geometrybase
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.
872 lines
34 KiB
Plaintext
872 lines
34 KiB
Plaintext
--- page 1 ---
|
||
1
|
||
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.
|
||
Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as those
|
||
defined in the prospectus dated December 18, 2023 (the “Prospectus ”) issued by BaTeLab Co., Ltd. ( ᘽψԎдฆཥɿ
|
||
ʮ̡ ) (the “Company ”).
|
||
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 for
|
||
detailed information about the Company and the Global Offering described below before deciding whether or not to
|
||
invest in the Offer Shares. Any investment decision in relation to the Offer Shares should be taken solely in reliance
|
||
on the information provided in the Prospectus.
|
||
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 or distribution, directly or indirectly, in or into the United States or any other jurisdiction
|
||
where such distribution is prohibited by law, nor is this announcement an offer for sale or solicitation to purchase or
|
||
subscribe for securities in the United States or any other jurisdictions. The Offer Shares have not been, and will not be,
|
||
registered under the United States Securities Act of 1933, as amended from time to time (the “U.S. Securities Act ”), or
|
||
any applicable state securities laws in the United States, and may not be offered, sold, pledged or transferred within the
|
||
United States or to, or for the account or benefit of U.S. persons (as defined in Regulation S under the U.S. Securities
|
||
Act (the “Regulation S ”)) except in transactions exempt from, or not subject to, the registration requirements of the
|
||
U.S. Securities Act. The Offer Shares are being offered and sold outside the United States in offshore transactions in
|
||
accordance with Regulation S. There will be no public offering of the securities of the Company in the United States.
|
||
In connection with the Global Offering, China International Capital Corporation Hong Kong Securities Limited,
|
||
as stabilizing manager (the “Stabilizing Manager ”), its affiliates or any person acting for it, on behalf of the
|
||
Underwriters, may over-allocate or effect transactions with a view to stabilizing or supporting the market price of
|
||
the H 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 Stabilizing Manager, its affiliates or any person acting for it, to conduct any
|
||
such stabilizing action, which, if commenced, will be conducted at the sole and absolute discretion of the Stabilizing
|
||
Manager, its affiliates or any person acting for it, and may be discontinued at any time. Any such stabilizing activity
|
||
is required to be brought to an end on the 30th day after the last date for lodging applications under the Hong Kong
|
||
Public Offering. Any market purchases of the H Shares will be effected in compliance with all applicable laws and
|
||
regulatory requirement. Such stabilization 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 Stabilizing) Rules, as amended, made under the Securities and Futures Ordinance
|
||
(Cap. 571 of the Laws of Hong Kong).
|
||
In connection with the Global Offering, China International Capital Corporation Hong Kong Securities Limited acts
|
||
as the Sole Sponsor; China International Capital Corporation Hong Kong Securities Limited acts as the Sole Overall
|
||
Coordinator; China International Capital Corporation Hong Kong Securities Limited, China Galaxy International
|
||
Securities (Hong Kong) Co., Limited, CMB International Capital Limited, GF Securities (Hong Kong) Brokerage
|
||
Limited and Guotai Junan Securities (Hong Kong) Limited together act as the Joint Global Coordinators; and China
|
||
International Capital Corporation Hong Kong Securities Limited, China Galaxy International Securities (Hong Kong)
|
||
Co., Limited, CMB International Capital Limited, GF Securities (Hong Kong) Brokerage Limited, Guotai Junan
|
||
Securities (Hong Kong) Limited, ABCI Capital Limited, ABCI Securities Company Limited, ICBC International
|
||
Securities Limited, Soochow Securities International Brokerage Limited, Tiger Brokers (HK) Global Limited, Futu
|
||
Securities International (Hong Kong) Limited (in relation to the Hong Kong Public Offering only), Silverbricks
|
||
Securities Company Limited, Valuable Capital Limited and Livermore Holdings Limited together act as the Capital
|
||
Market Intermediaries.
|
||
|
||
|
||
--- page 2 ---
|
||
2
|
||
Potential investors should be aware that stabilizing actions cannot be taken to support the price of the H Shares for
|
||
longer than the stabilization period which will begin on the Listing Date and expire on Saturday, January 20, 2024,
|
||
being the 30th day after the last date for lodging applications under the Hong Kong Public Offering. After this date, no
|
||
further stabilizing action may be taken and demand for the H Shares and the price of the H 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 Sole Sponsor and the Sole
|
||
Overall Coordinator (for itself and on behalf of the Hong Kong Underwriters) shall be entitled to 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 – The Hong Kong Public Offering – Grounds for
|
||
Termination ” in the Prospectus at any time prior to 8.00 a.m. on the Listing Date.
