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.
943 lines
39 KiB
Plaintext
943 lines
39 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
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(the “ Stock Exchange ”) and Hong Kong Securities Clearing Company Limited (“ HKSCC ”)
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take no responsibility for the contents of this announcement, make no representation as to
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its accuracy or completeness and expressly disclaim any liability whatsoever for any loss
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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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Unless otherwise defined herein, capitalized terms used in this announcement shall have the
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same meanings as those defined in the prospectus dated October 9, 2025 (the “ Prospectus ”)
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issued by Fujian Haixi Pharmaceuticals Co., Ltd. (the “ Company ”).
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This announcement is for information purposes only and does not constitute an invitation or
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offer to acquire, purchase or subscribe for securities of the Company. This announcement
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is not a prospectus. Potential investors should read the Prospectus for detailed information
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about the Global Offering before deciding whether or not to invest in the Offer Shares.
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This announcement is not for release, publication, distribution, directly or indirectly, in
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or into the United States (including its territories and possessions, any state of the United
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States and the District of Columbia) or any other jurisdiction where such distribution is
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prohibited by law. This announcement does not constitute or form a part of any offer to sell or
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solicitation of an offer to buy, to purchase or subscribe for securities nor shall there be any
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sale of Offer Shares in the United States or in any other jurisdictions in which such offer or
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solicitation would be unlawful.
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The securities mentioned herein have not been, and will not be, registered under the United
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States Securities Act of 1933 as amended from time to time (the “ U.S. Securities Act ”) or
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securities law of any state or other jurisdiction of the United States. The securities may not
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be offered, sold, pledged, or transferred within the United States or to, or for the account or
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benefit of U.S. persons (as defined in Regulation S under the U.S. Securities Act (“ Regulation
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S”)) except pursuant to an exemption from, or in a transaction not subject to, the registration
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requirements of the U.S. Securities Act and in compliance with any applicable state securities
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laws. There will be no public offering of securities in the United States. The Offer Shares
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are being offered and sold outside the United States in offshore transactions in reliance on
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Regulation S under the U.S. Securities Act.
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Potential investors of the Offer Shares should note that the Joint Sponsors and the Overall
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Coordinators (for themselves and on behalf of the Hong Kong Underwriters) shall be entitled
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to terminate their obligations under the Hong Kong Underwriting Agreement with immediate
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effect upon the occurrence of any of the events set out in the paragraph headed “Underwriting
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— Underwriting Arrangements and Expenses — Hong Kong Public Offering — Grounds
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for Termination” in the Prospectus at any time prior to 8:00 a.m. (Hong Kong time) on the
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Listing Date.
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--- page 2 ---
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– 2 –
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Fujian Haixi Pharmaceuticals 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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: 11,500,000 H Shares
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Number of Hong Kong Offer Shares : 1,150,000 H Shares (subject to
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reallocation)
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Number of International Offer Shares : 10,350,000 H Shares (subject to
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reallocation)
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Offer Price : HK$86.40 per H Share, plus brokerage of
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1.0%, SFC transaction levy of 0.0027%,
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Hong Kong Stock Exchange trading
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fee of 0.00565% and Accounting
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and Financial Reporting Council
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transaction levy of 0.00015% (payable
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in full on application in Hong Kong
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dollars, subject to refund on final
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pricing)
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Nominal value : RMB1.0 per Share
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Stock code : 2637
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Joint Sponsors, Sponsor-Overall Coordinators, Overall Coordinators, Joint Global Coordinators,
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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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⳪暲@:9)
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--- page 3 ---
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– 3 –
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Fujian Haixi Pharmaceuticals 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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Unless otherwise defined herein, capitalised terms used in this announcement shall have the
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same meanings as those defined in the prospectus dated October 9, 2025 (the “ Prospectus ”)
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issued by Fujian Haixi Pharmaceuticals Co., Ltd. (the “ Company ”).
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Warning: In view of high concentration of shareholding in a small number of holder of H
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Shares, Shareholders and prospective investors should be aware that the price of the H
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Shares could move substantially even with a small number of H Shares traded and should
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exercise 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 2637
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Stock short name HAIXI PHARMA
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Dealings commencement date October 20, 2025*
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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$86.40
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Offer Price Range HK$69.88 – HK$86.40
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Offer Price Adjustment exercised No
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Offer Shares and Share Capital
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Number of Offer Shares 11,500,000
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Number of Offer Shares in Public Offer
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(after Offer Size Adjustment Option and reallocation)
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1,150,000
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Number of Offer Shares in International Offer
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(after Offer Size Adjustment Option and reallocation)
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10,350,000
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Number of issued Shares upon Listing 78,707,270
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Over-allocation
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No. of Offer Shares over-allocated 0
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Proceeds
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Gross proceeds (Note) HK$993.60 million
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Less: Est imated listing expenses payable based
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on Final Offer Price
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HK$(53.47) million
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Net proceeds HK$940.13 million
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Note: Gross proceeds refers to the amount to which the issuer is entitled receive. For details of the use of
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proceeds, please refer to the Prospectus dated October 9, 2025.
