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hk-ipo/data/extracted_text/02513/allotment_results_2026-01-07_2026010701798.txt
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--- 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 30, 2025 (the “ Prospectus”) issued by Knowledge Atlas Technology Joint Stock Company
Limited (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. 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 is not for release, publication or 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 for securities in the United States or in any other jurisdiction.
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 securities law of any state or other jurisdiction of the United States and may not be offered,
sold, pledged or transferred within 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 outside the United States to persons that are not, and are not acting for the account or benefit of,
U.S. persons or United States person as defined in 31 CFR Part 850.229, the final rule that implements Executive Order 14105
and became effective in January 2025 (“ U.S. Investor ”), in offshore transactions in reliance on Regulation S under the U.S.
Securities Act.
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 and/or U.S. Investors. Potential investors of the Offer Shares should note that the Sole Sponsor and the Sponsor-Overall
Coordinator (for themselves 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 Public Offering — Grounds for Termination”
in the Prospectus at any time prior to 8:00 a.m. (Hong Kong time) on the Listing Date.
In connection with the Global Offering, China International Capital Corporation Hong Kong Securities Limited, as stabilizing
manager (the “ Stabilizing Manager ”) (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 (or any
person acting for it) to conduct any such stabilizing action. Such stabilizing action, if taken, (a) will be conducted at the absolute
discretion of the Stabilizing Manager (or any person acting for it) and in what the Stabilizing 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 lodging applications under the Hong Kong Public Offering (which is Wednesday, February 4, 2026). Such
stabilizing action, if taken, 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 (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 no stabilizing action can be taken to support the price of the H Shares for longer than the
stabilization period, which will begin on the Listing Date, and is expected to expire on the 30th day after the last day for lodging
applications under the Hong Kong Public Offering (which is Wednesday, February 4, 2026). After this date, when no further
stabilizing action may be taken, demand for the H Shares, and therefore the price of the H Shares, could fall.
--- page 2 ---
2
Knowledge Atlas Technology Joint Stock Company Limited
ʮ̡
(A joint stock company established in the Peoples Republic of China with limited liability)
GLOBAL OFFERING
Number of Offer Shares under the
Global Offering
: 37,419,500 H Shares (subject to the
Over-allotment Option)
Number of Hong Kong Offer Shares : 7,483,900 H Shares (as adjusted after
reallocation)
Number of International Offer Shares : 29,935,600 H Shares (as adjusted after
reallocation and subject to the
Over-allotment Option)
Offer Price : HK$116.20 per H Share, plus brokerage of
1.0%, SFC transaction levy of 0.0027%,
AFRC transaction levy of 0.00015% and
Hong Kong Stock Exchange trading fee of
0.00565% (payable in full on application
in Hong Kong dollars and subject to
refund)
Nominal value : RMB0.10 per H Share
Stock code : 2513
Sole Sponsor, Sponsor-Overall Coordinator, Overall Coordinator, Joint Global Coordinator,
Joint Bookrunner and Joint Lead Manager
Overall Coordinators, Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers
Joint Bookrunners and Joint Lead Managers
--- page 3 ---
3
KNOWLEDGE ATLAS TECHNOLOGY JOINT STOCK COMPANY LIMITED
ʮ̡
ANNOUNCEMENT OF 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 December 30, 2025 (the “ Prospectus”) issued by
Knowledge Atlas Technology Joint Stock Company 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 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 2513
Stock short name KNOWLEDGE ATLAS
Dealings commencement date January 8, 2026*
* see note at the end of the announcement
Price Information
Offer Price HK$116.20
Offer Shares and Share Capital
Number of Offer Shares before exercise of the Over-allotment
Option
37,419,500
Final number of Offer Shares in Public Offer (after reallocation) 7,483,900
Final number of offer shares in International Offer (after
reallocation)
29,935,600
Number of issued shares upon Listing before exercise of the Over-
allotment Option
440,230,190
--- page 4 ---
4
Over-allocation
No. of Offer Shares over-allocated 5,612,900
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 Exchanges website.
Proceeds
Gross proceeds (Note) HK$4,348.1 million
Less: Estimated listing expenses payable based on Offer Price HK$ (174.7) million
Net proceeds HK$4,173.4 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 December 30, 2025. The Company will adjust the allocation of the net proceeds from the
exercise of the Over-allotment Option (if any) for the purposes as set out in the section headed “Future Plans and Use
of Proceeds” of the Prospectus on a pro rata basis.
ALLOTMENT RESULTS DETAILS
PUBLIC OFFER
No. of valid applications 204,871
No. of successful applications 50,907
Subscription level 1,159.46 times
Claw-back triggered Yes
No. of Offer Shares initially available under the Public Offer 1,871,000
Final no. of Offer Shares under the Public Offer (after reallocation) 7,483,900
% of Offer Shares under the Public Offer to the Global Offering 20.00%
Note: For details of the final allocation of shares to the Public Offer, investors can refer to www.hkeipo.hk/IPOResult to perform
a search by name or identification number or www.hkeipo.hk/IPOResult for the full list of allottees.
--- page 5 ---
5
INTERNATIONAL OFFER
No. of placees 221
Subscription Level 15.28 times
No. of Offer Shares initially available under the International Offer 35,548,500
Final no. of Offer Shares under the International Offer (after
reallocation)
29,935,600
% of Offer Shares under the International Offer to the Global
Offering
80.00%
The Directors confirm that, to the best of their knowledge, information and belief, save for waivers
under Rule 10.04 of the Listing Rules and consent under paragraph 1C(2) of Appendix F1 to the
Listing Rules (the “ Placing Guidelines ”) granted by the Stock Exchange to permit the Company to
allocate certain Offer Shares in the International Offering to certain existing minority shareholders
and/or their close associates as cornerstone investors or placees, (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.
--- page 6 ---
6
PREFERENTIAL OFFERINGS
The placees in the International Offer include the following:
Cornerstone Investors
Investor
No. of
Offer
Shares
allocated
% of Offer
Shares
(assuming
the Over-
allotment
Option
is not
exercised)
% of total
issued H
Shares after
the Global
Offering
(assuming
the Over-
allotment
Option
is not
exercised)
% of total
issued share
capital after
the Global
Offering
(assuming
the Over-
allotment
Option
is not
exercised)
Existing
shareholders
or their close
associates
JSC International
Investment Fund
SPC (acting for and
on behalf of Qizhi
SP)
11,985,900 32.03% 5.56% 2.72% Yes
JinYi Capital Multi-
Strategy Fund SPC
Ltd. (acting for
and on behalf of
Structured Credit SP
Fund)
468,700 1.25% 0.22% 0.11% Yes
Perseverance Asset
Management
1,941,800 5.19% 0.90% 0.44% No
Shanghai Gaoyi
and CICC Financial
Trading Limited
(in connection with
Gaoyi OTC Swaps)
602,600 1.61% 0.28% 0.14% No
WT Asset
Management
3,006,500 8.03% 1.39% 0.68% No
Taikang Life 2,008,800 5.37% 0.93% 0.46% No
GF Fund 2,812,300 7.52% 1.30% 0.64% No
3W Fund 1,205,200 3.22% 0.56% 0.27% No
--- page 7 ---
7
Investor
No. of
Offer
Shares
allocated
% of Offer
Shares
(assuming
the Over-
allotment
Option
is not
exercised)
% of total
issued H
Shares after
the Global
Offering
(assuming
the Over-
allotment
Option
is not
exercised)
% of total
issued share
capital after
the Global
Offering
(assuming
the Over-
allotment
Option
is not
exercised)
Existing
shareholders
or their close
associates
RIME 645,400 1.72% 0.30% 0.15% No
Optimas Capital
Limited
669,600 1.79% 0.31% 0.15% No
Luster LightTech
International
Limited
334,800 0.89% 0.16% 0.08% Yes
Total 25,681,600 68.63% 11.91% 5.83%
Allottees who are customer(s) or client(s)/supplier(s) of the issuer
Investor
No. of Offer
Shares
allocated
% of offer
shares
(assuming
the Over-
allotment
Option is
not
exercised)
% of total
issued H
Shares after
the Global
Offering
(assuming
the Over-
allotment
Option
is not
exercised)
% of total
issued share
capital after
the Global
Offering
(assuming
the Over-
allotment
Option is
not
exercised) Relationship
Luster LightTech
International
Limited
334,800 0.89% 0.16% 0.08% customer of the
issuer
Total 334,800 0.89% 0.16% 0.08%
--- page 8 ---
8
Allottees with Waivers/Consents Obtained
Investor
No. of Offer
Shares
allocated
% of offer
shares
(assuming
the Over-
allotment
Option
is not
exercised)
% of total
issued H
Shares after
the Global
Offering
(assuming
the Over-
allotment
Option
is not
exercised)
% of total
issued share
capital after
the Global
Offering
(assuming
the Over-
allotment
Option
is not
exercised) Relationship
Allotees with waiver from strict compliance with Rule 10.04 of the Listing Rules and consent
under paragraph 1C(2) of the Placing Guidelines in relation to subscription for H Shares
by existing minority shareholders and/or its close associates as cornerstone investors and
placeesNote 1
Cornerstone investors
JSC International
Investment Fund
SPC (acting for and
on behalf of Qizhi
SP)
11,985,900 32.03% 5.56% 2.72% A cornerstone
investor and a
close associate
of an existing
minority
shareholder
JinYi Capital Multi-
Strategy Fund SPC
Ltd. (acting for
and on behalf of
Structured Credit SP
Fund)
468,700 1.25% 0.22% 0.11% A cornerstone
investor and a
close associate
of an existing
minority
shareholder
Luster LightTech
International
Limited
334,800 0.89% 0.16% 0.08% A cornerstone
investor and a
close associate
of an existing
minority
shareholder
Placee
Huatai Capital
Investment Limited
(in connection
with HTCI TRS
with Zhongke
Chuangxing
Technology
Investment Co., Ltd.
