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.
842 lines
34 KiB
Plaintext
842 lines
34 KiB
Plaintext
--- page 1 ---
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1
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Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Stock Exchange ”)
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and Hong Kong Securities Clearing Company Limited ( “HKSCC ”) take no responsibility for the contents of this
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announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability
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whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this
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announcement.
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This announcement is not for release, publication, distribution, directly or indirectly, in or into the United States
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(including its territories and possessions, any state of the United States and the District of Columbia). This
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announcement does not, and is not intended to, constitute or form a part of any offer or solicitation to purchase or
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subscribe for securities in the United States or in any other jurisdiction. The Offer Shares have not been and will not
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be registered under the United States Securities Act of 1933, as amended from time to time (the “U.S. Securities
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Act”) or securities law of any state or other jurisdiction of the United States and may not be offered, sold, pledged or
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otherwise transferred within the United States, except in transactions exempt from, or not subject to, the registration
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requirements of the U.S. Securities Act and in compliance with any applicable state securities laws. There will be no
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public offer of the Offer Shares in the United States. The Offer Shares are being offered and sold solely outside the
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United States in offshore transactions in reliance on Regulation S under the U.S. Securities Act and applicable laws of
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each jurisdiction where those offers and sales occur.
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This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase
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or subscribe for securities. Potential investors should read the Prospectus for detailed information about the Company
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and the Global Offering described below before deciding whether or not to invest in the Offer Shares.
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Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as
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those defined in the prospectus dated March 16, 2026 (the “Prospectus ”) issued by Jiangsu New Vision Automotive
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Electronics Co., Ltd. (ʮ̡ ) (the “Company ”).
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Potential investors of the Offer Shares should note that the Joint Sponsors and the Overall Coordinators (for
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themselves and on behalf of the Hong Kong Underwriters) shall be entitled to terminate their obligations under the
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Hong Kong Underwriting Agreement with immediate effect upon the occurrence of any of the events set out in the
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section headed “Underwriting – Underwriting Arrangements and Expenses – The Hong Kong Public Offering –
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Grounds for Termination ” in the Prospectus at any time prior to 8:00 a.m. (Hong Kong time) on the Listing Date (which
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is currently expected to be on March 24, 2026).
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--- page 2 ---
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2
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Jiangsu New Vision Automotive Electronics Co., Ltd.
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ʮ̡
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(A joint stock company incorporated in the People ’s Republic of China with limited liability)
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Global Offering
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Number of Offer Shares under the
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Global Offering
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: 16,226,500 H Shares
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Number of Hong Kong Offer Shares : 1,622,650 H Shares
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Number of International Offer Shares : 14,603,850 H Shares
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Final Offer Price : HK$44.20 per H Share, plus brokerage of
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1.0%, SFC transaction levy of 0.0027%,
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AFRC transaction levy of 0.00015% and
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Stock Exchange trading fee of 0.00565%
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Nominal value : RMB0.50 per H Share
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Stock code : 2632
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Joint Sponsors, Overall Coordinators,
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Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers
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Overall Coordinator, Joint Global Coordinator, Joint Bookrunner and Joint Lead Manager
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Joint Bookrunners and Joint Lead Managers
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--- page 3 ---
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3
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JIANGSU NEW VISION AUTOMOTIVE ELECTRONICS CO., LTD.
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ʮ̡
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ANNOUNCEMENT OF FINAL OFFER PRICE AND
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ALLOTMENT RESULTS
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Warning: In view of high concentration of shareholding in a small number of Shareholders,
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Shareholders and prospective investors should be aware that the price of the H Shares
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could move substantially even with a small number of H Shares traded and should exercise
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extreme caution when dealing in the H Shares.
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SUMMARY
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Company information
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Stock code 2632
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Stock short name NEW VISION CO
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Dealings commencement date March 24, 2026*
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* see note at the end of the announcement
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Price Information
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Final Offer Price HK$44.20
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Offer Price Range HK$42.00 – HK$48.00
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Offer Shares and Share Capital
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Number of Offer Shares 16,226,500
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Number of Offer Shares in Hong Kong Public Offer 1,622,650
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Number of offer shares in International Offering 14,603,850
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Number of issued shares upon Listing 123,395,266
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Proceeds
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Gross proceeds (Note) HK$717.21 million
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Less: Estimated listing expenses payable based on
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Offer Price HK$67.54 million
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Net proceeds HK$649.67 million
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Note: Gross proceeds refers to the amount to which the Company is entitled receive. For details of the use of
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proceeds, please refer to the section headed “Future Plans and Use of Proceeds ” in the Prospectus.
