RoboSense Technology Co., Ltd — Capital/Financing Update 2021

Aug 19, 2021

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.

＊

ANNOUNCEMENT ON

RESULTS OF NON-PUBLIC ISSUANCE OF A SHARES AND CHANGES IN SHARE CAPITAL

References are made to (i) the announcement of Luoyang Glass Company Limited (the “ Company ”) dated 30 December 2020 in relation to (1) proposed Nonpublic Issuance of A Shares; (2) connected transaction in relation to the proposed subscription for A Shares by Triumph Group; and (3) Specific Mandate; (ii) the supplemental announcement of the Company dated 20 January 2021; (iii) the circular of the Company dated 24 February 2021 (the “ Circular* ”); (iv) the announcement of resolutions passed at the 2021 Second Extraordinary General Meeting, the 2021 First H Shareholders’ Class Meeting and the 2021 First A Shareholders’ Class Meeting of the Company dated 12 March 2021; (v) the announcement of the Company in relation to the approval obtained from the CSRC for the Non-public Issuance of A Shares dated 28 June 2021; and (vi) the other relevant announcements and overseas regulatory announcements. Unless otherwise defined, capitalized terms used in this announcement shall have the same meanings as defined in the Circular.

– 1 –

The Board is pleased to announce that on 18 August 2021, the Company completed the Non-public Issuance of A Shares (the “ Issuance ”), the details are as follows:

IMPORTANT NOTES:

(I) Number of shares issued and issue price

Type of shares : RMB-denominated ordinary shares (A Shares) Number of shares issued : 97,134,531 shares Issue price : RMB20.59 per share Total proceeds raised : RMB1,999,999,993.29

(II) Number of shares subscribed and lock-up period

No.	Name of target subscriber	Number of	Amount	Lock-up
		shares	subscribed	period
		allotted
		(share)	(RMB)	(month)
1	S h e n z h e n C a p i t a l M a n u f a c t u r i n g	38,853,812	799,999,989.08	6
	Transformation and Upgrading Advance
	Materials Fund (Limited Partnership)*
	（深創投製造業轉型升級新材料基金（有
	限合夥））
2	Triumph Group	13,229,724	272,400,017.16	36
3	Kegai Ceyuan (Chongqing) Private Equity	7,285,089	149,999,982.51	6
	Investment Fund Partnership (Limited
	Partnership)* (科改策源（重慶）私募股權投
	資基金合夥企業（有限合夥))
4	Jinan Jiangshan Investment Partnership (Limited	6,313,744	129,999,988.96	6
	Partnership)*(濟南江山投資合夥企業（有
	限合夥）)
5	China Galaxy Securities Co., Ltd.	5,730,937	117,999,992.83	6
6	Luoyang Manufacturing High Quality	4,856,726	99,999,988.34	6
	Development Fund (Limited Partnership)* (洛
	陽製造業高質量發展基金（有限合夥))
7	UBS AG	4,759,592	97,999,999.28	6
8	Ping An Life Insurance Company of China,	2,914,035	59,999,980.65	6
	Ltd.– Investment Link – Personal insurance
	investment link

– 2 –

No. Name of target subscriber 9 Ping An Asset – Industrial and Commercial Bank – Xinxiang No. 3 asset management product 10 Guotai Junan Securities Co., Ltd. 11 Ning Bo Hong Yang Capital Management Partnership (Limited Partnership)（寧波宏陽 投資管理合夥企業（有限合夥））– Hong Yang Special Fund Phase I Private Securities Investment Fund (宏陽專項基金一期私募 證券投資基金) 12 Shanghai Boshen Investment（Limited Partnership) (上海鉑紳投資中心 （有限合夥)) – Boshen No.27 Securities I n v e s t m e n t P r i v a t e E q u i t y F u n d (鉑紳二十七號證券投資私募基金) 13 Nuode Asset Management Co., Ltd. (諾德基 金管理有限公司) Total	Number of shares allotted (share) 2,914,035 2,914,035 2,914,035 2,914,035 1,534,732 97,134,531	Amount subscribed (RMB) 59,999,980.65 59,999,980.65 59,999,980.65 59,999,980.65 31,600,131.88 1,999,999,993.29	Lock-up period (month) 6 6 6 6 6 –

Other than Triumph Group, all the other twelve subscribers under the Non-public Issuance of A Shares and their respective ultimate beneficial owners are third parties independent of the Company and its connected persons.