(Ҧҳ༟
ʮ̡))
28,400 0.08% 0.01% 0.01% A placee, a
close associate
of an existing
minority
shareholder and
a connected
client
--- page 9 ---
9
Investor
No. of Offer
Shares
allocated
% of offer
shares
(assuming
the Over-
allotment
Option
is not
exercised)
% of total
issued H
Shares after
the Global
Offering
(assuming
the Over-
allotment
Option
is not
exercised)
% of total
issued share
capital after
the Global
Offering
(assuming
the Over-
allotment
Option
is not
exercised) Relationship
Allotees with consent under paragraph 1C(1) of the Placing Guidelines and Chapter 4.15 of the
Guide for New Listing Applicants in relation to allocations to connected clients Note 2
CICC FT (in
connection with
Gaoyi OTC Swaps
and the CICCFT
OTC Swaps)
602,600 1.61% 0.28% 0.14% Cornerstone
investor and
connected
client (in
connection
with Gaoyi
OTC Swaps)
92,300 0.25% 0.04% 0.02% Connected
client (in
connection
with the
CICCFT OTC
Swaps)
Huatai Capital
Investment Limited
(in connection with
HTCI TRSs with
Huatai Onshore
Ultimate Clients
and Huatai Offshore
Ultimate Client)
147,600 0.39% 0.07% 0.03% Connected
client (for and
on behalf of
Huatai Onshore
Ultimate
Clients)
18,900 0.05% 0.01% 0.004% Connected
client (for
and on behalf
of Huatai
Offshore
Ultimate
Client)
Guotai Junan
Investments
(Hong Kong)
Limited (in
connection with
GTJAI TRSs with
GTHT Onshore
Underlying Clients)
88,700 0.24% 0.04% 0.02% Connected
client
--- page 10 ---
10
Investor
No. of Offer
Shares
allocated
% of offer
shares
(assuming
the Over-
allotment
Option
is not
exercised)
% of total
issued H
Shares after
the Global
Offering
(assuming
the Over-
allotment
Option
is not
exercised)
% of total
issued share
capital after
the Global
Offering
(assuming
the Over-
allotment
Option
is not
exercised) Relationship
Bosera Asset
Management
(International) Co.,
Limited
13,400 0.04% 0.01% 0.003% Connected
client
Fullgoal Fund
Management Co.,
Ltd and Fullgoal
Asset Management
(HK) Limited
66,900 0.18% 0.03% 0.02% Connected
client
Haitong
International Asset
Management (HK)
Limited
6,600 0.02% 0.003% 0.001% Connected
client
China Asset
Management
(Hong Kong)
Limited
6,600 0.02% 0.003% 0.001% Connected
client
China Asset
Management Co.,
Ltd.
66,900 0.18% 0.03% 0.02% Connected
client
BOCOM
International Asset
Management
Limited
18,900 0.05% 0.01% 0.004% Connected
client
Notes:
(1) See “Waivers from Strict Compliance with the Requirements under the Listing Rules — Waiver Under Rule 10.04 and
Consent Under Paragraph 1C(2) of Appendix F1 to the Listing Rules in Respect of Subscriptions of Offer Shares by
Close Associates of Existing Shareholders as Cornerstone Investors” of the Prospectus and the section headed “Others/
Additional Information — Placing to existing shareholders and/or its close associates with a prior waiver under Rule
10.04 and consent under paragraph 1C(1) of the Placing Guidelines” in this announcement for further details.
(2) The H Shares placed to such allottees are held on behalf of independent third parties (as defined in Chapter 4.15 of the
Guide for New Listing Applicants, and are in compliance with all the conditions under the consent granted by the Stock
Exchange. For details of the consent under paragraph 1C(1) of the Placing Guidelines and Chapter 4.15 of the Guide
for New Listing Applicants in relation to allocations to connected clients, please refer to the section headed “Others/
Additional Information — Placing to connected clients with a prior consent under paragraph 1C(1) of the Placing
Guidelines” in this announcement.
--- page 11 ---
11
LOCK-UP UNDERTAKINGS
Key Persons (as defined under Rule 18C.14 of the Listing Rules)
Name Capacity
Number of
shares held in the
Company subject
to lock-up
undertakings
upon listing
Number of H
shares held in the
Company subject
to lock-up
undertakings
upon listing
% of total issued
H Shares after
the Global
Offering subject
to lockup
undertakings
upon Listing
Note 1
% of
shareholding in
the Company
subject to
lockup
undertakings
upon Listing
Note 1
Last day subject
to the lock up
undertakings
Note 2
Dr. Liu Co-founder,
executive Director
and chairman of
the Board
925,150 — — 0.21% January 7, 2027
Beijing Lianpai
Note 3
Shareholding Plat
form controlled
by Dr. Liu
34,038,390 — — 7.73% January 7, 2027
Huihui
Note 4
Employee
Incentive
Platform
controlled by Dr.
Liu
39,482,710 5,922,407 2.75% 8.97% January 7, 2027
Zhideng
Note 5
Employee
Incentive
Platform
controlled by Dr.
Liu
27,196,330 4,079,450 1.89% 6.18% January 7, 2027
Dr. Tang Co-founder 26,835,330 — — 6.10% January 7, 2027
Dr. Li Co-founder and
non-executive
Director
3,367,760 — — 0.76% January 7, 2027
Dr. Xu Co-founder 799,040 — — 0.18% January 7, 2027
Dr. Zhang Co-founder and
executive Director
399,520 — — 0.09% January 7, 2027
Wang Shaolan
Note 3
Co-founder and
deputy general
manager
— — — — January 7, 2027
Yan Xingyu
Note 4
Key R&D
member
— — — — January 7, 2027
--- page 12 ---
12
Name Capacity
Number of
shares held in the
Company subject
to lock-up
undertakings
upon listing
Number of H
shares held in the
Company subject
to lock-up
undertakings
upon listing
% of total issued
H Shares after
the Global
Offering subject
to lockup
undertakings
upon Listing
Note 1
% of
shareholding in
the Company
subject to
lockup
undertakings
upon Listing
Note 1
Last day subject
to the lock up
undertakings
Note 2
Gu Xiaotao
Note 4
Key R&D
member
— — — — January 7, 2027
Zhang Bo
Note 3
Key R&D
member
— — — — January 7, 2027
Du Zhengxiao
Note 4
Key R&D
member
— — — — January 7, 2027
Subtotal 133,044,230 10,001,857 4.64% 30.22%
Notes:
(1) Assuming the Over-allotment Option is not exercised.
(2) The lock-up period commencing on the date by reference to which disclosure of its shareholding is made in the
Prospectus and ending on the date which is 12 months from the Listing Date, i.e. January 7, 2027.
(3) As of the date of this announcement, Mr. Wang Shaolan (a co-founder) and Zhang Bo ( ੵཌྷ ) (our chief scientist) are
limited partners of Beijing Lianpai and shall be subject to disposal restrictions pursuant to Rule 18C.14 of the Listing
Rules.
(4) As of the date of this announcement, Huihui and Zhideng were established as the Employee Ownership Platforms of
the Group, under which the eligible participants (including the executive Directors, Dr. Liu, Dr. Zhang and Ms. Zhang
Xiaohan as well as other core R&D employees of the Group) were awarded partnership interest in the Employee
Ownership Platforms. The core R&D employees for the purpose of Rule 18C.14 of the Listing Rules include the
followings:
• Mr. Yan Xingyu, an algorithm expert;
• Dr. Gu Xiaotao, an algorithm expert; and
• Dr. Du Zhengxiao, an algorithm expert.
See “History, Development and Corporate Structure — Employee Ownership Platforms” in the Prospectus for further
details. All the above executive Directors, senior management members and key persons of the Company shall be subject
to disposal restrictions pursuant to Rule 18C.14 of the Listing Rules.
--- page 13 ---
13
Pathfinder SIIs
Name Capacity
Number of
shares held in the
Company subject
to lock-up
undertakings
upon listing
Number of H
shares held in the
Company subject
to lock-up
undertakings
upon listing
% of total issued
H Shares after
the Global
Offering subject
to lockup
undertakings
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
Note 1
% of
shareholding
in the Company
subject to
lockup
undertakings
upon Listing
(assuming the
Over-allotment
Option is not
exercised)
Note 1
Last day subject
to the lock up
undertakings
Note 2
Legend Capital SIIs
Note 3
Pathfinder SII 27,109,120 27,109,120 12.57% 6.16% January 7, 2027
Meituan SII
Note 4
Pathfinder SII 17,217,310 17,217,310 7.98% 3.91% January 7, 2027
Subtotal 44,326,430 44,326,430 20.55% 10.07%
Notes:
(1) Assuming the Over-allotment Option is not exercised. Each of Legend Capital SIIs and Meituan SII is a pathfinder SII of
the Company as defined under Chapter 2.5 of the Guide for New Listing Applicants. Please refer to the section headed
“History, Development and Corporate Structure — Capitalization of our Company” in the Prospectus for further details.
