6d05056609
Request: - Use archivist to close the 137 T1 ipo_demand source-only gaps using extracted PDF text. Changes: - Add an incremental T1 demand text backfill script. - Parse existing allotment-result extracted text into ipo_demand. - Archive linked Summary PDFs from old HKEX HTML allotment-result pages. - Correct allotment-result selection to prefer primary result announcements over clarification or supplemental notices. - Add robust line-aware allotment parsing and document the workflow in archivist and README. - Record the backfill result in a report. Execution: - Selected 137 source-only T1 demand gaps. - Wrote 137 ipo_demand rows, increasing ipo_demand from 154 to 291 rows. - Archived 38 new HKEX allotment-result PDFs and extracted their text. - Confirmed an incremental rerun selects 0 gaps and writes 0 rows. Verification: - Ran git diff --cached --check. - Ran py_compile for archive_hkex_documents.py and backfill_t1_demand_from_text.py. - Checked SQLite integrity and foreign keys. - Confirmed DB row counts match CSV snapshots. - Verified no T1 complete row is missing ipo_demand. - Verified source_refs paths/files/hashes and PDF extracted-text manifest hashes. Next useful context: - T1 demand structure is complete for listed rows; 06106 and 06675 remain pending_not_due. - T2 grey-market and due price-performance gaps remain separate archivist priorities. - Analyst output should be regenerated before using the new T1 demand facts for scoring.
655 lines
37 KiB
Plaintext
655 lines
37 KiB
Plaintext
--- page 1 ---
|
||
3
|
||
ANNOUNCEMENT OF OFFER PRICE AND
|
||
ALLOTMENT RESULTS
|
||
SUMMARY
|
||
Offer Price
|
||
• The final Offer Price has been determined at HK$1.04 per Offer Share (exclusive of
|
||
brokerage of 1.0%, SFC transaction levy of 0.0027%, Stock Exchange trading fee of
|
||
0.00565% and AFRC transaction levy of 0.00015%).
|
||
Net Proceeds from the Global Offering
|
||
• Based on the Offer Price of HK$1.04 per Offer Share, the net proceeds from the Global
|
||
Offering to be received by the Company, after deduction of the underwriting fees and
|
||
commissions and other estimated expenses paid and payable by the Company in relation
|
||
to the Global Offering, are estimated to be approximately HK$72.1 million. The Company
|
||
intends to use the net proceeds from the Global Offering in the manner as set out in the
|
||
section headed “Net Proceeds from the Global Offering ” in this announcement.
|
||
Applications and Indications of Interest Received in the Public Offer
|
||
• The Public Offer Shares initially offered under the Public Offer have been significantly
|
||
over-subscribed. A total of 5,017 valid applications have been received pursuant to
|
||
the Public Offer through the HK eIPO White Form service and through the CCASS
|
||
EIPO service for a total of 157,756,000 Public Offer Shares, representing approximately
|
||
12.62 times of the total number of 12,500,000 Public Offer Shares initially available for
|
||
subscription under the Public Offer.
|
||
• As the over-subscription in the Public Offer represents less than 15 times the number of
|
||
the Offer Shares initially available for subscription under the Public Offer, no reallocation
|
||
procedure as disclosed in the section headed “Structure and Conditions of the Global
|
||
Offering – The Public Offer – Reallocation ” in the Prospectus has been applied and no
|
||
Offer Shares have been reallocated from the Placing to the Public Offer. The final number
|
||
of Offer Shares under the Public Offer is 12,500,000 Shares, representing approximately
|
||
10% of the total number of Offer Shares initially available under the Global Offering,
|
||
and being allocated to 1,331 successful applicants under the Public Offer, 315 of which
|
||
have been allocated one board lot of Shares totaling 1,260,000 Shares, representing
|
||
approximately 10.08% of the total Offer Shares under the Public Offer.
|
||
Placing
|
||
• The Offer Shares initially offered under the Placing have been slightly over-subscribed,
|
||
representing approximately 1.09 times of the total number of Offer Shares initially
|
||
available under the Placing. The final number of Offer Shares under the Placing is
|
||
112,500,000 Shares, representing approximately 90% of the total number of Offer Shares
|
||
initially available under the Global Offering.
|
||
• There are a total of 155 placees under the Placing, among which 83 placees, representing
|
||
approximately 53.55% of the total number of placees under the Placing, have been
|
||
allotted five or fewer board lots of Offer Shares, totalling 340,000 Shares, representing
|
||
approximately 0.30% of the total number of the Offer Shares available under the Placing.
|
||
A total of 81 placees have been allotted one board lot of Offer Shares, totaling 324,000
|
||
Shares, representing approximately 0.29% of the total number of the Offer Shares available
|
||
under the Placing.
|
||
|
||
|
||
--- page 2 ---
|
||
4
|
||
Confirmations Regarding Public Shareholders in the Public Offer and Placees in the
|
||
Placing
|
||
• To the best knowledge, information and belief of the Directors, no Offer Shares placed
|
||
by or through the Sole Overall Coordinator, the Joint Global Coordinators, the Joint
|
||
Bookrunners, the Joint Lead Managers, or the Underwriters under the Global Offering
|
||
have been placed with applicants or their respective ultimate beneficial owners who are
|
||
core connected persons (as defined in the Listing Rules) of the Company or Directors
|
||
of the Company, or to any connected clients (as set out in paragraph 5(1) of the Placing
|
||
Guidelines), or persons set out in paragraph 5(2) of the Placing Guidelines, whether in their
|
||
own names or through nominees. The Placing is in compliance with the Placing Guidelines.