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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 OFFER
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No. of valid applications 316,139
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No. of successful applications 21,566
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Subscription level 3,165.1 times
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No. of Offer Shares initially available under the Hong Kong
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Public Offering
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1,150,000
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Final no. of Offer Shares under the Hong Kong Public Offering 1,150,000
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% of Offer Shares under the Hong Kong Public Offering to
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the Global Offering
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10.00%
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Note: For details of the final allocation of shares to the Public Offer, 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
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for the full list of allottees.
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INTERNATIONAL OFFERING
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No. of placees 46
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Subscription Level 6.3 times
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No. of Offer Shares initially available under the International
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Offering
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10,350,000
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Final no. of Offer Shares under the International Offering
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(after reallocation)
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10,350,000
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% of Offer Shares under the International Offering to the
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Global Offering
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90.00%
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The Directors confirm that, to the best of their knowledge, information and belief, (i) none
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of the Offer Shares subscribed by the placees and the public have been financed directly or
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indirectly by the Company, any of the Directors, chief executive of the Company, controlling
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shareholders, substantial shareholders, existing shareholders of the Company or any of
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its subsidiaries or their respective close associates; and (ii) none of the placees and the
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public who have purchased the Offer Shares are accustomed to taking instructions from the
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Company, any of the Directors, chief executive of the Company, controlling shareholders,
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substantial shareholders, existing shareholders of the Company or any of its subsidiaries
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or their respective close associates in relation to the acquisition, disposal, voting or other
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disposition of Shares registered in his/her/its 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 Placing include the following:
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Cornerstone Investors
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Investor
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Number of
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Offer 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 H
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Shares after
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the Global
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Offering
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% of total
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issued share
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capital after
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the Global
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Offering
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Existing
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shareholders
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or their close
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associates
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HARVEST
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INTERNATIONAL
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PREMIUM VALUE
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(SECONDARY MARKET)
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FUND SPC ACTING
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ON BEHALF OF AND
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FOR THE ACCOUNT OF
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HARVEST ORIENTAL SP
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1,981,700 17.23 2.52 2.52 No
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Total 1,981,700 17.23 2.52 2.52
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Note: For further details of the Cornerstone Investors, please refer to the section headed “Cornerstone
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Investor” of the Prospectus.
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ALLOTTEES WITH WAIVERS/CONSENTS OBTAINED
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Investor
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No. of
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H 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
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Shares after
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the Global
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Offering Relationship*
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Allotee with consent under paragraph 1C(1) Placing Guidelines for Equity Securities (Appendix F1 of the Main Board
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Listing Rules) (the “Placing Guidelines”) to connected client
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(Note)
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Huatai Capital Investment Limited (“ HTCI”) 1,892,800 16.46% 2.40% Placee
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Guosen (HK) Financial Products Company Limited 613,400 5.33% 0.78% Placee
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Total 2,506,200 21.79% 3.18%
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Note: For details of the consent under paragraph 1C(1) of the Placing Guidelines in relation to allocations to connected client s, please refer to
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the section headed “OTHERS/ADDITIONAL INFORMATION — Placing to connected client with a prior consent under paragraph 1C(1)
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of the Placing Guidelines” in this announcement.
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LOCK-UP UNDERTAKINGS
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According to the PRC Company Law, all the Shares held by existing Shareholders (including
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the Controlling Shareholders) prior to the Global Offering are subject to a lock-up period of
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one year from the Listing Date.