(2) In accordance with Rule 18C.14(2) of the Listing Rules, the required lockup 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. July 7, 2026. In addition to the lock-up requirement under Rule 18C.14(2) of the Listing Rules, all
existing Shareholders shall not dispose of any of the Shares held by them within the 12 months following the Listing Date,
i.e. January 7, 2027, as required under the applicable PRC laws.
(3) Representing the Shares to be held by Junlian Xiangdao, Junlian Jinfan and Social Security Zhongguancun Innovation
Fund upon completion of the Global Offering.
(4) Representing the Shares to be held by Tianjin Sankuai upon completion of the Global Offering.
--- page 14 ---
14
Controlling Shareholders
Name
Number of
shares held
in the Company
subject to
lock-up
undertakings
upon listing
Number of
H shares held
in the Company
subject to
lock-up
undertakings
upon listing
% of total issued
H Shares after
the Global
Offering subject
to lockup
undertakings
upon Listing
Note 1
% of
shareholding
in the Company
subject to
lockup
undertakings
upon Listing
Note 1
Last day subject
to the lock up
undertakings
Note 2
Dr. Liu 925,150 — — 0.21% January 7, 2027
Beijing Lianpai 34,038,390 — — 7.73% January 7, 2027
Huihui 39,482,710 5,922,407 2.75% 8.97% January 7, 2027
Zhideng 27,196,330 4,079,450 1.89% 6.18% January 7, 2027
Dr. Tang 26,835,330 — — 6.10% January 7, 2027
Dr. Li 3,367,760 — — 0.76% January 7, 2027
Dr. Xu 799,040 — — 0.18% January 7, 2027
Dr. Zhang 399,520 — — 0.09% January 7, 2027
Subtotal 133,044,230 10,001,857 4.64% 30.22%
Notes:
(1) Assuming the Over-allotment Option is not exercised.
(2) All existing Shareholders (including the Controlling Shareholders) shall not dispose of any of the Shares held by them within the 12 months following the Listing
Date as required under the applicable PRC laws.
--- page 15 ---
15
Existing Shareholders
Name
Note 1
Number of
shares held
in the Company
subject to
lock-up
undertakings
upon listing
Number of
H shares held
in the Company
subject to
lock-up
undertakings
upon listing
% of total issued
H Shares after
the Global
Offering subject
to lockup
undertakings
upon Listing
Note 2
% of
shareholding
in the Company
subject to
lockup
undertakings
upon Listing
Note 2
Last day subject
to the lock up
undertakings
Note 3
Dr. Liu 925,150 — — 0.21% January 7, 2027
Beijing Lianpai 34,038,390 — — 7.73% January 7, 2027
Huihui 39,482,710 5,922,407 2.75% 8.97% January 7, 2027
Zhideng 27,196,330 4,079,450 1.89% 6.18% January 7, 2027
Dr. Tang 26,835,330 — — 6.10% January 7, 2027
Dr. Li 3,367,760 — — 0.76% January 7, 2027
Dr. Xu 799,040 — — 0.18% January 7, 2027
Dr. Zhang 399,520 — — 0.09% January 7, 2027
Junlian Xiangdao 18,667,750 18,667,750 8.65% 4.24% January 7, 2027
Junlian Jinfan 1,752,410 1,752,410 0.81% 0.40% January 7, 2027
Social Security
Zhongguancun
Innovation Fund
6,688,960 6,688,960 3.10% 1.52% January 7, 2027
Tianjin Sankuai 17,217,310 17,217,310 7.98% 3.91% January 7, 2027
Qiming Rongqian 5,905,240 2,952,620 1.37% 1.34% January 7, 2027
Qiming Rongkai 4,113,690 2,056,845 0.95% 0.93% January 7, 2027
Xinglian Zhaoji 9,519,340 6,696,856 3.10% 2.16% January 7, 2027
Tongzhi Investments 7,067,670 2,120,300 0.98% 1.61% January 7, 2027
Shanghai Yunya 5,393,230 5,393,230 2.50% 1.23% January 7, 2027
Shanghai Feiya 10,691,510 10,691,510 4.96% 2.43% January 7, 2027
Haihe Fuxin Youda Fund 15,698,000 4,709,400 2.18% 3.57% January 7, 2027
Tsinghua Technology 15,534,390 — — 3.53% January 7, 2027
TrendMega 11,349,910 11,349,910 5.26% 2.58% January 7, 2027
--- page 16 ---
16
Name
Note 1
Number of
shares held
in the Company
subject to
lock-up
undertakings
upon listing
Number of
H shares held
in the Company
subject to
lock-up
undertakings
upon listing
% of total issued
H Shares after
the Global
Offering subject
to lockup
undertakings
upon Listing
Note 2
% of
shareholding
in the Company
subject to
lockup
undertakings
upon Listing
Note 2
Last day subject
to the lock up
undertakings
Note 3
Dachen Chuanghong 8,233,410 2,470,023 1.15% 1.87% January 7, 2027
Caizhi Chuangying 584,430 175,329 0.08% 0.13% January 7, 2027
Beijing Huakong 3,007,520 1,503,760 0.70% 0.68% January 7, 2027
Qingdao Huakong 5,280,470 2,640,235 1.22% 1.20% January 7, 2027
Zhongguancun Science
City
8,262,110 2,478,633 1.15% 1.88% January 7, 2027
ZhuhaiHuafa 8,262,110 2,478,633 1.15% 1.88% January 7, 2027
ZhihuiLinghang 8,262,110 4,131,055 1.92% 1.88% January 7, 2027
AI Fund 7,955,740 3,977,870 1.84% 1.81% January 7, 2027
Tencent Investment 6,948,540 6,948,540 3.22% 1.58% January 7, 2027
Duoxiang Network 6,782,940 6,782,940 3.14% 1.54% January 7, 2027
CAS Star 5,912,270 1,773,681 0.82% 1.34% January 7, 2027
Hangzhou Chengtou
Industrial Fund
5,783,470 1,735,041 0.80% 1.31% January 7, 2027
Beijing Shunying 5,211,410 5,211,410 2.42% 1.18% January 7, 2027
Daxing Industrial Fund 4,957,260 1,735,041 0.80% 1.13% January 7, 2027
Prosperity7 4,953,900 4,953,900 2.30% 1.13% January 7, 2027
High-tech Orinno 4,957,260 1,982,904 0.92% 1.13% January 7, 2027
Xiamen Yaheng 3,823,090 1,911,545 0.89% 0.87% January 7, 2027
Tianjin Heyuan 3,211,750 3,211,750 1.49% 0.73% January 7, 2027
Hangzhou Guanghe 601,330 601,330 0.28% 0.14% January 7, 2027
TAL 3,474,270 3,474,270 1.61% 0.79% January 7, 2027
Ningbo Mingheng 3,474,270 1,042,281 0.48% 0.79% January 7, 2027
Hainan Hezun 3,007,520 902,256 0.42% 0.68% January 7, 2027
Lingyue No.4 2,086,180 625,854 0.29% 0.47% January 7, 2027
--- page 17 ---
17
Name
Note 1
Number of
shares held
in the Company
subject to
lock-up
undertakings
upon listing
Number of
H shares held
in the Company
subject to
lock-up
undertakings
upon listing
% of total issued
H Shares after
the Global
Offering subject
to lockup
undertakings
upon Listing
Note 2
% of
shareholding
in the Company
subject to
lockup
undertakings
upon Listing
Note 2
Last day subject
to the lock up
undertakings
Note 3
Lingyue No.5 392,450 117,735 0.05% 0.09% January 7, 2027
Wuxi Yunhui 2,325,450 2,325,450 1.08% 0.53% January 7, 2027
Tianchuang Capital 2,148,150 1,074,075 0.50% 0.49% January 7, 2027
5G Fund 2,092,900 1,046,450 0.49% 0.48% January 7, 2027
Shangcheng Linghang 1,652,420 1,321,936 0.61% 0.38% January 7, 2027
Xiarui Investments 1,652,420 826,210 0.38% 0.38% January 7, 2027
Lenovo Venture Capital 1,652,420 660,968 0.31% 0.38% January 7, 2027
Jiaan Qixin 1,652,420 660,968 0.31% 0.38% January 7, 2027
Jiangmen Venture
Capital
1,503,760 451,128 0.21% 0.34% January 7, 2027
Luster 1,503,760 451,128 0.21% 0.34% January 7, 2027
Xiaofeng Technology 1,486,720 1,486,720 0.69% 0.34% January 7, 2027
Huahai Jinpu 1,032,760 1,032,760 0.48% 0.23% January 7, 2027
Zhaoshang Shuke 992,240 992,240 0.46% 0.23% January 7, 2027
Innovation Zhiyuan 941,560 282,468 0.13% 0.21% January 7, 2027
Rongjia Xingpu 866,290 433,145 0.20% 0.20% January 7, 2027
Lianrong Zhiyuan 860,620 860,620 0.40% 0.20% January 7, 2027
Lingtou Future 813,820 — — 0.18% January 7, 2027
Shanchuang Zhizhi 429,200 429,200 0.20% 0.10% January 7, 2027
Hengqin Shanzhi 429,200 429,200 0.20% 0.10% January 7, 2027
Zhongxiao Ruizheng 403,030 201,515 0.09% 0.09% January 7, 2027
Shandong Fuhong 302,100 151,050 0.07% 0.07% January 7, 2027
Subtotal 402,810,690 178,282,205 82.65% 91.50%
--- page 18 ---
18
Name
Note 1
Number of
shares held
in the Company
subject to
lock-up
undertakings
upon listing
Number of
H shares held
in the Company
subject to
lock-up
undertakings
upon listing
% of total issued
H Shares after
the Global
Offering subject
to lockup
undertakings
upon Listing
Note 2
% of
shareholding
in the Company
subject to
lockup
undertakings
upon Listing
Note 2
Last day subject
to the lock up
undertakings
Note 3
Notes:
(1) Please refer to the Prospectus for further details.
