Kinergy Corporation Ltd. * 光控精技有限公司

Transcription

1 Unless otherwise defined, terms and expressions used in this announcement shall have the same meanings as those defined in the prospectus (the Prospectus ) of Kinergy Corporation Ltd. (the Company ) dated30 June 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 for information purposes only and does not constitute an offer or an invitation to induce an offer by any person to acquire, purchase or subscribe for securities. Potential investors should read the Prospectus carefully for detailed information about the Company and the Global Offering described in this announcement before deciding whether or not to invest in the Offer Shares. Any investment decision in relation to the Global Offering should be taken solely in reliance on the information provided in the Prospectus. 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 Shares have not been, and will not be, registered under the United States Securities Act of 1933, as amended from time to time (the U.S. Securities Act ). The securities may not be offered or sold in the United States except pursuant to registration or an exemption from the registration requirements of the U.S. Securities Act. There will be no public offer of securities in the United States. In connection with the Global Offering, China Everbright Securities (HK) Limited, as stabilising manager (the Stabilising Manager ), its affiliates or any person acting for it, on behalf of the Underwriters, may effect transactions with a view to stabilising or supporting the market price of the Shares at a level higher than that which might otherwise prevail for a limited period beginning on the Listing Date. However, there is no obligation on the Stabilising Manager or any person acting for it, to conduct any such stabilising action, which, if commenced, will be done at the absolute discretion of the Stabilising Manager, its affiliates or any person acting for it, and may be discontinued at any time. Any such stabilising activity is required to be brought to an end on the 30th day after the last date for the lodging of applications under the Hong Kong Public Offering. Such stabilisation action, if commenced, may be effected in all jurisdictions where it is permissible to do so, in each case in compliance with all applicable laws, rules and regulatory requirements, including the Securities and Futures (Price Stabilising) Rules, as amended, made under the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong). An announcement will be made on the Stock Exchange s website at and the Company s website at within seven days of the expiration of the stabilising period in compliance with the Securities and Futures (Price Stabilising) Rules (Chapter 571W of the Laws of Hong Kong). Potential investors should be aware that stabilising action cannot be taken to support the price of the Shares for longer than the stabilisation period which begins on the Listing Date and is expected to expire on the 30th day after the last date for the lodging of applications under the Hong Kong Public Offering. After this date, no further stabilising action may be taken, demand for the Shares, and therefore the price of the Shares, could fall. Potential investors should also note that the obligations of the Hong Kong Underwriters under the Hong Kong Underwriting Agreement are subject to termination by the Joint Global Coordinators (on behalf of the Hong Kong Underwriters) if certain grounds for termination arise prior to 8: 00 a.m. on the Listing Date. Such grounds are set out in the subsection headed Underwriting Underwriting Arrangements and Expenses Hong Kong Public Offering Grounds for termination in the Prospectus. 1

2 Kinergy Corporation Ltd. * 光控精技有限公司 (incorporated in Singapore with limited liability) Number of Offer Shares under the Global Offering Number of Hong Kong Offer Shares GLOBAL OFFERING : 210,000,000 Shares (subject to the Overallotment Option) : 21,000,000 Shares Number of International Placing Shares : 189,000,000 Share (subject to the Overallotment Option) Offer Price : HK$1.17 per Offer Share, plus brokerage of 1%, SFC transaction levy of % and Stock Exchange trading fee of 0.005% (payable in full on application and subject to refund) Stock code : 3302 Joint Sponsors Joint Global Coordinators and Joint Bookrunners Joint Bookrunners * For identification purpose only 2

3 ANNOUNCEMENT OF OFFER PRICE AND ALLOTMENT RESULTS SUMMARY Offer Price and Net Proceeds. The Offer Price has been determined at HK$1.17 per Offer Share (excluding brokerage fee of 1%, SFC transaction levy of % and Stock Exchange trading fee of 0.005%).. Based on the Offer Price of HK$1.17 per Offer Share, the net proceeds from the Global Offering to be received by the Company (before any exercise of the Overallotment Option and without taking into account any Shares to be and issued upon the exercise of the options that may be granted under the Share Option Scheme), after deducting the underwriting fees and commissions and estimated expenses payable by the Company in connection with the Global Offering, is estimated to be approximately HK$214.4 million (equivalent to approximately S$36.7 million). The Company intends to apply such net proceeds in accordance with the purposes set out in the section headed Future Plans and Use of Proceeds in the Prospectus. Applications under the Hong Kong Public Offering. The Hong Kong Offer Shares initially offered under the Hong Kong Public Offering have been moderately over-subscribed as follows: (a) a total of 5,794 valid applications have been received pursuant to the Hong Kong Public Offering on WHITE and YELLOW Application Forms and through giving electronic application instructions to HKSCC via CCASS and to the ewhite Form Service Provider through the ewhite Form service ( for a total of 98,918,000 Hong Kong Offer Shares, equivalent to approximately 4.7 times of the total number of 21,000,000 Hong Kong Offer Shares initially available for subscription under the Hong Kong Public Offering.. Due to the aforesaid level of over-subscription in the Hong Kong Public Offer, the reallocation procedures as described in the section headed Structure and Conditions of the Global Offering The Hong Kong Public Offering Reallocation in the Prospectus have not been applied. 3

