四川天兆豬業股份有限公司 Sichuan Tianzow Breeding Technology Co., Ltd (A joint stock company incorporated in the People’s Republic of China with limited liability) Stock Code: 1248 GLOBAL OFFERING Sole Sponsor Sole Global Coordinator, Joint Bookrunner and Joint Lead Manager Joint Bookrunners and Joint Lead Managers Зࡋ⳪暲 @.54-:'//4:+84':/54'2 Joint Lead Managers Huabang Securities Limited IMPORTANT If you are in any doubt about any of the contents of this prospectus, you should obtain independent professional advice. Sichuan Tianzow Breeding Technology Co., Ltd 四川天兆豬業股份有限公司 (a joint stock company incorporated in the People’s Republic of China with limited liability) GLOBAL OFFERING Number of Offer Shares under : 38,626,000 H Shares (subject to the the Global Offering Over-allotment Option) Number of Hong Kong Offer Shares : 3,862,600 H Shares (subject to reallocation) Number of International Placing Shares : 34,763,400 H Shares (subject to reallocation and the Over-allotment Option) Maximum Offer Price : HK$38.80 per H Share, plus brokerage fee of 1.0%, SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005% (payable in full on application in Hong Kong dollars and subject to refund on final pricing) Nominal value : RMB1.00 per H Share Stock code : 1248 Sole Sponsor Sole Global Coordinator, Joint Bookrunner and Joint Lead Manager Joint Bookrunners and Joint Lead Managers Зࡋ⳪暲 @.54-:'//4:+84':/54'2 Joint Lead Managers Huabang Securities Limited Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this prospectus, 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 prospectus. A copy of this prospectus with the documents specified in the paragraph headed “Documents delivered to the Registrar of Companies” in Appendix VII to this prospectus, has been registered with the Registrar of Companies in Hong Kong as required by Section 342C of the Companies (Winding Up and Miscellaneous Provisions) Ordinance (chapter 32 of the Laws of Hong Kong). The Securities and Futures Commission and the Registrar of Companies in Hong Kong take no responsibility as to the contents of this prospectus or any other document referred to above. Prior to making an investment decision, prospective investors should consider carefully all of the information set out in this prospectus, including but not limited to the risk factors set out in “Risk factors” in this prospectus. The Offer Price is expected to be determined by an agreement between the Sole Global Coordinator (for itself and on behalf of the Underwriters) and us on the Price Determination Date, which is expected to be on or around Friday, 6 November 2020 or such later date as may be agreed between the parties, but in any event no later than Friday, 13 November 2020. The Offer Price will not be more than HK$38.80 per each Offer Share and is currently expected to be not less than HK$26.00 per each Offer Share, unless otherwise announced. Applicants for Hong Kong Offer Shares are required to pay, on application, the maximum Offer Price of HK$38.80 for each Offer Share together with brokerage fee of 1.0%, SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005%, subject to refund if the Offer Price is lower than HK$38.80. If, for any reason, the Sole Global Coordinator (for itself and on behalf of the Underwriters) and we are unable to reach an agreement on the Offer Price on or before Friday, 13 November 2020, the Global Offering will not proceed and will lapse. The Sole Global Coordinator (for itself and on behalf of the Underwriters) may, with our consent, reduce the number of Offer Shares and/or the indicative Offer Price range stated in this prospectus at any time on or prior to the morning of the last day for lodging applications under the Hong Kong Public Offering. In such case, a notice of such reduction will be published on the Stock Exchange’s website at www.hkexnews.hk and our website at www.tianzow.com, not later than the morning of the last day for lodging applications under the Hong Kong Public Offering. Further details are set out in “Structure of the Global Offering” and “How to apply for Hong Kong Offer Shares” in this prospectus. We are incorporated, and substantially all of our businesses are located, in the PRC. Potential investors should be aware of the differences in the legal, economic and financial systems between the PRC and Hong Kong and that there are different risk factors relating to investments in PRC-incorporated businesses. Potential investors should also be aware that the regulatory framework in the PRC is different from the regulatory framework in Hong Kong and should take into consideration the different market nature of the H Shares. Such differences and risk factors are set out in “Risk factors”, “Summary of Principal PRC and Hong Kong Legal and Regulatory Provisions” in Appendix IV to this prospectus and “Summary