|
||
In connection with the Global Offering, the Company is expected to grant the Over-allotment Option to the
|
||
International Underwriters, exercisable at the discretion of the Sole Overall Coordinator (for itself and on behalf
|
||
of the International Underwriters). Pursuant to the Over-allotment Option, the Sole Overall Coordinator (for itself
|
||
and on behalf of the International Underwriters) have the right, exercisable at any time from the Listing Date until
|
||
Saturday, January 20, 2024, being the 30th day after the last day for lodging applications under the Hong Kong Public
|
||
Offering, to require the Company to issue up to an aggregate of 2,250,000 H Shares, representing 15% of the number
|
||
of the Offer Shares initially available under the Global Offering, at the Offer Price to cover over-allocations in the
|
||
International Offering, if any.
|
||
|
||
|
||
--- page 3 ---
|
||
3
|
||
BaTeLab Co., Ltd.
|
||
ʮ̡
|
||
(A joint stock company incorporated in the People ’s Republic of China with limited liability)
|
||
GLOBAL OFFERING
|
||
Number of Offer Shares under the
|
||
Global Offering
|
||
: 15,000,000 H Shares (subject to the
|
||
Over-allotment Option)
|
||
Number of Hong Kong Offer Shares : 1,500,000 H Shares
|
||
Number of International Offer Shares : 13,500,000 H Shares
|
||
Final Offer Price : HK$27.47 per H Share, plus brokerage
|
||
of 1.0%, AFRC transaction levy of
|
||
0.00015%, SFC transaction levy of
|
||
0.0027% and Stock Exchange trading fee
|
||
of 0.00565%
|
||
Nominal value : RMB1.00 per H Share
|
||
Stock Code : 2149
|
||
Sole Sponsor, Sole Overall Coordinator, Joint Global Coordinator,
|
||
Joint Bookrunner and Joint Lead Manager
|
||
Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers
|
||
Joint Bookrunners and Joint Lead Managers
|
||
Joint Lead Managers
|
||
|
||
|
||
--- page 4 ---
|
||
BATELAB CO., LTD. / 蘇州貝克微電子股份有限公司
|
||
ANNOUNCEMENT OF FINAL OFFER PRICE AND
|
||
ALLOTMENT RESULTS
|
||
Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings
|
||
as those defined in the prospectus dated 18 December 2023 (the “Prospectus”) issued by BaTeLab Co., Ltd.
|
||
(the “Company”).
|
||
|
||
Warning: In view of high concentration of shareholding in a small number of H Shareholders, H
|
||
Shareholders and prospective investors should be aware that the price of the H Shares could move
|
||
substantially even with a small number of H Shares traded and should exercise extreme caution
|
||
when dealing in the H Shares.
|
||
SUMMARY
|
||
|
||
Company information
|
||
Stock code 2149
|
||
Stock short name BATELAB
|
||
Dealings commencement date 28 December 2023*
|
||
*see note at the end of the announcement
|
||
|
||
Price Information
|
||
Final Offer Price HK$27.470
|
||
Offer Price Range HK$27.470 - HK$38.450
|
||
Offer Price Adjustment exercised No
|
||
|
||
Offer Shares and Share Capital
|
||
Number of Offer Shares 15,000,000
|
||
Number of Offer Shares in Public Offer 1,500,000
|
||
Number of offer shares in International Offer 13,500,000
|
||
Number of issued shares upon Listing 60,000,000
|
||
|
||
The number of offer shares above is determined after taking into account the additional shares issued
|
||
under the following Offer Size Adjustment Option
|
||
|
||
Offer Size Adjustment Option (Upsize option)
|
||
Number of additional shares issued under the option -
|
||
- Public Offer -
|
||
- International Offer -
|
||
|
||
Over-allocation
|
||
No. of Offer Shares over-allocated 0
|
||
Such over-allocation may be covered by exercising the Over-allotment Option or by making purchases in the
|
||
secondary market at prices that do not exceed the Offer Price or through deferred delivery or a combination of these
|
||
means. In the event the Over-allotment Option is exercised, an announcement will be made on the Stock
|
||
Exchange’s website.
|
||
Proceeds
|
||
Gross proceeds (Note) HK$ 412.05 million
|
||
|
||
|
||
--- page 5 ---
|
||
Less: Estimated listing expenses payable based on Final
|
||
Offer Price
|
||
HK$ (61.08) million
|
||
Net proceeds HK$ 350.97 million
|
||
|
||
Note: Gross proceeds refers to the amount to which the issuer is entitled receive. For details of the use of
|
||
proceeds, please refer to the Prospectus dated 18 December 2023.