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--- page 4 ---
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4
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ALLOTMENT RESULTS DETAILS
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HONG KONG PUBLIC OFFERING
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No. of valid applications 31,183
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No. of successful applications 14,843
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Subscription level 68.89 times
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Reallocation No
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No. of Offer Shares initially available under the Hong Kong
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Public Offering 1,622,650
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No. of Offer Shares reallocated from the International
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Offering (reallocation) 0
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Final no. of Offer Shares under the Hong Kong Public
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Offering (after reallocation) 1,622,650
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% of Offer Shares under the Hong Kong Public Offering to
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the Global Offering 10%
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Note: For details of the final allocation of shares to the Hong Kong Public Offering, investors can refer to
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www.hkeipo.hk/IPOResult to perform a search by name or identification number or www.hkeipo.hk/IPOResult for
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the full list of allottees.
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INTERNATIONAL OFFERING
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No. of placees 71
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Subscription level 1.34 times
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No. of Offer Shares initially available under the
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International Offering 14,603,850
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Number of Offer Shares reallocated to the Hong Kong
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Public Offering 0
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Final no. of Offer Shares under the International Offering 14,603,850
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% of Offer Shares under the International Offering to the
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Global Offering 90%
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The Directors confirm that, to the best of their knowledge, information and belief, save for (a)
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waivers under Rule 10.04 of the Listing Rules and consents under paragraph 1C(2) of Appendix
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F1 to the Listing Rules (the “Placing Guidelines ”) granted by the Stock Exchange to permit the
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Company to allocate certain Offer Shares in the International Offering to the close associates
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of certain existing minority Shareholders, and (b) consent under paragraph 1C(1) of the Placing
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Guidelines and Chapter 4.15 of the Guide to permit the Company to allocate certain Offer Shares
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in the International Offering to a connected client, (i) none of the Offer Shares subscribed by
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the placees and the public have been financed directly or indirectly by the Company, any of the
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Directors, Supervisors, chief executive of the Company, Controlling Shareholders, substantial
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Shareholders, existing Shareholders of the Company or any of its subsidiaries or their respective
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close associates; and (ii) none of the placees and the public who have purchased the Offer Shares
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are accustomed to taking instructions from the Company, any of the Directors, Supervisors,
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chief executive of the Company, Controlling Shareholders, substantial Shareholders, existing
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Shareholders of the Company or any of its subsidiaries or their respective close associates in
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relation to the acquisition, disposal, voting or other disposition of Shares registered in his/her/its
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name or otherwise held by him/her/it.
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--- page 5 ---
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5
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The placees in the International Offering include the following:
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Cornerstone Investors
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Investor
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No. of
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Offer
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Shares
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allocated
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% of Offer
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Shares
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% of total
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issued share
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capital after
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the
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Global
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Offering
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Existing
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shareholders
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or
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their close
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associates
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Yingke No. 1 (Hongkong) Limited (ఠ
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(ಥ)ʮ̡ ) (“Yingke No. 1 ”)
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1,244,300 7.67% 1.01% Yes
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Hongkong High Tech Industrial (Beijing)
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Development Investment Co., Limited (࠰
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ಥ৷ၚφପุ (̏ԯ)ʮ̡ )
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(“Hongkong High Tech ”)
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1,243,200 7.66% 1.01% Yes
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Total 2,487,500 15.33% 2.02%
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Note: Each of Yingke No. 1 and Hongkong High Tech is a close associate of the existing Shareholders, being
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Shunyi Fund and Yingke Fund. The Stock Exchange has granted a waiver from strict compliance with the
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requirements under Rule 10.04 of the Listing Rules and consent under paragraph 1C(2) of the Placing Guidelines to
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permit Yingke No. 1 and Hongkong High Tech to participate in the International Offering as cornerstone investors.
