Kangji Medical Holdings Limited 康基醫療控股有限公司 (Incorporated in the Cayman Islands with Limited Liability)

Kangji Medical Holdings Limited 康基醫療控股有限公司 (Incorporated in the Cayman Islands with Limited Liability)

IMPORTANT IMPORTANT: If you are in any doubt about any of the contents of this prospectus, you should obtain independent professional advice. Kangji Medical Holdings Limited 康基醫療控股有限公司 (Incorporated in the Cayman Islands with limited liability) GLOBAL OFFERING Number of Offer Shares under : 225,397,500 Shares (subject to the Over- the Global Offering allotment Option) Number of Hong Kong Offer Shares : 22,540,000 Shares (subject to adjustment) Number of International Offer Shares : 202,857,500 Shares (subject to adjustment and the Over-allotment Option) Maximum Offer Price : HK$13.88 per Share, plus brokerage 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) Par Value : US$0.00001 per Share Stock Code : 9997 Joint Sponsors, Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers 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 “Appendix V — Documents Delivered to the Registrar of Companies and Available for Inspection — Documents Delivered to the Registrar of Companies in Hong Kong,” 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 of Hong Kong and the Registrar of Companies in Hong Kong take no responsibility for the contents of this prospectus or any of the other documents referred to above. Our Company is incorporated in the Cayman Islands and substantially all of our businesses are located in the PRC. Potential investors should be aware of the differences in legal, economic and financial systems between the Cayman Islands, the PRC and Hong Kong and that there are different risk factors relating to the investment in our Company. Potential investors should also be aware that the regulatory frameworks in the Cayman Islands and the PRC are different from the regulatory framework in Hong Kong and should take into consideration the different market nature of our Shares. Such differences and risk factors are set out in “Risk Factors” and “Regulations.” The Offer Price is expected to be determined by agreement between the Joint Global Coordinators (on behalf of the Underwriters), the Selling Shareholder and us on the Price Determination Date. The Price Determination Date is expected to be on or around Friday, June 19, 2020 (Hong Kong time) and, in any event, not later than Saturday, June 20, 2020 (Hong Kong time). The Offer Price will be not more than HK$13.88 per Offer Share and is currently expected to be not less than HK$12.36 per Offer Share. If, for any reason, the Offer Price is not agreed by Saturday, June 20, 2020 (Hong Kong time), or such other date as agreed between the parties, between the Joint Global Coordinators (on behalf of the Underwriters), the Selling Shareholder and us, the Global Offering will not proceed and will lapse. Applicants for Hong Kong Offer Shares are required to pay, on application, the maximum Offer Price of HK$13.88 for each Hong Kong Offer Share together with brokerage fee of 1.0%, SFC transaction levy of 0.0027% and the Stock Exchange trading fee of 0.005%, subject to refund if the Offer Price as finally determined is less than HK$13.88. The Joint Global Coordinators (on behalf of the Underwriters), and with the consent of our Company, may, where considered appropriate, reduce the number of Hong Kong Offer Shares and/or the indicative Offer Price range below that is stated in this prospectus (which is HK$12.36 to HK$13.88) at any time prior to the morning of the last day for lodging applications under the Hong Kong Public Offering. In such case, notices of the reduction in the number of Hong Kong Offer Shares and/or the indicative Offer Price range will be published in the South China Morning Post (in English) and the Hong Kong Economic Times (in Chinese) as soon as practicable following the decision to make such reduction, and in any event not later than the morning of the day which is the last day for lodging applications under the Hong Kong Public Offering. Such notices will also be available on the website of our Company at www.kangjimedical.com and on the website of the Stock Exchange at www.hkexnews.hk. Further details are set forth in “Structure of the Global Offering” and “How to Apply for Hong Kong Offer Shares” in this prospectus. If applications for Hong Kong Offer Shares have been submitted prior to the day which is the last day for lodging applications under the Hong Kong Public Offering, in the event that the number of Offer Shares and/or the indicative Offer Price range is so reduced, such applications can subsequently be withdrawn. 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 “Risk Factors” in this prospectus. The obligations of the Hong Kong Underwriters under the Hong Kong Underwriting Agreement to subscribe for, and to procure applicants for the subscription for, the Hong Kong Offer Shares, are subject to termination by the Joint Global Coordinators (on behalf of the Hong Kong Underwriters) if certain grounds arise prior to 8:00 a.m. on the day that trading in the Shares commences on the Stock Exchange. Such grounds are set out in “Underwriting — Underwriting Arrangements and Expenses — Hong Kong Public Offering — Grounds for Termination” in this prospectus. 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 in transactions exempt from, or not subject to, the registration requirements of the U.S. Securities Act. The Offer Shares are being offered in the United States only to QIBs in reliance on Rule 144A or another available exemption from registration under the U.S. Securities Act and outside the United States in offshore transactions in accordance with Regulation S. Tuesday, June 16, 2020 EXPECTED TIMETABLE(1) Public offer commences and WHITE and YELLOW Application Forms available from ..............................9:00 a.m. on Tuesday, June 16, 2020 Latest time to complete electronic applications under the White Form eIPO service through the designated website at www.eipo.com.hk (note 2) .....................11:30 a.m. on Friday, June 19, 2020 Application lists for the Hong Kong Public Offering open (note 3) ........................11:45 a.m. on Friday, June 19, 2020 Latest time for lodging WHITE and YELLOW Application Forms and giving electronic application instructions to HKSCC (note 4) ...........................12:00 noon on Friday, June 19, 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, June 19, 2020 Application lists for the Hong Kong Public Offering close (note 3) .......................12:00 noon on Friday, June 19, 2020 Expected Price Determination Date (note 5) .....................Friday, June 19, 2020 Announcement of the Offer Price, the level of applications in the Hong Kong Public Offering, the level of indications of interest in the International Offering and the basis of allocation of the Hong Kong Offer Shares to be published in the South China Morning Post (in English) and the Hong Kong Economic Time (in Chinese) and on the websites of the Stock Exchange at www.hkexnews.hk and our Company at www.kangjimedical.com on or before (note 6) .......................................Friday, June 26, 2020 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 (See “How to Apply for Hong Kong Offer Shares — 11. Publication of Results”) from ...........................Friday, June 26, 2020 –i– EXPECTED TIMETABLE(1) Results of allocations for the Hong Kong Public Offering will be available 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, June 26, 2020 Share certificates (if applicable) in respect of wholly or partially successful applications to be despatched on or before ................................Friday, June 26, 2020 White Form eIPO e-Refund payment instructions/Refund cheques in respect of wholly or partially successful applications if the Offer Price is less than the price payable on application (if applicable) or wholly or partially unsuccessful applications to be despatched on or before (note 7) .......................Friday, June 26, 2020 Dealings in Shares on the Stock Exchange to commence at 9:00 a.m. on ...............................Monday, June 29, 2020 Notes: (1) All times refer to Hong Kong local time. Details of the structure of the Global Offering, including its conditions, are set out in “Structure of the Global Offering.” (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.

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