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--- page 6 ---
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– 6 –
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Controlling Shareholders
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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 lock-up
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undertakings upon
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listing
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% of total issued
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H Shares
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subject to lock-up
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undertakings upon
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listing
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% of
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shareholding in
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the Company
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subject to lock-
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up undertakings
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upon listing
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Last day subject
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to the lock-up
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undertakings
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Kang Xinshan
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(ੰːϭ)
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Note 1
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(“Dr. Kang ”)
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12,752,264 16.20% 16.20% April 19,
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2026 (First
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Six-Month
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Period)
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Note 2
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October 19, 2026
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(Second Six-
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Month Period)
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Note 3
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Feng Yan Note 1
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(“Ms. Feng ”)
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9,918,426 12.60% 12.60% April 19,
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2026 (First
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Six-Month
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Period)
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Note 2
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October 19, 2026
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(Second Six-
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Month Period)
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Note 3
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Xiamen Tairuihe
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Investment Partnership
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(Limited Partnership)
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(इձҳ༟Υྫ
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Υྫ)
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Note 1
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(“Tairuihe
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Investment ”)
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5,000,000 6.35% 6.35% April 19,
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2026 (First
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Six-Month
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Period)
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Note 2
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October 19, 2026
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(Second Six-
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Month Period)
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Note 3
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Subtotal 27,670,690 35.15% 35.15%
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Notes:
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1. As of the date of this announcement, the Company was controlled by (i) Dr. Kang Xinshan, one of the Company’s
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co-founders, chairman of the Board and executive Director, by himself directly and indirectly through Tairuihe
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Investment (the employee incentive share platform of the Company whose general partner is Dr. Kang); and (ii)
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Ms. Feng, the spouse of Dr. Kang, one of the co-founders and serves as the executive Director and deputy general
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manager, pursuant to a marital property agreement dated December 15, 2020 entered into between Dr. Kang and
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Ms. Feng. By virtue of such marital property arrangement, (i) all equity interests held by Dr. Kang in the Company
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shall be considered as communal property acquired during his marriage with Ms. Feng; and (ii) Dr. Kang and Ms.
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Feng have agreed to reach a consensus among themselves through discussion before making any major decisions
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in respect of the Group, and to vote in shareholders meetings on a unanimous basis. Therefore, Dr. Kang, Tairuihe
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Investment and Ms. Feng are deemed to be concert parties (as defined under the Takeovers Code) and are also
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deemed to be the Controlling Shareholders pursuant to the Listing Rules.
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2. In accordance with the relevant Listing Rule/guidance materials, the required lock-up for the First Six-Month
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Period ends on April 19, 2026. The Controlling Shareholders may dispose of or transfer H Shares after the
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indicated date provided that the Controlling Shareholders will not cease to be a Controlling Shareholder, subject
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to compliance with aforementioned applicable requirement under the PRC Company Law.
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3. In accordance with the relevant Listing Rule/guidance materials, the required lock-up for the Second Six-Month
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Period ends on October 19, 2026. The Controlling Shareholder will cease to be prohib ited from disposing of or
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transferring H Shares after the indicated date, subject to compliance with aforementioned applicable requirement
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under the PRC Company Law.
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--- page 7 ---
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– 7 –
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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 lock-up
|
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undertakings upon
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listing
|
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% of total issued
|
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H Shares after the
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Global Offering
|
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subject to lock-up
|
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undertakings upon
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listing
|
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% of
|
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shareholding in
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the Company
|
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subject to lock-
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up undertakings
|
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upon listing
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Last day subject
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to the lock-up
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undertakings
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HARVEST
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INTERNATIONAL
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PREMIUM VALUE
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(SECONDARY
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MARKET) FUND
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SPC ACTING ON
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BEHALF OF AND FOR
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THE ACCOUNT OF
|
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HARVEST ORIENTAL
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SP
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1,981,700 2.52% 2.52% April 19, 2026
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Subtotal 1,981,700 2.52% 2.52%
|
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Other Existing Shareholders
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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 lock-up
|
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undertakings upon
|
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listing
|
||
% of total issued
|
||
H Shares after the
|
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Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
listing
|
||
% of
|
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shareholding in
|
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the Company
|
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subject to lock-
|
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up undertakings
|
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upon listing
|
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Last day subject
|
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to the lock-up
|
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undertakings
|
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Xiamen Zhanhongda
|
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Investment Partnership
|
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(Limited Partnership)
|
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(ᒿ༺ҳ༟Υྫ
|
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Υྫ)
|
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7,593,750 9.65% 9.65% October 19, 2026
|
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Fujian Huaxing Venture
|
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Investment Co., Ltd.