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Please refer to the section headed “Waivers from Strict Compliance with the Listing Rules and Exemptions from
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the Companies (Winding Up and Miscellaneous Provisions) Ordinance – Waiver from Strict Compliance with Rule
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10.04 of the Listing Rules and the Stock Exchange ’s Consent under Paragraph 1C of Appendix F1 to the Listing
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Rules in respect of Subscriptions of Offer Shares by Close Associates of Existing Shareholders as Cornerstone
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Investors ” of the Prospectus for details.
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Allottees with Waivers/Consents Obtained
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Investor
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No. of Offer
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Shares
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allocated
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% of Offer
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Shares
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% of total
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issued share
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capital after
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the Global
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Offering Relationship
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Allottees with waiver from strict compliance with Rule 10.04 of the Listing Rules and consent under
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paragraph 1C(2) of the Placing Guidelines in relation to subscription for H Shares by close associates of
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existing Shareholders Note 1
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Shenzhen Bridge Asset Management
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Co., Ltd. (ࠢ
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ʮ̡) (“Shenzhen Bridge ”) Note 2
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325,000 2.00% 0.26% A placee and a close
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associate of an
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existing minority
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Shareholder
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Yangtze Grace Investment (Hong
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Kong) Limited Note 3
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1,017,300 6.27% 0.82% A placee and a close
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associate of existing
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minority Shareholders
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Kaize Investment (HK) Limited Note 4 1,526,000 9.40% 1.24% A placee and a close
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associate of existing
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minority Shareholders
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--- page 6 ---
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6
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Investor
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No. of Offer
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Shares
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allocated
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% of Offer
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Shares
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% of total
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issued share
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capital after
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the Global
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Offering Relationship
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Allottee with consent under paragraph 1C(1) of the Placing Guidelines and Chapter 4.15 of the Guide in
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relation to allocation to a connected client Note 1
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Guotai Junan Investments (Hong
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Kong) Limited Note 2
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325,000 2.00% 0.26% A connected client of
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Haitong International
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Securities Company
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Limited
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Notes:
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(1) For details of (i) the waiver from strict compliance with Rule 10.04 of the Listing Rules and consent under
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paragraph 1C(2) of the Placing Guidelines in relation to subscription for H Shares by close associates of
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existing Shareholders, and (ii) the consent under paragraph 1C(1) of the Placing Guidelines and Chapter
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4.15 of the Guide in relation to allocation to a connected client, please refer to the section headed “Others/
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Additional Information ” in this announcement.
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(2) Shenzhen Bridge is a close associate of Jiaqiao Capital, which is an existing Shareholder. Shenzhen Bridge
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subscribes for the H Shares in the International Offering through GTHT Client TRS (as defined below). For
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details, please refer to the section headed “Others/Additional Information ” in this announcement.
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(3) Yangtze Grace Investment (Hong Kong) Limited is a close associate of Changjiang Investment (being
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Guangde Changzheng, Xiangyang Changzheng and Chutian Changxing), which are existing Shareholders.
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(4) Kaize Investment (HK) Limited is a close associate of Changjiang Investment (being Guangde Changzheng,
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Xiangyang Changzheng and Chutian Changxing), which are existing Shareholders.
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LOCK-UP UNDERTAKINGS
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Controlling Shareholders (as defined in the Prospectus)
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Name
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Number of
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Shares held in
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the Company
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subject to
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lock-up
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undertakings
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upon Listing
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Number of H
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Shares held in
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the Company
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subject to
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lock-up
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undertakings
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upon Listing
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H Shares as
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% of total
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issued
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H Shares
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after the
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Global
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Offering
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subject
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to lock-up
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undertakings
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upon Listing
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% of total
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issued share
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capital in the
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Company
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subject to
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lock-up
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undertakings
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upon Listing
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Last day
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subject to
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the lock-up
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undertakings Note
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Mr. Zhang Tao 6,356,908 4,449,836 4.08% 5.15% March 23, 2027
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Mr. Zhang Bo 8,898,908 6,229,236 5.71% 7.21% March 23, 2027
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Mr. Wang Zhenggang 3,655,498 2,558,849 2.35% 2.96% March 23, 2027
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Mr. Lyu Tao 1,658,522 1,160,965 1.06% 1.34% March 23, 2027
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Ms. Ye Jing 4,146,298 2,902,409 2.66% 3.36% March 23, 2027
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Ms. Guo Hui 4,146,298 2,902,409 2.66% 3.36% March 23, 2027
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Ms. Lyu Xianglian 1,658,520 1,160,964 1.06% 1.34% March 23, 2027
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--- page 7 ---
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7
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Name
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Number of
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Shares held in
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the Company
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subject to
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lock-up
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undertakings
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upon Listing
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Number of H
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Shares held in
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the Company
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subject to
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lock-up
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undertakings
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upon Listing
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H Shares as
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% of total
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issued
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H Shares
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after the
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Global
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Offering
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subject
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to lock-up
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undertakings
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upon Listing
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% of total
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issued share
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capital in the
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Company
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subject to
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lock-up
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undertakings
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upon Listing
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Last day
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subject to
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the lock-up
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undertakings Note
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Yangzhou Zeying 7,568,406 5,297,884 4.86% 6.13% March 23, 2027
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Yangzhou Zewu 9,771,438 6,840,007 6.27% 7.92% March 23, 2027
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Subtotal 47,860,796 33,502,559 30.73% 38.79%
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Note: All existing Shareholders (including the Controlling Shareholders) shall not dispose of any of the Shares held
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by them within the 12 months following the Listing Date as required under the applicable PRC laws.