(2) Assuming the Over-allotment Option is not exercised.
(3) The expiry date of the lock-up period shown in the table above is pursuant to applicable PRC laws.
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
(assuming the
Over-allotment
Option is not
exercised)
% of
shareholding g
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
JSC International
Investment Fund SPC
(acting for and on
behalf of Qizhi SP)
11,985,900 5.56% 2.72% July 7, 2026
JinYi Capital Multi-
Strategy Fund SPC
Ltd. (acting for and on
behalf of Structured
Credit SP Fund)
468,700 0.22% 0.11% July 7, 2026
Perseverance Asset
Management
1,941,800 0.90% 0.44% July 7, 2026
Shanghai Gaoyi
and CICC Financial
Trading Limited (in
connection with Gaoyi
OTC Swaps)
602,600 0.28% 0.14% July 7, 2026
--- page 19 ---
19
Name
Number of
shares held in
the Company
subject to
lock-up
undertakings
upon listing
% of total
issued H
Shares after the
Global Offering
(assuming the
Over-allotment
Option is not
exercised)
% of
shareholding g
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
WT Asset
Management
3,006,500 1.39% 0.68% July 7, 2026
Taikang Life 2,008,800 0.93% 0.46% July 7, 2026
GF Fund 2,812,300 1.30% 0.64% July 7, 2026
3W Fund 1,205,200 0.56% 0.27% July 7, 2026
RIME 645,400 0.30% 0.15% July 7, 2026
Optimas Capital
Limited
669,600 0.31% 0.15% July 7, 2026
Luster LightTech
International Limited
334,800 0.16% 0.08% July 7, 2026
Subtotal 25,681,600 11.91% 5.83%
--- page 20 ---
20
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 is
exercised)
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 11,985,900 40.04% 33.72% 32.03% 27.85% 33,161,010 7.53% 7.44%
Top 5 22,357,900 74.69% 62.89% 59.75% 51.96% 43,533,010 9.89% 9.76%
Top 10 26,433,200 88.30% 74.36% 70.64% 61.43% 47,608,310 10.81% 10.68%
Top 25 31,189,000 104.19% 87.74% 83.35% 72.48% 69,402,260 15.76% 15.57%
Notes
* Ranking of placees is based on the number of Offer Shares allotted to the placees.
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
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 is
exercised)
Allotment as
% of total
Offer Shares
(assuming
the Over-
allotment
Option
is fully
exercised
and new
Shares are
issued)
Number of H
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)
Number of
total Shares
held upon
Listing
Top 1 — 0.00% 0.00% 0.00% 0.00% 27,109,120 6.16% 6.08% 27,109,120
Top 5 11,985,900 40.04% 33.72% 32.03% 27.85% 91,938,524 20.88% 20.62% 104,922,090
Top 10 11,985,900 40.04% 33.72% 32.03% 27.85% 129,700,427 29.46% 29.09% 273,496,220
Top 25 22,357,900 74.69% 62.89% 59.75% 51.96% 179,739,931 40.83% 40.31% 362,739,160
Notes
* Ranking of H Shareholders is based on the number of Shares held by the Shareholders upon Listing.
--- page 21 ---
21
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
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 is
exercised)
Allotment as
% of total
Offer Shares
(assuming
the Over-
allotment
Option
is fully
exercised
and new
Shares are
issued)
Number of H
Shares held
upon Listing
Number of
total Shares
held upon
Listing
Number of
total shares
held upon
listing as
% of total
issued share
capital upon
Listing
(assuming
no exercise
of the Over-
allotment
Option)
Number of
total shares
held upon
listing as
% of total
issued share
capital upon
Listing
(assuming
the Over-
allotment
Option
is fully
exercised
and new
Shares are
issued)
Top 1 — 0.00% 0.00% 0.00% 0.00% 10,001,857 133,044,230 30.22% 29.84%
Top 5 11,985,900 40.04% 33.72% 32.03% 27.85% 83,322,887 227,118,680 51.59% 50.94%
Top 10 12,454,600 41.60% 35.04% 33.28% 28.94% 120,945,102 296,273,350 67.30% 66.45%
Top 25 12,483,000 41.70% 35.12% 33.36% 29.01% 174,002,129 385,066,300 87.47% 86.37%
Notes
* Ranking of Shareholders is based on the number of Shares (of all classes) held by the Shareholder upon Listing.
--- page 22 ---
22
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:
Pool A
Number of
H Shares
applied for
Number
of valid
applications Basis of allocation/ballot
Approximate
percentage
allotted of the
total number
of H Shares
applied for
100 92,859 4,643 out of 92,859 applicants to receive 100 H Shares 5.00%
200 12,235 897 out of 12,235 applicants to receive 100 H Shares 3.67%
300 5,502 505 out of 5,502 applicants to receive 100 H Shares 3.06%
400 13,605 1,462 out of 13,605 applicants to receive 100 H Shares 2.69%
500 4,461 543 out of 4,461 applicants to receive 100 H Shares 2.43%
600 1,699 229 out of 1,699 applicants to receive 100 H Shares 2.25%
700 1,068 157 out of 1,068 applicants to receive 100 H Shares 2.10%
800 2,695 425 out of 2,695 applicants to receive 100 H Shares 1.97%
900 1,784 300 out of 1,784 applicants to receive 100 H Shares 1.87%
1,000 10,763 1,918 out of 10,763 applicants to receive 100 H Shares 1.78%
1,500 3,513 783 out of 3,513 applicants to receive 100 H Shares 1.49%
2,000 3,709 969 out of 3,709 applicants to receive 100 H Shares 1.31%
2,500 1,896 560 out of 1,896 applicants to receive 100 H Shares 1.18%
3,000 2,337 764 out of 2,337 applicants to receive 100 H Shares 1.09%
3,500 1,331 474 out of 1,331 applicants to receive 100 H Shares 1.02%
4,000 1,816 696 out of 1,816 applicants to receive 100 H Shares 0.96%
4,500 1,141 467 out of 1,141 applicants to receive 100 H Shares 0.91%
5,000 2,813 1,218 out of 2,813 applicants to receive 100 H Shares 0.87%
6,000 1,693 811 out of 1,693 applicants to receive 100 H Shares 0.80%
7,000 1,329 693 out of 1,329 applicants to receive 100 H Shares 0.74%
8,000 1,460 820 out of 1,460 applicants to receive 100 H Shares 0.70%
9,000 1,302 750 out of 1,302 applicants to receive 100 H Shares 0.64%
10,000 7,925 4,888 out of 7,925 applicants to receive 100 H Shares 0.62%
20,000 5,297 100 H Shares 0.50%
30,000 2,898 100 H Shares plus 406 out of 2,898 applicants to receive an
additional 100 H Shares
0.38%
40,000 2,914 100 H Shares plus 933 out of 2,914 applicants to receive an
additional 100 H Shares
0.33%
Total 190,045 Total number of Pool A successful applicants: 36,081
--- page 23 ---
23
Pool B
Number of
H Shares
applied for
Number
of valid
applications Basis of allocation/ballot
Approximate
percentage
allotted of the
total number
of H Shares
applied for
50,000 6,994 100 H Shares plus 3,497 out of 6,994 applicants to receive an
additional 100 H Shares
0.30%
60,000 1,398 100 H Shares plus 1,010 out of 1,398 applicants to receive an
additional 100 H Shares
0.29%
70,000 817 100 H Shares plus 764 out of 817 applicants to receive an
additional 100 H Shares
0.28%
80,000 700 200 H Shares plus 99 out of 700 applicants to receive an
additional 100 H Shares
0.27%
90,000 550 200 H Shares plus 188 out of 550 applicants to receive an
additional 100 H Shares
0.26%
100,000 2,340 200 H Shares plus 1,014 out of 2,340 applicants to receive an
additional 100 H Shares
0.24%
200,000 915 400 H Shares plus 366 out of 915 applicants to receive an
additional 100 H Shares
0.22%
300,000 328 600 H Shares plus 99 out of 328 applicants to receive an
additional 100 H Shares
0.21%
400,000 187 800 H Shares 0.20%
500,000 129 900 H Shares 0.18%
600,000 78 1,000 H Shares 0.17%
700,000 43 1,100 H Shares 0.16%
800,000 56 1,200 H Shares 0.15%
935,500 291 1,300 H Shares 0.14%
Total 14,826 Total number of Pool B successful applicants: 14,826
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 Companys 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 trading fee payable.