|
||
• The Directors confirm that, to the best of their knowledge, information and belief, (i) none
|
||
of the Offer Shares subscribed by public Shareholders in the Public Offer and placees in
|
||
the Placing has been financed directly or indirectly by the Company, any of the Directors,
|
||
chief executive of the Company, the Controlling Shareholders, the substantial Shareholders,
|
||
the existing Shareholders or any of their subsidiaries or their respective close associates;
|
||
(ii) none of the public Shareholders in the Public Offer and placees in the Placing who has
|
||
subscribed for the Offer Shares is accustomed to taking instructions from the Company,
|
||
any of the Directors, chief executive of the Company, the Controlling Shareholders,
|
||
the substantial Shareholders, the existing Shareholders or any of their subsidiaries or
|
||
their respective close associates in relation to the acquisition, disposal, voting or other
|
||
disposition of the Shares registered in their name or otherwise held by them; (iii) no rebate
|
||
or other benefits has been or will be, directly or indirectly, provided by the Company, the
|
||
Directors, chief executive of the Company, the Controlling Shareholders, the substantial
|
||
Shareholders, the existing Shareholders or any of their subsidiaries, or their respective close
|
||
associates, or syndicate members or any brokers or underwriters to any public Shareholders
|
||
in the Public Offer or placees and their associates in the Placing; (iv) the consideration
|
||
payable by the public Shareholders in the Public Offer and placees in the Placing for
|
||
each Offer Share subscribed for or purchased by them is the same as the final Offer Price
|
||
as determined by the Company, in addition to brokerage of 1.0%, SFC transaction levy
|
||
of 0.0027%, AFRC transaction levy of 0.00015% and Stock Exchange trading fee of
|
||
0.00565%; and (v) there is no side agreement or arrangement between the Company, any of
|
||
the Directors, chief executive of the Company, the Controlling Shareholders, the substantial
|
||
Shareholders, the existing Shareholders or any of their subsidiaries or their respective close
|
||
associates or syndicate members or any other brokers or underwriters, on one hand, and the
|
||
public subscribers or the placee who has subscribed for the Offer Shares, on the other hand.
|
||
|
||
|
||
--- page 3 ---
|
||
5
|
||
• None of the Sole Sponsor, the Sole Overall Coordinator, the Joint Global Coordinators,
|
||
the Joint Bookrunners, the Joint Lead Managers, the Underwriters, and their respective
|
||
affiliated companies and connected clients of the lead broker or of any distributors (as
|
||
defined in the Placing Guidelines) has taken up any Offer Shares for its own benefit under
|
||
the Global Offering.
|
||
Lock-up Undertakings
|
||
• Each of the Company and the Controlling Shareholders is subject to certain lock-
|
||
up undertakings as set out in the section headed “Lock-up Undertakings ” in this
|
||
announcement.
|
||
Results of Allocations
|
||
• The final Offer Price, the level of indications of interest in the Placing, the level
|
||
of applications in the Public Offer and the basis of allocation of the Public Offer
|
||
Shares will be published on Thursday, 9 November 2023 on the Company ’s
|
||
website at www.youmeimu.com and the website of the Stock Exchange at
|
||
www.hkexnews.hk .
|
||
• The results of allocations of the Public Offer Shares and the Hong Kong identity card
|
||
numbers, passport numbers, Hong Kong business registration numbers or certificate of
|
||
incorporation numbers of successful applicants (under the Public Offer where applicable)
|
||
will be available at the times and dates and in the manner set out below:
|
||
(i) in the announcement to be posted on our Company ’s website and the website of the
|
||
Stock Exchange at www.youmeimu.com and www.hkexnews.hk , respectively on
|
||
Thursday, 9 November 2023;
|
||
(ii) from the “IPO Results ” function in the IPO App and the designated results of
|
||
allocations website at www.tricor.com.hk/ipo/result or www.hkeipo.hk/IPOResult
|
||
with a “search by ID ” function on a 24-hour basis from 8:00 a.m. on Thursday, 9
|
||
November 2023 to 12:00 midnight on Wednesday, 15 November 2023; and
|
||
(iii) from the allocation results telephone enquiry line by calling +852 3691 8488 between
|
||
9:00 a.m. and 6:00 p.m. from Thursday, 9 November 2023 to Tuesday, 14 November
|
||
2023 (excluding Saturday, Sunday and public holiday in Hong Kong).
|
||
|
||
|
||
--- page 4 ---
|
||
6
|
||
• This announcement contains a list of identification document numbers. Identification
|
||
document numbers shown in the section headed “Results of Applications Made by HK
|
||
eIPO White Form ” in this announcement refer to Hong Kong identity card numbers,
|
||
passport numbers, Hong Kong business registration numbers, certificate of incorporation
|
||
numbers, beneficial owner identification codes (if such applications are made by nominees
|
||
as agent for the benefit of another person) whereas those displayed in the section headed
|
||
“Results of Applications Made by Giving Electronic Application Instructions to HKSCC
|
||
via CCASS ” in this announcement are provided by CCASS Participants via CCASS.