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Other Existing Shareholders (including the Pre-IPO Investors as defined in the “History,
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Development and Corporate Structure ” section of the Prospectus)
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Name Note 1
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Number of
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Shares held in
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the Company
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subject to
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lock-up
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undertakings
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upon Listing
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Number of H
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Shares held in
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the Company
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subject to
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lock-up
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undertakings
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upon Listing
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H Shares as
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% of total
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issued H
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Shares after
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the Global
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Offering
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subject to
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lock-up
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undertakings
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upon Listing
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% of total
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issued share
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capital in the
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Company
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subject to
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lock-up
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undertakings
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upon Listing
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Last day
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subject to
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the lock-up
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undertakings Note 2
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Golden Growth 7,583,672 7,583,672 6.96% 6.15% March 23, 2027
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Qianzhan Yuanzhi 7,541,160 7,541,160 6.92% 6.11% March 23, 2027
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Kenge Capital 5,775,372 5,775,372 5.30% 4.68% March 23, 2027
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Suzhou Sushang 3,918,036 3,918,036 3.59% 3.18% March 23, 2027
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Jiaxing Kailian 3,872,180 3,872,180 3.55% 3.14% March 23, 2027
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Wenzhou Kechuang 3,601,446 3,601,446 3.30% 2.92% March 23, 2027
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Jiaqiao Capital 3,361,660 3,361,660 3.08% 2.72% March 23, 2027
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FAW Investment 2,848,442 2,848,442 2.61% 2.31% March 23, 2027
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Changjiang Investment 2,780,702 2,780,702 2.55% 2.25% March 23, 2027
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Binfu Capital 2,505,530 2,505,530 2.30% 2.03% March 23, 2027
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Jiaxing Juntai 2,400,000 2,400,000 2.20% 1.94% March 23, 2027
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Shunyi State Investment 2,305,976 2,305,976 2.11% 1.87% March 23, 2027
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Huang Zhigang 2,232,714 2,232,714 2.05% 1.81% March 23, 2027
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Lianshan Investment 1,458,684 1,458,684 1.34% 1.18% March 23, 2027
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Gongqingcheng Yintai 1,452,068 1,452,068 1.33% 1.18% March 23, 2027
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--- page 8 ---
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8
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Name Note 1
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Number of
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Shares held in
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the Company
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subject to
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lock-up
|
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undertakings
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upon Listing
|
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Number of H
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Shares held in
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the Company
|
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subject to
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lock-up
|
||
undertakings
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upon Listing
|
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H Shares as
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% of total
|
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issued H
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||
Shares after
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the Global
|
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Offering
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subject to
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lock-up
|
||
undertakings
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upon Listing
|
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% of total
|
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issued share
|
||
capital in the
|
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Company
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subject to
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lock-up
|
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undertakings
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upon Listing
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Last day
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subject to
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the lock-up
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undertakings Note 2
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Gold Investment 1,181,672 1,181,672 1.08% 0.96% March 23, 2027
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Anhui Jiaokong 1,181,672 1,181,672 1.08% 0.96% March 23, 2027
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Ningbo Youfu 1,138,878 1,138,878 1.04% 0.92% March 23, 2027
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Yangzhou Qizheng 1,027,650 1,027,650 0.94% 0.83% March 23, 2027
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Yuhu Investment 455,696 455,696 0.42% 0.37% March 23, 2027
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Zhao Huarong 290,412 290,412 0.27% 0.24% March 23, 2027
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Zheng Yanhua 201,198 201,198 0.18% 0.16% March 23, 2027
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Zhang Feng 193,150 193,150 0.18% 0.16% March 23, 2027
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Subtotal 59,307,970 59,307,970 54.39% 48.06%
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Notes:
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(1) Please refer to the Prospectus for further details.