4 International Placing. The final number of Offer Shares under the International Placing is 189,000,000 Shares, representing 90% of the Offer Shares available under the Global Offering (before exercise of the Over-allotment Option and without taking into account of any Shares to be and issued upon the exercise of the options granted under the Share Option Scheme). The Offer Shares initially offered under the International Placing have been moderately oversubscribed and an overallotment of 31,500,000 Shares was made in the International Placing.. The Directors confirm that, to the best of their knowledge, information and belief, having made all reasonable enquiries, no International Offer Shares have been allocatedtoplaceeswhoare(i)directorsor existing beneficial owners of Shares of the Company; or (ii) core connected persons of the Company; or (iii) the close associates of (i) and/or (ii), whether in their own names or through nominees. None of the Joint Sponsors, the Underwriters and their respective affiliated companies and connected clients (as set out in Appendix 6 to the Listing Rules) has taken up any Shares for its own benefit under the International Placing. The Directors confirm that the International Placing is in compliance with the placing guidelines for equity securities as set out in Appendix 6 to the Listing Rules. The Directors confirm that (i) there will be at least 300 shareholders of the Company at the time of the Listing in compliance with Rule 8.08(2) of the Listing Rules; and (ii) the three largest public shareholders of the Company do 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. The Directors further confirm that no placee will, individually, be placed more than 10% of the enlarged issued share capital of the Company immediately following the completion of the Global Offering, and as such, none of the placees under the International Placing will become a substantial shareholder of the Company immediately after the International Placing within the meaning of the Listing Rules, and the Company s public float percentage will satisfy the minimum percentage prescribed by Rule 8.08 of the Listing Rules after the Global Offering. 4

5 Over-allotment Option. The Company has granted the Over-allotment Option to the International Underwriters, which is exercisable by the Joint Global Coordinators on behalf of the International Underwriters pursuant to the International Underwriting Agreement at any time from the date of the International Underwriting Agreement up to Thursday, 9 August 2018, being the 30th day after the last day for the lodging of applications under the Hong Kong Public Offering, to require the Company to allot and issue up to an aggregate of 31,500,000 Shares at the final Offer Price to, among other things, cover over-allocations in the International Placing, if any. There has been an over-allocation of 31,500,000 Shares in the International Placing. Such over-allocation may be covered by exercising the Over-allotment Option or by making purchases in the secondary market at prices that do not exceed the Offer Price or through stock borrowing arrangements or a combination of these means. In the event that the Over-allotment Option is exercised, an announcement will be made by the Company, and be available on the Company s website at and the website of the Stock Exchange at As of the date of this announcement, the Over-allotment Option has not been exercised. Cornerstone Investors. Pursuant to the cornerstone investment agreements with the cornerstone investors (the Cornerstone Investors ) as described in the section headed Cornerstone Investors in the Prospectus, the number of Offer Shares subscribed by the relevant Cornerstone Investors has now been determined. Each of GT Cedar Capital (Hong Kong) Limited, VisionGain China Opportunities Fund, and Bonus First Holdings Limited has subscribed for 33,534,000, 21,366,000 and 17,094,000 Offer Shares, respectively. The total number of the Offer Shares to be subscribed by the Cornerstone Investors is 71,994,000, representing in aggregate (i) approximately 34.3% of the number of Offer Shares offered pursuant to the Global Offering, assuming the Over-allotment Option is not exercised and without taking into account any Shares which may be and issued upon the exercise of the options which may be granted under the Share Option Scheme; (ii) approximately 8.6% of the Shares in issue following the completion of the Global Offering, assuming that the Over-allotment Option is not exercised and without taking into account any Shares which may be and issued upon the exercise of the options which may be granted under the Share Option Scheme; and (iii) 8.3% of the Shares in issue upon completion of the Global Offering, assuming that the Over-allotment Option is exercised in full and without taking into account any Shares which may be and issued upon the exercise of the options which may be granted under the Share Option Scheme. Please refer to the section headed Cornerstone Investors in the Prospectus for further details relating to the Cornerstone Investors. 5