--- page 24 ---
24
The Directors and the Overall Coordinators confirm that at least 50% of the total number of
the Offer Shares (excluding any Offer Shares to be issued pursuant to the exercise of the Over-
allotment Option, if any) 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.
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 1,871,000
Shares, representing approximately 5% of the total number of Offer Shares initially available under
the Global Offering (assuming the Over-allotment Option is not exercised). As a result of such
reallocation, the final number of Offer Shares under the Hong Kong Public Offering is adjusted to
7,483,900 Shares, representing 20% of the total number of Offer Shares initially available under the
Global Offering (assuming the Over-allotment Option is not exercised).
Placing to existing shareholders and/or its close associates with a prior waiver under Rule
10.04 of the Listing Rules and consent under paragraph 1C(1) of the Placing Guidelines
We have applied for a waiver under Rule 10.04 of the Listing Rules and consent under paragraph
1C(2) of Appendix F1 to the Listing Rules to permit the existing shareholders and/or its close
associates to participate as cornerstone investors or placees in the Global Offering to subscribe
for the Offer Shares to be issued by the Company under the International Offering (together, the
“Existing Shareholder Participants ”). The Stock Exchange has agreed to grant the requested
consent subject to the conditions that:
(a) the Company will comply with the public float requirements of Rules 19A.13A and 18C.08 of
the Listing Rules and the free float requirements of Rule 19A.13C of the Listing Rules;
(b) the Company and the Sole Sponsor confirm that no preferential treatment has been, nor
will be, directly or indirectly, given to the Existing Shareholder Participants, as cornerstone
investors or placees by virtue of their relationship with the Company in any allocation in
the Global Offering, other than the preferential treatment of assured entitlement under the
cornerstone investments at the Offer Price and the terms are substantially the same as other
cornerstone investors; and
(c) details of the subscription of the Offer Shares by the Existing Shareholder Participants as
cornerstone investors under the Global Offering are disclosed in the Prospectus, and details of
the allocation will be disclosed in this allotment results announcement.
--- page 25 ---
25
For details of the allocations of Offer Shares to such Existing Shareholder Participants, please
refer to the section headed “Allotment Results Details — International Offering — Allottees with
Waivers/Consents Obtained” in this announcement.
Placing to connected clients with a prior consent under paragraph 1C(1) of the Placing
Guidelines
Under the International Offering, certain Offer Shares were placed to connected clients of their
connected distributors pursuant to the Placing Guidelines.
The Company has applied to the Stock Exchange for, and the Stock Exchange has granted, a
consent under paragraph 1C(1) of the Placing Guidelines to permit the Company to allocate such
Offer Shares in the International Offering to the connected clients. The allocation of Offer Shares
to such connected clients is in compliance with all the conditions under the consent granted by the
Stock Exchange. Details of the placement to connected clients are set out below:
No.
Connected
Distributor Connected client Relationship
Identities of
the ultimate
beneficial
owners of the
Offer Shares
or, where
applicable,
details of the
structured
products under
which the
subscription by
the Connected
Client was made
(e.g. OTC total
return swaps)
Whether the
Connected Client
is a collective
investment
scheme which is
not authorised
by the SFC or is
expected to hold
the Offer Shares
on behalf of
such scheme
Amount of Offer
Shares to be
allocated to the
Connected Client
(based on the
Offer Price of
HK$116.20 per
H Share)
Approximate
percentage of
total number
of Offer Shares
under the
Global Offering
(assuming no
exercise of the
Over-allotment
Option)
Approximate
percentage of
total issued share
capital after the
Global Offering
(assuming no
exercise of the
Over-allotment
Option)
Part A — Connected Client holding the beneficial interest of the Offer Shares on a non-discretionary basis on behalf of independent third parties
1. China Internation
al Capital
Corporation
Hong Kong
Securities
Limited
(“CICCHKS”)
CICC Financial
Trading Limited
(CICC FT)
CICC FT is a
member of the
same group of
CICCHKS
Please refer to
note (1).
N 602,600 1.61% 0.14%
Please refer to
note (2).
N 92,300 0.25% 0.02%
2. Huatai Financial
Holdings (Hong
Kong) Limited
(“HTFH”)
Huatai Capital
Investment
Limited
(“HTCI”)
HTFH and
HTCI are fellow
subsidiaries
of Huatai
Securities Co.,
Ltd. (“Huatai
Securities”)
Please refer to
note (3).
N 147,600 0.39% 0.03%
Please refer to
note (4).
N 18,900 0.05% 0.004%
3. Guotai Junan
Securities (Hong
Kong) Limited
(“Guotai
Junan”)
Guotai Junan
Investments
(Hong Kong)
Limited
(“GTJAI”)
GTJAI is a
member of the
same group of
Guotai Junan
Please refer to
note (5).
N 88,700 0.24% 0.02%
--- page 26 ---
26
No.
Connected
Distributor Connected client Relationship
Whether the
Connected Client
is a collective
investment scheme
which is not
authorised by the
SFC or is expected
to hold the Offer
Shares on behalf of
such scheme
Amount of Offer
Shares to be
allocated to the
Connected Client
(based on the Offer
Price of HK$116.20
per H Share)
Approximate
percentage of total
number of Offer
Shares under the
Global Offering
(assuming no
exercise of the
Over-allotment
Option)
Approximate
percentage of total
issued share capital
after the Global
Offering (assuming
no exercise of the
Over-allotment
Option)
Part B — Connected Clients holding the beneficial interest of the Offer Shares on a discretionary basis on behalf of independent third parties
1. China Merchants
Securities (HK) Co.
(“CMS”) and CMB
International Capital
Limited (“ CMBI”)
Bosera Asset
Management
(International) Co.,
Limited (“ Bosera
AM”) (Note 6)
Bosera AM is a
member of the same
group of CMS and
CMBI
N 13,400 0.04% 0.003%
2. Guotai Junan
Securities (Hong
Kong) Limited
(“Guotai Junan ”)
and Haitong
International
Securities Company
Limited (“ Haitong
IS”)
Fullgoal Fund
Management Co.,
Ltd and Fullgoal
Asset Management
(HK) Limited
(collectively,
“Fullgoal Funds ”)
(Note 7)
Fullgoal Funds
are members of
the same group of
Guotai Junan and
Haitong IS
N 66,900 0.18% 0.02%
Haitong
International Asset
Management
(HK) Limited
and Haitong
International
Investment
Managers Limited
(collectively,
“Haitong AMs ”)
(Note 8)
Haitong AMs are
members of the
same group of
Guotai Junan and
Haitong IS
N 6,600 0.02% 0.001%
3. CITIC Securities
Brokerage (HK)
Limited (“ CSB”)
China Asset
Management (Hong
Kong) Limited
(“ChinaAMC HK”)
(Note 9)
ChinaAMC HK
and ChinaAMC
are members of the
same group of CSB
N 6,600 0.02% 0.001%
China Asset
Management
Co., Ltd.
(“ChinaAMC”)
(Note 10)
N 66,900 0.18% 0.02%
4. BOCOM
International
Securities Limited
(“BOCOMI
Securities ”)
BOCOM
International Asset
Management
Limited
(“BOCOMI AM ”)
(Note 11)
BOCOMI AM is
a members of the
same group of
BOCOMI Securities
N 18,900 0.05% 0.004%
--- page 27 ---
27
Notes:
(1) CICC FT has entered into cornerstone investment agreements with the Company, the Sole Sponsor and the Sponsor-OC, to
participate as a cornerstone investor in the Global Offering to subscribe for the Offer Shares to be issued by the Company
under the International Offering.
CICC FT and China International Capital Corporation Limited has entered into a series of cross border delta-one OTC
swap transactions (collectively, the Gaoyi OTC Swaps) with each other and the ultimate clients (the “CICC FT Ultimate
Clients (Gaoyi)”), pursuant to which CICC FT will hold the Offer Shares on a non-discretionary basis to hedge the Gaoyi
OTC Swaps while the economic risks and returns of the underlying Offer Shares are passed to the CICC FT Ultimate
Clients (Gaoyi), subject to customary fees and commissions. The Gaoyi OTC Swaps will be fully funded by the CICC FT
Ultimate Clients (Gaoyi). During the terms of the Gaoyi OTC Swaps, all economic returns of the Offer Shares subscribed
by CICC FT will be passed to the CICC FT Ultimate Clients (Gaoyi) and all economic loss shall be borne by the CICC FT
Ultimate Clients (Gaoyi) through the Gaoyi OTC Swaps, and CICC FT will not take part in any economic return or bear any
economic loss in relation to the Offer Shares.
To the best of CICC FTs knowledge having made all reasonable inquiries, each of the CICC FT Ultimate Clients (Gaoyi) is
an independent third party of CICC FT, CICCHKS and the companies which are members of the same group of CICCHKS,
and no single ultimate beneficial owner holds 30% or more interests in each of the CICC FT Ultimate Clients (Gaoyi).
