281,541,805 Ordinary Shares of Adicon Holdings Limited are subject to a Lock-Up Agreement Ending on 29-JUN-2024. These Ordinary Shares will be under lockup for 367 days starting from 28-JUN-2023 to 29-JUN-2024.

Details:
Each of company's Pre-IPO Investors has agreed to be subject to lock-up arrangements for a period of six (6) months after the Listing.

Pearl Group Limited hereby undertakes to each of the Company, the Joint Sponsors, the Overall Coordinators, the Joint Global Coordinators, the Joint Bookrunners, the Joint Lead Managers, the Capital Market Intermediaries and the Hong Kong Underwriters that except pursuant to the Global Offering (including pursuant to the Over-allotment Option and the relevant Stock Borrowing Agreement), without the prior written consent of the Overall Coordinators (for themselves and on behalf of the Hong Kong Underwriters) except as otherwise in compliance with the requirements of the Listing Rules, or pursuant to Note (2) to Rule 10.07(2) of the Listing Rules: it will not, and will procure none of its associates will, during 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 the 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); or (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); or (iii) enter into any transaction with the same economic effect as any transaction specified in (i) or (ii) above; or (iv) offer to or agree to do any of the foregoing or announce any intention to do so, in each case, whether any of the foregoing transactions is to be settled by delivery of share capital or such other securities, in cash or otherwise; (b) it will not, and will procure none of its associates will, during the Second Six-Month Period, enter into any transaction described in paragraph (a) (i), (ii), (iii) or (iv) above or offer to or agree to or announce any intention to effect any such transaction, if, immediately following such transaction, it would cease to be a controlling shareholder (as defined in the Listing Rules) of the Company; and (c) until the expiry of the Second Six-Month Period, in the event that it enters into any such transactions specified in paragraph (a) (i), (ii), (iii) or (iv) above, or offers to or agrees to or announces any intention to effect any such transaction, it will take all reasonable steps to ensure that it will not create a disorderly or false market in the Shares or other securities of the Company.