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RoboSense Technology Co., Ltd Share Issue/Capital Change 2024
50628_rns_2024-12-18_e0a400be-1fd6-45a8-9e48-01648aeefe48.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.
This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities, nor is it intended to invite any such offer or invitation. This announcement or any copy thereof may not be directly or indirectly brought into or distributed in the United States (including its territories and possessions, any state of the United States and the District of Columbia). In particular, this announcement does not constitute and is not an offer to sell any securities or a solicitation of an offer to purchase or subscribe for any securities in the United States or elsewhere. Securities may not be offered or sold in the United States unless registered or exempted from registration under the United States Securities Act of 1933, as amended. Any public offering of securities in the United States will be made only by means of a prospectus, which may be obtained from the issuer or the seller of the securities and contains detailed information about the issuer and its management as well as financial information. The Company does not intend to make a public offering of the securities referred to in this announcement in the United States.
robosense
ROBOSENSE TECHNOLOGY CO., LTD
速騰聚創科技有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 2498)
COMPLETION OF PLACING OF NEW SHARES UNDER THE GENERAL MANDATE
Sole Placing Agent
Overall Coordinator and Capital Market Intermediary
China Renaissance 华兴资东
The Board is pleased to announce that all the conditions set out in the Placing Agreement have been fulfilled and the completion of the Placing took place on December 18, 2024.
Pursuant to the terms and conditions of the Placing Agreement, a total of 10,000,000 new Shares have been successfully placed by the Sole Placing Agent to not less than six (6) Placees at the Placing Price of HK$27.75 per Placing Share, representing approximately 2.22% of the number of Shares in issue (excluding the Treasury Shares) as enlarged by the allotment and issuance of the Placing Shares immediately upon completion of the Placing.
The total gross proceeds from the Placing are approximately HK$277.5 million, and the net proceeds from the Placing, after deducting the commission and other related expenses and professional fees, amounted to approximately HK$271.0 million.
Reference is made to the announcement of the Company dated December 11, 2024 (the "Announcement") in relation to, among others, the Placing. Unless otherwise defined herein, capitalized terms used herein shall have the same meanings as those defined in the Announcement.
COMPLETION OF THE PLACING
The Board is pleased to announce that all the conditions set out in the Placing Agreement have been fulfilled and the completion of the Placing took place on December 18, 2024.
Pursuant to the terms and conditions of the Placing Agreement, a total of 10,000,000 new Shares have been successfully placed by the Sole Placing Agent to not less than six (6) Placees at the Placing Price of HK$27.75 per Placing Share, representing approximately 2.22% of the number of Shares in issue (excluding the Treasury Shares) as enlarged by the allotment and issuance of the Placing Shares immediately upon completion of the Placing.
To the best of the Directors' knowledge, information and belief, having made all reasonable enquiries, each of the Placees and its ultimate beneficial owners are institutional and corporate professional investors who are Independent Third Parties, and none of the Placees has become a substantial shareholder (as defined in the Listing Rules) of the Company immediately after the completion of the Placing.
The total gross proceeds from the Placing are approximately HK$277.5 million, and the net proceeds from the Placing, after deducting the commission and other related expenses and professional fees, amounted to approximately HK$271.0 million.
USES OF PROCEEDS FROM THE PLACING
The Company intends to use the net proceeds from the Placing for the purposes and in the amounts set forth below:
(i) Approximately 40% of the net proceeds, or HK$108.4 million, for the Group's research and development ("R&D") to continue enhancing the product pipelines as well as supporting the R&D initiatives in the areas of AI algorithms, chips and hardware, which include (without limitation) developing and offering new products and technology platforms using AI algorithms to adapt to the market changes and meet new customer needs, hiring professionals with expertise in AI and robotics areas, preparing and establishing overseas R&D center with a focus on AI, chips and robotics areas, and attracting and recruiting R&D team overseas;
(ii) Approximately 30% of the net proceeds, or HK$81.3 million, for enhancing the Group's business development efforts in the overseas markets, which include establishing branch offices in overseas countries, engaging in business collaborations and fostering business relationships with overseas automotive OEMs and Tier 1 suppliers, exploring business opportunities in the overseas markets, and hiring experienced business development and sales and marketing staff in overseas countries;
(iii) Approximately 20% of the net proceeds, or HK$54.2 million, for exploring potential strategic partnerships or alliance opportunities. For example, the Group plans to seek strategic partnerships with AI and robotics industry peers and leaders to further develop new products and solutions, upgrade the Group's products and/or support R&D initiatives in the areas of AI algorithms, chips and hardware; and
(iv) Approximately 10% of the net proceeds, or HK$27.1 million, for working capital and general corporate purposes.
The Company intends to utilize the net proceeds from the Placing for the above intended uses in the coming one to two years.
To the extent that the net proceeds from the Placing are not immediately used for the above purposes, or if the Company is unable to effect any part of our future development plans as intended, the Company may hold such funds in short-term deposits with licensed banks or authorized financial institutions (as defined under the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) ("SFO") or applicable laws and regulations in Hong Kong or the PRC) for so long as it is deemed to be in the best interests of the Company. In such event, the Company will comply with the appropriate disclosure requirements under the Listing Rules.