|
||
|
||
|
||
ALLOTMENT RESULTS DETAILS
|
||
PUBLIC OFFER
|
||
|
||
No. of valid applications 2,965
|
||
No. of successful applications 2,475
|
||
Subscription level 1.34 times
|
||
Claw-back triggered No
|
||
No. of Offer Shares initially available under the Public Offer 1,500,000
|
||
Final no. of Offer Shares under the Public Offer (after exercise of
|
||
Offer Size Adjustment Option and reallocation)
|
||
1,500,000
|
||
% of Offer Shares under the Public Offer to the Global Offering 10.00%
|
||
|
||
Note: For details of the final allocation of shares to the Public Offer, investors can refer to
|
||
https://www.eipo.com.hk/eIPOAllotment/ to perform a search by name or identification number or
|
||
https://www.eipo.com.hk/eIPOAllotment/ for the full list of allottees.
|
||
INTERNATIONAL OFFER
|
||
|
||
No. of placees 110
|
||
Subscription Level 1.36 times
|
||
No. of Offer Shares initially available under the International
|
||
Offer
|
||
13,500,000
|
||
Final no. of Offer Shares under the International Offer (after
|
||
reallocation)
|
||
13,500,000
|
||
% of Offer Shares under the International Offer to the Global
|
||
Offering
|
||
90.00%
|
||
|
||
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 and Supervisors, chief executive of the Company, single largest group of 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 and Supervisors, chief executive of
|
||
the Company, single largest group of 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.
|
||
|
||
Allottees with waivers/consents obtained
|
||
|
||
|
||
--- page 6 ---
|
||
Investor
|
||
No. of
|
||
shares
|
||
allocated
|
||
% of offer
|
||
shares
|
||
% of total
|
||
issued H Shares
|
||
after the Global
|
||
Offering
|
||
% of total
|
||
issued share
|
||
capital after the
|
||
Global Offering Relationship*
|
||
Jing Yufei 557,000 3.71% 3.71% 0.93%(Note)
|
||
Close associate
|
||
of Existing
|
||
shareholders
|
||
CICC
|
||
FINANCIAL
|
||
TRADING
|
||
LIMITED 2,260,000 15.07% 15.07% 3.77%
|
||
Connected
|
||
Client of the
|
||
Sponsor and
|
||
Overall
|
||
Coordinator, and
|
||
Non-SFC
|
||
authorised
|
||
fund
|
||
Total 2,817,000 18.78% 18.78% 4.70%
|
||
|
||
Note: The existing minority shareholders and Mr. Jing will hold approximately 2.96% of the total issued
|
||
share capital of the Company immediately following the Global Offering (assuming the Over-allotment
|
||
Option is not exercised).
|
||
For details, please refer to the section headed "OTHERS / ADDITIONAL INFORMATION" below.
|
||
|
||
LOCK-UP UNDERTAKINGS
|
||
Pre-IPO Investors (as defined in the “History and Corporate Structure” section of 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 (assuming
|
||
the Over-allotment
|
||
Option is not
|
||
exercised)
|
||
Last day
|
||
subject to the
|
||
lock-up
|
||
undertakings
|
||
Suzhou Rongxiang
|
||
Beiying Venture
|
||
Capital Partnership
|
||
(Limited Partnership) /
|
||
蘇州融享貝贏創業投
|
||
資合夥企業(有限合
|
||
夥)
|
||
2,846,352 N/A 4.74% 27 December
|
||
2024
|
||
Jiangsu Jiequan
|
||
Yuanhe Puhua Equity
|
||
Investment
|
||
Partnership (Limited
|
||
Partnership) / 江蘇疌
|
||
泉元禾璞華股權投資
|
||
合夥企業(有限合夥)
|
||
2,718,339 N/A 4.53% 27 December
|
||
2024
|
||
Runke (Shanghai)
|
||
Equity Investment
|
||
Fund Partnership
|
||
2,718,339 N/A 4.53% 27 December
|
||
2024
|
||
|
||
|
||
--- page 7 ---
|
||
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 (assuming
|
||
the Over-allotment
|
||
Option is not
|
||
exercised)
|
||
Last day
|
||
subject to the
|
||
lock-up
|
||
undertakings
|
||
(Limited Partnership) /
|
||
潤科(上海)股權投資
|
||
基金合夥企業(有限
|
||
合夥)
|
||
Zhuhai Guangfa
|
||
Xinde Intelligent
|
||
Innovation and
|
||
Upgrade Equity
|
||
Investment Fund / 珠
|
||
海廣發信德智能創新
|
||
升級股權投資基金
|
||
(有限合夥)
|
||
2,265,399 N/A 3.78% 27 December
|
||
2024
|
||
BYD Company
|
||
Limited / 比亞迪股份
|
||
有限公司
|
||
2,163,462 N/A 3.61% 27 December
|
||
2024
|
||
Suzhou New District
|
||
Venture Technology
|
||
Investment
|
||
Management Co., Ltd.