(2) CICC FT and China International Capital Corporation Limited will enter into a series of cross border delta-one OTC swap
transactions (collectively, the “ CICC FT OTC Swaps ”) with each other and the ultimate clients (the “ CICC FT Underlying
Clients”), pursuant to which CICC FT will hold the Offer Shares on a non-discretionary basis to hedge the CICC FT OTC
Swaps while the economic risks and returns of the underlying Offer Shares are passed to the CICC FT Underlying Clients,
subject to customary fees and commissions.
The CICC FT Ultimate Clients include (i) Hengze Jinze No. E49 Private Equity Securities Investment Fund (ዣE49໮
ږIts fund manager is Beijing Hengde Shidai Private Equity Fund Management Co., Ltd. (˾
ʮ̡ ), which is ultimately controlled as to 45% by Wang Yu (ّ45% by Yu Yan ( ༾Ԋ ) and 10% by
Duan Gengchao (һ൴ ). Except for Pan Jianyue, none of the ultimate beneficial owners of Hengze Jinze No. E49 Private
Equity Securities Investment Fund holds an interest of 30% or more; (ii) Wangzheng Gongying No. 17 Private Securities
Investment Fund ( ૐ͍΍ᙊ 17ږIts fund manager is Shenzhen Upright Asset Management Company
Limited (ʮ̡ ), which is controlled as to 94% by Qu Qin ( ᓻೞ ) and as to 6% by Wang Penghui
(ˮᘄሾ ). Except for Qu Qin, none of the ultimate beneficial owners of Wangzheng Gongying No. 17 Private Securities
Investment Fund holds an interest of 30% or more; (iii) Zuoqihe Tianxia No.9 Private Securities Investment Fund ( ̸઼ͫ
˂ɨ9ږIts fund manager is Shanghai Zuoqi Private Equity Fund Management Co., Ltd. ( ɪऎ̸઼ӷ
ʮ̡ ), which is controlled as to 85.7143% by Duan Juanjuan (ࢇࢇݬand 14.2857% by Xia Shan (ޙࢀ .)
Except for Duan Juanjuan, none of the ultimate beneficial owners of Zuoqihe Tianxia No.9 Private Securities Investment
Fund holds an interest of 30% or more; and (iv) Baoyin Duokong Stable No.1 (ᖢ਄1໮), Baoyin Duokong Stable
No.2 (ᖢ਄2໮) and Baoyin Jinqu No.1 (ვආ՟1໮). Its fund manager is Shanghai Baoyin Private Equity Fund
Management Co., Ltd. (ʮ̡ ), which is controlled as to 84.1% by Li Mo ( ҽኈ)and as to 15.9%
by Shanghai Baoyin Investment Consulting Co., Ltd. (ʮ̡ ). None of the limited partners of Baoyin
Duokong Stable No.1, Baoyin Duokong Stable No.2 and Baoyin Jinqu No.1 hold an interest of 30% or more.
To the best knowledge of CICC FT after due enquiry, each of the CICC FT Underlying Clients is an independent third party
of the Company, its subsidiaries, CICC FT and CICCHKS and the companies which are members of the same group of
CICCHKS.
(3) PRC investors are currently not permitted under applicable PRC laws to participate directly in initial public offerings
(“IPOs”) in Hong Kong. However, PRC investors are permitted to invest in products issued by appropriate domestic
securities firms licensed to undertake cross-border derivatives trading activities. In connection with such products, the
licensed domestic securities firms, through their Hong Kong affiliates, may participate in Hong Kong IPOs either as placees
or cornerstone investors (the “ Cross-border Derivatives Trading Regime ”).
Huatai Securities, the shares of which are listed on both the Shanghai Stock Exchange (stock code: 601688) and the Stock
Exchange (stock code: 6886), is one of the domestic securities firms licensed to undertake cross-border derivatives trading
activities. Huatai Securities entered into an ISDA agreement (the “ ISDA Agreement ”) with its indirectly wholly-owned
--- page 28 ---
28
subsidiary, Huatai Capital Investment Limited (“ HTCI”) to set out the principal terms of any future total return swap
between Huatai Securities and HTCI.
HTFH is the one of the Overall Coordinators and Underwriters in connection with the Global Offering. Pursuant to the
ISDA Agreement, HTCI, which intends to participate in the Global Offering as a placee, will hold the beneficial interest
of the Offer Shares on a non-discretionary basis as the single underlying holder under a back-to-back total return swap
(the “ Back-to-back TRS ”) to be entered by HTCI in connection with a Client TRS (as defined below) placed by and fully
funded (i.e. with no financing provided by HTCI) by the Huatai Onshore Ultimate Clients (as defined below), by which,
HTCI will, subject to customary fees and commissions, pass the full economic exposure of the Offer Shares ultimately to the
Huatai Onshore Ultimate Clients, which in effect, HTCI will hold the beneficial interest of the Offer Shares on behalf of the
Huatai Onshore Ultimate Clients. HTFH, the Overall Coordinator and Underwriter, and HTCI are indirectly wholly-owned
subsidiaries of Huatai Securities. Accordingly, HTCI is considered as a “connected client” of HTFH pursuant to paragraph
13(7) of the Placing Guidelines.
Pursuant to the Cross-border Derivatives Trading Regime, the onshore investors (the “ Huatai Onshore Ultimate Clients ”)
cannot directly subscribe for the Offer Shares but may invest in derivative products issued by domestic securities firms
licenced to undertake cross-border derivatives trading activities, such as Huatai Securities, with the Offer Shares as the
underlying assets. Instead of directly subscribing for the Offer Shares, the Huatai Onshore Ultimate Clients, through
their respective investment managers as applicable, will place a total return swap order (the “ Client TRS ”) with Huatai
Securities in connection with the Companys IPO and Huatai Securities will place a Back-to-back TRS order to HTCI on
the terms of the ISDA Agreement. In order to hedge its exposure under the Back-to-back TRS, HTCI participates in the
Companys IPO and subscribes the Offer Shares through placing order with HTFH during the International Offering.
The purpose of HTCI to subscribe for the Offer Shares is for hedging the Back-to-back TRS in connection with the Client
TRS order placed by the Huatai Onshore Ultimate Clients. Pursuant to the terms of the contracts of the Back-to-back
TRS and the Client TRS, during the tenor of the Back-to-back TRS and the Client TRS, subject to customary fees and
commissions, all economic returns of the Offer Shares will be ultimately passed to the Huatai Onshore Ultimate Clients
through the Back-to-back TRS and the Client TRS and all economic loss shall be ultimately borne by the Huatai Onshore
Ultimate Clients. HTCI will not take any economic return or bear any economic loss in relation to the Offer Shares.
Investment in the Back-to-back TRS and the Client TRS is similar to the investment in a qualified domestic institutional
investor fund (“ QDII”) in the way that the Huatai Onshore Ultimate Clients would reap all the economic benefits of the
underlying Offer Shares, except that a QDII fund would pass through the exchange rate exposure on both the notional value
of the investment and the profit and loss of the investment. In contrast, the profit and loss of the Back-to-back TRS and the
Client TRS factor into account the fluctuation in RMB exchange rate upon termination of the Client TRS by converting the
profit and loss using the current exchange rate at the time of termination. As such, the Huatai Onshore Ultimate Clients
would bear the exchange rate exposure of the profit and loss on settlement date.
The Huatai Onshore Ultimate Clients may exercise an early termination right to terminate the Client TRS at its own
discretion. Upon the termination upon maturity or early termination of the Client TRS by the Huatai Onshore Ultimate
Clients, HTCI will dispose the Offer Shares on the secondary market and the Huatai Onshore Ultimate Clients will receive
a final settlement amount in cash in accordance with the terms and conditions of the Back-to-back TRS and the Client TRS
which should have taken into account all the economic returns or economic loss in relation to the Offer Shares. If upon the
maturity of the Client TRS, the Huatai Onshore Ultimate Clients intend to extend the investment period, subject to further
agreement between Huatai Securities and the relevant Huatai Onshore Ultimate Clients, the term of the Client TRS could be
extended by way of a new issuance or a tenor extension. Accordingly, Huatai Securities will extend the term of the Back-to-
back TRS by way of a new issuance or a tenor extension.
It is proposed that HTCI will hold the legal title and the voting right of the Offer Shares by itself, and pass through the
economic exposure to the Huatai Onshore Ultimate Clients, each being an onshore client who places a Client TRS order
with Huatai Securities in connection with the IPO of the Company. HTCI will not exercise the voting right of the Offer
Shares during the tenor of the Back-to-back TRS.
During the life of the Client TRS and Back-to-back TRS, HTCI may continue to hold the Offer Shares in its custodian
account, or to hold some or all of the Offer Shares in a prime brokerage account for stock borrowing purposes, where HTCI
will lend out its holding of underlying Offer Shares in the form of stock borrowing loans consistent with market practice
to lower its finance costs, provided that HTCI has the ability to call back the Offer Shares on loan at any time in order
to satisfy its obligations under the Back-to-back TRS to ensure the economic interests are ultimately passed to the Huatai
Onshore Ultimate Clients.