of the Articles of Association” in Appendix V to this prospectus. The obligations of the Hong Kong Underwriters under the Hong Kong Underwriting Agreement to subscribe or purchase, and to procure applicants for the subscriptions or purchase of, the Hong Kong Offer Shares, are subject to termination by the Sole Global Coordinator (for itself and on behalf of the Underwriters) upon the occurrence of any of the events set forth in “Underwriting – Underwriting arrangements and expenses – Hong Kong Public Offering – Grounds for termination” in this prospectus at any time prior to 8:00 a.m. (Hong Kong time) on the Listing Date. It is important that you refer to that section for further details. The Offer Shares have not been and will not be registered under the U.S. Securities Act or any state securities law in the United States and may not be offered, sold, pledged or transferred within the United States or to, or for the account or benefit of, U.S. persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act. The Offer Shares are being offered and sold outside the United States in offshore transactions in accordance with Regulation S under the U.S. Securities Act. Thursday, 29 October 2020 EXPECTED TIMETABLE If there is any change to the following expected timetable, we will publish announcement on the Stock Exchange’s website and our Company’s website. 2020(1) Latest time for completing electronic applications under the White Form eIPO service through the designated website www.eipo.com.hk(2) ...................11:30 a.m. on Friday, 6 November Application lists open(3) ...................................11:45 a.m. on Friday, 6 November Latest time for lodging WHITE and YELLOW Application Forms .....................................12:00 noon on Friday, 6 November Latest time for completing payment of White Form eIPO applications by effecting internet banking transfer(s) or PPS payment transfer(s) .................................12:00 noon on Friday, 6 November Latest time for giving electronic application instructions to HKSCC(4) ................................12:00 noon on Friday, 6 November Application lists close(3) ...................................12:00 noon on Friday, 6 November Expected Price Determination Date(5) ..........................Friday, 6 November Announcement of the final Offer Price, the level of indication of interest in the International Placing, the level of applications in the Hong Kong Public Offering and the basis of allocation of the Hong Kong Offer Shares to be published on the websites of the Stock Exchange at www.hkexnews.hk(6) and our Company at www.tianzow.com(7) on or before ..........Friday, 13 November Results of allocations in the Hong Kong Public Offering (with successful applicants’ identification document numbers, where appropriate) to be available through a variety of channels including the websites of the Stock Exchange at www.hkexnews.hk(6) and our Company at www.tianzow.com(7) (See “How to apply for Hong Kong Offer Shares – 11. Publication of results” in this prospectus) from .............Friday, 13 November –i– EXPECTED TIMETABLE Results of allocations in the Hong Kong Public Offering will be available at www.iporesults.com.hk (alternatively: English https://www.eipo.com.hk/en/Allotment; Chinese https://www.eipo.com.hk/zh-hk/Allotment) with a “search by ID” function from ........................Friday, 13 November Despatch/collection of H Share certificates or deposit of the H Share certificates into CCASS in respect of wholly or partially successful applications pursuant to the Hong Kong Public Offering on or before(8)&(10) ................Friday, 13 November Despatch/collection of refund cheques and White Form e-Refund payment instructions in respect of wholly or partially successful applications (if applicable) or wholly or partially unsuccessful applications pursuant to the Hong Kong Public Offering on or before(9)&(10) ...........Friday, 13 November Dealings in the H Shares on the Stock Exchange expected to commence at 9:00 a.m. on .....................Monday, 16 November The application for the Hong Kong Offer Shares will commence on Thursday, 29 October 2020 through Friday, 6 November 2020. Such time period is longer than the normal market practice of four days. The application monies (including brokerage fee, SFC transaction levy and Stock Exchange trading fee) will be held by the receiving bank on behalf of our Company and the refund monies, if any, will be returned to the applicant(s) without interest on Friday, 13 November 2020. Prospective investors should be aware that the Price Determination Date is expected to be on or about Friday, 6 November 2020 and, in any event, no later than Friday, 13 November 2020 and the dealings in H Shares on the Stock Exchange are expected to commence on Monday, 16 November 2020.