|
||
Therefore, the identification document numbers shown in the two sections are different
|
||
in nature. Please note that the list of identification document numbers set out in this
|
||
announcement may not be a complete list of successful applicants since only successful
|
||
applicants whose identification document numbers are provided to HKSCC by CCASS
|
||
Participants or via the HK eIPO White Form service are disclosed. Applicants with
|
||
beneficial names only but not identification document numbers are not disclosed due to
|
||
personal privacy issue as elaborated below. Applicants who applied for the Public Offer
|
||
Shares through their brokers or nominees can consult their brokers or nominees to enquire
|
||
about their application results;
|
||
• Since applications are subject to personal information collection statements, beneficial
|
||
owner identification codes displayed in the sections headed “Results of Applications Made
|
||
by HK eIPO White Form ” and “Results of Applications Made by Giving Electronic
|
||
Application Instructions to HKSCC via CCASS ” are redacted and not all details of
|
||
applications are disclosed in this announcement.
|
||
Dispatch/Collection of Share Certificates/e-Auto Refund Payment Instructions/Refund
|
||
Checks
|
||
• Applicants who have applied for 1,000,000 Public Offer Shares or more through the HK
|
||
eIPO White Form service and who have been wholly or partially successfully allocated
|
||
Public Offer Shares, may collect Share certificate(s) (where applicable) in person from the
|
||
Hong Kong Branch Share Registrar, Tricor Investor Services Limited, at 17/F, Far East
|
||
Finance Centre, 16 Harcourt Road, Hong Kong, from 9:00 a.m. to 1:00 p.m. on Thursday, 9
|
||
November 2023, or any other place or date notified by the Company as the date of dispatch
|
||
or collection of Share certificates.
|
||
• Applicants being individuals who are eligible for personal collection must not authorise any
|
||
other person to collect on their behalf. Corporate applicants which are eligible for personal
|
||
collection must attend by their authorised representative bearing letters of authorization
|
||
from their corporations stamped with the corporations ’ chops. Both individuals and
|
||
authorised representatives must produce, at the time of collection, evidence of identity
|
||
acceptable to Tricor Investor Services Limited.
|
||
• Share certificates for Public Offer Shares allotted to applicants who applied for less than
|
||
1,000,000 Public Offer Shares through the HK eIPO White Form service are expected
|
||
to be dispatched to those entitled to the addresses specified in the relevant application
|
||
instructions by ordinary post at their own risk on or before Thursday, 9 November 2023.
|
||
• Share certificates for Public Offer Shares allotted to applicants who applied through the
|
||
HK eIPO White Form service which are either not available for personal collection or
|
||
which are available but are not collected in person by 1:00 p.m. on Thursday, 9 November
|
||
2023 are expected to be despatched by ordinary post to those entitled to the address
|
||
specified in the relevant application at their own risk on or before Thursday, 9 November
|
||
2023.
|
||
|
||
|
||
--- page 5 ---
|
||
7
|
||
• Wholly or partially successful applicants who applied by giving electronic application
|
||
instructions to HKSCC via CCASS will have their Share certificates issued in the name of
|
||
HKSCC Nominees Limited and deposited into CCASS for credit to their CCASS Investor
|
||
Participant stock accounts or the stock accounts of their designated CCASS Participants
|
||
who gave electronic application instructions on their behalf on Thursday, 9 November
|
||
2023.
|
||
• Applicants who applied through a designated CCASS Participant (other than a CCASS
|
||
Investor Participant) should check the number of Public Offer Shares allocated to them
|
||
with that CCASS Participant.
|
||
• Applicants who applied as a CCASS Investor Participant by giving electronic application
|
||
instructions to HKSCC via CCASS should check and report any discrepancies to HKSCC
|
||
before 5:00 p.m. on Thursday, 9 November 2023, or such other date as shall be determined
|
||
by HKSCC or HKSCC Nominees. Applicants who applied as a CCASS Investor Participant
|
||
by giving electronic application instructions to HKSCC via CCASS may also check
|
||
the results of their applications and the amount of refund monies payable to them via the
|
||
CCASS Phone System and the CCASS Internet System (under the procedures contained
|
||
in HKSCC ’s “An Operating Guide for Investor Participants ” in effect from time to
|
||
time). Immediately after the crediting of the Public Offer Shares to the CCASS Investor
|
||
Participants stock accounts and the credit of refund monies to the CCASS Investor
|
||
Participants bank accounts, HKSCC will also make available to the CCASS Investor
|
||
Participants an activity statement showing the number of Public Offer Shares credited to
|
||
their stock accounts and the refund amount credited to their respective designated bank
|
||
accounts (if any).
|
||
• Applicants who applied through the HK eIPO White Form service and paid the
|
||
application monies from a single bank account will have refund monies (if any) despatched
|
||
to their application payment accounts in the form of e-Auto Refund payment instructions on
|
||
Thursday, 9 November 2023. Applicants who applied through the HK eIPO White Form
|
||
service and paid the application monies from multiple bank accounts will have refund
|
||
monies (if any) despatched to the addresses specified in their application instructions in
|
||
the form of refund check(s) in favour of the applicant (or, in the case of joint applications,
|
||
the first-named applicant) by ordinary post at their own risk on or before Thursday, 9
|
||
November 2023. No interest will be paid thereon.