(III) Expected listing date

The Company completed the procedures for registration and custody and restrictions on sale relating to the newly issued 97,134,531 A Shares under the Issuance at China Securities Depository and Clearing Corporation Limited Shanghai Branch on 18 August 2021, and received the Changes in Securities Registration Certificate issued by China Securities Depository and Clearing Corporation Limited Shanghai Branch on 19 August 2021. The newly issued shares are tradable shares subject to sales restrictions. In the Issuance, the lockup period for the shares subscribed by Triumph Group is 36 months, and the lockup period for the shares subscribed by other investors is 6 months. The listing and trading of the above shares will take place on the Shanghai Stock Exchange after the expiration of the lock-up period.

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I. OVERVIEW OF THE ISSUANCE

(I) Procedures Performed in relation to the Issuance

1. Internal decision-making procedures of the Company

On 30 December 2020, the Company convened the 23rd meeting of the ninth session of the Board, at which the Resolution on “Proposal for the 2020 Non-public Issuance of A Shares of Luoyang Glass Company Limited*” and relevant resolutions were considered and approved.

On 20 January 2021, the Company convened the 25th meeting of the ninth session of the Board, at which the Resolution on “Proposal for the 2020 Non-public Issuance of A Shares of Luoyang Glass Company Limited* (Revised)” and relevant resolutions were considered and approved.

On 12 March 2021, the Company convened the 2021 Second Extraordinary General Meeting, 2021 First A Shareholders’ Class Meeting and 2021 First H Shareholders’ Class Meeting, at which the Resolution on “Proposal for the 2020 Non-public Issuance of A Shares of Luoyang Glass Company Limited* (Revised)” and relevant resolutions were considered and approved.

2. Approval procedures of the regulatory authorities

On 22 February 2021, CNBMG issued the “Approval on Matters in Relation to the Non-public Issuance of A Shares by Luoyang Glass Company Limited*” (《關於洛陽玻璃股份有限公司非公開發行 A股股票有關問題的批覆》) (CNBMG Fa Zi Ben [2021] No. 37) (中 國建材發資本 [2021]37 號 ), which agreed the Non-public Issuance of A Shares by the Company.

On 15 June 2021, Issuance Examination Committee of CSRC reviewed and approved the application of the Non-public Issuance of A Shares by the Company.

On 21 June 2021, the CSRC issued the “Approval on the Non-public Issuance of Shares of Luoyang Glass Company Limited*” (Zheng Jian Xu Ke [2021] No. 2104) (《關於核准洛陽玻璃股份有限公司非 公開發行股票的批覆》( 證監許可 [2021]2104 號 )).

– 4 –

(II) Receipt and Verification of Proceeds Raised and Registration of Shares

1. Receipt and verification of Proceeds Raised

As at 4 August 2021, 13 target subscribers remitted all subscription amounts of RMB1,999,999,993.29 to the special account for the issuance established by CITIC Securities Company Limited (“ CITC Securities ”), the sponsor (lead underwriters). Pursuant to the “Verification Report” (WUYIGE Yan Zi [2021] No. 2–00043) (《驗 資報告》( 大信驗字 [2021] 第 2–00043 號 )) issued by WUYIGE Certified Public Accountants LLP* ( 大信會計師事務所（特殊普通 合夥 )) on 5 August 2021, all subscription amounts from the above 13 target subscribers had been received and paid up, with a total amount of RMB1,999,999,993.29.

On 5 August 2021, CITIC Securities transferred the balance of the above subscription amount (after deducting the sponsorship and underwriting fee of the sponsor) to the designated deposit and saving account for proceeds opened by the Company. On 6 August 2021, WUYIGE Certified Public Accountants LLP* issued the “Verification Report” (WUYIGE Yan Zi [2021] No. 2–00042) (《驗資報告》( 大 信驗字 [2021] 第 2–00042 號 )) to confirm that the proceeds had been received and paid up. Pursuant to the Verification Report, the Company issued 97,134,531 Renminbi-denominated ordinary shares (A Shares) under the Non-public Issuance with the nominal value of RMB1.00 each. The issue price is RMB20.59 per share and the aggregate proceeds are RMB1,999,999,993.29; as at 5 August 2021, the Company has received the proceeds of RMB1,983,999,993.34 after deducting the underwriting fee from CITIC Securities. Relevant expenses of the Nonpublic Issuance totaling RMB16,346,353.28 (excluding the taxes), and the actual net proceeds being RMB1,983,653,640.01. Among which, the new registered capital amounting to RMB97,134,531 and the new capital reserve amounting to RMB1,886,519,109.01.