--- page 29 ---
29
HTCI will purchase and hold the Offer Shares on a non-discretionary basis in accordance with the instruction from
and for and on behalf of its underlying clients (the “ HTCI Underlying Clients ”), namely (i) Beijing Yuanfeng Private
Equity Fund Management Partnership (Limited Partnership) (၍ଣΥྫΆุ (Υྫ )) (“ Beijing
Yuanfeng”). None of ultimate beneficial owners holds an interest of 30% or more in Beij ing Yuanfeng . The general
partner of Beijing Yuanfeng is Shanghai Rongyu Enterprise Management Partnership (Limited Partnership) ( ɪऎᔿ
Υྫ ) (“ Shanghai Rongyu ”). None of ultimate beneficial owners holds an interest
of 30% or more in Shanghai Rongyu. The largest limited partner of Beijing Yuanfeng is Hangzhou Xinyu Youxuan
Investment Management Partnership Enterprise (Limited Partnership) (Υྫ )
(“Hangzhou Xinyu ”), holding approximately 91% partnership. None of ultimate beneficial owners holds an interest
of 30% or more in Hangzhou Xinyu; (ii) Daohe Chengguang Private Equity Securities Investment Fund (Έ
ږ“( ) Daohe Chengguang ”). The fund manager of Daohe Chengguang is Shanghai Daohe Private
Equity Fund Management Co., Ltd. (ʮ̡ ), which is controlled as to 65% by Zhao Bin
(Ⴛⅳ ), 21% by Li Jianan ( ҽԳӲ ) and 14% by Tong Bo (تiii) Zhongke Chuangxing Technology Investment Co., Ltd.
(ʮ̡ ). Except for Mi Lei ( Ϸᆾ ), none of the ultimate beneficial owners of Zhongke Chuangxing
Technology Investment Co., Ltd. holds an interest of 30% or more.
To the best of HTFHs knowledge and after making all reasonable enquiries, each of the Huatai Onshore Ultimate Clients is
an independent third party of (i) the Company, the connected person or the associates thereof, and (ii) HTCI, HTFH and the
companies which are members of the same group of HTCI.
(4) HTFH is one of the Overall Coordinators and Underwriters in connection with the Global Offering. Pursuant to an ISDA
Agreement, HTCI, which intends to participate in the Global Offering as a placee, will hold the beneficial interest of the
Offer Shares on a non-discretionary basis as the single underlying holder under a back-to-back total return swap (the
“Back-to-back TRS ”) to be entered by HTCI in connection with a Client TRS (as defined below) placed by and fully funded
(i.e. with no financing provided by HTCI) by the Huatai Offshore Ultimate Client (as defined below), by which, HTCI will,
subject to customary fees and commissions, pass the full economic exposure of the Offer Shares to the Huatai Offshore
Ultimate Client, which in effect, HTCI will hold the beneficial interest of the Offer Shares on behalf of the Huatai Offshore
Ultimate Client. Accordingly, HTCI is considered as a “connected client” of HTFH pursuant to paragraph 13(7) of the
Placing Guidelines.
The offshore investor (the “ Huatai Offshore Ultimate Client ”), through its respective investment manager, will place
a total return swap order (the “ Client TRS ”) with HTCI in connection with the Companys IPO. In order to hedge its
exposure under the Client TRS, HTCI participates in the Companys IPO and subscribes the Offer Shares through placing
order with HTFH during the International Offering.
The purpose of HTCI to subscribe for the Offer Shares is for hedging the Client TRS order placed by the Huatai Offshore
Ultimate Client. Pursuant to the terms of the Client TRS, during the tenor of the Client TRS, subject to customary fees and
commissions, all economic returns of the Offer Shares will be ultimately passed to the Huatai Offshore Ultimate Client
through the Client TRS and all economic loss shall be ultimately borne by the Huatai Offshore Ultimate Client. HTCI will
not take any economic return or bear any economic loss in relation to the Offer Shares.
The Huatai Offshore Ultimate Client may exercise an early termination right to terminate the Client TRS at any time from
the issue date of the Client TRS which should be on or after the date on which the Offer Shares are listed on the Stock
Exchange at their own discretion. Upon the termination upon maturity or early termination of the Client TRS by the Huatai
Offshore Ultimate Client, HTCI will dispose the Offer Shares on the secondary market and the Huatai Offshore Ultimate
Client will receive a final settlement amount of the Client TRS in cash in accordance with the terms and conditions of the
Client TRS which should have taken into account all the economic returns or economic loss in relation to the Offer Shares.
If upon the maturity of the Client TRS, the Huatai Offshore Ultimate Client intends to extend the investment period, subject
to further agreement between HTCI and the relevant Huatai Offshore Ultimate Client, the term of the Client TRS could be
extended by way of a new issuance or a tenor extension.
It is proposed that HTCI will hold the legal title and the voting right of the Offer Shares by itself, and pass through the
economic exposure to the Huatai Offshore Ultimate Client, being the client who places a Client TRS order with HTCI in
connection with the IPO of the Company. HTCI will not exercise the voting right of the Offer Shares during the tenor of the
Client TRS.
During the life of the Client TRS, HTCI may continue to hold the Offer Shares in its custodian account, or to hold some or
all of the Offer Shares in a prime brokerage account for stock borrowing purposes, where HTCI will lend out its holding
of underlying Offer Shares in the form of stock borrowing loans consistent with market practice to lower its finance costs,
provided that HTCI has the ability to call back the Offer Shares on loan at any time in order to satisfy its obligations under
the Client TRS to ensure the economic interests are ultimately passed to the Huatai Offshore Ultimate Client.
--- page 30 ---
30
HTCI will purchase and hold the Offer Shares on a non-discretionary basis in accordance with the instruction from and for
and on behalf of its underlying client (the “ HTCI Underlying Client ”), namely KSICN SPC SUB KSICN SP2. Except for
Zhu Lei, none of the ultimate beneficial owners of KSICN SPC SUB KSICN SP2 holds an interest of 30% or more.
To the best of HTFHs knowledge and after making all reasonable enquiries, the Huatai Offshore Ultimate Client is an
independent third party of (i) the Company, the connected person or the associates thereof, and (ii) HTCI, HTFH and the
companies which are members of the same group of HTCI.
(5) It is proposed that GTJAI participates as placee to subscribe for the Offer Shares under the International Offering (the
“GTJAI Subscription ”).
In relation to the GTJAI Subscription, GTJAI shall hold the Offer Shares for hedging purpose as the single underlying asset
of several sets of back-to-back total return swap transaction (the “ GTHT Back-to-back TRS ”) to be entered into between
GTJAI and Guotai Haitong Securities Co., Ltd. (the “ GTHT Onshore Parent ”) in connection with several total return
swap orders (the “ GTHT Client TRS ”) to be entered into by GTHT Onshore Parent and several underlying clients (the
“GTHT Onshore Underlying Clients ”), respectively. Such GTHT Client TRS is to be fully funded by the GTHT Onshore
Underlying Client. GTJAI will hold the Offer Shares on a non-discretionary basis for the purpose of hedging the economic
exposure under the GTHT Back-to-back TRS and GTHT Client TRS only. During the tenor of the GTHT Client TRS, all
economic returns of the Offer Shares will be passed to the GTHT Onshore Underlying Clients and all economic losses shall
be borne by the GTHT Onshore Underlying Client, subject to the terms and conditions of the GTHT Back-to-back TRS and
GTHT Client TRS, and GTJAI will not take part in any economic return or bear any economic loss in relation to the price
of the Offer Shares. The GTHT Onshore Underlying Client may request to redeem the Offer Shares at their own discretion,
upon which GTJAI shall dispose of the Offer Shares and settle the GTHT Back-to-back TRS and GTHT Client TRS in cash
in accordance with the terms and conditions of the GTHT Back-to-back TRS and GTHT Client TRS documents. Due to its
internal policy, GTJAI will not exercise the voting right attaching to the Offer Shares during the tenor of the GTHT Back-to-
back TRS and GTHT Client TRS.
To the best knowledge, information and belief of GTJA Investments after due enquiry, the GTJA Onshore Ultimate Clients
and their respective ultimate beneficial owners holding 30% or more interest include (i) Splendid Zhonghe (Tianjin)
Investment Management Co., Ltd. ( ᎀᔐʕձ(ݵ)ʮ̡ ). Except for Wang Diansuo ( ˮํᕁ ), none of
the ultimate beneficial owners of Splendid Zhonghe (Tianjin) Investment Management Co., Ltd. holds an interest of 30%
or more; (ii) Qingdao Roadshow Investment Management Co., Ltd. (ʮ̡ ). Except for Zhang
Chengyong (ۇnone of the ultimate beneficial owners of Qingdao Roadshow Investment Management Co., Ltd. holds
an interest of 30% or more; (iii) Shanghai Qufeng International Trade Co., Ltd. (ʮ̡ ). Except for
Yang Lu ( เⶨ ), none of the ultimate beneficial owners of Shanghai Qufeng International Trade Co., Ltd. holds an interest
of 30% or more; (iv) Jedi Asset Management, LLC (ʮ̡ ). Except for Ding Hai ( ɕऎ ), none of
the ultimate beneficial owners of Jedi Asset Management, LLC holds an interest of 30% or more; (v) Shanghai Panjing
Investment Center (Limited Partnership) ( ɪऎᆵԯҳ༟၍ଣʕː (Υྫ )). None of the ultimate beneficial owners of
Shanghai Panjing Investment Center (Limited Partnership) holds an interest of 30% or more; and (vi) Zhejiang Junhong
Asset Management Co., Ltd. (ʮ̡ ). Except for Lan Jun (ڲnone of the ultimate beneficial
owners of Zhejiang Junhong Asset Management Co., Ltd. holds an interest of 30% or more.