|
||
• Refund monies (if any) for applicants who have applied by giving electronic application
|
||
instructions to HKSCC via CCASS are expected to be credited to the relevant applicants ’
|
||
designated bank accounts or the designated bank accounts of their brokers or custodians on
|
||
Thursday, 9 November 2023.
|
||
• Share certificates will only become valid at 8:00 a.m. on Friday, 10 November 2023
|
||
(Hong Kong time), provided that the Global Offering has become unconditional in all
|
||
respects at or before that time and the right of termination described in the section headed
|
||
“Underwriting – Underwriting Arrangements and Expenses – Public Offer – Grounds for
|
||
Termination ” in the Prospectus has not been exercised. Investors who trade Shares on
|
||
the basis of publicly available allocation details before the receipt of share certificates or
|
||
before the share certificates becoming evidence do so entirely at their own risk.
|
||
|
||
|
||
--- page 6 ---
|
||
8
|
||
• The Company will not issue any temporary documents of title in respect of the Offer
|
||
Shares and will not issue any receipt for application monies received.
|
||
Public Float
|
||
• Immediately following the completion of the Global Offering, approximately 25% of
|
||
the total issued Shares will be held by the public, including Mr. Shen and Mr. Nie, in
|
||
compliance with the requirements under Rule 8.08 of the Listing Rules.
|
||
• The Directors confirm that immediately after the Global Offering, (i) at least 25% of the
|
||
Company ’s enlarged issued share capital will be held by the public hands, including Mr.
|
||
Shen and Mr. Nie, in compliance with Rule 8.08(1) of the Listing Rules; (ii) no placee will,
|
||
individually, be placed more than 10% of the enlarged issued share capital of the Company;
|
||
(iii) there will not be any new substantial shareholder (as defined in the Listing Rules) of
|
||
the Company; (iv) the three largest public Shareholders will not hold more than 50% of the
|
||
shares held in public hands at the time of the Listing in compliance with Rules 8.08(3) and
|
||
8.24 of the Listing Rules; and (v) there will be at least 300 Shareholders at the time of the
|
||
Listing in compliance with Rule 8.08(2) of the Listing Rules.
|
||
Commencement of Dealings
|
||
• Assuming that the Global Offering becomes unconditional in all respects at or before 8:00
|
||
a.m. on Friday, 10 November 2023 (Hong Kong time), dealings in the Shares on the Stock
|
||
Exchange will commence at 9:00 a.m. on Friday, 10 November 2023 (Hong Kong time).
|
||
The Shares will be traded in board lots of 4,000 Shares each. The stock code of the Shares
|
||
is 1111.
|
||
In view of the high concentration of shareholding in a small number of Shareholders,
|
||
Shareholders and prospective investors should be aware that the price of the Shares could
|
||
move substantially even with a small number of Shares traded, and should exercise extreme
|
||
caution when dealing in Shares.
|
||
OFFER PRICE
|
||
The Offer Price is HK$1.04 per Offer Share (exclusive of brokerage of 1.0%, SFC transaction levy
|
||
of 0.0027%, Stock Exchange trading fee of 0.00565% and AFRC transaction levy of 0.00015%).
|
||
NET PROCEEDS FROM THE GLOBAL OFFERING
|
||
Based on the Offer Price of HK$1.04 per Offer Share, the net proceeds from the Global Offering
|
||
to be received by the Company, after deduction of the underwriting fees and commissions and
|
||
the other estimated expenses payable by the Company in connection with the Global Offering,
|
||
are estimated to be approximately HK$72.1 million. The estimated total Listing expenses are
|
||
approximately HK$57.9 million, or 44.5% of the gross proceeds of the Global Offering, comprising
|
||
underwriting-related expenses of approximately HK$7.8 million, expenses of legal advisors and
|
||
the Reporting Accountant of approximately HK$27.5 million, and other fees and expenses of
|
||
approximately HK$22.6 million.
|
||
|
||
|
||
--- page 7 ---
|
||
9
|
||
The Company intends to apply the net proceeds as follows:
|
||
• approximately 30.7%, or HK$22.1 million, is expected to be used to strengthen our data
|
||
analytical capabilities and further enhance our branding services, consisting of:
|
||
(i) approximately 20.1%, or HK$14.5 million is expected to be used to establish our
|
||
branding data platform and R&D database;
|
||
(ii) approximately 9.7%, or HK$7.0 million, is expected to be used to acquire more
|
||
comprehensive market and industry data; and
|
||
(iii) approximately 0.9%, or HK$0.6 million, is expected to be used for recruitment of
|
||
additional staff for our R&D department;
|
||
• approximately 20.7%, or HK$14.9 million, is expected to be used to expand our online media
|
||
advertising services, consisting of:
|
||
(i) approximately 6.5%, or HK$4.7 million is expected to be used to enhance our online
|
||
advertising platform; and
|
||
(ii) approximately 14.2%, or HK$10.2 million, is expected to be used to develop our in-
|
||
house content production capabilities;
|
||
• approximately 26.6%, or HK$19.2 million, is expected to be used to expand the geographical
|
||
reach of our services, consisting of:
|
||
(i) approximately 13.3%, or HK$9.6 million is expected to be used to set up our Beijing
|
||
office; and
|
||
(ii) approximately 13.3%, or HK$9.6 million, is expected to be used to set up our Shanghai
|
||
office;
|
||
• approximately 13.5%, or HK$9.7 million, is expected to be used to improve our brand
|
||
recognition and increase our marketing efforts; and
|
||
• approximately 8.5%, or HK$6.2 million, is expected to be used for our working capital and
|
||
general corporate purposes.
