; and Ms. CHUNG Kit Hung, Martina, Mr. John
BAIRD, Mr. Dirk SLUIMERS, Ms. Laura DEAL-LACEY, Ms. Kyoko HATTORI, Ms. Yijia TIONG, Mr.
LEUNG Ka Kui, Dominic and Mr. Andrew WEIR as independent non-executive directors.