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Cornerstone Technologies Holdings Limited Share Issue/Capital Change 2021

Mar 10, 2021

51420_rns_2021-03-10_33983089-f881-4840-9ed8-b3c11b396ae6.pdf

Share Issue/Capital Change

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited 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.

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CORNERSTONE TECHNOLOGIES HOLDINGS LIMITED 基石科技控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8391)

COMPLETION OF SUBSCRIPTION OF NEW SHARES UNDER SPECIFIC MANDATE

References are made to the announcement of Cornerstone Technologies Holdings Limited (the “ Company ”) dated 15 December 2020 and the circular of the Company dated 22 January 2021 (the “ Circular ”) in relation to, among other things, the Subscription. Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as those defined in the Circular.

COMPLETION OF THE SUBSCRIPTION

The Board is pleased to announce that all conditions under the Subscription Agreement have been fulfilled and the completion of the Subscription took place on 10 March 2021. An aggregate of 69,625,000 Subscription Shares have been issued and allotted to the Subscribers at the Subscription Price of HK$0.40 per Subscription Share pursuant to the terms and conditions of the Subscription Agreement.

UPDATE ON THE USE OF PROCEEDS

The net proceeds from the Subscription amounted to approximately HK$27.77 million. As disclosed in the Circular, the Company intended to use the net proceeds of the Subscription for EV charging business development, commercial and financial printing business operation, working capital and general corporate purposes.

EFFECTS ON SHAREHOLDING STRUCTURE

The 69,625,000 Subscription Shares represent (i) approximately 13.13% of the existing issued share capital of the Company immediately before the completion of the Subscription; and (ii) approximately 11.61% of the issued share capital of the Company as enlarged by the Subscription.

— 1 —

Set out below is the shareholding structure of the Company immediately before and upon completion of the Subscription:

Shareholders
Global Fortune Global Limited
Glorytwin Limited
Mr. Lau Wai Yan Lawson_(Note)_
Mr. Li Man Keung Edwin
Public Shareholders
Shareholding immediately
before completion of the
Subscription
Number of
Shares held
Approximate
% of Shares
in issue
235,603,225
44.44%
81,000,000
15.28%
22,802,703
4.30%
19,112,613
3.61%
171,647,000
32.38%
Shareholding immediately
before completion of the
Subscription
Number of
Shares held
Approximate
% of Shares
in issue
235,603,225
44.44%
81,000,000
15.28%
22,802,703
4.30%
19,112,613
3.61%
171,647,000
32.38%
Shareholding immediately
upon completion of the
Subscription
Number of
Shares held
Approximate
% of Shares
in issue
235,603,225
39.28%
81,000,000
13.50%
30,302,703
5.05%
19,112,613
3.19%
233,772,000
38.98%
Shareholding immediately
upon completion of the
Subscription
Number of
Shares held
Approximate
% of Shares
in issue
235,603,225
39.28%
81,000,000
13.50%
30,302,703
5.05%
19,112,613
3.19%
233,772,000
38.98%
Wu Changxian
Wu Yanyan
Wei Shu Wen
Huang Lijuan
Huang BaMei
The Placees
Other public shareholders


8,104,000
5,416,000
1,100,000
49,625,000
107,402,000


1.53%
1.02%
0.21%
9.36%
20.26%
18,750,000
18,750,000
21,854,000
13,416,000
3,975,000
49,625,000
107,402,000
3.13%
3.13%
3.64%
2.24%
0.66%
8.27%
17.91%
Total 530,165,541 100.00% 599,790,541 100.00%

Note: 22,802,703 Shares are held by Cornerstone Wealth Holdings Limited which is wholly owned by Mr. Lau Wai Yan Lawson, the executive Director of the Company.

On behalf of the Board

Cornerstone Technologies Holdings Limited LIANG Zihao

Co-Chairman and Executive Director

Hong Kong, 10 March 2021

— 2 —

As at the date of this announcement, the executive Directors are Mr. LIANG Zihao, Mr. SAM WENG WA Michael, Mr. LI Man Keung Edwin and Mr. LAU Wai Yan Lawson, the non-executive Director is Mr. WU Jianwei and the independent non-executive Directors are Mr. TAM Ka Hei Raymond, Mr. YUEN Chun Fai and Ms. ZHU Xiaohui.

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.

This announcement will remain on the “Latest Listed Company Information” page of the GEM website at www.hkgem.com for at least seven days after the date of publication and on the Company’s website at www.cstl.com.hk.

— 3 —