|
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(ࠢ
|
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ʮ̡)
|
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7,000,000 8.89% 8.89% October 19, 2026
|
||
Fuzhou Venture Capital
|
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Co., Ltd. ( ၅ψ̹௴ุҳ
|
||
பʮ̡ )
|
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4,680,000 5.95% 5.95% October 19, 2026
|
||
Xiamen Jindonghong
|
||
Venture Capital
|
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Partnership (Limited
|
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Partnership) (؇ږژ
|
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௴ุҳ༟ΥྫΆุ
|
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Υྫ)
|
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4,485,090 5.70% 5.70% October 19, 2026
|
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|
||
|
||
--- page 8 ---
|
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– 8 –
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Name
|
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Number of
|
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shares held in
|
||
the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
listing
|
||
% of total issued
|
||
H Shares after the
|
||
Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
listing
|
||
% of
|
||
shareholding in
|
||
the Company
|
||
subject to lock-
|
||
up undertakings
|
||
upon listing
|
||
Last day subject
|
||
to the lock-up
|
||
undertakings
|
||
Xiamen Jindongshi
|
||
Venture Capital
|
||
Partnership Enterprise
|
||
(Limited Partnership)
|
||
(ͩ௴ุҳ༟
|
||
Υྫ)
|
||
3,924,610 4.99% 4.99% October 19, 2026
|
||
Xiamen Huaxinyue
|
||
Investment Partnership
|
||
Enterprise (Limited
|
||
Partnership) (ശ㒥
|
||
ࠢ
|
||
Υྫ)
|
||
3,105,060 3.95% 3.95% October 19, 2026
|
||
Xinyu Hongrang
|
||
Investment Management
|
||
Partnership Enterprise
|
||
(Limited Partnership)
|
||
(อЯᒿᘎҳ༟၍ଣΥྫ
|
||
Υྫ)
|
||
2,812,500 3.57% 3.57% October 19, 2026
|
||
Ningbo Free Trade
|
||
Zone Xinrui Investment
|
||
Partnership Enterprise
|
||
(Limited Partnership)
|
||
(ਜ⑂ြҳ༟
|
||
Υྫ)
|
||
2,770,310 3.52% 3.52% October 19, 2026
|
||
Fujian Pharmaceutical
|
||
Group Co., Ltd.
|
||
(ࠢ
|
||
பʮ̡)
|
||
2,320,000 2.95% 2.95% October 19, 2026
|
||
Xinyu Hongpan Equity
|
||
Investment Partnership
|
||
Enterprise (Limited
|
||
Partnership) ( อЯᒿᇂ
|
||
ᛆҳ༟ΥྫΆุ
|
||
Υྫ)
|
||
396,760 0.50% 0.50% October 19, 2026
|
||
|
||
|
||
--- page 9 ---
|
||
– 9 –
|
||
Name
|
||
Number of
|
||
shares held in
|
||
the Company
|
||
subject to lock-up
|
||
undertakings upon
|
||
listing
|
||
% of total issued
|
||
H Shares after the
|
||
Global Offering
|
||
subject to lock-up
|
||
undertakings upon
|
||
listing
|
||
% of
|
||
shareholding in
|
||
the Company
|
||
subject to lock-
|
||
up undertakings
|
||
upon listing
|
||
Last day subject
|
||
to the lock-up
|
||
undertakings
|
||
Zibo Huifu Chuangjing
|
||
Equity Investment
|
||
Partnership Enterprise
|
||
(Limited Partnership)
|
||
(ᛆҳ༟
|
||
Υྫ)
|
||
224,250 0.28% 0.28% October 19, 2026
|
||
Xiamen Tairuihong
|
||
Investment Partnership
|
||
(Limited Partnership)
|
||
(ҳ༟Υྫ
|
||
Υྫ)
|
||
224,250 0.28% 0.28% October 19, 2026
|
||
Subtotal 39,536,580 50.23% 50.23%
|
||
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 1,981,700 19.15% 17.23% 1,981,700 2.52%
|
||
Top 5 6,535,450 63.14% 56.83% 6,535,450 8.30%
|
||
Top 10 9,708,650 93.80% 84.42% 9,708,650 12.34%
|
||
Top 25 10,311,000 99.62% 89.66% 10,311,000 13.10%
|
||
Note:
|
||
* Ranking of placees is based on the number of H Shares allotted to the placees.
|
||
|
||
|
||
--- page 10 ---
|
||
– 10 –
|
||
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 Shares capital
|
||
upon Listing
|
||
Number of
|
||
Shares held
|
||
upon Listing
|
||
Top 1 – 0.00% 0.00% 27,670,690 35.15% 27,670,690
|
||
Top 5 – 0.00% 0.00% 63,988,460 81.30% 63,988,460
|
||
Top 10 5,713,700 55.20% 49.68% 72,696,720 92.36% 72,696,720
|
||
Top 25 10,260,000 99.13% 89.22% 77,467,270 98.42% 77,467,270
|
||
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
|
||
% of total issued
|
||
share capital
|
||
upon Listing
|
||
Top 1 – 0.00% 0.00% 27,670,690 27,670,690 35.15%
|
||
Top 5 – 0.00% 0.00% 63,988,460 63,988,460 81.30%
|
||
Top 10 5,713,700 55.20% 49.68% 72,696,720 72,696,720 92.36%
|
||
Top 25 10,260,000 99.13% 89.22% 77,467,270 77,467,270 98.42%
|
||
Note:
|
||
* Ranking of Shareholders is based on the number of Shares (of all classes) held by the Shareholder upon
|
||
Listing.