2. Registration of Shares

Registration, custody and sales restriction procedures of the newly issued 97,134,531 new A Shares under the Issuance by the Company were completed at the Shanghai Branch of China Securities Depository and Clearing Corporation Limited on 18 August 2021, and received the Changes in Securities Registration Certificate issued by China Securities Depository and Clearing Corporation Limited Shanghai Branch on 19 August 2021.

– 5 –

(III) Basic Information for the Issuance

1. Type of shares issued: Renminbi-denominated ordinary shares (A Shares)

2. Nominal value: RMB1

3. Number of shares issued: 97,134,531 shares

4. Issue price: RMB20.59 per share

5. Gross proceeds raised: RMB1,999,999,993.29

6. Issuance costs: RMB16,346,353.28 (value-added tax exclusive)

7. Net proceeds raised: RMB1,983,653,640.01

8. Sponsor: CITIC Securities Co., Ltd.

II. ISSUANCE RESULTS AND OVERVIEW OF THE TARGET SUBSCRIBERS

(I) Results of the Issuance

Based on the price offered by investors and strictly in accordance with the procedures and rules of the issue price, the target subscribers and the number of shares allocated specified in the subscription invitation letter, 97,134,531 A Shares were issued at the issue price of RMB20.59 per share, with total proceeds of RMB1,999,999,993.29. The target subscribers determined and subscription results under the Issuance are as follows:

No.	Name of target subscriber	Number of	Amount	Lock-up period
		shares allotted	subscribed
		(share)	(RMB)	(month)
1	Shenzhen Venture Capital Manufacturing	38,853,812	799,999,989.08	6
	Transformation and Upgrading Advance
	Materials Fund (Limited Partnership)* (深
	創投製造業轉型升級新材料基金（有
	限合夥))
2	Triumph Group	13,229,724	272,400,017.16	36
3	Kegai Ceyuan (Chongqing) Private Equity	7,285,089	149,999,982.51	6
	Investment Fund Partnership (Limited
	Partnership)* (科改策源（重慶）私募股權
	投資基金合夥企業（有限合夥))

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No. Name of target subscriber 4 Jinan Jiangshan Investment Partnership (Limited Partnership)(濟南江山投資 合夥企業（有限合夥）) 5 China Galaxy Securities Co., Ltd. 6 Luoyang Manufacturing High Quality Development Fund (Limited Partnership) (洛陽製造業高質量發展基金（有限合夥)) 7 UBS AG 8 Ping An Life Insurance Company of China, Ltd. – Toulian – Personal Insurance Toulian 9 Ping An Asset – Industrial and Commercial Bank – Xinxiang No. 3 asset management product 10 Guotai Junan Securities Co., Ltd. 11 Ning BoHong YangCapital Management Partnership (Limited Partnership)(寧波宏 陽投資管理合夥企業(有限合夥)) – Hong YangSpecial Fund Phase I Private Securities Investment Fund (宏陽專項基金 一期私募證券投資基金) 12 Shanghai Boshen Investment（Limited Partnership) (上海鉑紳投資中心 （有限合夥)) – Boshen No.27 Securities I n v e s t m e n t P r i v a t e E q u i t y F u n d (鉑紳二十七號證券投資私募基金) 13 Lord Abbett & Co. LLC (諾德基金管理 有限公司) Total*

Number of shares allotted Amount subscribed Lock-up period (share) (RMB) (month) 6,313,744 129,999,988.96 6 5,730,937 117,999,992.83 6 4,856,726 99,999,988.34 6 4,759,592 97,999,999.28 6 2,914,035 59,999,980.65 6 2,914,035 59,999,980.65 6 2,914,035 59,999,980.65 6 2,914,035 59,999,980.65 6 2,914,035 59,999,980.65 6 1,534,732 31,600,131.88 6 97,134,531 1,999,999,993.29 –

– 7 –

(II) Basic information of the target subscribers

The ultimate number of shares subscribed for under the Issuance is 97,134,531 shares, which does not exceed the upper limit resolved at the general meeting of the Company and approved by the CSRC.