6 Results of Allocations. The results of allocations and the Hong Kong identity card numbers, passport numbers or Hong Kong business registration numbers of successful applicants (where applicable) under the Hong Kong Public Offering and the number of the Hong Kong Offer Shares successfully applied for under WHITE and YELLOW Application Forms and through giving electronic application instructions to HKSCC via CCASS and to the ewhite Form Service Provider under the ewhite Form service, will be made available at the times and dates and in the manner specified below:. in the announcement to be posted on our Company s website at and the Stock Exchange s website at by no later than 8: 00 a.m. on Tuesday, 17 July 2018;. from the designated results of allocations website at results with a search by ID function on a 24-hour basis from 9: 00 a.m. on Tuesday, 17 July 2018 to 12: 00 midnight on Monday, 23 July 2018;. by telephone enquiry line by calling (852) between 9: 00 a.m. and 6: 00 p.m. from Tuesday, 17 July 2018 to Friday, 20 July 2018 (excluding Saturday, Sunday and Public Holiday);. in the special allocation results booklets which will be available for inspection during opening hours on Tuesday, 17 July 2018, to Friday, 20 July 2018 at the designated receiving bank branches.. The level of indication of interests in the International Placing and the basis of allocation of the Hong Kong Offer Shares are also published on Tuesday, 17 July 2018 on the websites of our Company at and the Stock Exchange at Despatch/Collection of Share Certificates and Refund Monies. Applicants who have applied for 1,000,000 or more Hong Kong Offer Shares on WHITE Application Forms or ewhite Form by submitting an electronic application through the designated website and who have provided all information as required by the relevant Application Form and have been successfully or partially successfully allocated Hong Kong Offer Shares and who are eligible to collect share certificates (where applicable) in person, may collect share certificate(s) (where applicable) from the Hong Kong Share Registrar, Boardroom Share Registrars (HK) Limited, at 2103B, 21st Floor, 148 Electric Road, North Point, Hong Kong, from 9: 00 a.m. to 1: 00 p.m. on Tuesday, 17 July 2018 or such other date as notified by us on our Company s website at and the website of the Stock Exchange at 6

7 . Share certificates for the Hong Kong Offer Shares to applicants using WHITE Application Forms or ewhite Form service which have applied for less than 1,000,000 Hong Kong Offer Shares, or share certificates that are available but are not collected in person, are expected to be despatched to those entitled to the address specified in the relevant WHITE Application Form or in the relevant application instructions through the ewhite Form service by ordinary post at their own risks on or before Tuesday, 17 July Wholly or partially successful applicants on YELLOW Application Forms will have their share certificate(s) issued in the name of HKSCC Nominees and deposited into CCASS for credit to their CCASS Investor Participant stock accounts or their designated CCASS Participant s stock account as instructed by the applicant in the YELLOW Application Forms on Tuesday, 17 July 2018 or upon contingency, on such other date determined by HKSCC or HKSCC Nominees.. Share certificate(s) for the Hong Kong Public Offering to applicants giving electronic application instructions to HKSCC via CCASS will be issued in the name of HKSCC Nominees and deposited into CCASS for credit to their CCASS Investor Participant stock accounts or the stock accounts of their designated CCASS Participants as instructed by them electronically, on Tuesday, 17 July 2018, or, on such other date determined by HKSCC or HKSCC Nominees.. Applicants applying through a designated CCASS Participant s stock account (other than a CCASS Investor Participant) should check the number of the Hong Kong Offer Shares allocated to them with that CCASS Participant.. Applicants on WHITE or YELLOW Application Forms who have applied for 1,000,000 Hong Kong Offer Shares or more, and have provided all information required by their WHITE or YELLOW Application Forms, may collect their refund cheque(s) (where applicable) in person from the Hong Kong Share Registrar, Boardroom Share Registrars (HK) Limited, at 2103B, 21st Floor, 148 Electric Road, North Point, Hong Kong from9:00a.m.to1:00p.m.ontuesday, 17 July 2018 or such other date as notified by us.. Refund cheques for applicants on WHITE or YELLOW Application Forms which are either not available for personal collection or which are available but are not collected in person, are expected to be despatched by ordinary post to those entitled to the address specified in the relevant WHITE or YELLOW Application Forms at their own risks on or before Tuesday, 17 July Applicants who have applied through the ewhite Form service and paid the application monies from a single bank account, refund monies (if any) will be despatched to their application payment bank account in the form of e-refund payment instructions on Tuesday, 17 July