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(2) The expiry date of the lock-up period shown in the table above is pursuant to applicable PRC laws. The
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required lock-up for existing Shareholders ends on March 23, 2027, being 12 months following the Listing
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Date.
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Cornerstone Investors
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Name
|
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Number of
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Shares held in
|
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the Company
|
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subject to
|
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lock-up
|
||
undertakings
|
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upon Listing
|
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% of total
|
||
issued H
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Shares after the
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Global Offering
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% of
|
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shareholding in
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the Company
|
||
subject to
|
||
lock-up
|
||
undertakings
|
||
upon Listing
|
||
Last day subject
|
||
to the lock-up
|
||
undertakings
|
||
Yingke No. 1 1,244,300 1.14% 1.01% September 23, 2026
|
||
Hongkong High Tech 1,243,200 1.14% 1.01% September 23, 2026
|
||
Subtotal 2,487,500 2.28% 2.02%
|
||
Note: In accordance with the relevant cornerstone investment agreements, the required lock-up ends on September
|
||
23, 2026, being six months following the Listing Date. The Cornerstone Investors will cease to be prohibited from
|
||
disposing of or transferring H Shares subscribed for pursuant to the relevant cornerstone investment agreements
|
||
after the indicated date.
|
||
|
||
|
||
--- page 9 ---
|
||
9
|
||
PLACEE CONCENTRATION ANALYSIS
|
||
Placees *
|
||
Number of
|
||
H Shares
|
||
allotted
|
||
Allotment as %
|
||
of International
|
||
Offering
|
||
Allotment as %
|
||
of total Offer
|
||
Shares
|
||
Number of
|
||
Shares held
|
||
upon Listing
|
||
% of total issued
|
||
share capital
|
||
upon Listing
|
||
Top 1 7,563,100 51.79% 46.61% 7,563,100 6.13%
|
||
Top 5 13,293,900 91.03% 81.93% 18,380,578 14.90%
|
||
Top 10 14,472,900 99.10% 89.19% 22,921,238 18.58%
|
||
Top 25 14,601,600 99.98% 89.99% 23,049,938 18.68%
|
||
Note:
|
||
* 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
|
||
Allotment as
|
||
% of total
|
||
Offer Shares
|
||
Number of H
|
||
Shares held
|
||
upon Listing
|
||
% of total
|
||
issued
|
||
H share
|
||
capital upon
|
||
Listing
|
||
Number of
|
||
Shares held
|
||
upon Listing
|
||
Top 1 0 0.00% 0.00% 33,502,559 30.73% 47,860,796
|
||
Top 5 7,563,100 51.79% 46.61% 61,965,863 56.83% 76,324,100
|
||
Top 10 12,918,900 88.46% 79.62% 83,560,217 76.63% 97,918,454
|
||
Top 25 13,967,900 95.65% 86.08% 106,093,669 97.30% 120,451,906
|
||
Note:
|
||
* 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
|
||
Allotment as
|
||
% of total
|
||
Offer Shares
|
||
Number of H
|
||
Shares held
|
||
upon Listing
|
||
Number of
|
||
Shares held
|
||
upon Listing
|
||
as % of
|
||
total issued
|
||
share capital
|
||
upon Listing
|
||
Top 1 0 0.00% 0.00% 33,502,559 47,860,796 38.79%
|
||
Top 5 7,563,100 51.79% 46.61% 61,965,863 76,324,100 61.85%
|
||
Top 10 12,918,900 88.46% 79.62% 83,560,217 97,918,454 79.35%
|
||
Top 25 13,967,900 95.65% 86.08% 106,093,669 120,451,906 97.61%
|
||
Note:
|
||
* Ranking of Shareholders is based on the number of Shares (of all classes) held by the Shareholder upon Listing.