As at June 30, 2024, approximately HK$626.1 million of the net proceeds received by the Company from its Global Offering ("IPO Proceeds") remains unutilized. For further details of the intended uses of the IPO Proceeds, please refer to the prospectus of the Company dated December 27, 2023 in relation to the Global Offering and the 2024 interim report of the Company published on September 20, 2024.
While the Company currently intends to continue to utilize the IPO Proceeds in accordance with the purposes and timeline as disclosed by the Company, the Company believes that the additional funding raised from the Placing will benefit the Group's development as a whole and could serve to supplement the intended uses allocated for the IPO Proceeds. The Group has continued to rapidly develop its business operations and improve its financial performance, and has achieved significant milestones in various aspects of its operations. The Company considers LiDAR and its related applications represent the first stage of the Company's development for the past decade, and ultimately its goal is to become a world-leading robotics technology platform company. The additional funding raised from the Placing will facilitate the Group's continued R&D investment and establishment of overseas R&D center with a focus in the AI algorithms, chips and robotics areas in support of its further development as a robotics technology company. This will be complementary to the proposed uses of the IPO Proceeds on R&D in the Group's pre-existing LiDAR products and solutions.
Furthermore, the Group had made significant progress in expanding its global footprint, including (without limitation) successfully obtaining design wins from four overseas OEMs and two additional new OEM customers (including one of the top three car manufacturers in Japan and a global leading international OEM project) in the first three quarters of 2024. The Company believes that the overseas market demand for LiDAR products will be further expanded in the next few years especially with the worldwide expansion in the scale of intelligent driving application, such as with the launch of high-level autonomous driving technologies by overseas automotive manufacturers in the overseas markets. Furthermore, with the rising geopolitical and international trade tension and the competitive nature of the LiDAR industry, the Group believes it would be in its interest to continue to diversify the geographical footprint of its operations and penetrate into overseas markets with its quality products and competitive edge. The Company established a new overseas subsidiary in September 2024. Given the above development, the Company expects that it will continue to ramp up its business development efforts, solidify current business relationships with existing overseas customers, and seek business opportunities in overseas countries. Accordingly, the additional funding raised from the Placing allocated for the business development efforts will also serve to supplement those allocated in the IPO Proceeds.
In view of the above and having considered the recent prevailing market conditions, the prevailing market price of the Shares and other relevant factors (including the broadening of Shareholders' base), the Board considers that the Placing would be appropriate in order to replenish the Company's cash resources for the above intended purposes, which would be important for the promotion of the Group's long-term success.
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SHAREHOLDING STRUCTURE OF THE COMPANY UPON COMPLETION OF THE PLACING
The shareholding structure of the Company immediately before and after completion of the Placing is set out below:
| Shareholder | Immediately before the completion of the Placing | Immediately after the completion of the Placing | ||
|---|---|---|---|---|
| Number of Shares(i) held | Percentage(ii) (%) | Number of Shares(i) held | Percentage(ii) (%) | |
| Founder Group (iii) | 97,082,430 | 22.07 | 97,082,430 | 21.58 |
| Placees (iv) | - | - | 10,000,000 | 2.22 |
| Other public Shareholders | 342,818,793 | 77.93 | 342,818,793 | 76.20 |
| Total | 439,901,223 | 100.00 | 449,901,223 | 100.00 |
Notes:
(i) The total number of Shares does not include the Treasury Shares held by the Company in treasury.
(ii) The approximate percentage shown in the table above may not be an arithmetic aggregation of the figures due to rounding.
(iii) Dr. Qiu Chunxin, Dr. Zhu Xiaorui and Mr. Liu Letian (collectively, the "Founder Group") entered into the concert party confirmation dated April 21, 2023 to formalize and confirm that they have been parties acting in concert in exercising directors and shareholders' rights of the Group since they became shareholders or directors of the relevant member of the Group (whichever is earlier). As such, each of Dr. Qiu, Dr. Zhu and Mr. Liu is deemed to be interested in the Shares held by other members of the Founder Group for the purpose of Part XV of the SFO, and are therefore considered to be substantial shareholder (as defined in the Listing Rules) of the Company.
(iv) To the best of the Directors' knowledge, information and belief, having made all reasonable enquiries, each of the Placees and its ultimate beneficial owners are institutional and corporate professional investors who are Independent Third Parties, and none of the Placees has become a substantial shareholder (as defined in the Listing Rules) of the Company immediately after the completion of the Placing.
The Company confirms that, immediately after the completion of the Placing, the public float of the Company remains no less than 25% of the Company's issued Shares (excluding Treasury Shares) as enlarged by the Placing in compliance with Rule 8.08(1) of the Listing Rules.
By order of the Board
RoboSense Technology Co., Ltd
Dr. Qiu Chunxin
Chairman of the Board, Executive Director and
Chief Scientist
Shenzhen, December 18, 2024
As at the date of this announcement, the executive Directors are Dr. Qiu Chunxin, Mr. Liu Letian and Mr. Qiu Chunchao; the non-executive Director is Dr. Zhu Xiaorui; and the independent non-executive Directors are Mr. Feng Jianfeng, Mr. Liu Ming and Mr. Ng Yuk Keung.