Jiayuan Services Holdings Limited Announces Completion of Placing of New Shares Under General Mandate

Jiayuan Services Holdings Limited (“the Company”, Stock Code: 1153) has announced the successful completion of a significant share placement under its general mandate, an event that is likely to be of high interest to investors and may impact the Company’s share price in the short term.

Key Highlights of the Placement

• Completion Date: The placement was completed on 24 April 2026, following the fulfillment of all conditions set out in the Placing Agreement.
• Number of Shares Placed: A total of 60,500,000 new shares were placed at a price of HK\$0.25 per share.
• Shareholding Impact: These new shares represent approximately 9.89% of the issued share capital of the Company before the placing and 9.00% after the enlarged share capital following the placement.
• Gross and Net Proceeds: The gross proceeds amounted to HK\$15,125,000, while the estimated net proceeds, after deducting commissions and related expenses, are approximately HK\$14.60 million.
• Net Issue Price: The net issue price per placing share is approximately HK\$0.241.
• Use of Proceeds: Funds raised will be used for general working capital, including rental payments, staff costs, professional fees, administrative and operating expenses, and the settlement of outstanding payables. The Company expects to fully utilize these funds by the end of 2026.

Details of the Placees

Disclosure of Placees: In accordance with the Hong Kong Listing Rules, the identities of the placees, as there were fewer than six, have been disclosed:

• Digcom Equipment Company Limited, incorporated in the British Virgin Islands and wholly-owned by Mr. Wei Jinbing (individual investor).
• JH Service Limited, incorporated in Hong Kong and wholly-owned by Mr. Wang Wei (individual investor).

The Company has confirmed that both placees and their ultimate beneficial owners are independent third parties, and none have become substantial shareholders as a result of this placement.

Effect on Shareholding Structure

Note: VCL and Linkto are parties to a concert agreement and are deemed interested in each other’s shareholdings under Hong Kong’s Securities and Futures Ordinance.

Implications for Shareholders and Potential Share Price Impact

• Dilution: The issuance of new shares has diluted existing shareholders’ holdings, particularly affecting the proportional interest of public shareholders and the main shareholder, VCL.
• Increased Capital Base: The enlarged share capital may provide the Company with improved liquidity and resources to meet its working capital needs and settle outstanding payables.
• Transparency: The public disclosure of placees’ identities enhances transparency, in line with regulatory requirements.
• Potential Share Price Impact: Share placements at a discount to market price can sometimes put downward pressure on share prices in the short term due to dilution, but the effective use of funds for operating purposes and the absence of new substantial shareholders may help stabilize investor confidence.

Board Composition Update

The Board currently comprises six directors: Mr. Li Meng (Chairman and Executive Director), Mr. Xin Bing (Executive Director), Ms. Ruan Hong (Non-executive Director), and three Independent Non-executive Directors (Mr. Zhang Chen, Ms. Cui Yan, and Mr. Cai Sitao).

Disclaimer: This article is for information purposes only and does not constitute investment advice. Investors are advised to refer to official filings, consult professional advisers, and consider their own circumstances before making any investment decisions regarding Jiayuan Services Holdings Limited.

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