|
||
/ 蘇州高新區創業科
|
||
技投資管理有限公司
|
||
2,059,740 N/A 3.43% 27 December
|
||
2024
|
||
Shenzhen Zhongke
|
||
Quantum Investment
|
||
Partnership (Limited
|
||
Partnership) / 深圳中
|
||
科量子投資合夥企業
|
||
(有限合夥)
|
||
2,041,553 N/A 3.40% 27 December
|
||
2024
|
||
Jiangsu Minyi
|
||
Intelligent
|
||
Manufacturing
|
||
Industry Fund
|
||
(Limited Partnership) /
|
||
江蘇敏一智能製造產
|
||
業基金(有限合夥)
|
||
1,807,563 N/A 3.01% 27 December
|
||
2024
|
||
Shanghai Yucheng
|
||
Enterprise
|
||
Management
|
||
Consulting Partnership
|
||
(Limited Partner / 上
|
||
海嶼丞企業管理諮詢
|
||
合夥企業(有限合夥)
|
||
1,359,170 N/A 2.27% 27 December
|
||
2024
|
||
Nantong Zhouzhou 1,270,680 N/A 2.12% 27 December
|
||
|
||
|
||
--- page 8 ---
|
||
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 (assuming
|
||
the Over-allotment
|
||
Option is not
|
||
exercised)
|
||
Last day
|
||
subject to the
|
||
lock-up
|
||
undertakings
|
||
Investment Center
|
||
(Limited Partnership) /
|
||
南通周宙投資中心
|
||
(有限合夥)
|
||
2024
|
||
Beijing Taiyou
|
||
Venture Capital
|
||
Partnership (Limited
|
||
Partnership) / 北京泰
|
||
有創業投資合夥企業
|
||
(有限合夥)
|
||
1,180,792 N/A 1.97% 27 December
|
||
2024
|
||
Pingtan Fengyuan
|
||
Juxin Equity
|
||
Investment
|
||
Partnership (Limited
|
||
Partnership) / 平潭馮
|
||
源聚芯股權投資合夥
|
||
企業(有限合夥)
|
||
865,385 N/A 1.44% 27 December
|
||
2024
|
||
Anji Chenfeng
|
||
Enterprise
|
||
Management
|
||
Partnership (Limited
|
||
Partnership) / 安吉辰
|
||
豐企業管理合夥企業
|
||
(有限合夥)
|
||
815,474 N/A 1.36% 27 December
|
||
2024
|
||
Zhuhai Guangfa
|
||
Xinde Environmental
|
||
Industry Investment
|
||
Fund Partnership
|
||
(Limited / 珠海廣發
|
||
信德環保產業投資基
|
||
金合夥企業(有限合
|
||
夥)
|
||
747,438 N/A 1.25% 27 December
|
||
2024
|
||
Suzhou Huiyi Ruijin
|
||
Venture Capital
|
||
Partnership (Limited
|
||
Partnership) / 蘇州匯
|
||
毅瑞錦創業投資合夥
|
||
企業(有限合夥)
|
||
724,704 N/A 1.21% 27 December
|
||
2024
|
||
Suzhou Hejiuxin
|
||
Enterprise
|
||
Management
|
||
Consulting Partnership
|
||
672,939 N/A 1.12% 27 December
|
||
2024
|
||
|
||
|
||
--- page 9 ---
|
||
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 (assuming
|
||
the Over-allotment
|
||
Option is not
|
||
exercised)
|
||
Last day
|
||
subject to the
|
||
lock-up
|
||
undertakings
|
||
(Limited Partner / 蘇
|
||
州合久鑫企業管理諮
|
||
詢合夥企業(有限合
|
||
夥)
|
||
Suzhou Heyuanxin
|
||
Venture Capital
|
||
Partnership (Limited
|
||
Partnership) / 蘇州合
|
||
遠芯創業投資合夥企
|
||
業(有限合夥)
|
||
543,178 N/A 0.91% 27 December
|
||
2024
|
||
Jiangsu Huate
|
||
Integrated Circuit Co.,
|
||
Ltd. / 江蘇華特集成
|
||
電路股份有限公司
|
||
452,940 N/A 0.75% 27 December
|
||
2024
|
||
Nanjing Turing Phase
|
||
I Venture Capital
|
||
Partnership (Limited
|
||
Partnership) / 南京圖
|
||
靈一期創業投資合夥
|
||
企業(有限合 夥)
|
||
452,940 N/A 0.75% 27 December
|
||
2024
|
||