To the best knowledge of GTJAI after due enquiry, each of the GTHT Onshore Underlying Clients is an independent third
party of the Company, its subsidiaries, GTJAI and Guotai Junan and the companies which are members of the same group
of Guotai Junan.
(6) It is proposed that Bosera AM proposes to subscribe for and hold 13,400 Offer Shares (the “ Proposed Bosera AM
Subscription ”) under the International Offering in accounts in its capacity as the discretionary fund manager managing
assets on behalf of its ultimate clients (the “ Bosera AM Underlying Clients ”).
The Bosera AM Underlying Clients include (i) Bosera Global Select Equity Fund SP and (ii) Bosera Hong Kong Equity
Plus Fund. The ultimate beneficial owner of Bosera Global Select Equity Fund SP is Zhang Lei, who holds 53.67% of the
equity interest in Bosera Global Select Equity Fund SP. Bosera Hong Kong Equity Plus Fund is an SFC authorized Fund. As
confirmed by Bosera AM, none of other Bosera AM Underlying Clients hold an interest of 30% or more therein.
To the best knowledge of Bosera AM after due enquiry, each of the Bosera AM Underlying Clients is an independent third
party of the Company, its subsidiaries, Bosera AM, CMS and CMBI and the companies which are members of the same
group of CMS and CMBI.
--- page 31 ---
31
(7) Fullgoal Funds will subscribe for and hold 66,900 Offer Shares (the “ Proposed Fullgoal Subscription ”) under the
International Offering in accounts in its capacity as the discretionary fund manager managing assets on behalf of its
ultimate clients (the “ Fullgoal Underlying Clients ”).
The Fullgoal Fund Underlying Clients include (i) China Merchants Bank-Fullgoal Hong Kong Equity Select Hybrid Fund
(QDII), (ii) ICBC Fullgoal China Small & Mid Cap (HK listed) Equity Fund, (iii) ICBC Fullgoal Global Technology &
Internet Fund, (iv) Cmb-Fullgoal Blue Chip Selected Equity Fund (QDII), (v) Fullgoal Dividend Selected Hybrid Fund, (vi)
Fullgoal China Opportunities Fund, (vii) Fullgoal China Growth Select Fund and (viii) The University of Hong Kong —
Hong Kong and China Equity Fund (the “ Fullgoal Fund Underlying Clients ”). As confirmed by Fullgoal Funds, none of
Fullgoal Fund Underlying Clients holds an interest of 30% or more.
To the best knowledge of Fullgoal Fund after due enquiry, each of the Fullgoal Fund Underlying Clients is an independent
third party of the Company, its subsidiaries, Fullgoal Funds, Guotai Junan and the companies which are members of the
same group of Guotai Junan.
(8) It is proposed that Haitong AM proposes to subscribe for and hold 6,600 Offer Shares (the “ Proposed Haitong AM
Subscription ”) under the International Offering in accounts in its capacity as the discretionary fund manager managing
assets on behalf of its ultimate clients (the “ Haitong AM Underlying Clients ”).
The Haitong AM Underlying Clients include (i) Haitong Opportunity Fund II S.P. and (ii) Haitong Hong Kong SAR Fund.
None of Haitong AM Underlying Clients hold an interest of 30% or more.
To the best knowledge of Haitong AMs after due enquiry, each of the Haitong AM Underlying Clients is an independent
third party of the Company, its subsidiaries, Haitong AM, Guotai Junan and the companies which are members of the same
group of Guotai Junan.
(9) It is proposed that ChinaAMC HK proposes to subscribe for and hold 6,600 Offer Shares (the “ Proposed ChinaAMC HK
Subscription ”) under the International Offering in accounts in its capacity as the discretionary fund manager managing
assets on behalf of its ultimate clients (the “ ChinaAMC HK Underlying Clients ”).
The ChinaAMC HK Underlying Clients are the beneficial owners of ChinaAMC China Focus Fund. Except for Manulife
(International) Limited, none of ChinaAMC HK Underlying Clients hold an interest of 30% or more.
To the best knowledge of ChinaAMC HK after due enquiry, each of the ChinaAMC HK Underlying Clients is an independent
third party of the Company, its subsidiaries, ChinaAMC HK, CSB and the companies which are members of the same group
of CSB.
(10) It is proposed that ChinaAMC proposes to subscribe for and hold 66,900 Offer Shares (the “ Proposed ChinaAMC
Subscription ”) under the International Offering in accounts in its capacity as the discretionary fund manager managing
assets on behalf of its ultimate clients (the “ ChinaAMC Underlying Clients ”).
The ChinaAMC Underlying Clients are the beneficial owners of Huaxia New Era Renminbi (˾ɛ͏࿆ ), Huaxia
Global Select Renminbi (Όଢၚ፯ɛ͏࿆ ), KWI China Global Vision Fund, Huaxia Hong Kong Stocks Frontier
Economy Hybrid (QDII) (຾᏶૿Υ (QDII)), Huaxia Mobile Internet Hybrid (QDII) (୅ਗʝᑌ૿Υ
(QDII)) and Huaxia Greater China Enterprise Selection (ɽʕശΆุၚ፯ ). None of ChinaAMC Underlying Clients
hold an interest of 30% or more.
To the best knowledge of ChinaAMC after due enquiry, each of the ChinaAMC Underlying Clients is an independent third
party of the Company, its subsidiaries, ChinaAMC, CSB and the companies which are members of the same group of CSB.
(11) It is proposed that BOCOMI AM proposes to subscribe for and hold 18,900 Offer Shares (the “ Proposed BOCOMI AM
Subscription ”) under the International Offering in accounts in its capacity as the discretionary fund manager managing
assets on behalf of its ultimate clients (the “ BOCOMI AM Underlying Clients ”).
The BOCOMI AM Underlying Clients are Wu Xiaomin, Jian Weiwen and Chen Qinghua.
To the best knowledge of BOCOMI AM after due enquiry, each of the BOCOMI AM Underlying Clients is an independent
third party of the Company, its subsidiaries, BOCOMI AM, BOCOMI Securities and the companies which are members of
the same group of BOCOMI Securities.
--- page 32 ---
32
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 for 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”) or any 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) or United States
persons (United States person as defined in 31 CFR Part 850.229, the final rule that implements
Executive Order 14105 and became effective in January 2025), 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 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 December 30, 2025 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 the Sole Sponsor and the Sponsor-OC (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 paragraph headed “Underwriting
— Underwriting Arrangements and Expenses — Hong Kong Public Offering — 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 January 8, 2026).
PUBLIC FLOAT AND FREE FLOAT
Immediately following the completion of the Global Offering (assuming no exercise of the Over-
allotment Option), the total number of the H Shares held by the public represents approximately
46.73% of the total issued share capital of the Company, which is higher than the prescribed
percentage of H Shares required to be held in public hands of 10.00% under Rule 19A.13A(1) of the
Listing Rules calculated based on the Offer Price of HK$116.20 per H Share, thereby satisfying the
public float requirement under Rule 19A.13A(1) of the Listing Rules.
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Each of the Cornerstone Investors has agreed to a lock-up period of six months following the
Listing Date. As such, Shares held by the Cornerstone Investors upon the Listing shall not be
counted towards the free float of the Shares of the Company at the time of Listing. Based on the
Offer Price of HK$116.20 per H Share, the Company satisfies the free float requirement under Rule
19A.13C(1)(b) of the Listing Rules.
The Directors confirm that, immediately following the completion of the Global Offering, (i) 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; (ii) there will not be
any new substantial Shareholder (as defined in the Listing Rules) of the Company; (iii) no placee
will, individually, be placed more than 10% of the enlarged issued share capital of the Company
immediately after the Global Offering; 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 Thursday, January
8, 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 Public Offering — 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.
Assuming that the Global Offering becomes unconditional at or before 8:00 a.m. on Thursday,
January 8, 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 Thursday, January 8, 2026 (Hong Kong time). The H
Shares will be traded in board lots of 100 H Shares each, and the stock code of the H Shares will be
2513.
By order of the Board
Knowledge Atlas Technology Joint Stock Company Limited
ʮ̡
Dr. Liu Debing
Chairman of the Board and executive Director
Hong Kong, January 7, 2026
As at the date of this announcement, the Board comprises: (i) Dr. Liu Debing, Dr. Zhang Peng, Ms. Zhang Xiaohan as
executive directors; (ii) Dr. Li Juanzi, Mr. Li Jiaqing and Mr. Wang Meng as non-executive directors; and (iii) Dr. Yang Qiang,
Dr. Xie Deren and Mr. Tang Ying as independent non-executive directors.