Huatai Secs. Regulatory News (HTSC)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES (OR TO ANY U.S. PERSONS), AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.

Huatai Securities Co., Ltd.

Exercise of Over-allotment Option

21 June 2019

J.P. Morgan Securities plc, acting as the Stabilising Manager in connection with the offering of Global Depositary Receipts (the "GDRs") representing A shares (the "Offering") of Huatai Securities Co., Ltd. (the "Company"), has today given notice to exercise the over-allotment option (the "Over-allotment Option") granted by the Company in respect of 7,501,364 GDRs (the "Option GDRs"), representing 10% of the number of GDRs comprised in the Offering (before the exercise of the Over-allotment Option).

The Option GDRs will be issued at the offer price of USD20.50 per GDR, raising additional gross proceeds for the Company of USD153.8 million.

Including the exercise of the Over-allotment option, the final total size of the Offering was USD1,691.6 million (82,515,000 GDRs, with each GDR representing ten A shares of the Company, each with a fully paid nominal value of RMB1.00 each), in total representing 10.0% of the Company's outstanding share capital prior to the Offering.

Settlement of the Option GDRs is expected to take place on 27 June 2019.

Corporate Information

Huatai Securities Co., Ltd. is a joint stock company with limited liability established pursuant to the Company Law of the People's Republic of China.

The Company's registered office is located at No. 228 Middle Jiangdong Road, Nanjing, Jiangsu Province 210019, People's Republic of China.

For further information, please visit http://www.htsc.com.cn/htzq/investor/en/index.jsp or contact:

Huatai Investor Relations

Christina Yu

Tel: +86 25 8338 9999; +852 3658 6000

Email: boardoffice@htsc.com / christinayu@htsc.com

Citigate Dewe Rogerson (media relations)

China

Benny Liu / Maggie Xu

Tel: +86 10 6567 5056 / +86 21 6391 2177

Email: benny.liu@citigatedewerogerson.com / Maggie.Xu@citigatedewerogerson.com

London

David Westover / Toby Moore Tel: +44 20 7638 9571

Email: David.Westover@citigatedewerogerson.com / Toby.Moore@citigatedewerogerson.com

Disclaimer

This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), (or to any U.S. persons) Australia, Canada, Japan or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement is not an offer to sell, or solicitation of an offer to buy, acquire or subscribe for any securities to any person in the United States (including its territories and possessions, any state of the United States and the District of Columbia) or in any other jurisdiction in which such offer or solicitation would be unlawful. The Offer GDRs have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any State or other jurisdiction of the United States and may not be offered or sold in the United States to, or for the account or benefit of, any U.S. person (as defined in Regulation S under the Securities Act) unless registered under the Securities Act or pursuant to or an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and any applicable state or local securities law. The Company has not intended and does not intend to make any public offer of securities in the United States. Any public offering of securities to be made in the United States will be made by means of a prospectus that may be obtained from the Company and that will contain detailed information about the Company and management, as well as financial statements.

In any member state of the European Economic Area (the "EEA") (each, a "Relevant Member State"), this announcement and any offer if made subsequently is only addressed to and directed at persons who are "qualified investors" ("Qualified Investors") within the meaning of the Prospectus Directive (Directive 2003/71/EC and any amendments thereto, including Directive 2010/73/EU), and any implementing measures in each Relevant Member State (the "Prospectus Directive").

In addition, in the United Kingdom this announcement is being distributed only to, and is directed only at, Qualified Investors (i) who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), (ii) high net worth entities who fall within Article 49(2)(a) to (d) of the Order, or (iii) to whom it may otherwise lawfully be communicated (all such persons being referred to as "relevant persons").

This announcement is directed only at relevant persons in the United Kingdom and Qualified Investors in any other member state of the EEA and must not be acted on or relied on (i) in the United Kingdom, by persons who are not relevant persons, and (ii) in any member state of the EEA other than the United Kingdom, by persons who are not Qualified Investors. Any investment or investment activity to which this announcement relates is available only to and will only be engaged with (i) in the United Kingdom, relevant persons, and (ii) in any member state of the EEA other than the United Kingdom, Qualified Investors.