Tsinghua University
|
||
Education Foundation
|
||
/ 清華大學教育基金
|
||
會
|
||
432,692 N/A 0.72% 27 December
|
||
2024
|
||
Hangzhou Taizhiyou
|
||
Venture Capital
|
||
Partnership (Limited
|
||
Partnership) / 杭州泰
|
||
之有創業投資合夥企
|
||
業(有限合夥)
|
||
299,045 N/A 0.50% 27 December
|
||
2024
|
||
Xinyu Taiyi
|
||
Investment
|
||
Management Center
|
||
(Limited Partnership) /
|
||
新余泰益投資管理中
|
||
心(有限合夥)
|
||
299,045 N/A 0.50% 27 December
|
||
2024
|
||
Xinyu Jimu Ruiyuan
|
||
Investment Consulting
|
||
Center (Limited
|
||
Partnership) / 新余極
|
||
目睿遠投資諮詢中心
|
||
(有限合夥)
|
||
271,841 N/A 0.45% 27 December
|
||
2024
|
||
|
||
|
||
--- page 10 ---
|
||
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 (assuming
|
||
the Over-allotment
|
||
Option is not
|
||
exercised)
|
||
Last day
|
||
subject to the
|
||
lock-up
|
||
undertakings
|
||
Tibet Taisheng
|
||
Information
|
||
Technology
|
||
Partnership (Limited
|
||
Partnership) / 西藏泰
|
||
升信息科技合夥企業
|
||
(有限合夥)
|
||
271,764 N/A 0.45% 27 December
|
||
2024
|
||
Tianjin Huahui Taiyou
|
||
Electronic Information
|
||
Investment
|
||
Partnership (Limited /
|
||
天津華慧泰有電子信
|
||
息投資合夥企業(有
|
||
限合夥)
|
||
271,764 N/A 0.45% 27 December
|
||
2024
|
||
Shenzhen Chuangqi
|
||
Kaiying Venture
|
||
Capital Partnership
|
||
(Limited partnership) /
|
||
深圳市創啟開盈創業
|
||
投資合夥企業(有限
|
||
合夥)
|
||
10,817 N/A 0.02% 27 December
|
||
2024
|
||
Subtotal 29,563,355 N/A 49.27%
|
||
|
||
The expiry date of the lock-up period shown in the table above is pursuant to the PRC Company Law.
|
||
|
||
|
||
Directors
|
||
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 (assuming
|
||
the Over-allotment
|
||
Option is not
|
||
exercised)
|
||
Last day
|
||
subject to the
|
||
lock-up
|
||
undertakings
|
||
Li Zhen / 李真 1,049,632 N/A 1.75% 27 December
|
||
2024
|
||
Li Yi / 李一 252,800 N/A 0.42% 27 December
|
||
2024
|
||
Subtotal 1,302,432 N/A 2.17%
|
||
|
||
The expiry date of the lock-up period shown in the table above is pursuant to the PRC Company Law.
|
||
|
||
|
||
--- page 11 ---
|
||
Existing Shareholders (other than the Pre-IPO Investors as defined in the “History and Corporate
|
||
Structure” section of 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 (assuming
|
||
the Over-allotment
|
||
Option is not
|
||
exercised)
|
||
Last day
|
||
subject to the
|
||
lock-up
|
||
undertakings
|
||
Suzhou Backward
|
||
Electronic Co., Ltd. /
|
||
蘇州貝克瓦特電子有
|
||
限公司
|
||
8,753,678 N/A 14.59% 27 December
|
||
2024
|
||
Suzhou Backward
|
||
Investment Partnership
|
||
(Limited Partnership) /
|
||
蘇州貝克瓦特投資合
|
||
夥企業(有限合夥)
|
||
5,380,535 N/A 8.97% 27 December
|
||
2024
|
||
Subtotal 14,134,213 N/A 23.56%
|
||
|
||
The expiry date of the lock-up period shown in the table above is pursuant to the PRC Company Law.