|
||
|
||
|
||
--- page 11 ---
|
||
– 11 –
|
||
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:
|
||
Number
|
||
of H Shares
|
||
applied for
|
||
Number
|
||
of valid
|
||
applications
|
||
Pool A Approximate
|
||
percentage
|
||
allotted of the
|
||
total number of
|
||
H Shares applied
|
||
forBasis of allocation/ballot
|
||
50 148,865 1,489 out of 148,865 applicants to receive 50 H Shares 1.00%
|
||
100 36,224 450 out of 36,224 applicants to receive 50 H Shares 0.62%
|
||
150 8,765 124 out of 8,765 applicants to receive 50 H Shares 0.47%
|
||
200 7,033 116 out of 7,033 applicants to receive 50 H Shares 0.41%
|
||
250 6,537 122 out of 6,537 applicants to receive 50 H Shares 0.37%
|
||
300 3,566 74 out of 3,566 applicants to receive 50 H Shares 0.35%
|
||
350 2,093 47 out of 2,093 applicants to receive 50 H Shares 0.32%
|
||
400 2,164 52 out of 2,164 applicants to receive 50 H Shares 0.30%
|
||
450 1,596 41 out of 1,596 applicants to receive 50 H Shares 0.29%
|
||
500 12,821 347 out of 12,821 applicants to receive 50 H Shares 0.27%
|
||
600 2,849 86 out of 2,849 applicants to receive 50 H Shares 0.25%
|
||
700 1,803 59 out of 1,803 applicants to receive 50 H Shares 0.23%
|
||
800 1,749 61 out of 1,749 applicants to receive 50 H Shares 0.22%
|
||
900 1,538 58 out of 1,538 applicants to receive 50 H Shares 0.21%
|
||
1,000 8,440 333 out of 8,440 applicants to receive 50 H Shares 0.20%
|
||
1,500 3,849 189 out of 3,849 applicants to receive 50 H Shares 0.16%
|
||
2,000 3,154 181 out of 3,154 applicants to receive 50 H Shares 0.14%
|
||
2,500 2,609 169 out of 2,609 applicants to receive 50 H Shares 0.13%
|
||
3,000 2,083 149 out of 2,083 applicants to receive 50 H Shares 0.12%
|
||
3,500 1,494 116 out of 1,494 applicants to receive 50 H Shares 0.11%
|
||
4,000 1,634 137 out of 1,634 applicants to receive 50 H Shares 0.10%
|
||
4,500 1,209 108 out of 1,209 applicants to receive 50 H Shares 0.10%
|
||
5,000 3,143 296 out of 3,143 applicants to receive 50 H Shares 0.09%
|
||
6,000 2,565 267 out of 2,565 applicants to receive 50 H Shares 0.09%
|
||
7,000 1,644 186 out of 1,644 applicants to receive 50 H Shares 0.08%
|
||
8,000 1,686 205 out of 1,686 applicants to receive 50 H Shares 0.08%
|
||
9,000 1,402 182 out of 1,402 applicants to receive 50 H Shares 0.07%
|
||
10,000 9,486 1,299 out of 9,486 applicants to receive 50 H Shares 0.07%
|
||
20,000 4,522 901 out of 4,522 applicants to receive 50 H Shares 0.05%
|
||
30,000 2,878 714 out of 2,878 applicants to receive 50 H Shares 0.04%
|
||
40,000 2,902 842 out of 2,902 applicants to receive 50 H Shares 0.04%
|
||
50,000 6,418 2,100 out of 6,418 applicants to receive 50 H Shares 0.03%
|
||
|
||
Total 298,721 Total number of Pool A successful applicants: 11,500
|
||
|
||
|
||
--- page 12 ---
|
||
– 12 –
|
||
Number
|
||
of H Shares
|
||
applied for
|
||
Number
|
||
of valid
|
||
applications
|
||
Pool B Approximate
|
||
percentage
|
||
allotted of the
|
||
total number of
|
||
H Shares applied
|
||
forBasis of allocation/ballot
|
||
60,000 4,046 1,409 out of 4,046 applicants to receive 50 H Shares 0.03%
|
||
70,000 1,534 597 out of 1,534 applicants to receive 50 H Shares 0.03%
|
||
80,000 1,233 528 out of 1,233 applicants to receive 50 H Shares 0.03%
|
||
90,000 932 435 out of 932 applicants to receive 50 H Shares 0.03%
|
||
100,000 4,368 2,197 out of 4,368 applicants to receive 50 H Shares 0.03%
|
||
200,000 2,362 1,957 out of 2,362 applicants to receive 50 H Shares 0.02%
|
||