8 . Applicants who have applied through ewhite Form service and paid the application monies from multiple bank accounts, refund monies (if any) will be despatched to the address as specified on the ewhite Form application instructions in the form of refund cheque(s) by ordinary post and at their own risks on or before Tuesday, 17 July Applicants who have applied by giving electronic application instructions to HKSCC to apply on their behalf, refund monies (if any) are expected to be credited to their designated bank accounts (if the applicants have applied as a CCASS Investor Participant) or the designated bank account of their broker or custodian on Tuesday, 17 July Share certificates for the Offer Shares are expected to be despatched on Tuesday, 17 July 2018 but will only become valid certificates of title at 8: 00 a.m. on Wednesday, 18 July 2018, provided that the Global Offering has become unconditional in all respects; and the right of termination described in the sections headed Underwriting Underwriting Arrangements and Expenses Hong Kong Public Offering Grounds for termination in the Prospectus has not been exercised.. The Company will not issue any temporary s of title in respect of the Offer Shares or any receipts for sums paid on application for the Offer Shares. CommencementofDealings. Assuming that the Global Offering becomes unconditional in all aspects at or before 8: 00 a.m. on Wednesday, 18 July 2018, dealings in the Shares on the Main Board of the Stock Exchange are expected to commence at 9: 00 a.m. on Wednesday, 18 July The Shares will be traded in board lots of 2,000 Shares. The stock code of the Shares is 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 has been determined at HK$1.17 per Offer Share (excluding brokerage fee of 1%, SFC transaction levy of % and Stock Exchange trading fee of 0.005%). 8

9 NET PROCEEDS FROM THE GLOBAL OFFERING Based on the Offer Price of HK$1.17 per Offer Share, the net proceeds from the Global Offering to be received by the Company (before any exercise of the Over-allotment Option and without taking into account any Shares to be and issued upon the exercise of the options that may be granted under the Share Option Scheme), after deducting the underwriting fees and commissions and estimated expenses payable by the Company in connection with the Global Offering, is estimated to be approximately HK$214.4 million (equivalent to approximately S$36.7 million). Our Directors intend to apply such net proceeds as follows:. approximately 40.4%, or HK$86.6 million (equivalent to approximately S$14.8 million), will be used for expansion of our production capacity;. approximately 29.3%, or HK$62.8 million (equivalent to approximately S$10.7 million), will be used for developing and acquiring engineering and technological knowledge;. approximately 17.6%, or HK$37.7 million (equivalent to approximately S$6.5 million), will be used for expansion of our market share in Japan, Europe and the United States;. approximately 11.7%, or HK$25.1 million (equivalent to approximately S$4.3 million), will be used for strengthening our R&D to keep abreast and relevant to the dynamic changes in technology; and. approximately 1.0%, or HK$2.2 million (equivalent to approximately S$0.4 million), will be used as working capital and general corporate purposes. If the Over-allotment Option is fully exercised by the Joint Global Coordinators, the Company will receive net proceeds of approximately HK$35.7 million (equivalent to approximately S$6.1 million) for 31,500,000 Shares to be issued and upon the full exercise of the Over-allotment Option, respectively, based on the final Offer Price of HK$1.17 per Share, after deduction of the underwriting fees and commissions payable by the Company. Additional proceeds from the exercise of the Over-allotment Option will be allocated to the above purposes on a pro-rata basis. For details, please see the section headed Future Plans and Use of Proceeds in the Prospectus. APPLICATIONS UNDER THE HONG KONG PUBLIC OFFERING The Hong Kong Public Offering The Directors announce that the Hong Kong Offer Shares initially offered under the Hong Kong Public Offering have been slightly over-subscribed. At the close of the application lists at 12: 00 noon on Tuesday, 10 July 2018, a total of 5,794 valid applications (including applications on WHITE and YELLOW Application Forms and through giving electronic application instructions to HKSCC via CCASS and to the 9