|
||
|
||
|
||
--- page 10 ---
|
||
10
|
||
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
|
||
50 11,349 3,405 out of 11,349 applicants to receive 50 H Shares 30.00%
|
||
100 2,708 1,000 out of 2,708 applicants to receive 50 H Shares 18.46%
|
||
150 5,296 2,208 out of 5,296 applicants to receive 50 H Shares 13.90%
|
||
200 3,555 1,616 out of 3,555 applicants to receive 50 H Shares 11.36%
|
||
250 429 209 out of 429 applicants to receive 50 H Shares 9.74%
|
||
300 264 136 out of 264 applicants to receive 50 H Shares 8.59%
|
||
350 188 102 out of 188 applicants to receive 50 H Shares 7.75%
|
||
400 192 108 out of 192 applicants to receive 50 H Shares 7.03%
|
||
450 121 71 out of 121 applicants to receive 50 H Shares 6.52%
|
||
500 818 490 out of 818 applicants to receive 50 H Shares 5.99%
|
||
600 185 117 out of 185 applicants to receive 50 H Shares 5.27%
|
||
700 162 108 out of 162 applicants to receive 50 H Shares 4.76%
|
||
800 138 95 out of 138 applicants to receive 50 H Shares 4.30%
|
||
900 216 155 out of 216 applicants to receive 50 H Shares 3.99%
|
||
1,000 1,279 942 out of 1,279 applicants to receive 50 H Shares 3.68%
|
||
1,500 563 468 out of 563 applicants to receive 50 H Shares 2.77%
|
||
2,000 1,038 940 out of 1,038 applicants to receive 50 H Shares 2.26%
|
||
2,500 307 298 out of 307 applicants to receive 50 H Shares 1.94%
|
||
3,000 240 50 H Shares 1.67%
|
||
3,500 166 50 H Shares plus 12 out of 166 applicants to receive an additional 50 H Shares 1.53%
|
||
4,000 110 50 H Shares plus 13 out of 110 applicants to receive an additional 50 H Shares 1.40%
|
||
4,500 56 50 H Shares plus 9 out of 56 applicants to receive an additional 50 H Shares 1.29%
|
||
5,000 169 50 H Shares plus 33 out of 169 applicants to receive an additional 50 H Shares 1.20%
|
||
6,000 79 50 H Shares plus 21 out of 79 applicants to receive an additional 50 H Shares 1.05%
|
||
7,000 57 50 H Shares plus 19 out of 57 applicants to receive an additional 50 H Shares 0.95%
|
||
8,000 62 50 H Shares plus 24 out of 62 applicants to receive an additional 50 H Shares 0.87%
|
||
9,000 47 50 H Shares plus 20 out of 47 applicants to receive an additional 50 H Shares 0.79%
|
||
10,000 304 50 H Shares plus 142 out of 304 applicants to receive an additional 50 H Shares 0.73%
|
||
20,000 227 50 H Shares plus 183 out of 227 applicants to receive an additional 50 H Shares 0.45%
|
||
|
||
|
||
--- page 11 ---
|
||
11
|
||
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
|
||
30,000 149 100 H Shares 0.33%
|
||
40,000 94 100 H Shares plus 21 out of 94 applicants to receive an additional 50 H Shares 0.28%
|
||
50,000 111 100 H Shares plus 42 out of 111 applicants to receive an additional 50 H Shares 0.24%
|
||
60,000 52 100 H Shares plus 26 out of 52 applicants to receive an additional 50 H Shares 0.21%
|
||
70,000 28 100 H Shares plus 15 out of 28 applicants to receive an additional 50 H Shares 0.18%
|
||
80,000 24 100 H Shares plus 18 out of 24 applicants to receive an additional 50 H Shares 0.17%
|
||
90,000 20 100 H Shares plus 16 out of 20 applicants to receive an additional 50 H Shares 0.16%
|
||
100,000 224 150 H Shares 0.15%
|
||
Total 31,027 Total number of Pool A successful applicants: 14,687
|
||
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
|
||
200,000 92 3,600 H Shares plus 4 out of 92 applicants to receive an additional 50 H Shares 1.80%
|
||
300,000 27 5,300 H Shares 1.77%
|
||
400,000 17 7,000 H Shares 1.75%
|
||
500,000 9 8,700 H Shares 1.74%
|
||
600,000 2 10,350 H Shares 1.73%
|
||
700,000 3 12,000 H Shares 1.71%
|
||
811,300 6 13,800 H Shares 1.70%
|
||
Total 156 Total number of Pool B successful applicants: 156
|
||
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.