The basic information of the target subscribers is as follows:

1. Shenzhen Venture Capital Manufacturing Transformation and Upgrading Advance Materials Fund (Limited Partnership)*( 深創 投製造業轉型升級新材料基金 ( 有限合夥 ))

Name

Shenzhen Venture Capital Manufacturing Transformation and Upgrading Advance Materials Fund (Limited Partnership)*

• Company type Limited partnership

• Registered address

• Unit 290301, Luohu Business Center, No. 2028 Shennan East Road, Chengdong Community, Dongmen Street, Luohu District, Shenzhen

• Business scope Investment management and consultation (Items subject to approval according to laws, administrative regulations and decisions made by the State Council may only commence business upon legally receiving relevant approval documents); non-securities business investment, equity investment and entrepreneurship equity investment

The number of shares subscribed for by Shenzhen Venture Capital Manufacturing Transformation and Upgrading Advance Materials Fund (Limited Partnership)* is 38,853,812 shares, and the lock-up period of the shares is 6 months.

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2. Triumph Group

Name

Triumph Technology Group Company Limited*

Company type Limited liability company

• Registered address

No.2 Zizhuyuan South Road, Haidian District, Beijing

• Business scope Research, manufacture and sales of building materials and complete equipment for light industry; development, transfer, consultation and service of new technology for light industry and the relevant import and export businesses; engineering design and consultation; tendering agency business; applied research and production of green energy technology products; consultation, design, assessment for energy saving and overall contract for construction of green energy projects; development, transfer, consultation and service of technology within the field of new energy; development, promotion, application and installation of new energy and energy saving products; technological development, production, assembly, sales and installation of components of solar energy and building integration houses, integrated houses and new-type houses; research and development, manufacture and sales of glass, raw materials and complete equipment; deep processing, manufacture and sales of glass products; processing and sales of nonmetallic mineral resources and products; development of computer software, technology consultation, physical and chemical analysis, and heat determination; and research and development, manufacture, sales and technology service of electromechanical equipment for building materials, coal mines, electricity, chemical engineering, metallurgy and municipal engineering. (The market entity shall legally and independently select business items and carry out business activities. For items subject to approval according to law, the business activities shall be carried out according to the approved content after the approval of the relevant authorities has been obtained. Business activities prohibited and restricted by the state and local industrial policies shall not be engaged in.)

The number of shares subscribed for by Triumph Group is 13,229,724 shares, and the lock-up period of the shares is 36 months.

– 9 –

3. Kegai Ceyuan (Chongqing) Private Equity Investment Fund Partnership (Limited Partnership)*( 科改策源 ( 重慶 ) 私募股權 投資基金合夥企業 ( 有限合夥 ))

Name Kegai Ceyuan (Chongqing) Private Equity Investment Fund Partnership (Limited Partnership)*

Company type Limited partnership

Registered 56 Xingsheng Road, Yangjiaping, Jiulongpo District, Chongqing address

• Business scope Engaging in equity investment with private equity funds. (For items subject to approval in accordance with the laws, operating activities can only be conducted upon approval by relevant authorities and the specific business items are subject to the approval documents or permits of the relevant authorities.)

The number of shares subscribed for by Kegai Ceyuan (Chongqing) Private Equity Investment Fund Partnership (Limited Partnership)* is 7,285,089 shares, and the lock-up period of the shares is 6 months.

4. Jinan Jiangshan Investment Partnership (Limited Partnership)*( 濟 南江山投資合夥企業 ( 有限合夥 ))

Name Jinan Jiangshan Investment Partnership (Limited Partnership) *

Company type Limited partnership Registered Room 510–1, 5/F, Licheng Financial Building, Xinyuanxin Center, address No.3 Huaxin Road, Licheng Destrict, Jinan Business scope General items: engaging in investment activities with internal funds; financing advisory services (Except for items subject to approval in accordance with the laws, business activities can be conducted legally and independently with the business license)

The number of shares subscribed for by Jinan Jiangshan Investment Partnership (Limited Partnership)* under the Issuance is 6,313,744 shares, and the lock-up period of the shares is 6 months.

