Mobvista Inc. — Capital/Financing Update 2022

Nov 4, 2022

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Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange Listing Rules on Movements in Securities

For the month ended: 31 October 2022

Status: New Submission

To : Hong Kong Exchanges and Clearing Limited

Name of Issuer: Mobvista Inc. Date Submitted: 04 November 2022

I. Movements in Authorised / Registered Share Capital

1. Type of shares	Ordinary shares	Ordinary shares	Class of shares	Not applicable	Not applicable	Not applicable	Listed on SEHK (Note 1)	Listed on SEHK (Note 1)	Listed on SEHK (Note 1)	Yes
Stock code	01860		Description	Ordinary
		Number of authorised/registered shares			Par value			Authorised/registered share capital
Balance at close of preceding month		10,000,000,000			USD	0.01		USD	100,000,000
Increase / decrease (-)		0						USD	0
Balance at close of the month		10,000,000,000			USD	0.01		USD	100,000,000

Total authorised/registered share capital at the end of the month: USD

100,000,000

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II. Movements in Issued Shares

1. Type of shares	Ordinary shares	Ordinary shares	Class of shares	Not applicable	Listed on SEHK (Note 1)	Yes
Stock code	01860		Description	Ordinary
Balance at close of preceding month		1,639,547,164
Increase / decrease (-)		-2,927,000
Balance at close of the month		1,636,620,164

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III. Details of Movements in Issued Shares

(A). Share Options (under Share Option Schemes of the Issuer)

1. Type of shares issuable	1. Type of shares issuable	Ordinary shares	Ordinary shares	Class of shares	Class of shares	Not applicable	Not applicable	Shares issuable to be listed on SEHK (Note 1)	Shares issuable to be listed on SEHK (Note 1)	Shares issuable to be listed on SEHK (Note 1)	Yes	Yes
Stock code of shares issuable (if listed on SEHK) (Note 1)				01860
Particulars of share option scheme		Number of share options outstanding at close of preceding month	Movement during the month				Number of share options outstanding at close of the month		No. of new shares of issuer issued during the month pursuant thereto (A)	No. of new shares of issuer which may be issued pursuant thereto as at close of the month		The total number of securities which may be issued upon exercise of all share options to be granted under the scheme at close of the month
1).	Share option scheme	0					0			0		151,886,700
General Meeting approval date (if applicable)		30 October 2018

Total A (Ordinary shares):

Total funds raised during the month from exercise of options: HKD

(B). Warrants to Issue Shares of the Issuer which are to be Listed Not applicable

(C). Convertibles (i.e. Convertible into Issue Shares of the Issuer which are to be Listed)

1. Type of shares issuable	1. Type of shares issuable	Ordinary shares	Ordinary shares	Ordinary shares	Class of shares	Class of shares	Not applicable	Not applicable	Shares issuable to be listed on SEHK (Note 1)	Shares issuable to be listed on SEHK (Note 1)	Shares issuable to be listed on SEHK (Note 1)	Yes	Yes
Stock code of shares issuable (if listed on SEHK) (Note 1)					01860
Description of the Convertibles			Currency	Amount at close of preceding month		Movement during the month				Amount at close of the month	No. of new shares of issuer issued during the month pursuant thereto (C)		No. of new shares of issuer which may be issued pursuant thereto as at close of the month
1).	Convertibles Bonds		USD	30,000,000						30,000,000
Type of convertibles			Bond/Notes

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Stock code of the Convertibles (if listed on SEHK) (Note 1) Subscription/Conversion price General Meeting approval date (if applicable)	USD 5.54

Total C (Ordinary shares):

Remarks:

On 3 January 2021, the Company entered into an Investment Agreement to issue convertible bonds for a principal amount of US$30,000,000 with 3.5% annual interest. For details, please refer to the Issuer’s announcement dated 3 January 2021.

(D). Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be listed, including Options (other than Share Options Schemes)

1. Type of shares issuable	1. Type of shares issuable	Ordinary shares	Class of shares	Not applicable	Not applicable	Not applicable	Shares issuable to be listed on SEHK (Note 1)	Shares issuable to be listed on SEHK (Note 1)	Yes
Stock code of shares issuable (if listed on SEHK) (Note 1)			01860
Description					General Meeting approval date (if applicable)	No. of new shares of issuer issued during the month pursuant thereto (D)		No. of new shares of issuer which may be issued pursuant thereto as at close of the month
1).	Employee Restricted Share Unit Scheme approved by the Board on 27/9/2018 and amended on 19/11/2018 and 7/12/2020. (a) Maximum grant: 139,249,858 shares (b) Granted: 113,812,265 shares (c) Vested: 78,080,832shares (d) Lapsed: 19,998,375shares (Available for re-grant 16,276,326 shares)
2).	Management Restricted Share Unit Scheme approved by the Board on 19/11/2018 and amended on 7/12/2020. (a) Maximum grant: 58,203,913 shares (b) Granted: 19,327,200 shares (c) Vested: 16,579,600 shares (e) Lapsed: 2,567,000 shares (Available for re-grant 2,322,000 shares)

Total D (Ordinary shares):

Remarks:

For details, please refer to the section headed “Statutory and General Information - E Share Incentive Schemes” in Appendix IV to the prospectus of the Issuer dated 30 November 2018

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(E). Other Movements in Issued Share

1. Type of shares issuable (Note 5 and 6)	1. Type of shares issuable (Note 5 and 6)	Ordinary shares	Ordinary shares	Ordinary shares	Class of shares	Class of shares	Not applicable	Not applicable	Not applicable	Not applicable	Shares issuable to be listed on SEHK (Note 1, 5 and 6)	Shares issuable to be listed on SEHK (Note 1, 5 and 6)	Shares issuable to be listed on SEHK (Note 1, 5 and 6)	Yes
Stock code of shares issuable (if listed on SEHK) (Note 1, 5 and 6)						01860
Type of Issue			At price (if applicable)					Issue and allotment date (Note 5 and 6)		General Meeting approval date (if applicable)		No. of new shares of issuer issued during the month pursuant thereto (E)	No. of new shares of issuer which may be issued pursuant thereto as at close of the month
			Currency	Amount
1).	Repurchase of shares							03 October 2022		08 June 2022			-253,000
2).	Repurchase of shares							05 October 2022		08 June 2022			-175,000
3).	Repurchase of shares							06 October 2022		08 June 2022			-58,000
4).	Repurchase of shares							07 October 2022		08 June 2022			-54,000
5).	Repurchase of shares							10 October 2022		08 June 2022		-2,927,000
6).	Repurchase of shares							10 October 2022		08 June 2022			-83,000
7).	Repurchase of shares							11 October 2022		08 June 2022			-130,000
8).	Repurchase of shares							12 October 2022		08 June 2022			-161,000
9).	Repurchase of shares							13 October 2022		08 June 2022			-58,000
10).	Repurchase of shares							14 October 2022		08 June 2022			-162,000
11).	Repurchase of shares							17 October 2022		08 June 2022			-26,000
12).	Repurchase of shares							18 October 2022		08 June 2022			-52,000
13).	Repurchase of shares							19 October 2022		08 June 2022			-81,000
14).	Repurchase of shares							20 October 2022		08 June 2022			-137,000
15).	Repurchase of shares							21 October 2022		08 June 2022			-31,000
16).	Repurchase of shares							24 October 2022		08 June 2022			-255,000
17).	Repurchase of shares							25 October 2022		08 June 2022			-162,000
18).	Repurchase of shares							26 October 2022		08 June 2022			-136,000
19).	Repurchase of shares							27 October 2022		08 June 2022			-169,000
20).	Repurchase of shares							28 October 2022		08 June 2022			-254,000
21).	Repurchase of shares							31 October 2022		08 June 2022			-134,000
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Total E (Ordinary shares):

-2,927,000

Remarks:

Shares repurchased on 2/9/2022, 5/9/2022, 6/9/2022, 7/9/2022, 8/9/2022, 9/9/2022, 14/9/2022, 15/9/2022, 16/9/2022, 19/9/2022, 20/9/2022, 21/9/2022 and 22/9/2022 have canceled on 10 October 2022

Total increase / decrease (-) in Ordinary shares during the month (i.e. Total of A to E)

-2,927,000

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IV. Information about Hong Kong Depositary Receipt (HDR)

Not applicable

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V. Confirmations

We hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued by the issuer during the month as set out in Part III and IV which has not been previously disclosed in a return published under Main Board Rule 13.25A / GEM Rule 17.27A, it has been duly authorised by the board of directors of the listed issuer and, insofar as applicable:

(Note 2)

• (i) all money due to the listed issuer in respect of the issue of securities has been received by it;

• (ii) all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited under "Qualifications of listing" have been fulfilled;

• (iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled;

• (iv) all the securities of each class are in all respects identical (Note 3);

• (v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with other legal requirements;

• (vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue;

• (vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and

(viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies.

Submitted by: SO Shuk Yi Betty Title: Company Secretary

Title:

(Director, Secretary or other Duly Authorised Officer)

Notes

2. SEHK refers to Stock Exchange of Hong Kong.

3. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under Main Board Rule 13.25A / GEM Rule 17.27A in relation to the securities issued, no further confirmation is required to be made in this return.

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3.

“Identical” means in this context:

• ．

the securities are of the same nominal value with the same amount called up or paid up;

• they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to

• ． exactly the same sum (gross and net); and

• ． they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects.

If there is insufficient space, please submit additional document.

1. In the context of repurchase of shares:

2. ． “shares issuable to be listed on SEHK” should be construed as “shares repurchased listed on SEHK”; and

3. ． “stock code of shares issuable (if listed on SEHK)” should be construed as “stock code of shares repurchased (if listed on SEHK)”; and

4. ． “type of shares issuable” should be construed as “type of shares repurchased”; and

5. ． “issue and allotment date” should be construed as “cancellation date”

In the context of redemption of shares:

• ． “shares issuable to be listed on SEHK” should be construed as “shares redeemed listed on SEHK”; and

• ． “stock code of shares issuable (if listed on SEHK)” should be construed as “stock code of shares redeemed (if listed on SEHK)”; and

• ． “type of shares issuable” should be construed as “type of shares redeemed”; and

• ． “issue and allotment date” should be construed as “redemption date”

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