|
||
|
||
|
||
--- page 12 ---
|
||
12
|
||
COMPLIANCE WITH LISTING RULES AND GUIDANCE
|
||
The Directors confirm that, except for the Listing Rules that have been waived and/or in respect of
|
||
which consent has been obtained, the Company has complied with the Listing Rules and guidance
|
||
materials in relation to the placing, allotment and listing of the Company ’s H shares.
|
||
The Directors confirm that, to the best of their knowledge, the consideration paid by the placees
|
||
or the public (as the case may be) directly or indirectly for each Offer Share subscribed for or
|
||
purchased by them was the same as the final Offer Price in addition to any brokerage, AFRC
|
||
transaction levy, SFC transaction levy and trading fee payable.
|
||
OTHERS/ADDITIONAL INFORMATION
|
||
Placing to close associates of existing Shareholders with a waiver under Rule 10.04 of the
|
||
Listing Rules and a prior consent under paragraph 1C(2) of the Placing Guidelines
|
||
The Company has applied to the Stock Exchange, and the Stock Exchange has granted, a waiver
|
||
from strict compliance with Rule 10.04 of the Listing Rules and a consent under paragraph
|
||
1C(2) of the Placing Guidelines to permit the Company to allocate certain Offer Shares in the
|
||
International Offering to close associates of existing Shareholders as placees. The allocation
|
||
of Offer Shares to such close associates of existing Shareholders is in compliance with all the
|
||
conditions under the waiver/consent granted by the Stock Exchange.
|
||
For details of the allocations of Offer Shares to the close associates of existing Shareholders,
|
||
please refer to the section headed “Allotment Results Details – International Offering – Allottees
|
||
with Waivers/Consents Obtained ” in this announcement.
|
||
Placing to a connected client with prior consent under paragraph 1C(1) of the Placing
|
||
Guidelines and Chapter 4.15 of the Guide
|
||
The Company has applied to the Stock Exchange, and the Stock Exchange has granted, a consent
|
||
under paragraph 1C(1) of the Placing Guidelines and Chapter 4.15 of the Guide to permit the
|
||
Company to allocate certain Offer Shares in the International Offering to a connected client as
|
||
a placee. The allocation of Offer Shares to such connected client is in compliance with all the
|
||
conditions under the consent granted by the Stock Exchange.
|
||
|
||
|
||
--- page 13 ---
|
||
13
|
||
Details of the placement to the connected client are set out below.
|
||
No.
|
||
Connected
|
||
distributor Connected client Relationship
|
||
Whether the
|
||
connected client will
|
||
hold the beneficial
|
||
interests of the
|
||
Offer Shares on a
|
||
non-discretionary
|
||
basis or discretionary
|
||
basis for independent
|
||
third parties
|
||
Number
|
||
of Offer
|
||
Shares to be
|
||
allocated to
|
||
the connected
|
||
client
|
||
Approximate
|
||
percentage of
|
||
Offer Shares
|
||
allocated to
|
||
the connected
|
||
client
|
||
Approximate
|
||
percentage
|
||
of total
|
||
issued share
|
||
capital after
|
||
the Global
|
||
Offering
|
||
1. Haitong International
|
||
Securities Company
|
||
Limited ( “HTI
|
||
Securities ”)
|
||
Guotai Junan
|
||
Investments (Hong
|
||
Kong) Limited
|
||
(“GTJAI”) Note 1
|
||
GTJAI is a member
|
||
of the same group
|
||
of HTI Securities
|
||
Non-discretionary
|
||
basis
|
||
325,000 2.00% 0.26%
|
||
Note:
|
||
(1) GTJAI proposes to subscribe for and hold the Offer Shares as a placee under the International Offering on
|
||
behalf of its ultimate client on a non-discretionary basis.