10 ewhite Form Service Provider through the ewhite Form service) and for a total of 98,918,000 Hong Kong Offer Shares were received pursuant to the Hong Kong Public Offering, equivalent to approximately 4.7 times of the total number of 21,000,000 Hong Kong Offer Shares initially available for subscription under the Hong Kong Public Offering. Due to the aforesaid level of over-subscription in the Hong Kong Public Offer, the reallocation procedures as mentioned in the Prospectus have not been applied. Of the 5,794 valid applications on WHITE and YELLOW Application Forms and by electronic application instructions given to HKSCC via CCASS and to the ewhite Form Service Provider under the ewhite Form service for a total of 98,918,000 Hong Kong Offer Shares:. A total of 5,786 valid applications in respect of a total of 64,918,000 Hong Kong Offer Shares were for the Hong Kong Public Offering with an aggregate subscription amount based on the maximum Offer Price (excluding brokerage of 1%, SFC transaction levy of % and Stock Exchange trading fee of 0.005%) of HK$5 million or less, representing 6.18 times of the 10,500,000 Hong Kong Offer Shares initially comprised in Pool A;. a total of 8 valid applications in respect of a total of 34,000,000 Hong Kong Offer Shares were for the Hong Kong Public Offering with an aggregate subscription amount based on the maximum Offer Price (excluding brokerage of 1%, SFC transaction levy of % and Stock Exchange trading fee of 0.005%) of more than HK$5 million, representing approximately 3.24 times of the 10,500,000 Hong Kong Offer Shares initially comprised in Pool B; and 4 multiple applications or suspected multiple applications have been identified and rejected. No application has been rejected due to bounced cheques. No application has been rejected due to invalid application which is not completed in accordance with the instructions set out in the Application Forms. No application for more than 10,500,000 Hong Kong Offer Shares has been identified. The Hong Kong Offer Shares offered in the Hong Kong Public Offering were conditionally allocated on the basis set forth in the paragraph headed Basis of Allocation under the Hong Kong Public Offering below. Due to the aforesaid level of over-subscription in the Hong Kong Public Offer, the reallocation procedures as described in the section headed Structure and Conditions of the Global Offering The Hong Kong Public Offering Reallocation in the Prospectus have not been applied. INTERNATIONAL PLACING The final number of Offer Shares under the International Placing is 189,000,000 Shares, representing 90% of the Offer Shares available under the Global Offering (before exercise of the Over-allotment Option and without taking into account of any Shares to be and issued upon the exercise of the options granted under the Share Option 10

11 Scheme). The Offer Shares initially offered under the International Placing have been moderately oversubscribed and an over-allotment of 31,500,000 Shares was made in the International Placing. Pursuant to the International Placing, a total of 189,000,000 International Placing Shares representing approximately 22.5% of the total Shares in issue of the Company immediately after completion of the Global Offering have been conditionally allocated to a total of 120 selected professional, institutional and other investors. We set out below a summary of allotment results under the International Placing:. top 1, 5, 10 and 25 of the placees out of the International Placing, total Offer Shares and total share capital in issue of the Company upon Listing: Placee Shares held upon Listing (before over-allocation) Shares held upon Listing (after over-allocation) Approximate aggregate % of the total number of International Placing Shares allocated under the International Placing (assuming no exercise of the Over-allotment Option) Approximate aggregate % of the total number of International Placing Shares allocated under the International Placing (assuming the Over-allotment Option is exercised in full) Approximate aggregate % of the total number of Offer Shares under the Global Offering (assuming no exercise of the Over-allotment Option) Approximate aggregate % of the total number of Offer Shares under the Global Offering (assuming the Over-allotment Option is exercised in full) Approximate aggregate % of the total shares in issue immediately upon completion of the Global Offering (assuming no exercise of the Over-allotment Option) Approximate aggregate % of the total shares in issue immediately upon completion of the Global Offering (assuming the Over-allotment Option is exercised in full) Top 1 33,354,000 33,354, Top 5 86,116,000 89,882, Top ,470, ,682, Top ,546, ,012, top 1, 5, 10 and 25 of all the Shareholders out the total share capital in issue of the Company upon Listing: Shareholder Shares held upon Listing (before over-allocation) Shares held upon Listing (after over-allocation) Approximate aggregate % of the total shares in issue immediately upon completion of the Global Offering (assuming no exercise of the Overallotment Option) Approximate aggregate % of the total shares in issue immediately upon completion of the Global Offering (assuming the Overallotment Option is exercised in full) Top 1 262,084, ,084, Top 5 639,849, ,849, Top ,465, ,127, Top ,545, ,871, Note: Any discrepancies in the table between the totals and the sums of amounts listed therein are due to rounding. 11

