Certain Ordinary Shares of JBM (Healthcare) Limited are subject to a Lock-Up Agreement Ending on 4-FEB-2022. These Ordinary Shares will be under lockup for 365 days starting from 4-FEB-2021 to 4-FEB-2022. Details: During the period commencing on the date of the Pubic Offer Underwriting Agreement and ending on, and including, the date that is six months from the Listing Date e (the “First Six-Month Period”), the Company undertakes not to, offer, sell, contract to sell, contract or agree to sell, mortgage (other than in the ordinary and usual course of business), charge (other than in the ordinary and usual course of business), pledge (other than in the ordinary and usual course of business), hypothecate, lend, assign, grant or sell any option, warrant, right 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, or otherwise transfer or dispose of, or create an Encumbrance over (other than in the ordinary and usual course of business) or agree to transfer or dispose of or create an Encumbrance over (other than in the ordinary and usual course of business), either directly or indirectly, conditionally or unconditionally, or repurchase, any legal or beneficial interest in any shares or other securities of such other Subsidiary at Listing, as applicable, or any interests in any of the foregoing (including, but not limited to, any securities that are convertible into or exercisable or exchangeable for, or that represent the right to receive, or any warrants or other rights to purchase, any shares of such other Subsidiary at Listing), or deposit any shares or other securities of such other Subsidiary at Listing, as applicable, with a depositary in connection with the issue of depositary receipts); or enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of subscription or ownership (legal or beneficial) of any Shares or other securities of the Company or any shares or other securities of such other Subsidiary at Listing, as applicable, or any interest therein (including, without limitation, any securities of which are convertible into or exchangeable or exercisable for, or represent the right to receive, or any warrants or other rights to purchase, any Shares or other securities of the Company or any shares or other securities of such other Subsidiary at Listing, as applicable); or enter into any transaction with the same economic effect as any transaction described previously, or offer to or contract to or agree to announce, or publicly disclose that the Company will or may enter into any transaction described above. Each of Jacobson Pharma and JBM Group BVI undertake not to, at any time during the First Six-Month Period, offer, sell, contract to sell, contract or agree to sell, mortgage (other than in the ordinary and usual course of business), charge (other than in the ordinary and usual course of business), pledge (other than in the ordinary and usual course of business), hypothecate, lend, assign, grant or sell any option, warrant, right 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, or otherwise transfer or dispose of, or create an Encumbrance over (other than in the ordinary and usual course of business) or agree to transfer or dispose of or create an Encumbrance over (other than in the ordinary and usual course of business), either directly or indirectly, conditionally or unconditionally, or repurchase, any legal or beneficial interest in any shares or other securities of such other Subsidiary at Listing, as applicable, or any interests in any of the foregoing (including, but not limited to, any securities that are convertible into or exercisable or exchangeable for, or that represent the right to receive, or any warrants or other rights to purchase, any shares of such other Subsidiary at Listing), or deposit any shares or other securities of such other Subsidiary at Listing, as applicable, with a depositary in connection with the issue of depositary receipts); or enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of subscription or ownership (legal or beneficial) of any Shares or other securities of the Company or any shares or other securities of such other Subsidiary at Listing, as applicable, or any interest therein (including, without limitation, any securities of which are convertible into or exchangeable or exercisable for, or represent the right to receive, or any warrants or other rights to purchase, any Shares or other securities of the Company or any shares or other securities of such other Subsidiary at Listing, as applicable); or enter into any transaction with the same economic effect as any transaction described previously, or offer to or contract to or agree to announce, or publicly disclose that the Company will or may enter into any transaction described above. Jacobson Pharma and JBM Group BVI have further undertaken not to at any time during the Second Six-Month Period, enter into any of the transactions specified above. The company has undertaken to the Stock Exchange that within six months from the Listing Date, no further Shares or securities convertible into shares of the Company (whether or not of a class already listed) shall be issued or form the subject of any agreement to such an issue (whether or not such issue of shares or securities will be completed within six months from the commencement of dealing), except for Shares or securities issued pursuant to the Public Offer or any of the circumstances. The Controlling Shareholders have undertaken to the company and to the Stock Exchange, except pursuant to the Public Offer or the Jacobson Pharma Distribution and arrangements relating thereto, that they shall not and shall procure that the relevant registered holder(s) controlled by them shall not: in the First Six-month Period, dispose of, nor enter into any agreement to dispose of or otherwise create any options, rights, interests or encumbrances in respect of, any of the securities or Shares of the Company or in the Second Six-month Period, dispose of, nor enter into any agreement to dispose of or otherwise create any options, rights, interests or encumbrances in respect of, any of the Relevant Securities if, immediately following such disposal or upon the exercise of such options, rights, interests or encumbrances, they as a group would cease to be controlling shareholders. Sum, Yang and certain Directors, further undertake that they will not, at any time during the period commencing on the date of the prospectus, and ending on the date which is six months from the Listing Date, dispose of any Relevant Shares or any interest in any company or entity holding or controlling (directly or indirectly) any Relevant Shares. An aggregate of 4,183,250 shares will be locked-up with the last lock-up day on April 4, 2021.