– 10 –

5. China Galaxy Securities Co., Ltd.

Name

China Galaxy Securities Co., Ltd.

Company type Other limited liability company (listed)

Registered 2–6/F, No. 35 Financial Street, Xicheng District, Beijing address

• Business scope Securities brokerage; securities investment consultation; financial advisory business in relation to securities trading and securities investment activities; securities underwriting and sponsorship; securities proprietary trading; margin financing and securities lending; agency sale of securities investment funds; intermediary services to future firms; agency sale of financial products; custody business for securities investment funds; insurance agency business and sales of precious metal products. (The market entity shall legally and independently select business items and carry out business activities. For items subject to approval according to law, the business activities shall be carried out according to the approved content after the approval of the relevant authorities has been obtained. Business activities prohibited and restricted by the state and local industrial policies shall not be engaged in.)

The number of shares subscribed for by China Galaxy Securities Co., Ltd. is 5,730,937 shares, and the lock-up period of the shares is 6 months.

6. Luoyang Manufacturing High Quality Development Fund (Limited Partnership) * ( 洛陽製造業高質量發展基金（有限合夥 ))

Name Luoyang Manufacturing High-quality Development Fund (Limited Partnership)* Company type Limited partnership Registered 1001 and 1002, 10/F, Office Building No. 11, Tianyuan Central Free address Trade Port, High-tech Zone, Luoyang Area of China (Henan) Pilot Free Trade Zone Business scope Engaged in non-securities equity investment activities and related consulting services. (not allowed to conduct the business of deposit taking, financing assurance, wealth management, crowdfunding)

The number of shares subscribed for by Luoyang Manufacturing Highquality Development Fund (Limited Partnership)* is 4,856,726 shares, and the lock-up period of the shares is 6 months.

– 11 –

7. UBS AG

Name

UBS AG

Company type Qualified foreign institutional investor

Registered Bahnhofstrasse 45, 8001 Zurich, Switzerland, and Aeschenvorstadt 1, address 4051 Basel, Switzerland

The number of shares subscribed for by UBS AG is 4,759,592 shares, and the lock-up period of the shares is 6 months.

8. Ping An Asset Management Co., Ltd. ( 平安資產管理有限責任 公司 )

Name Ping An Asset Management Co., Ltd. Company type Other limited liability company Registered 29–31F, No.1333, Lujiazui Ring Road, China (Shanghai) Pilot Free address Trade Zone Business scope Management of its own funds and insurance funds, entrusted fund management, consulting services related to funds management and other asset management businesses permitted by national laws and regulations. (For items subject to approval in accordance with laws, operating activities can only be conducted upon approval by relevant authorities)

The number of shares subscribed for by Ping An Asset Management Co., Ltd. is 5,828,070 shares, and the lock-up period of the shares is 6 months.

– 12 –

9. Guotai Junan Securities Co., Ltd.

Name Guotai Junan Securities Co., Ltd.

Company type Other joint stock limited company (listed)

Registered No.618, Shangcheng Road, China (Shanghai) Pilot Free Trade Zone address

• Business scope Securities brokerage; securities proprietary trading; securities underwriting and sponsorship; securities investment consultation; financial advisory business in relation to securities trading and securities investment activities; margin financing and securities lending; agency sale of securities investment funds; agency sale of financial products; intermediary services to future firms; stock options market making; and other businesses approved by the CSRC. (For items subject to approval in accordance with laws, operating activities can only be conducted upon approval by relevant authorities)

The number of shares subscribed for by Guotai Junan Securities Co., Ltd. is 2,914,035 shares, and the lock-up period of the shares is 6 months.

10. Ningbo-Hong Yang Investment Partnership (Limited Partnership)* ( 寧波宏陽投資管理合夥企業（有限合夥 ))

Name Ningbo-Hong Yang Investment Partnership(Limited Partnership)*

• Company type Limited partnership

• Registered C0133, Section B, Unit 401, Building No. 1, No.88, Meishan Qixing address Road, Beilun District, Ningbo City, Zhejiang Province

• Business scope Investment management. (Not allowed to engage in deposit taking, financing assurance, wealth management, crowdfunding and other financial business without the approval by financial and other regulating authorities). (For items subject to approval in accordance with laws, operating activities can only be conducted upon approval by relevant authorities)

The number of shares subscribed for by Ningbo Hong Yang Investment Management Partnership (Limited Partnership)* is 2,914,035 shares, and the lock-up period of the shares is 6 months.

