Dexin Services Group Limited — Capital/Financing Update 2021

Aug 8, 2021

Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as those defined in the prospectus dated June 29, 2021 (the “ Prospectus ”) issued by Dexin Services Group Limited (the “ Company ”).

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 made pursuant to section 9(2) of the Securities and Futures (Price Stabilizing) Rules (Chapter 571W of the Laws of Hong Kong).

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 of the Company in Hong Kong, the United States or elsewhere. This announcement is not a prospectus. Potential investors should read the Prospectus for detailed information about the Company and the Global Offering described below before deciding whether or not to invest in the Offer Shares.

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 or any other jurisdiction where such jurisdiction is not permitted by relevant law). 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 Offer Shares have not been, and will not be, registered under the United States Securities Act 1933, as amended or supplemented from time to time (“ U.S. Securities Act ”) or any state securities law of the United States. The Offer Shares may not be offered or sold in the United States except that the Offer Shares are being offered and sold outside the United States in reliance on Regulation S under the U.S. Securities Act. The Company has not intended and does not intend to make any public offer of securities in the United States.

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Dexin Services Group Limited 德信服務集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 2215)

PARTIAL EXERCISE OF THE OVER-ALLOTMENT OPTION, STABILIZING ACTIONS AND END OF STABILIZATION PERIOD

PARTIAL EXERCISE OF THE OVER-ALLOTMENT OPTION

The Company announces that the Over-allotment Option described in the Prospectus has been partially exercised by the Sole Global Coordinator (for itself and on behalf of the International Underwriters) on August 6, 2021 (after trading hours), in respect of an aggregate of 16,851,000 additional Shares, representing approximately 6.74% of the total number of the Offer Shares initially available under the Global Offering (before any exercise of the Over-allotment Option), to facilitate the return of part of the 36,197,000 Shares borrowed by the Stabilizing Manager from Shengfu International under the Stock Borrowing Agreement which were used to cover the over-allocation of the Offer Shares in the International Offering. The Over-allotment Shares (as defined below) will be allotted and issued by the Company at HK$3.06 per Share (exclusive of brokerage of 1.0%, SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005%), being the Offer Price per Offer Share under the Global Offering.

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STABILIZING ACTIONS AND END OF STABILIZATION PERIOD

The Company announces that the stabilization period in connection with the Global Offering ended on August 7, 2021, being the 30th day after the last day for lodging of applications under the Hong Kong Public Offering. The stabilizing actions undertaken by the Stabilizing Manager, its affiliates or any person acting for it during the stabilization period are set out in this announcement.

PARTIAL EXERCISE OF THE OVER-ALLOTMENT OPTION

The Company announces that the Over-allotment Option described in the Prospectus has been partially exercised by the Sole Global Coordinator (for itself and on behalf of the International Underwriters) on August 6, 2021 (after trading hours) in respect of an aggregate of 16,851,000 additional Shares (the “ Over-allotment Shares ”), representing approximately 6.74% of the total number of the Offer Shares initially available under the Global Offering (before any exercise of the Over-allotment Option).

The Over-allotment Shares will be allotted and issued by the Company at HK$3.06 per Share (excluding brokerage of 1.0%, SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005%), being the Offer Price per Share under the Global Offering. The Over-allotment Shares will be used to return part of the 36,197,000 Shares borrowed by the Stabilizing Manager from Shengfu International under the Stock Borrowing Agreement, which were used to cover the over-allocation of the Offer Shares in the International Offering.

APPROVAL OF LISTING

Approval for the listing and permission to deal in the Over-allotment Shares has already been granted by the Stock Exchange. Listing of and dealings in the Over-allotment Shares are expected to commence on the Main Board of the Stock Exchange at 9:00 a.m. on August 11, 2021.

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SHAREHOLDING STRUCTURE OF THE COMPANY UPON COMPLETION OF THE PARTIAL EXERCISE OF THE OVER-ALLOTMENT OPTION

The shareholding structure of the Company immediately before and immediately after completion of the partial exercise of the Over-allotment Option is as follows:

ShareholdersShengfu International (Note 1)Kaibang InternationalPre-IPO Investors (Note 2)Cornerstone investors (Note 3)Other public ShareholdersTotal	Immediately before thecompletion of partial exerciseof the Over-allotment OptionApproximatepercentage ofthe Company’sNumberof Sharesissued sharecapital529,202,27952.92%129,629,63012.96%91,168,0919.12%36,923,0003.69%213,077,00021.31%1,000,000,000100.00%	Immediately after thecompletion of partial exerciseof the Over-allotment OptionApproximatepercentage ofthe Company’sNumberof Sharesissued sharecapital529,202,27952.04%129,629,63012.75%91,168,0918.97%36,923,0003.63%229,928,00022.61%1,016,851,000100.00%

Notes:

• (1) Shengfu International is owned as to 92% by Mr. Hu and 8% by Ms. Wei, the spouse of Mr. Hu. By virtue of the SFO, Mr. Hu and Ms. Wei are deemed to be interested in the Shares held by Shengfu International.