300,000 806 50 H Shares plus 88 out of 806 applicants to receive
|
||
an additional 50 H Shares
|
||
0.02%
|
||
400,000 631 50 H Shares plus 230 out of 631 applicants to receive
|
||
an additional 50 H Shares
|
||
0.02%
|
||
500,000 280 50 H Shares plus 169 out of 280 applicants to receive
|
||
an additional 50 H Shares
|
||
0.02%
|
||
575,000 1,226 50 H Shares plus 947 out of 1,226 applicants to receive
|
||
an additional 50 H Shares
|
||
0.02%
|
||
|
||
Total 17,418 Total number of Pool B successful applicants: 10,066
|
||
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 13 ---
|
||
– 13 –
|
||
COMPLIANCE WITH LISTING RULES AND GUIDANCE
|
||
The Directors confirm that, except for the Listing Rules that have been waived and/or in
|
||
respect of which consent has been obtained, the Company has complied with the Listing Rules
|
||
and guidance materials in relation to the placing, allotment and listing of the Company’s
|
||
shares.
|
||
The Directors confirm that, to the best of their knowledge, the consideration paid by
|
||
the placees or the public (as the case may be) directly or indirectly for each Offer Share
|
||
subscribed for or purchased by them was the same as the final Offer Price in addition to any
|
||
brokerage, AFRC transaction levy, SFC transaction levy and Hong Kong Stock Exchange
|
||
trading fee payable.
|
||
OTHERS/ADDITIONAL INFORMATION
|
||
Placing to connected client with a prio r 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
|
||
Whether the connected
|
||
clients 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 as a placee
|
||
under the
|
||
International
|
||
Offering
|
||
Approximate
|
||
percentage of total
|
||
number of Offer
|
||
Shares under the
|
||
Global Offering
|
||
Approximate
|
||
percentage of
|
||
total issued
|
||
share capital
|
||
immediately
|
||
following the
|
||
Global Offering
|
||
1. Huatai Financial Holdings
|
||
(Hong Kong) Limited
|
||
(“HTFH”)
|
||
HTCI
|
||
(1) HTCI is a member of
|
||
the same group of
|
||
companies as HTFH.
|
||
Non-discretionary basis 1,892,800 16.46% 2.40
|
||
2. Guosen Securities (HK)
|
||
Brokerage Company,
|
||
Limited (“ Guosen
|
||
Securities ”)
|
||
Guosen (HK) Financial
|
||
Products Company
|
||
Limited (“ Guosen
|
||
Financial
|
||
Products ”)
|
||
(2)
|
||
Guosen Financial Products
|
||
is a member of the same
|
||
group of companies as
|
||
Guosen Securities.
|
||
Non-discretionary basis 613,400 5.33% 0.78%
|
||
|
||
|
||
--- page 14 ---
|
||
– 14 –
|
||
Note:
|
||
1. 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 Co., Ltd. (“ 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 subsidiary, HTCI, to
|
||
set out the principal terms of any future total return swap between Huatai Securities and HTCI.
|
||
HTFH is one of the Joint Sponsor, Overall Coordinator, Joint Global Coordinator, Joint Bookrunners and
|
||
Joint Lead Managers 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 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 Ultimate Clients (as defined below),
|
||
by which, HTCI will pass the full economic exposure of the Offer Shares to the Huatai Ultimate Clients,
|
||
which in effect, HTCI will hold the beneficial interest of the Offer Shares on behalf of the Huatai Ultimate
|
||
Clients. HTFH, one of the Joint Bookrunners of the Global Offering, and HTCI are indirectly wholly-
|
||
owned subsidiaries of Huatai Securities. Accordingly, HTCI is considered as a “connected client” of
|
||
HTFH pursuant to paragraph 1(B)7 of the Placing Guidelines.
