Certain Ordinary Shares of Helens International Holdings Company Limited are subject to a Lock-Up Agreement Ending on 9-SEP-2022. These Ordinary Shares will be under lockup for 365 days starting from 9-SEP-2021 to 9-SEP-2022.

Details:
Each of controlling shareholders have undertaken to the company, the Sole Global Coordinator, the Sole Sponsor, the Sole Bookrunner and Sole Lead Manager and the Hong Kong Underwriter that, except pursuant to the Global Offering (including pursuant to the Over-allotment Option and the Stock Borrowing Agreement), at any time after the date of the Hong Kong Underwriting Agreement up to and including the First Six Month Period, (i) offer, accept subscription for, pledge, charge, allot, issue, sell, lend, mortgage, assign, contract to allot, issue or sell, sell any option or contract to purchase, purchase any option or contract to sell, grant or agree to grant any option, right or warrant to purchase or subscribe for, lend or otherwise transfer or dispose of, either directly or indirectly, conditionally or unconditionally, or repurchase any of its share capital or other securities of our Company or any interest therein (including but not limited to any securities convertible into or exercisable or exchangeable for or that represent the right to receive any such share capital or securities or any interest therein), (ii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership (legal or beneficial) of such share capital or securities or any interest therein, as applicable, or any interest in any of the foregoing (including, without limitation, any securities convertible into or exchangeable or exercisable for or that represent the right to receive, or any warrants or other rights to purchase, any Shares).

The shares shareholders will be subject to a lock-up of further six months from the expiry of first lock-up period and will take all reasonable steps to ensure that it will not create a disorderly or false market in the securities of company.

BA Capital has entered into a lock-up undertaking letter in favor of the company, the Sole Sponsor and the Sole Global Coordinator. Pursuant to the Lock-up Undertaking, BA Capital is subject to lock-up arrangements for a period of twelve (12) months after the Listing Date, subject to certain exceptions.