|
||
|
||
|
||
--- page 12 ---
|
||
PLACEE CONCENTRATION ANALYSIS
|
||
Placees Number of H Shares allotted Allotment as % of International Offering (assuming no exercise of the Over-allotment Option) Allotment as % of total Offer Shares (assuming no exercise of the Over- allotment Option) Number of Shares held upon Listing % of total issued share capital upon Listing (assuming no exercise of the Over-allotment Option) Top 1 2,260,000 16.74% 15.07% 2,260,000 3.77% Top 5 7,876,000 58.34% 52.51% 7,876,000 13.13% Top 10 11,885,700 88.04% 79.24% 11,885,700 19.81% Top 25 13,491,500 99.94% 89.94% 14,707,617 24.51%
|
||
|
||
Notes
|
||
* Ranking of placees is based on the number of H Shares allotted to the placees.
|
||
|
||
|
||
--- page 13 ---
|
||
H SHAREHOLDERS CONCENTRATION ANALYSIS
|
||
H Shareholders*
|
||
Number of H Shares allotted Allotment as % of International Offering (assuming no exercise of the Over-allotment Option) Allotment as % of total Offer Shares (assuming no exercise of the Over- allotment Option) Number of H Shares held upon Listing % of total issued H Shares capital upon Listing (assuming no exercise of the Over-allotment Option) Number of Shares held upon Listing Top 1 2,260,000 16.74% 15.07% 2,260,000 15.07% 2,260,000 Top 5 7,876,000 58.34% 52.51% 7,876,000 52.51% 7,876,000 Top 10 11,855,700 88.04% 79.24% 11,855,700 79.24% 11,885,700 Top 25 14,000,700 103.71% 93.34% 14,000,700 93.34% 15,216,817
|
||
|
||
Notes
|
||
* Ranking of H Shareholders is based on the number of H Shares held by the H Shareholders upon Listing.
|
||
SHAREHOLDER CONCENTRATION ANALYSIS
|
||
Shareholders Number of H Shares allotted Allotment as % of International Offering (assuming no exercise of the Over-allotment Option) Allotment as % of total Offer Shares (assuming no exercise of the Over- allotment Option) Number of H Shares held upon Listing Number of Shares held upon Listing % of total issued share capital upon Listing (assuming no exercise of the Over-allotment Option) Top 1 0 0.00% 0.00% 0 15,436,645 25.73% Top 5 0 0.00% 0.00% 0 28,792,252 47.99% Top 10 2,817,000 20.87% 18.78% 2,817,000 38,837,947 64.73% Top 25 12,442,700 92.17% 82.95% 12,442,700 54,679,852 91.13%
|
||
|
||
Notes
|
||
* Ranking of Shareholders is based on the number of Shares (of all classes) held by the Shareholder upon Listing.
|
||
|
||
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 100 1,363 100 H Shares 73.56%
|
||
200 235 100 H Shares 73.54%
|
||
|
||
|
||
--- page 14 ---
|
||
200 209 200 H Shares 300 112 200 H Shares 73.52% 300 29 300 H Shares 400 3 200 H Shares 73.50% 400 47 300 H Shares 500 28 300 H Shares 73.09% 500 53 400 H Shares 600 26 400 H Shares 73.02% 600 16 500 H Shares 700 17 500 H Shares 72.93% 700 2 600 H Shares 800 3 500 H Shares 72.79% 800 14 600 H Shares 900 3 600 H Shares 72.22% 900 3 700 H Shares 1,000 136 700 H Shares 70.42% 1,000 6 800 H Shares 1,500 13 1,000 H Shares 70.12% 1,500 14 1,100 H Shares 2,000 19 1,400 H Shares 70.00%
|
||
2,500 15 1,700 H Shares 70.00% 2,500 15 1,800 H Shares 3,000 17 2,100 H Shares 70.00%
|
||
3,500 5 2,400 H Shares 69.84% 3,500 4 2,500 H Shares 4,000 1 2,700 H Shares 69.58% 4,000 5 2,800 H Shares 4,500 3 3,100 H Shares 69.44% 4,500 1 3,200 H Shares 5,000 5 3,400 H Shares 69.44% 5,000 13 3,500 H Shares 6,000 1 4,100 H Shares 69.44% 6,000 2 4,200 H Shares 7,000 1 4,800 H Shares 69.29% 7,000 1 4,900 H Shares 8,000 2 5,500 H Shares 68.75%
|
||
9,000 2 6,100 H Shares 68.15% 9,000 1 6,200 H Shares 10,000 15 6,800 H Shares 68.00%
|
||
15,000 2 10,200 H Shares 68.00%
|
||
20,000 2 13,600 H Shares 68.00%
|
||
25,000 1 17,000 H Shares 68.00%
|
||
30,000 2 20,400 H Shares 68.00%
|
||
40,000 2 27,200 H Shares 68.00%
|
||
50,000 3 34,000 H Shares 68.00%
|
||
60,000 1 40,800 H Shares 68.00%
|
||
100,000 1 68,000 H Shares 68.00%
|
||
300,000 1 300,000 H Shares 100.00%
|
||
|
||
|
||
--- page 15 ---
|
||
Total number of successful applicants 2,475 1,500,000 H Shares
|
||
|
||
|
||
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 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 final Offer Price in addition to any brokerage, AFRC transaction levy,
|
||
SFC transaction levy and trading fee payable.