|
||
Pursuant to the Cross-border Derivatives Trading Regime, the onshore investors (the “ Huatai Ultimate
|
||
Clients ”) cannot directly subscribe for the Offer Shares but may invest in derivative products issued by
|
||
domestic securities firms licensed 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 Ultimate Clients will place a total return swap order (the “ Client TRS ”) with Huatai
|
||
Securities in connection with the Company’s 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 Company’s IPO and subscribes the Offer Shares through placing order with
|
||
HTFH during the International Offering.
|
||
To the best of knowledge of HTCI and after making all reasonable enquiries, each of the Huatai Ultimate
|
||
Clients is an independent third party of the Company, its subsidiaries, its substantial shareholders, HTCI,
|
||
HTFH and the companies which are members of the same group of HTFH.
|
||
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 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,
|
||
all economic returns of the Offer Shares will be passed to the Huatai Ultimate Clients through the Back-
|
||
to-back TRS and the Client TRS and all economic loss shall be borne by the Huatai Ultimate Clients.
|
||
HTCI will not take any economic return or bear any economic loss in relation to the Offer Shares.
|
||
|
||
|
||
--- page 15 ---
|
||
– 15 –
|
||
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 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 Ultimate Clients would
|
||
bear the exchange rate exposure of the profit and loss on settlement date.
|
||
The Huatai Ultimate Clients 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. Upon the termination upon maturity or early termination of the Client
|
||
TRS by the Huatai Ultimate Clients, HTCI will dispose the Offer Shares on the secondary market and the
|
||
Huatai Ultimate Clients will receive a final termination amount of the Back-to-back 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 Ultimate Clients intend to extend the investment period,
|
||
subject to further agreement between Huatai Securities and the relevant Huatai 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 Ultimate Clients, each being an onshore client who places a
|
||
Client TRS order with Huatai Securities in connection with the IPO of the Company. Due to its internal
|
||
policy, 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 (as further described below).
|
||
As permitted under the contractual arrangement with the Huatai Ultimate Clients, 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 to be
|
||
passed to the Huatai Ultimate Clients will remain unchanged.
|
||
(2) Guosen Securities has been acting as a joint bookrunner and joint lead manager of the Global Offering.
|
||
Guosen Securities and Guosen Financial Products are both wholly-owned by Guosen Securities (Hong
|
||
Kong) Financial Holdings Co., Ltd. which in turn is wholly-owned by Guosen Securities Co., Ltd. (ڦ
|
||
ʮ̡ ) (002736.SZ). Accordingly, the Guosen Financial Products is considered a “connected
|
||
client” of Guosen Securities pursuant to paragraph 1B(7) of the Placing Guidelines.
|
||
Guosen Financial Products shall hold the Offer Shares on a non-discretionary basis for a note (“ Note”) to
|
||
be entered into between, amongst others, Guosen Financial Products as the note issuer, and CTI Capital
|
||
Management Ltd. (“ CTI Capital ”) and Gulf Ocean Special Opportunities I Limited (“ Gulf Ocean ”) as
|
||
the economic interest owners. CTI Capital, acting as the preferential noteholder, is entitled to receive a
|
||
fixed return of 10% from the Company’s H Shares. Gulf Ocean, is acting as the residual noteholder of the
|
||
Note. Except for the aforesaid fixed return of 10% entitled by CTl Capital, Gulf Ocean is entitled to all the
|
||
floating returns from the Company’s H Shares.
|
||
To the best knowledge of Guosen Financial Products, each of CTI Capital and Gulf Oceanis an
|
||
independent third party of the Company and Guosen Financial Products.
|
||
|
||
|
||
--- page 16 ---
|
||
– 16 –
|
||
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 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 October 9, 2025 issued
|
||
by Fujian Haixi Pharmaceuticals Co., Ltd. for detailed information about the Global
|
||
Offering described below before deciding whether or not to invest in the Shares thereby
|
||
being offered.
|
||
* Potential investors of the Offer Shares should note that the Joint Representatives (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 — 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
|
||
October 20, 2025).
|
||
|
||
|
||
--- page 17 ---
|
||
– 17 –
|
||
PUBLIC FLOAT
|
||
Upon the completion of the Global Offering and Conversion of Unlisted Shares into H
|
||
Shares, the H Shares held by certain of our Shareholders, or directly or indirectly controlled
|
||
by our core connected persons, will not be counted towards the public float. Details of these
|
||
Shareholders are set out below:
|
||
(i) Dr. Kang and Ms. Feng, both being our executive Directors and core connected persons,
|
||
the Shares held by them will not be counted towards the public float;
|
||
(ii) Tairuihe Investment is controlled by its general partner, Dr. Kang, our executive
|
||
Directors and core connected person. Therefore, the Shares held by Tairuihe Investment
|
||
will not be counted towards the public float;
|
||
(iii) Mr. Tu Liandong (؇is the general partner of Zhanhongda Investment. Meanwhile,
|
||
the general partner of Jindongshi Capital and Jindonghong Capital is Jindongshi
|
||
Management, which is controlled by Mr. Tu Liandong. Therefore, each of Zhanhongda
|
||
Investment, Jindongshi Capital and Jindonghong Capital is ultimately controlled by Mr.
