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GF Securities Co., Ltd. Capital/Financing Update 2024

Sep 12, 2024

50160_rns_2024-09-12_e6557a52-b30f-4611-a2fc-5794a341af7c.pdf

Capital/Financing Update

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited (“ Hong Kong Stock Exchange ”) 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 for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities.

The material contained in this announcement is not for distribution or circulation, directly or indirectly, in or into the United States. This announcement is solely for the purpose of reference and does not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States or any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the “ Securities Act ”), and shall not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Accordingly, the securities are being offered and sold only outside the United States in an offshore transaction in compliance with Regulation S under the Securities Act.

NOTICE OF LISTING ON THE STOCK EXCHANGE OF HONG KONG LIMITED

GF FINANCIAL HOLDINGS BVI LTD.

(Incorporated in the British Virgin Islands with limited liability)

(the “Issuer”)

U.S.$300,000,000 Floating Rate Guaranteed Bonds due 2027 (the “Bonds”) (Stock Code: 5203)

unconditionally and irrevocably guaranteed by

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(A joint stock company incorporated in the People’s Republic of China with limited liability)

(Hong Kong Stock Exchange Stock Code: 1776; Shenzhen Stock Exchange Stock Code: 000776)

(the “Guarantor”)

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Joint Global Coordinators, Joint Lead Managers and Joint Bookrunners

GF Securities China CITIC Bank ICBC International ICBC International
International
Standard Chartered Bank
Industrial Bank Co., Ltd.

Bank of Communications
Hong Kong Branch
China Minsheng Banking
ICBC (Asia)
ABC International
Corp., Ltd.,
Hong Kong Branch
Bank of China Shanghai Pudong CMBC Capital
Development Bank
Hong Kong Branch
Bank of China (Hong Kong)
CCB International
CMB Wing Lung Bank
Limited
HSBC China Construction Bank (Asia)
Joint Lead Managers and Joint Bookrunners
ICBC (Macau) Mirae Asset
SPDB International
Nanyang
Commercial Bank
CNCB Capital Agricultural Bank of
BOC International
China Galaxy
China Limited International
Hong Kong Branch
China International
China Securities
CMB International
Flow Capital
Capital Corporation International
Haitong International Hua Xia Bank
Huatai International
Orient Securities
Co., Limited (Hong Kong)
Hong Kong Branch

2

Application has been made to The Stock Exchange of Hong Kong Limited for the listing of and permission to deal in the Bonds by way of debt issues to professional investors (as defined in Chapter 37 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited) only as described in the offering circular relating thereto dated 5 September 2024. Permission for the listing of, and dealing in, the Bonds is expected to become effective on 13 September 2024.

By order of the Board GF Securities Co., Ltd. Lin Chuanhui Chairman

Guangzhou, the PRC 12 September 2024

As at the date of this announcement, the sole director of the Issuer is Mr. WU Dehua.

As at the date of this announcement, the board of directors of the Guarantor comprises Mr. Lin Chuanhui, Mr. Qin Li, Ms. Sun Xiaoyan and Mr. Xiao Xuesheng as executive Directors; Mr. Li Xiulin, Mr. Shang Shuzhi and Mr. Guo Jingyi as non-executive Directors; and Ms. Leung Shek Ling Olivia, Mr. Li Wenjing, Mr. Zhang Chuang and Mr. Wang Dashu as independent non-executive Directors.

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