|
||
OTHERS / ADDITIONAL INFORMATION
|
||
Placing of Offer Shares to a Connected Client
|
||
|
||
Under the International Offering, 2,260,000 Offer Shares, representing approximately 15.07% of the
|
||
total number of Offer Shares available under the Global Offering and approximately 3.77% of the
|
||
total issued share capital of the Company immediately following the Global Offering (assuming the
|
||
Over-allotment Option is not exercised), were placed to CICC Financial Trading Limited (“CICC
|
||
FT”) as a placee, which is a connected client (the “Connected Client”) of China International
|
||
Capital Corporation Hong Kong Securities Limited (the “Sole Overall Coordinator”) as it is a
|
||
wholly-owned subsidiary of China International Capital Corporation Limited (“CICC Corporation”,
|
||
which wholly owns the Sole Overall Coordinator), and hence a member of the same group of
|
||
companies as the Sole Overall Coordinator, pursuant to paragraph 13(7) of Appendix 6 to the Listing
|
||
Rules (the “Placing Guidelines”).
|
||
|
||
The Connected Client and CICC Corporation will enter into a series of cross border delta-one OTC
|
||
swap transactions (the “OTC Swaps”) with each other and with the ultimate clients (the “CICC FT
|
||
Ultimate Clients”), pursuant to which the Connected Client will hold the CICC FT Offer Shares on
|
||
a non-discretionary basis to hedge the OTC Swaps while the economic risks and returns of the
|
||
underlying H Shares are passed to the CICC FT Ultimate Clients, subject to customary fees and
|
||
commissions. The OTC Swaps will be fully funded by the CICC FT Ultimate Clients. During the
|
||
tenor of the OTC Swaps, all economic returns of the CICC FT Offer Shares will be passed to the
|
||
CICC FT Ultimate Clients and all economic loss shall be borne by the CICC FT Ultimate Clients
|
||
through the OTC Swaps, and the Connected Client will not take part in any economic return or bear
|
||
any economic loss in relation to the price of the CICC FT Offer Shares. The OTC Swaps are linked
|
||
to the CICC FT Offer Shares and the CICC Ultimate Clients may request the Connected Client to
|
||
redeem it at their own discretions, upon which the Connected Client shall dispose of the CICC FT
|
||
Offer Shares and settle OTC Swaps in cash in accordance with the terms and conditions of the OTC
|
||
Swap documents. Despite that the Connected Client will hold the legal title of the CICC FT Offer
|
||
Shares by itself, it will not exercise the voting rights attaching to the relevant H Shares during the
|
||
terms of the OTC Swaps as per its internal policy. To the best of the Connected Client’s knowledge
|
||
having made all reasonable inquiries, the CICC FT Ultimate Clients are third parties independent
|
||
from each of the Company, the Connected Client and the Sole Overall Coordinator.
|
||
|
||
|
||
--- page 16 ---
|
||
The Company has applied to the Stock Exchange for, and the Stock Exchange has granted to the
|
||
Company, its consent under paragraph 5(1) of the Placing Guidelines to permit the Company to
|
||
allocate Offer Shares in the International Offering to CICC FT. The Offer Shares allocated to CICC
|
||
FT is in compliance with all the conditions under the consent granted by the Stock Exchange.
|
||
|
||
Placing of Offer Shares to the close associate of Existing Minority Shareholders
|
||
|
||
Under the International Offering, 557,000 Offer Shares, representing approximately 3.71% of the
|
||
total number of Offer Shares available under the Global Offering and approximately 0.93% of the
|
||
total issued share capital of the Company immediately following the Global Offering (assuming the
|
||
Over-allotment Option is not exercised), were placed to Mr. Jing Yufei (景雨霏) (“Mr. Jing”) as a
|
||
placee, who is a close associate of Hejiuxin and Heyuanxin, both of which are existing shareholders
|
||
of the Company holding a total of 2.03% equity interest in the Company before the Listing.