12 Concentration of Placees in the International Placing There are in total 120 placees in the International Placing, 16 of which have one board lot and approximately 56.7% of the total placees have five board lots or fewer. Details of placees concentration are set forth below: Board Lot or less %oftotal no. of placees The Directors confirm that, to the best of their knowledge, information and belief, having made all reasonable enquiries, no International Offer Shares have been allocated to placees who are (i) Directors or existing beneficial owners of Shares of the Company; or (ii) core connected persons of the Company; or (iii) the close associates of (i) and/or (ii), whether in their own names or through nominees. None of the Joint Sponsors, the Underwriters and their respective affiliated companies and connected clients (as set out in Appendix 6 to the Listing Rules) has taken up any Shares for its own benefit under the International Placing. The Directors confirm that the International Placing is in compliance with the placing guidelines for equity securities as set out in Appendix 6 to the Listing Rules. The Directors confirm that (i) there will be at least 300 shareholders of the Company at the time of the Listing in compliance with Rule 8.08(2) of the Listing Rules; and (ii) the three largest public shareholders of the Company do 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. The Directors further confirm that no placee will, individually, be placed more than 10% of the enlarged issued share capital of the Company immediately following the completion of the Global Offering, and as such, none of the placees under the International Placing will become a substantial shareholder of the Company immediately after the International Placing within the meaning of the Listing Rules, and the Company s public float percentage will satisfy the minimum percentage prescribed by Rule 8.08 of the Listing Rules after the Global Offering. Over-allotment Option Pursuant to the International Underwriting Agreement, the Company has granted the Over-allotment Option to the Joint Global Coordinators from the date of the International Underwriting Agreement until Thursday, 9 August 2018, being the 30th day after the last day for the lodging of applications under the Hong Kong Public Offering, to require the Company to allot and issue up to an aggregate of 31,500,000 additional Offer Shares at the Offer Price under the International Placing, representing approximately 15% of the Offer Shares initially available under the Global Offering. There has been an over-allocation of 31,500,000 Shares in the International Placing. Such 12

13 over-allocation may be covered by exercising the Over-allotment Option or by making purchases in the secondary market at prices that do not exceed the Offer Price or through stock borrowing arrangements or a combination of these means. In the event that the Over-allotment Option is exercised, an announcement will be made by the Company, and be available on the Company s website at and the website of the Stock Exchange at As of the date of this announcement, the Overallotment Option has not been exercised. Cornerstone Investors Based on the Offer Price of HK$1.17 per Offer Share and pursuant to the cornerstone investment agreements with the Cornerstone Investors, the number of Offer Shares subscribed for by the Cornerstone Investors has now been determined as set out below: Name of Cornerstone Investor Number of Offer Shares subscribed Approximate % of the Offer Shares under the Global Offering (assuming no exercise of the Over-allotment Option) Approximate % of Shares immediately following the completion of the Global Offering (assuming no exercise of the Over-allotment Option) Approximate % of Shares immediately following the completion of the Global Offering (assuming the Over-allotment Option is exercised in full) GT Cedar Capital (Hong Kong) Limited 33,534, VisionGain China Opportunities Fund 21,366, Bonus First Holdings Limited 17,094, Total: 71,994, The Directors confirm that no Offer Shares under the International Placing have been allocated to applicants who are core connected persons of the Company, Directors, existing Shareholders, existing beneficial owners or their respective close associates within the meaning of the Listing Rules, whether in their own name or through nominees. The International Placing is in compliance with the placing guidelines for equity securities as set out in Appendix 6 to the Listing Rules. None of the Joint Sponsors, the Underwriters and their affiliated companies and the connected clients of the lead broker or of any distributors (as defined in Appendix 6 to the Listing Rules) has taken up any Offer Shares for its own benefits under the Global Offering. The Directors confirm that the three largest public shareholders of the Company 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. 13