|
||
Tu Liandong. As Mr. Tu Liandong will, collectively and indirectly, hold over 10% of
|
||
our total issued Shares immediately following completion of the Global Offering, the
|
||
Shares held by each of Zhanhongda Investment, Jindongshi Capital and Jindonghong
|
||
Capital will not be counted towards the public float; and
|
||
(iv) Fujian SASAC being controlled by Fujian Provincial Government is the ultimate
|
||
controller of Huaxing Venture and Fujian Pharmaceutical Group. The ultimate controller
|
||
of Fuzhou Capital is Fuzhou Municipal Finance Bureau (҅ ), which is
|
||
ultimately administered and supervised by Fujian Provincial Government. As Huaxing
|
||
Venture, Fujian Pharmaceutical Group and Fuzhou Capital will collectively hold over
|
||
10% of our total issued Shares immediately following completion of the Global Offering,
|
||
the Shares held by each of Huaxing Venture, Fujian Pharmaceutical Group and Fuzhou
|
||
Capital will not be counted towards the public float.
|
||
Immediately following the completion of the Global Offering, an aggregate of 21,033,130 H
|
||
Shares, representing approximately 26.72% of the total number of shares in the class to which
|
||
H Shares belong of our Company will be counted towards the public float. Therefore, the
|
||
number of H Shares held in public hands is higher than the prescribed percentage of H Shares
|
||
required to be held in public hands of 22.06% of the total number of shares in the class to
|
||
which H Shares belong under Rule 19A.13A(1) of the Listing Rules.
|
||
Based on the final Offer Price of HK$86.40 per H Share, the Company satisfies the free float
|
||
requirement under Rule 19A.13C(1) of the Listing Rules.
|
||
The Directors confirm that, immediately following the completion of the Global Offering: (i)
|
||
no placee will, individually, be placed more than 10% of the enlarged issued share capital of
|
||
our Company; (ii) there will not be any new substantial Shareholder (as defined in the Listing
|
||
Rules) of our Company; (iii) the three largest public shareholders of the Company do not hold
|
||
more than 50% of the H Shares in public hands at the time of the Listing in compliance with
|
||
Rules 8.08(3) and 8.24 of the Listing Rules; and (iv) there will be at least 300 Shareholders at
|
||
the time of the Listing in compliance with Rule 8.08(2) of the Listing Rules.
|
||
|
||
|
||
--- page 18 ---
|
||
– 18 –
|
||
COMMENCEMENT OF DEALINGS
|
||
The H Share certificates will only become valid evidence of title at 8:00 a.m. on Monday,
|
||
October 20, 2025 (Hong Kong time), provided that the Global Offering has become
|
||
unconditional and the right of termination described in the section headed “Underwriting”
|
||
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. in Hong
|
||
Kong on Monday, October 20, 2025, it is expected that dealings in the H Shares on the Stock
|
||
Exchange will commence at 9:00 a.m. on Monday, October 20, 2025. The H Shares will be
|
||
traded in board lots of 50 H Shares each and the stock code of the H Shares will be 2637.
|
||
By order of the Board
|
||
Fujian Haixi Pharmaceuticals Co., Ltd.
|
||
ʮ̡
|
||
Dr. Kang Xinshan
|
||
Chairman and Executive Director
|
||
Hong Kong, October 17, 2025
|
||
Directors of the Company named in the application to which this announcement relates are:
|
||
(i) Dr. Kang Xinshan, Ms. Feng Yan, Dr. Chen Guangming and Dr. Chen Shuyi as executive
|
||
Directors; (ii) Mr. Xu Dong and Mr. Wang Xinkun as non-executive Directors; and (iii)
|
||
Mr. Gong Weimin, Ms. Wang Shanshan and Ms. Pu Meiting as independent non-executive
|
||
Directors.
|
||
This announcement is available for viewing on the Company’s website at https://hxpharma.com/
|
||
and the Stock Exchange’s website at www.hkexnews.hk.
|