|
||
For further information, please refer to the section headed “Future Plans and Use of Proceeds ” in
|
||
the Prospectus.
|
||
|
||
|
||
--- page 8 ---
|
||
10
|
||
APPLICATIONS AND INDICATIONS OF INTEREST RECEIVED IN THE PUBLIC
|
||
OFFER
|
||
The Public Offer Shares initially available under the Public Offer have been significantly over-
|
||
subscribed. At the close of the application lists at 12:00 noon on Friday, 3 November 2023, a total
|
||
of 5,017 valid applications have been received pursuant to the Public Offer through the HK eIPO
|
||
White Form service and through the CCASS EIPO service for a total of 157,756,000 Public
|
||
Offer Shares, representing approximately 12.62 times of the total number of 12,500,000 Public
|
||
Offer Shares initially available for subscription under the Public Offer. Among the 5,017 valid
|
||
applications received:
|
||
• 5,010 valid applications in respect of a total of 121,756,000 Public Offer Shares were for the
|
||
Public Offer with an aggregate subscription amount based on the maximum Offer Price of
|
||
HK$1.04 per Offer Share (excluding brokerage of 1.0%, SFC transaction levy of 0.0027%,
|
||
Stock Exchange trading fee of 0.00565% and AFRC transaction levy of 0.00015%) of HK$5
|
||
million or less, representing approximately 19.47 times of the 6,252,000 Public Offer Shares
|
||
initially comprised in Pool A; and
|
||
• 7 valid applications in respect of a total of 36,000,000 Public Offer Shares were for the
|
||
Public Offer with an aggregate subscription amount based on the maximum Offer Price of
|
||
HK$1.04 per Offer Share (excluding brokerage of 1.0%, SFC transaction levy of 0.0027%,
|
||
Stock Exchange trading fee of 0.00565% and AFRC transaction levy of 0.00015%) of more
|
||
than HK$5 million, representing approximately 5.76 times of the 6,248,000 Public Offer
|
||
Shares initially comprised in Pool B.
|
||
No application has been rejected due to invalid application for the Public Offer. No multiple or
|
||
suspected multiple applications have been identified and rejected. No application has been rejected
|
||
due to dishonored payment. No single application for more than 6,248,000 Public Offer Shares
|
||
(being approximately 50% of the Public Offer Shares initially available under the Public Offer) has
|
||
been identified.
|
||
As the over-subscription in the Public Offer represents less than 15 times the number of the Offer
|
||
Shares initially available for subscription under the Public Offer, no reallocation procedure as
|
||
disclosed in the section headed “Structure and Conditions of the Global Offering – The Public
|
||
Offer – Reallocation ” in the Prospectus has been applied and no Offer Shares have been reallocated
|
||
from the Placing to the Public Offer. The final number of Offer Shares under the Public Offer is
|
||
12,500,000 Shares, representing approximately 10% of the total number of Offer Shares initially
|
||
available under the Global Offering, and being allocated to 1,331 successful applicants under the
|
||
Public Offer, 315 of which have been allocated one board lot of Shares totaling 1,260,000 Shares,
|
||
representing approximately 10.08% of total Offer Shares under the Public Offer.
|
||
The Offer Shares offered in the Public Offer were conditionally allocated on the basis set out in
|
||
the section headed “Basis of Allocation under the Public Offer ” below.
|
||
|
||
|
||
--- page 9 ---
|
||
11
|
||
PLACING
|
||
The Offer Shares initially offered under the Placing have been slightly over-subscribed,
|
||
representing approximately 1.09 times of the total number of Offer Shares initially available
|
||
under the Placing. The final number of Offer Shares under the Placing is 112,500,000 Shares,
|
||
representing approximately 90% of the total number of Offer Shares initially available under the
|
||
Global Offering.
|
||
There are a total of 155 placees under the Placing, among which 83 placees, representing
|
||
approximately 53.55% of the total number of placees under the Placing, have been allotted five or
|
||
fewer board lots of Offer Shares, totalling 340,000 Shares, representing approximately 0.30% of
|
||
the total number of the Offer Shares available under the Placing. A total of 81 placees have been
|
||
allotted one board lot of Offer Shares, totaling 324,000 Shares, representing approximately 0.29%
|
||
of the total number of the Offer Shares available under the Placing.
|
||
|
||
|
||
--- page 10 ---
|
||
12
|
||
Confirmations Regarding Public Shareholders in the Public Offer and Placees in the Placing
|
||
To the best knowledge, information and belief of the Directors, no Offer Shares placed by or
|
||
through the Sole Overall Coordinator, the Joint Global Coordinators, the Joint Bookrunners,
|
||
the Joint Lead Managers, or the Underwriters under the Global Offering have been placed with
|
||
applicants or their respective ultimate beneficial owners who are core connected persons (as
|
||
defined in the Listing Rules) of the Company or Directors of the Company, or to any connected
|
||
clients (as set out in paragraph 5(1) of the Placing Guidelines), or persons set out in paragraph
|
||
5(2) of the Placing Guidelines, whether in their own names or through nominees. The Placing is in
|
||
compliance with the Placing Guidelines.