|
||
|
||
The Company has applied to the Stock Exchange for, and the Stock Exchange has granted to the
|
||
Company, a waiver from strict compliance with Rule 10.04 of the Listing Rules and its consent
|
||
under paragraph 5(2) of the Placing Guidelines to permit the Company to allocate Offer Shares in the
|
||
International Offering to Mr. Jing. The Offer Shares allocated to Mr. Jing is in compliance with all
|
||
the conditions under the consent granted by the Stock Exchange.
|
||
|
||
|
||
|
||
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 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 or distribution, directly or
|
||
indirectly, in or into the United States or any other jurisdiction where such distribution is prohibited
|
||
by law, nor is this announcement an offer for sale or solicitation to purchase or subscribe for securities
|
||
in the United States or any other jurisdictions. The Offer Shares have not been, and will not be,
|
||
registered under the United States Securities Act of 1933, as amended from time to time (the “U.S.
|
||
Securities Act”), or any applicable state securities laws in the United States, and may not be offered,
|
||
sold, pledged or transferred within the United States or to, or for the account or benefit of U.S.
|
||
persons (as defined in Regulation S under the U.S. Securities Act (the “Regulation S”)) except in
|
||
transactions exempt from, or not subject to, the registration requirements of the U.S. Securities Act.
|
||
The Offer Shares are being offered and sold outside the United States in offshore transactions in
|
||
accordance with Regulation S. There will be no public offering of the securities of the Company in
|
||
the United States.
|
||
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 18 December 2023 issued by BaTeLab Co., Ltd. for
|
||
|
||
|
||
--- page 17 ---
|
||
detailed information about the Global Offering described below before deciding whether or not to
|
||
invest in the Shares thereby being offered.
|
||
* Potential investors of the Offer Shares should note that the Sole Sponsor and the Sole Overall
|
||
Coordinator (for itself and on behalf of the Hong Kong Underwriters) shall be entitled to 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 –
|
||
The Hong Kong Public Offering – Grounds for Termination” in the Prospectus at any time prior to
|
||
8.00 a.m. on the Listing Date.
|
||
|
||
|
||
--- page 18 ---
|
||
4
|
||
PUBLIC FLOAT
|
||
Immediately after completion of the Global Offering, (i) 25% of the total issued Shares will be
|
||
held by the public in accordance with Rule 8.08(1)(a) of the Listing Rules; (ii) the three largest
|
||
public Shareholders will not hold more than 50% of the Shares held in the public hands at the time
|
||
of Listing in compliance with Rules 8.08(3) and 8.24 of the Listing Rules; and (iii) there will be at
|
||
least 300 Shareholders at the time of Listing in compliance with Rule 8.08(2) of the Listing Rules.
|
||
The Directors confirm that immediately after 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;
|
||
and (ii) there will not be any new substantial shareholder (as defined in the Listing Rules) of the
|
||
Company.
|
||
COMMENCEMENT OF DEALINGS
|
||
H Share certificates will only become valid evidence of title at 8:00 a.m. on Thursday, December
|
||
28, 2023 (Hong Kong time), provided that the Global Offering has become unconditional and the
|
||
right of termination described in the “Underwriting – Underwriting Arrangements and Expenses
|
||
– The Hong Kong Public Offering – Grounds for Termination ” section in the Prospectus has not
|
||
been exercised.
|
||
Assuming the Hong Kong Public Offering becomes unconditional at or before 8:00 a.m. on
|
||
Thursday, December 28, 2023 (Hong Kong time), dealings in the H Shares are expected to
|
||
commence at 9:00 a.m. on Thursday, December 28, 2023 (Hong Kong time). The H Shares will be
|
||
traded in board lots of 100 H Shares each. The stock code of the H Shares is 2149.
|
||
By order of the Board
|
||
BaTeLab Co., Ltd.
|
||
Mr. Li Zhen
|
||
Chairman
|
||
Hong Kong, December 27, 2023
|
||
As at the date of this announcement, the Board of Directors comprises Mr. Li Zhen, Mr. Zhang
|
||
Guangping and Mr. Li Yi as executive Directors; Mr. Kong Jianhua and Mr. Zhou Yufeng as
|
||
non-executive Directors; and Mr. Zhao Heming, Mr. Wen Chengge, Mr. Ma Ming and Ms. Kang
|
||
Yuanshu as independent non-executive Directors.
|