– 13 –

11. Shanghai Boshen Investment (Limited Partnership)* ( 上海鉑紳投 資中心（有限合夥 ))

Name Shanghai Boshen Investment (Limited Partnership)* Company type Limited partnership Registered 3F-612, No.234, Songxing West Road, Baoshan District address Business scope Assets management, investment management. (For items subject to approval in accordance with laws, operating activities can only be conducted upon approval by relevant authorities)

The number of shares subscribed for by Shanghai Boshen Investment (Limited Partnership)* is 2,914,035 shares, and the lock-up period of the shares is 6 months.

12. Nuode Asset Management Co., Ltd.* ( 諾德基金管理有限公司 )

Name Nuode Asset Management Co., Ltd.* Company type Other limited liability company Registered 18/F, No.99, Fucheng Road, China (Shanghai) Pilot Free Trade Zone address Business scope (I) Promotion, establishment and sales of securities investment funds; (II) Management of securities investment funds; (III) Other businesses approved by CSRC. (For items subject to approval in accordance with laws, operating activities can only be conducted upon approval by relevant authorities)

The number of shares subscribed for by Nuode Asset Management Co., Ltd.* is 1,534,732 shares, and the lock-up period of the shares is 6 months.

Upon verification by the Company, except for Triumph Group, none of the target subscribers has any associated relationship with the Company, there has been no major transactions between them and the Company in the most recent year, and currently, there is no future transaction arrangement between them and the Company. Except for Triumph Group, all other 12 target subscribers under the Non-public Issuance of A Shares and their respective ultimate beneficial owners are third parties independent of the Company and its connected persons.

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III. CHANGES OF THE TOP 10 SHAREHOLDERS OF THE COMPANY BEFORE AND AFTER THE ISSUANCE

• (I) Shareholding of the top 10 shareholders of the Company before the Issuance

As at 30 June 2021, the top 10 shareholders of the Company are as follows:

No.	Name of shareholder	Number of	Shareholding	Nature of
		shares held	percentage	shares
		(share)	(%)
1	HKSCC NOMINEES	248,978,699	45.39	Tradable shares without
	LIMITED			sales restrictions
2	China Luoyang Float	111,195,912	20.27	Tradable shares without
	Glass (Group) Co., Ltd.			sales restrictions,
				Tradable shares with sales
				restrictions
3	CNBM Bengbu Design &	70,290,049	12.81	Tradable shares without
	Research Institute for			sales restrictions,
	Glass Industry Co., Ltd.			Tradable shares with sales
				restrictions
4	Triumph Technology	6,170,699	1.12	Tradable shares with sales
	Group Co., Ltd.			restrictions
5	Anhui Huaguang	3,477,327	0.63	Tradable shares with sales
	Photoelectricity			restrictions
	Materials Technology
	Group Co., Ltd.
6	Hong Kong Securities	2,457,261	0.45	Tradable shares without
	Clearing Co., Ltd.			sales restrictions
7	Ping An Asset	1,674,200	0.31	Tradable shares without
	Management－Ping			sales restrictions
	An Bank－Ping An
	Asset Ru Yi Assets
	Management Product
	No. 41 (平安資產如
	意41號資產管理產品)
8	Yixing Environmental	1,542,674	0.28	Tradable shares without
	Technology Innovation			sales restrictions
	Venture Investment Co.,
	Ltd.*
9	Wang Aijun (王愛軍)	1,530,400	0.28	Tradable shares without
				sales restrictions
10	Wang Hejun (王賀軍)	1,513,400	0.28	Tradable shares without
				sales restrictions

– 15 –

(II) Top 10 shareholders immediately after the completion of the Issuance

Information of the top 10 shareholders immediately after the completion of the Issuance and up to 18 August 2021 is as follows:

No.	Name of shareholder	Number of	Shareholding	Nature of
		shares held	percentage	shares
		(share)	(%)
1	HKSCC NOMINEES	249,018,699	38.57	Tradable shares without
	LIMITED			sales restrictions
2	China Luoyang Float	111,195,912	17.22	Tradable shares without
	Glass (Group) Co., Ltd.			sales restrictions,
				Tradable shares with sales
				restrictions
3	CNBM Bengbu Design &	70,290,049	10.89	Tradable shares without
	Research Institute for			sales restrictions,
	Glass Industry Co., Ltd.			Tradable shares with sales
				restrictions
4	Shenzhen Venture	38,853,812	6.02	Tradable shares with sales
	Capital Manufacturing			restrictions
	Transformation and
	Upgrading Advance
	Materials Fund (Limited
	Partnership)*(深創投
	製造業轉型升級新
	材料基金（有限合夥))
5	Triumph Technology	19,400,423	3.00	Tradable shares with sales
	Group Co., Ltd.			restrictions
6	Hong Kong Securities	7,686,271	1.19	Tradable shares without
	Clearing Co., Ltd.			sales restrictions
7	Kegai Ceyuan	7,285,089	1.13	Tradable shares with sales
	(Chongqing) Private			restrictions
	Equity Investment Fund
	Partnership (Limited
	Partnership)* (科改策
	源（重慶）私募股權投
	資基金合夥企業（有
	限合夥))

– 16 –

No.	Name of shareholder	Number of	Shareholding	Nature of
		shares held	percentage	shares
		(share)	(%)
8	Jinan Jiangshan	6,313,744	0.98	Tradable shares with sales
	Investment			restrictions
	Partnership (Limited
	Partnership)*(濟南江
	山投資合夥企業（有
	限合夥))
9	China Galaxy Securities	5,730,937	0.89	Tradable shares with sales
	Co., Ltd.			restrictions
10	China Construction Bank	5,094,100	0.79	Tradable shares without
	Corporation-Guangfa			sales restrictions
	Science and Technology
	Innovation Hybrid
	Securities Investment
	Fund*(中國建設銀行
	股份有限公司－廣發
	科技創新混合型證
	券投資基金)

(III) The impact of the Issuance on control over the Company

Before and after the completion of the Issuance, the controlling shareholders and the de facto controllers of the Company remain unchanged, and CNBMG is still the de facto controller of the Company.

– 17 –

IV. CHANGES IN SHARE CAPITAL STRUCTURE OF THE COMPANY BEFORE AND AFTER THE ISSUANCE

After the completion of the Issuance, tradable shares with sales restrictions of the Company increased by 97,134,531 shares. Details of the shares with sales restrictions and shares without sales restrictions before and after the Issuance are as follows:

					After the	Issuance
		Before the Issuance			(as at the completion of
		(as at 30 June 2021)		Change	share registration)
Type			Proportion to the			Proportion
			total			to the
		Number of	share	Number of	Number of	total
		shares	capital	shares	shares	share capital
		(Share)		(Share)	(Share)
I.	Shares with sales
	restrictions	17,502,115	3.19%	97,134,531	114,636,646	17.75%
II.	Shares without sales
	restrictions	531,038,317	96.81%	0	531,038,317	82.25%
III.	Total shares	548,540,432	100.00%	97,134,531	645,674,963	100.00%

Upon the completion of the Issuance, the proportion of shares of the Company controlled in aggregate by CNBMG, the de facto controller of the Company, has decreased from approximately 34.91% to approximately 31.71%.

The shareholding structure of the Company immediately before and immediately after the completion of the Non-public Issuance of A Shares is as follows:

Shareholder	(i) Immediately before the	(i) Immediately before the	(ii) Immediately after the	(ii) Immediately after the
	completion of	the Non-public	completion of	the Non-public
	Issuance of A Shares		Issuance of A Shares
	Number of	Approximate	Number of	Approximate
	shares	percentage of	shares	percentage of
		the total number		the total number
		of shares		of shares
		in issue		in issue
		(%)		(%)
A Shares
Triumph Group and parties acting in
concert with it(Note 1)
Triumph Group	6,170,699	1.12	19,400,423	3.00