14 The Directors further confirm that none of the placees under the International Placing will become a substantial Shareholder (as defined under the Listing Rules) of the Company after the Global Offering, no placee will individually be placed more than 10% of the enlarged issued share capital of the Company immediately following the completion of the Global Offering. BASIS OF ALLOCATION UNDER THE HONG KONG PUBLIC OFFERING Subject to the satisfaction of the conditions set out in the paragraph headed Structure and Conditions of the Global Offering Conditions of the Hong Kong Public Offering in the Prospectus, valid applications made by the public on WHITE and YELLOW Application Forms and through giving electronic application instructions to HKSCC via CCASS and to the ewhite Form Service Provider under the ewhite Form service will be conditionally allocated on the basis set out below: Number of Shares applied for Number of valid applications Basis of allotment/ballot Pool A Approximate percentage of the total number of Shares applied for 2,000 4,268 3,627 out of 4,268 to receive 2,000 Shares 84.98% 4, out of 470 to receive 2,000 Shares 42.98% 6, ,000 Shares 33.33% 8, ,000 Shares 25.00% 10, ,000 Shares 20.00% 12, ,000 Shares 16.67% 14, ,000 Shares 14.29% 16, ,000 Shares 12.50% 18, ,000 Shares 11.11% 20, ,000 Shares 10.00% 30, ,000 Shares 6.67% 40, ,000 Shares 5.00% 50, ,000 Shares 4.00% 60, ,000 Shares 3.33% 70, ,000 Shares plus 2 out of 21 to receive 3.13% additional 2,000 Shares 80, ,000 Shares plus 6 out of 25 to receive 3.10% additional 2,000 Shares 100, ,000 Shares plus 5 out of 13 to receive 2.77% additional 2,000 Shares 120, ,000 Shares plus 7 out of 12 to receive additional 2,000 Shares 2.64% 14

15 Number of Shares applied for Number of valid applications Basis of allotment/ballot Pool A Approximate percentage of the total number of Shares applied for 140, ,000 Shares plus 22 out of 33 to receive 2.38% additional 2,000 Shares 160, ,000 Shares plus 6 out of 8 to receive 2.19% additional 2,000 Shares 180, ,000 Shares plus 3 out of 4 to receive 1.94% additional 2,000 Shares 200, ,000 Shares plus 12 out of 13 to receive 1.92% additional 2,000 Shares 300, ,000 Shares plus 1 out of 4 to receive 1.50% additional 2,000 Shares 400, ,000 Shares 1.50% 500, ,000 Shares plus 3 out of 9 to receive 1.33% additional 2,000 Shares 600, ,000 Shares 1.33% 800, ,000 Shares plus 3 out of 5 to receive 1.15% additional 2,000 Shares 900, ,000 Shares 1.11% 1,000, ,000 Shares 1.00% 2,000, ,000 Shares 0.60% 5,786 Number of Shares applied for Number of valid applications Basis of allotment/ballot Pool B Approximate percentage of the total number of Shares applied for 4,000, ,234,000 Shares plus 5 out of 7 to receive 30.89% additional 2,000 Shares 6,000, ,852,000 Shares 30.87% 8 15

16 The final number of Offer Shares under the Hong Kong Public Offering is 21,000,000 Shares, representing 10% of the total number of Offer Shares under the Global Offering (before any exercise of the Over-allotment Option and without taking into account any Shares to be and issued upon the exercise of the options that may be granted under the Share Option Scheme). The final number of Offer Shares allocated to the placees under the International Placing is 189,000,000 Shares, representing 90% of the total number of the Offer Shares under the Global Offering (before any exercise of the Over-allotment Option and without taking into account any Shares to be and issued upon the exercise of the options that may be granted under the Share Option Scheme). RESULTS OF ALLOCATIONS The applicable final Offer Price, the level of indications of interest in the International Placing and the basis of allocation of the Hong Kong Offer Shares, will be available on Tuesday, 17 July 2018 on the websites of the Stock Exchange at and the Company at The results of allocations and the Hong Kong identity card numbers, passport numbers or Hong Kong business registration numbers of successful applicants (where applicable) under the Hong Kong Public Offering and the number of The Hong Kong Offer Shares successfully applied for under WHITE and YELLOW Application Forms and through giving electronic application instructions to HKSCC via CCASS and to the ewhite Form Service Provider under the ewhite Form service, will be made available at the times and dates and in the manner specified below:. in the announcement to be posted on our Company s website at and the Stock Exchange s website at by no later than 8: 00 a.m. on Tuesday, 17 July 2018;. from the designated results of allocations website at with a search by ID function on a 24-hour basis from 9: 00 a.m. on Tuesday, 17 July 2018 to 12: 00 midnight on Monday, 23 July 2018;. by telephone enquiry line by calling (852) between 9: 00 a.m. and 6: 00 p.m. from Tuesday, 17 July 2018 to Friday, 20 July 2018 (excluding Saturday, Sunday and Public Holiday);. in the special allocation results booklets which will be available for inspection during opening hours on Tuesday, 17 July 2018, to Friday, 20 July 2018 at the designated receiving bank branches. 16