|
||
The Directors confirm that, to the best of their knowledge, information and belief, (i) none of the
|
||
Offer Shares subscribed by public Shareholders in the Public Offer and placees in the Placing has
|
||
been financed directly or indirectly by the Company, any of the Directors, chief executive of the
|
||
Company, the Controlling Shareholders, the substantial Shareholders, the existing Shareholders or
|
||
any of their subsidiaries or their respective close associates; (ii) none of the public Shareholders in
|
||
the Public Offer and placees in the Placing who has subscribed for the Offer Shares is accustomed
|
||
to taking instructions from the Company, any of the Directors, chief executive of the Company, the
|
||
Controlling Shareholders, the substantial Shareholders, the existing Shareholders or any of their
|
||
subsidiaries or their respective close associates in relation to the acquisition, disposal, voting or
|
||
other disposition of the Shares registered in their name or otherwise held by them; (iii) no rebate or
|
||
other benefits has been or will be, directly or indirectly, provided by the Company, the Directors,
|
||
chief executive of the Company, the Controlling Shareholders, the substantial Shareholders, the
|
||
existing Shareholders or any of their subsidiaries, or their respective close associates, or syndicate
|
||
members or any brokers or underwriters to any public Shareholders in the Public Offer or placees
|
||
or their associates in the Placing; (iv) the consideration payable by the public Shareholders in the
|
||
Public Offer and placees in the Placing for each Offer Share subscribed for or purchased by them
|
||
is the same as the final Offer Price as determined by the Company, in additional to brokerage of
|
||
1.0%, SFC transaction levy of 0.0027%, AFRC transaction levy of 0.00015% and Stock Exchange
|
||
trading fee of 0.00565%; and (v) there is no side agreement or arrangement between the Company,
|
||
any of the Directors, chief executive of the Company, the Controlling Shareholders, the substantial
|
||
Shareholders, the existing Shareholders or any of their subsidiaries or their respective close
|
||
associates or syndicate members or any other brokers or underwriters, on one hand, and the public
|
||
subscribers or the placee who has subscribed for the Offer Shares, on the other hand.
|
||
None of the Sole Sponsor, the Sole Overall Coordinator, the Joint Global Coordinators, the
|
||
Joint Bookrunners, the Joint Lead Managers, the Underwriters, and their respective affiliated
|
||
companies and connected clients of the lead broker or of any distributors (as defined in the Placing
|
||
Guidelines) has taken up any Offer Shares for its own benefit under the Global Offering.
|
||
|
||
|
||
--- page 11 ---
|
||
13
|
||
LOCK-UP UNDERTAKINGS
|
||
Each of the Company and the Controlling Shareholders has given certain undertakings in relation
|
||
to the issue or disposal of Shares (the “Lock-up Undertakings ”). The major terms of the Lock-Up
|
||
Undertakings are set out as follows:
|
||
Name
|
||
Number of
|
||
Lock-up
|
||
Shares held in
|
||
the Company
|
||
subject to
|
||
the Lock-up
|
||
Undertakings
|
||
upon Listing
|
||
Approximate
|
||
percentage of
|
||
shareholding in
|
||
the Company
|
||
subject to
|
||
the Lock-up
|
||
Undertakings
|
||
upon Listing
|
||
Last day subject to the
|
||
Lock-up Undertakings
|
||
The Company
|
||
(subject to lock-up obligations
|
||
pursuant to the Listing Rules
|
||
and the Underwriting Agreements)
|
||
N/A N/A 10 May 2024 (1)
|
||
(First Six-Month Period)
|
||
Controlling Shareholders
|
||
(subject to lock-up obligations
|
||
pursuant to the Listing Rules
|
||
and the Underwriting Agreements)
|
||
Mr. Chen and JaiYi Culture 496,334,398 64.40% 10 May 2024 (2)
|
||
(First Six-Month Period)
|
||
10 November 2024 (2)
|
||
(Second Six-Month Period)
|
||
Notes:
|
||
(1) The Company may not, among others, issue or agree to issue or publicly announce its intention to issue Shares
|
||
or securities of the Company during the period of six months from and inclusive of the Listing Date (the “First
|
||
Six-Month Period ”) except for the issue of the Shares pursuant to the Capitalisation Issue, the Global Offering,
|
||
the issue of any Shares pursuant to the Share Option Scheme or as otherwise with the prior written consent
|
||
of the Joint Global Coordinators (for itself and on behalf of the Public Offer Underwriters), and unless in
|
||
compliance with the Listing Rules. For details of the lock-up arrangements of the Company, please refer to the
|
||
paragraphs headed “Underwriting – Undertakings Given to the Stock Exchange Pursuant to the Listing Rules –
|
||
Undertakings by our Company ” and “Underwriting – Undertakings Pursuant to the Public Offer Underwriting
|
||
Agreement – Undertakings by our Company ” in the Prospectus.
|
||
(2) The Controlling Shareholders shall not (a) dispose of any of the relevant securities of the Company in the First
|
||
Six-Month Period; or (b) dispose of any of the relevant securities of the Company in the period of six months
|
||
commencing from the date on which the First Six-Month Period expires (the “Second Six-Month Period ”) if
|
||
immediately following such disposal he/it would cease to be a controlling shareholder (as defined in the Listing
|
||
Rules) of the Company. For further details, please refer to the paragraphs headed “Underwriting – Undertakings
|
||
Given to the Stock Exchange Pursuant to the Listing Rules – Undertakings by our Controlling Shareholders ”
|
||
and “Underwriting – Undertakings Pursuant to the Public Offer Underwriting Agreement – Undertakings by our
|
||
Controlling Shareholders ” in the Prospectus.