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Shareholder CLFG Bengbu Institute Huaguang Group International Engineering Triumph Group and parties acting in concert with it Sub-total Other 12 target subscribers Other A shareholders Sub-total of the number of A Shares H Shares Public H shareholders Total issued shares	(i) Immediately before the completion of the Non-public Issuance of A Shares Number of shares Approximate percentage of the total number of shares in issue (%) 111,195,912 20.27 70,290,049 12.81 3,477,327 0.63 386,370 0.07 191,520,357 34.91 – – 107,020,075 19.51 298,540,432 54.42 250,000,000 45.48 548,540,432 100	(ii) Immediately after the completion of the Non-public Issuance of A Shares Number of shares Approximate percentage of the total number of shares in issue (%) 111,195,912 17.22 70,290,049 10.89 3,477,327 0.54 386,370 0.06 204,750,081 31.71 83,904,807 13.00 107,020,075 16.57 395,674,963 61.28 250,000,000 38.72 645,674,963 100

Note:

• (1) As at the date of this announcement, Triumph Group, an indirect controlling shareholder of the Company, directly holds approximately 3% of the shares of the Company and indirectly holds (i) approximately 17.22% of the shares of the Company through CLFG, its direct controlled subsidiary; (ii) approximately 10.89% of the shares of the Company through Bengbu Institute, its direct wholly-owned subsidiary; (iii) approximately 0.54% of the shares of the Company through Huaguang Group, its direct wholly-owned subsidiary; (iv) approximately 0.06% of the shares of the Company through International Engineering, an indirect controlled subsidiary of CNBMG. Therefore, Triumph Group and parties acting in concert with it directly and indirectly hold approximately 31.71% of the shares of the Company in aggregate.

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V. MANAGEMENT DISCUSSION AND ANALYSIS

(I) Effect on the share capital structure of the Company

After the registration of new shares under the Issuance is completed, the Company will have an increase of 97,134,531 tradable shares with sales restrictions. Meanwhile, the Issuance will not lead to a change of the control over the Company and CNBMG will remain as the de facto controller of the Company. Upon the completion of the Issuance, the equity distribution of the Company is in line with the listing conditions specified in the Rules Governing the Listing of Stocks on the Shanghai Stock Exchange.

(II) Effect on the asset structure of the Company

Upon the Issuance, the Company will have a significant increase in its net assets and a corresponding decrease in its asset-liability ratio, which will result in an improvement in the quality of its assets, significant improvement in its debt solvency, enhancement in its financing capabilities and a more reasonable asset structure.

(III) Effect on the business structure of the Company

The proceeds raised from the Issuance will be invested in the Company’s principal business. The implementation of the Project of Photovoltaic Cell Packaging Material for Solar Equipment is conducive to the further implementation of the Company’s existing strategic plans, which will help the Company seize market opportunities, enhance its position in the industry and ultimately realize its long-term sustainable development.

(IV) Effect on the corporate governance

Upon the completion of the Issuance, there is no change of controlling shareholder and de facto controller of the Company, nor will there be any substantial impact on corporate governance. However, the proportion of shares of the Company held by institutional investors has increased, and the equity structure of the Company has become more reasonable, which is conducive to the further improvement of the Company’s governance structure and the healthy and stable development of the Company’s business.

(V) Effect on the senior management structure of the Company

The Issuance has no impact on the senior management structure of the Company, and there is no material change to the directors, supervisors and senior management of the Company resulting from the Issuance.

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(VI) Effect of the Issuance on horizontal competition and related parties transactions

Upon the completion of the Issuance, there will be no change in the business relationship and the management relationship between the Company and the controlling shareholder, the de facto controller and its related parties, and no horizontal competition will be caused. The investment project to be funded by the Issuance represents the expansion of production capacity of the Company’s existing photovoltaic glass business. It is expected that there will be new related parties transactions occurred at both the project construction stage and the production and operation stage, and pricing will continue to be conducted in a market-oriented manner and the procedures for approval of the related parties transactions will also be performed. Such transactions will not have a material adverse effect on the Company’s independent business capabilities.

By order of the Board Luoyang Glass Company Limited* Zhang Chong Chairman

Luoyang, the PRC 19 August 2021

As at the date of this announcement, the Board comprises five executive Directors: Mr. Zhang Chong, Mr. Xie Jun, Mr. Ma Yan, Mr. Wang Guoqiang and Mr. Zhang Rong; two non-executive Directors: Mr. Ren Hongcan and Mr. Chen Yong; and four independent non-executive Directors: Mr. Jin Zhanping, Mr. Ye Shuhua, Mr. He Baofeng and Ms. Zhang Yajuan.

• For identification purposes only

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