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Printmgr File 建業新生活有限公司 Central China New Life Limited (Incorporated in the Cayman Islands with limited liability) Stock Code: 9983 GLOBAL OFFERING Sole Sponsor Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers Joint Bookrunners and Joint Lead Managers (in alphabetical order) IMPORTANT If you are in any doubt about any of the contents of this prospectus, you should seek independent professional advice. Central China New Life Limited 建業新生活有限公司 (Incorporated in the Cayman Islands with limited liability) GLOBAL OFFERING Number of Offer Shares under the Global Offering : 300,000,000 Shares (subject to the Over-allotment Option) Number of Hong Kong Offer Shares : 30,000,000 Shares (subject to reallocation) Number of International Offer Shares : 270,000,000 Shares (subject to reallocation and the Over-allotment Option) Offer Price (subject to a Downward Offer Price : HK$5.60 to HK$7.20 per Share, plus brokerage of Adjustment) 1.0%, SFC transaction levy of 0.0027% and the Stock Exchange trading fee of 0.005% (payable in full at the maximum Offer Price on application in Hong Kong dollars and subject to refund) (If the Offer Price is set at 10% below the bottom end of the indicative Offer Price range after making a Downward Offer Price Adjustment, the Offer Price will be HK$5.04 per Share) Nominal value : HK$0.01 per Share Stock code : 9983 Sole Sponsor Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers Joint Bookrunners and Joint Lead Managers (in alphabetical order) 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, having attached thereto the documents specified in the paragraph headed “Documents Delivered to the Registrar of Companies and Available for Inspection” in Appendix V to this prospectus, has been registered by 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 for the contents of this prospectus or any other document referred to above. The Offer Price is expected to be fixed by agreement between the Joint Representatives (for themselves and on behalf of the Underwriters) and our Company on the Price Determination Date. The Price Determination Date is expected to be on or around Friday, May 8, 2020 and, in any event, not later than Tuesday, May 12, 2020. The Offer Price will be not more than HK$7.20 and is currently expected to be not less than HK$5.60. If, for any reason, the Offer Price is not agreed by Tuesday, May 12, 2020 between the Joint Representatives (for themselves and on behalf of the Underwriters) and our Company, the Global Offering will not proceed and will lapse. The Joint Representatives (for themselves and on behalf of the Underwriters) may, with our consent, reduce the number of Offer Shares being offered under the Global Offering and/or the indicative offer price range below that 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 a case, an announcement will be posted on the website of the Stock Exchange at www.hkexnews.hk and our website at www.ccnewlife.com.cn not later than the morning of the day which is the last day for lodging applications under the Hong Kong Public Offering. Prior to making an investment decision, prospective investors should consider carefully all of the information set out in this prospectus, including the risk factors set out in the section headed “Risk Factors” in this prospectus. The obligations of the Hong Kong Underwriters under the Hong Kong Underwriting Agreement to subscribe for, and to procure subscribers for, the Hong Kong Public Offer Shares, are subject to termination by the Joint Representatives (for themselves and on behalf of the Underwriters) if certain events shall occur prior to 8:00 a.m. on Friday, May 15, 2020. Such grounds are set out in the section headed “Underwriting” in this prospectus. 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 (as defined in Regulation S) except in transactions exempt from, or 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. May 5, 2020 EXPECTED TIMETABLE(1) If there is any change in the following expected timetable of the Hong Kong Public Offering, we will issue an announcement on the websites of the Stock Exchange at www.hkexnews.hk and our Company at www.ccnewlife.com.cn. Hong Kong Public Offering commences and WHITE and YELLOW Application Forms available from ............... 9:00 a.m. on Tuesday, May 5, 2020 Latest time to complete electronic applications under White Form eIPO service through the designated website www.eipo.com.hk(2) ................................... 11:30 a.m. on Friday, May 8, 2020 Application lists of the Hong Kong Public Offering open(3) ...... 11:45 a.m. on Friday, May 8, 2020 Latest time to lodge White and Yellow Application Forms ...... 12:00 noon on Friday, May 8, 2020 Latest time to give electronic application instructions to HKSCC(4) ........................................... 12:00 noon on Friday, May 8, 2020 Latest time to complete payment of White Form eIPO applications by effecting Internet banking transfer(s) or PPS payment transfer(s) .................................... 12:00 noon on Friday, May 8, 2020 Application lists of the Hong Kong Public Offering close ........ 12:00 noon on Friday, May 8, 2020 Expected Price Determination Date(5) ........................ Friday, May 8, 2020 Where applicable, announcement of the Offer Price being set below the bottom end of the indicative Offer Price range after making a Downward Offer Price Adjustment (see paragraph headed “Structure of the Global Offering—Pricing— Determination of Offer Price”) on the website of the Stock Exchange at www.hkexnews.hk and the Company’s website at www.ccnewlife.com.cn on or before ...................... Thursday, May 14, 2020 Announcement of: Š the Offer Price; Š an indication of the level of interest in the International Offering; Š the level of applications in the Hong Kong Public Offering; and Š the basis of allocation of the Hong Kong Public Offer Shares, to be published on the websites of the Stock Exchange at www.hkexnews.hk and our Company at www.ccnewlife.com.cn on or before(6) .................. Thursday, May 14, 2020 Announcement of results of allocations in the Hong Kong Public Offering (including 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 and our Company’s website at www.ccnewlife.com.cn (see paragraph headed “11. Publication of Results” in the section headed “How to Apply for Hong Kong Public Offer Shares”) from .............................. Thursday, May 14, 2020 i EXPECTED TIMETABLE(1) Results of allocations for 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 ............................................. Thursday, May 14, 2020 Despatch of Share certificates in respect of wholly or partially successful applications pursuant to the Hong Kong Public Offering on or before(6) ................................. Thursday, May 14, 2020 Despatch of White Form e-Refund payment instructions/refund cheques on or before(9) ................................. Thursday, May 14, 2020 Dealings in Shares on the Stock Exchange to commence on ...... Friday, May 15, 2020 Notes: (1) All times and dates refer to Hong Kong local time and date, except as otherwise stated. (2) You will not be permitted to submit your application through the designated website at www.eipo.com.hk after 11:30 a.m. on the last day for submitting applications. If you have already submitted your application and obtained a payment reference number from the designated website prior to 11:30 a.m., you will be permitted to continue the application process (by completing payment of application monies) until 12:00 noon on the last day for submitting applications, when the application lists close. (3) If there is/are a tropical cyclone warning signal number 8 or above, a “black” rainstorm warning and/or Extreme Conditions at any time between 9:00 a.m. and 12:00 noon on Friday, May 8, 2020, the application lists will not open on that day. Please refer to the section headed “How to Apply for Hong Kong Public Offer Shares—10. Effect of Bad Weather on the Opening of the Application Lists” in this prospectus. (4) Applicants who apply for Hong Kong Public Offer Shares by giving electronic application instructions to HKSCC should refer to the section headed “How to Apply for Hong Kong Public Offer Shares—6. Applying by Giving Electronic Application Instructions to HKSCC via CCASS” in this prospectus.
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