• (2) This refers to HK Mei Lun which holds approximately 5.34% of our Shares immediately after the completion of the Global Offering, and Createwisdom which hold approximately 3.77% of our Shares immediately after the completion of the Global Offering. For details, please refer to the section headed “History, Reorganization and Corporate Structure” in the Prospectus.

• (3) This refers to (i) JIC TRUST CO., LTD (中建投信託股份有限公司); (ii) Hangzhou Light Industrial Association Investment Group Co., Ltd. (杭州輕聯投資集團有限公司); and (iii) Hangzhou Jintou Shenghan Investment Partnership (Limited Partnership) (杭州金投盛晗投資合伙企業(有限合伙)). For details, please refer to the section headed “Cornerstone Investors” in the Prospectus.

USE OF PROCEEDS

The additional net proceeds of approximately HK$50.8 million from the allotment and issue of the Over-allotment Shares after deducting underwriting fees and commissions and other estimated expenses payable by the Company in connection with partial exercise of the Over-allotment Option and taking into account any discretionary incentive fee (as applicable and assuming the full payment of the discretionary incentive fee) in connection with the Over-allotment Shares to be issued upon the partial exercise of the Over-allotment Option will be used by the Company for the purposes as set out in the section headed “Future Plans and Use of Proceeds” in the Prospectus.

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STABILIZING ACTIONS AND END OF STABILIZATION PERIOD

The Company further announces that the stabilization period in connection with the Global Offering ended on August 7, 2021, being the 30th day after the last day for lodging of applications under the Hong Kong Public Offering. The stabilizing actions undertaken by CCB International Capital Limited, as the Stabilizing Manager, its affiliates or any person acting for it during the stabilization period are set out below:

• (a) over-allocation of an aggregate of 36,197,000 Offer Shares under the International Offering, representing approximately 14.5% of the total number of the Offer Shares initially available under the Global Offering before any exercise of the Over-allotment Option;

• (b) borrowing of an aggregate of 36,197,000 Shares by the Stabilizing Manager from Shengfu International pursuant to the Stock Borrowing Agreement to cover the over-allocation under the International Offering;

• (c) successive purchases of an aggregate of 19,346,000 Shares at the price of HK$3.06 per Share (exclusive of brokerage of 1.0%, SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005%) on the market during the stabilization period, representing approximately 7.74% of the total number of the Offer Shares initially available under the Global Offering before any exercise of the Over-allotment Option. The last purchase made by the Stabilizing Manager or any person acting for it on the market during the course of the stabilization period was on August 6, 2021 at the price of HK$3.06 per Share (exclusive of brokerage of 1.0%, SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005%);

• (d) the partial exercise of the Over-allotment Option by Sole Global Coordinator (for itself and on behalf of the International Underwriters) on August 6, 2021, in respect of an aggregate of 16,851,000 additional Shares, representing approximately 6.74% of the total number of the Offer Shares initially available under the Global Offering before any exercise of the Over-allotment Option, at the Offer Price per Share to facilitate the return of part of the 36,197,000 Shares borrowed by the Stabilizing Manager from Shengfu International under the Stock Borrowing Agreement which were used to cover the over-allocation of Shares under the International Offering.

The portion of the Over-allotment Option which has not been exercised by the Sole Global Coordinator (for itself and on behalf of the International Underwriters) lapsed on August 7, 2021.

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PUBLIC FLOAT

Immediately after the completion of the Global Offering and after the partial exercise of the Over-allotment Option, the Company will continue to comply with the public float requirements under Rule 8.08(1)(a) of the Listing Rules.

By order of the Board of Dexin Services Group Limited Hu Yiping Chairman

Hong Kong, August 8, 2021

As of the date of this announcement, the board of Directors comprises Mr. Hu Yiping, Mr. Tang Junjie and Ms. Zhu Xiaoli as executive Directors, and Mr. Jia Shenghua, Mr. Rui Meng and Mr. Yang Xi as independent non-executive Directors.

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