17 Industrial and Commercial Bank of China (Asia) Limited District Branch Name Address Hong Kong Island Central Branch 1/F., 9 Queen s Road Central Hong Kong Causeway Bay Branch Shop A on G/F, 1/F, Hennessy Apartments 488 & 490 Hennessy Road, Hong Kong Kowloon Tsimshatsui Branch Shop 1 & 2, G/F No Hankow Road Tsimshatsui, Kowloon New Territories Mongkok Branch Tsuen Wan Castle Peak Road Branch Sheung Shui Branch G/F, Belgian Bank Building Nathan Road Mongkok, Kowloon G/F Castle Peak Road Tsuen Wan, New Territories Shop 2, G/F, San Fung Building No.33 San Fung Avenue, ShekWuHui Sheung Shui, New Territories 17

18 Results of applications made by WHITE Application Forms or ewhite Form The following are the identification numbers (where supplied) of wholly or partially successful applicants using WHITE Application Forms or ewhite Form and the number of Public Offer conditionally to them. Applicants who have not provided their identification numbers are not shown. A ,000 B ,000 C ,000 C ,000 D027067A 2,000 E ,000 E ,000 E ,000 E ,000 E ,000 E ,000 E ,000 G ,000 G ,000 G255794A 2,000 G ,000 G ,000 G ,000 G ,000 K ,000 K ,000 P ,000 P ,000 Y ,000 Z ,000 Z ,000 Z ,000 Section 1: Applications using White Application Forms & ewhite Form Page: 1

19 Results of applications made by YELLOW Application Forms (through designated CCASS Clearing/Custodian Participants) The following are the identification numbers (where supplied) of wholly or partially successful applicants using YELLOW Application Forms through designated CCASS Clearing/Custodian Participants and the number of Public Offer conditionally to them. Applicants who have not provided their identification numbers are not shown. C ,000 D ,000 E ,000 K ,000 K ,000 K ,000 Y ,000 Section 2: Applications using Yellow Application Forms through designated CCASS Clearing/Custodian Participants Page: 1

20 Results of applications made by giving electronic application instructions to HKSCC via CCASS The following are the identification numbers (where supplied) of wholly or partially successful applicants made by giving electronic application instructions to HKSCC via CCASS and the number of Public Offer conditionally to them. Applicants who have not provided their identification numbers are not shown , , , , X 2, , X 2, , , , , X 2, X 2, X 2, , , , , , , , , , , , , , , , , , , , , , , , , , X 2, , , , X 2, , , , , X 2, , , , , , , , , , , X 2, , , , , , , , , , , , , X 2, X 2, , , , , , , , , , , , X 2, , , , X 2, , , , , , , , , , , , , , , , , X 2, X 2, , , , X 2, , , , , , , X 2, , , , , , , , , , , , , , , , , , , , X 2, , , , , , , , , , , , , , , , , , , X 2, , X 2, , , , , X 2, , , , , , , , , , , , , , , , , X 2, , , , , , , , , , , , , , , , , , ,000 Section 4: Applications by giving electronic application instructions to HKSCC via CCASS Page: 1

21 Results of applications made by giving electronic application instructions to HKSCC via CCASS The following are the identification numbers (where supplied) of wholly or partially successful applicants made by giving electronic application instructions to HKSCC via CCASS and the number of Public Offer conditionally to them. Applicants who have not provided their identification numbers are not shown , , , , , , , , , , X 2, , , , , , , , , , , , , , , , , , , , , , , , , , , , X 2, , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , X 2, , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , X 2, , , , , , , , , , , X 2, , , , , , , , , , , , , , , , , , , , , , , , X 2, , X 2, , , , , , X 2, , , , , , X 2, , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , X 2, , X 2, X 2, , , ,000 Section 4: Applications by giving electronic application instructions to HKSCC via CCASS Page: 2

22 Results of applications made by giving electronic application instructions to HKSCC via CCASS The following are the identification numbers (where supplied) of wholly or partially successful applicants made by giving electronic application instructions to HKSCC via CCASS and the number of Public Offer conditionally to them. Applicants who have not provided their identification numbers are not shown , , , , , , , , , , , , , , X 2, , , , , , , , , , , , X 2, , X 2, , , , , X 2, , , , , X 2, , , , X 2, , , , , , , , X 2, X 2, , , X 2, , , , X 2, , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , X 2, , , , X 2, , , , , , , , X 2, , , , , , , , X 2, , , , , , , , , , X 2, X 2, , , , , , , , , , , , , , , , , , , , , X 2, , , , , , , , , , , , , , , , , , , , X 2, , , , X 2, , X 2, , , , , , , , , X 2, , , , , , , , , , , , , X 2, , , , , , ,000 Section 4: Applications by giving electronic application instructions to HKSCC via CCASS Page: 3