|
||
|
||
|
||
--- page 12 ---
|
||
14
|
||
BASIS OF ALLOCATION UNDER THE PUBLIC OFFER
|
||
Subject to the satisfaction of the conditions set out in the section headed “Structure and Conditions
|
||
of the Global Offering – Conditions of the Global Offering ” in the Prospectus, 5,017 valid
|
||
applications made by the public through the HK eIPO White Form service and the CCASS EIPO
|
||
service will be conditionally allocated on the basis set out below:
|
||
Pool A
|
||
Number
|
||
of Shares
|
||
applied for
|
||
Number
|
||
of valid
|
||
applications Basis of allocation/ballot
|
||
Approximate
|
||
percentage
|
||
allotted of the
|
||
total number
|
||
of Shares
|
||
applied for
|
||
4,000 2,984 315 out of 2,984 applicants to receive 4,000 shares 10.56%
|
||
8,000 740 147 out of 740 applicants to receive 4,000 shares 9.93%
|
||
12,000 130 38 out of 130 applicants to receive 4,000 shares 9.74%
|
||
16,000 37 14 out of 37 applicants to receive 4,000 shares 9.46%
|
||
20,000 62 29 out of 62 applicants to receive 4,000 shares 9.35%
|
||
24,000 22 11 out of 22 applicants to receive 4,000 shares 8.33%
|
||
28,000 30 17 out of 30 applicants to receive 4,000 shares 8.10%
|
||
32,000 15 9 out of 15 applicants to receive 4,000 shares 7.50%
|
||
36,000 10 6 out of 10 applicants to receive 4,000 shares 6.67%
|
||
40,000 689 448 out of 689 applicants to receive 4,000 shares 6.50%
|
||
60,000 28 27 out of 28 applicants to receive 4,000 shares 6.43%
|
||
80,000 74 4,000 shares plus 19 out of 74 applicants to
|
||
receive an additional 4,000 shares
|
||
6.28%
|
||
100,000 23 4,000 shares plus 13 out of 23 applicants to
|
||
receive an additional 4,000 shares
|
||
6.26%
|
||
120,000 6 4,000 shares plus 5 out of 6 applicants to
|
||
receive an additional 4,000 shares
|
||
6.11%
|
||
140,000 1 8,000 shares 5.71%
|
||
160,000 7 8,000 shares 5.00%
|
||
180,000 97 8,000 shares 4.44%
|
||
200,000 14 8,000 shares 4.00%
|
||
300,000 8 8,000 shares 2.67%
|
||
400,000 8 8,000 shares plus 2 out of 8 applicants to
|
||
receive an additional 4,000 shares
|
||
2.25%
|
||
500,000 5 8,000 shares plus 4 out of 5 applicants to
|
||
receive an additional 4,000 shares
|
||
2.24%
|
||
600,000 4 12,000 shares plus 1 out of 4 applicants to
|
||
receive an additional 4,000 shares
|
||
2.17%
|
||
700,000 3 12,000 shares plus 2 out of 3 applicants to
|
||
receive an additional 4,000 shares
|
||
2.10%
|
||
|
||
|
||
--- page 13 ---
|
||
15
|
||
Pool A
|
||
Number
|
||
of Shares
|
||
applied for
|
||
Number
|
||
of valid
|
||
applications Basis of allocation/ballot
|
||
Approximate
|
||
percentage
|
||
allotted of the
|
||
total number
|
||
of Shares
|
||
applied for
|
||
800,000 2 16,000 shares 2.00%
|
||
900,000 1 16,000 shares 1.78%
|
||
1,000,000 1 16,000 shares 1.60%
|
||
1,500,000 2 16,000 shares 1.07%
|
||
2,000,000 4 16,000 shares 0.80%
|
||
2,500,000 1 16,000 shares 0.64%
|
||
4,500,000 2 16,000 shares 0.36%
|
||
Total 5,010 Total number of Pool A successful applicants: 1,324
|
||
Pool B
|
||
Number
|
||
of Shares
|
||
applied for
|
||
Number
|
||
of valid
|
||
applications Basis of allocation/ballot
|
||
Approximate
|
||
percentage
|
||
allotted of the
|
||
total number
|
||
of Shares
|
||
applied for
|
||
5,000,000 6 892,000 shares 17.84%
|
||
6,000,000 1 896,000 shares 14.93%
|
||
Total 7 Total number of Pool B successful applicants: 7
|
||
The final number of Offer Shares under the Public Offer is 12,500,000 Offer Shares, representing
|
||
approximately 10% of the total number of Offer Shares initially available under the Global
|
||
Offering.
|
||
RESULTS OF ALLOCATIONS
|
||
The final Offer Price, the level of indications of interest in the Placing, the level of applications
|
||
in the Public Offer and the basis of allocation of the Public Offer Shares will be published on
|
||
Thursday, 9 November 2023 on the Company ’s website at www.youmeimu.com and the website
|
||
of the Stock Exchange at www.hkexnews.hk .