|
||
GTJAI shall hold the Offer Shares for hedging purpose as the single underlying asset of a 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. (ʮ̡ ) (the “GTHT Onshore Parent ”) in connection
|
||
with a total return swap order (the “GTHT Client TRS ”) to be entered into by GTHT Onshore Parent and an
|
||
ultimate client (the “GTHT Onshore Ultimate Client ”). Such GTHT Client TRS is to be fully funded by the
|
||
GTHT Onshore Ultimate 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
|
||
Ultimate Client and all economic losses shall be borne by the GTHT Onshore Ultimate 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
|
||
Ultimate 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.
|
||
The GTHT Onshore Ultimate Client is Shenzhen Bridge Asset Management Co., Ltd., which is indirectly owned
|
||
as to approximately 86.57% by Mr. Xu Bo (تࢱTo the best knowledge of GTJAI after making all reasonable
|
||
enquiries, each of the GTHT Onshore Ultimate Client and its beneficial owners is an independent third party of
|
||
GTJAI, HTI Securities and the companies which are members of the same group of HTI Securities.
|
||
GTJAI is not a collective investment scheme which is not authorized by the SFC nor is expected to hold the
|
||
Offer Shares on behalf of such scheme.
|
||
|
||
|
||
--- page 14 ---
|
||
14
|
||
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 ”). The securities may not be offered or sold in the United
|
||
States except pursuant to an exemption from the registration requirements of the U.S. Securities
|
||
Act and in compliance with any applicable state securities laws, or outside the United States
|
||
unless in compliance with Regulation S under the U.S. Securities Act. There will be no public
|
||
offer of securities in the United States. The Offer Shares are being offered and sold solely
|
||
outside the United States in offshore transactions in reliance on Regulation S under the U.S.
|
||
Securities Act and applicable laws of each jurisdiction where those offers and sales occur.
|
||
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 March 16, 2026 issued by the Company for
|
||
detailed information about the Global Offering described below before deciding whether or not
|
||
to invest in the H Shares thereby being offered.
|
||
* Potential investors of the Offer Shares should note that the Joint Sponsors and the Overall Coordinators (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
|
||
paragraph headed “Underwriting – Underwriting Arrangements and Expenses – The 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 March 24, 2026).
|
||
|
||
|
||
--- page 15 ---
|
||
15
|
||
PUBLIC FLOAT AND FREE FLOAT
|
||
Taking into consideration of the H Shares to be issued pursuant to the Global Offering, the public
|
||
float of our Company will be approximately 61.21% upon the Listing, which is higher than the
|
||
prescribed percentage of H Shares required to be held in public hands of 25% under Rule 8.08(1)
|
||
(as amended and replaced by Rule 19A.13A(1)) 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 our
|
||
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.
|
||
The Cornerstone Investors have agreed to a lock-up period of six months following the Listing
|
||
Date and pursuant to the applicable PRC laws, each of the existing Shareholders of the Company
|
||
(including the Pre-IPO Investors) are not permitted to dispose of any of the Shares held by them
|
||
within the 12 months immediately following the Listing Date. As such, the H Shares held by the
|
||
Cornerstone Investors and existing Shareholders of the Company upon the Listing shall not be
|
||
counted towards the free float of the H Shares of the Company at the time of Listing. Based on an
|
||
Offer Price of HK$44.20 per H Share, the Company satisfies the free float requirement under Rule
|
||
19A.13C of the Listing Rules.
|
||
COMMENCEMENT OF DEALINGS
|
||
The H Share certificates will only become valid evidence of title at 8:00 a.m. on Tuesday, March
|
||
24, 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 – The 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 Tuesday,
|
||
March 24, 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 Tuesday, March 24, 2026 (Hong Kong time). The H
|
||
Shares will be traded in board lots of 50 H Shares each, and the stock code of the H Shares will be
|
||
2632.
|
||
By order of the Board
|
||
Jiangsu New Vision Automotive Electronics Co., Ltd.
|
||
Mr. Zhang Tao
|
||
Chairperson of the Board and Executive Director
|
||
Hong Kong, March 23, 2026
|
||
As at the date of this announcement, the Board comprises: (i) Mr. Zhang Tao, Mr. Zhang Bo and
|
||
Mr. Fan Xin as executive directors; (ii) Mr. Hu Bin, Mr. You Tianyu and Ms. Zheng Shiying
|
||
as non-executive directors; and (iii) Ms. Young Meng Ying, Ms. Sun Hui and Prof. Bai Jian as
|
||
independent non-executive directors.
|