|
||
|
||
|
||
--- page 14 ---
|
||
16
|
||
The results of allocations of the Public Offer Shares and the Hong Kong identity card numbers,
|
||
passport numbers, Hong Kong business registration numbers or certificate of incorporation
|
||
numbers of successful applicants (under the Public Offer where applicable) will be available at the
|
||
times and dates and in the manner set out below:
|
||
• in the announcement to be posted on our Company ’s website and the website of the Stock
|
||
Exchange at www.youmeimu.com and www.hkexnews.hk , respectively on Thursday, 9
|
||
November 2023;
|
||
• from the “IPO Results ” function in the IPO App and the designated results of allocations
|
||
website at www.tricor.com.hk/ipo/result or www.hkeipo.hk/IPOResult with a “search by
|
||
ID” function on a 24-hour basis from 8:00 a.m. on Thursday, 9 November 2023 to 12:00
|
||
midnight on Wednesday, 15 November 2023; and
|
||
• from the allocation results telephone enquiry line by calling +852 3691 8488 between
|
||
9:00 a.m. and 6:00 p.m. from Thursday, 9 November 2023 to Tuesday, 14 November 2023
|
||
(excluding Saturday, Sunday and public holidays in Hong Kong).
|
||
This announcement contains a list of identification document numbers. Identification document
|
||
numbers shown in the section headed “Results of Applications Made by HK eIPO White Form ”
|
||
in this announcement refer to Hong Kong identity card numbers, passport numbers, Hong Kong
|
||
business registration numbers, certificate of incorporation numbers, beneficial owner identification
|
||
codes (if such applications are made by nominees as agent for the benefit of another person)
|
||
whereas those displayed in the section headed “Results of Applications Made by Giving Electronic
|
||
Application Instructions to HKSCC via CCASS ” in this announcement are provided by CCASS
|
||
Participants via CCASS. Therefore, the identification document numbers shown in the two sections
|
||
are different in nature. Please note that the list of identification document numbers set out in this
|
||
announcement may not be a complete list of successful applicants since only successful applicants
|
||
whose identification document numbers are provided to HKSCC by CCASS Participants or via
|
||
the HK eIPO White Form service are disclosed. Applicants with beneficial names only but not
|
||
identification document numbers are not disclosed due to personal privacy issue as elaborated
|
||
below. Applicants who applied for the Public Offer Shares through their brokers or nominees can
|
||
consult their brokers or nominees to enquire about their application results;
|
||
Since applications are subject to personal information collection statements, beneficial owner
|
||
identification codes displayed in the sections headed “Results of Applications Made by HK eIPO
|
||
White Form ” and “Results of Applications Made by Giving Electronic Application Instructions
|
||
to HKSCC via CCASS ” are redacted and not all details of applications are disclosed in this
|
||
announcement.
|
||
|
||
|
||
--- page 15 ---
|
||
17
|
||
SHAREHOLDING CONCENTRATION ANALYSIS
|
||
A summary of allotment results under the Placing is set out below:
|
||
• Top 1, 5, 10, 20 and 25 of the placees in the Placing:
|
||
Placee(s) Subscription
|
||
Shares held
|
||
following the
|
||
Global
|
||
Offering
|
||
Subscription
|
||
as % of
|
||
Placing
|
||
Subscription
|
||
as % of total
|
||
Offer Shares
|
||
% of the
|
||
total issued
|
||
share capital
|
||
upon Listing
|
||
Top 1 6,012,000 6,012,000 5.34% 4.81% 0.78%
|
||
Top 5 24,188,000 24,188,000 21.50% 19.35% 3.14%
|
||
Top 10 39,200,000 39,200,000 34.84% 31.36% 5.09%
|
||
Top 20 63,256,000 63,256,000 56.23% 50.60% 8.21%
|
||
Top 25 72,704,000 72,704,000 64.63% 58.16% 9.43%
|
||
• Top 1, 5, 10, 20 and 25 Shareholders upon Listing:
|
||
Shareholder(s)
|
||
Subscription of
|
||
Public Offer
|
||
Shares
|
||
Subscription of
|
||
Placing
|
||
Shares
|
||
Subscription of
|
||
total Offer
|
||
Shares
|
||
Shares held
|
||
following the
|
||
Global
|
||
Offering
|
||
Subscription
|
||
as % of
|
||
Public Offer
|
||
Subscription
|
||
as % of
|
||
Placing
|
||
Subscription
|
||
as % of total
|
||
Offer Shares
|
||
% of the
|
||
total issued
|
||
share capital
|
||
upon Listing
|
||
Top 1 – – – 496,334,398 – – – 64.40%
|
||
Top 5 – – – 639,119,320 – – – 82.93%
|
||
Top 10 – 20,212,000 20,212,000 665,862,000 – 17.97% 16.17% 86.40%
|
||
Top 20 – 49,648,000 49,648,000 695,298,000 – 44.13% 39.72% 90.22%
|
||
Top 25 – 61,224,000 61,224,000 706,874,000 – 54.42% 48.98% 91.72%
|
||
In view of the high concentration of shareholding in a small number of Shareholders,
|
||
Shareholders and prospective investors should be aware that the price of the Shares could
|
||
move substantially even with a small number of Shares traded, and should exercise extreme
|
||
caution when dealing in Shares.
|