NaaS Technology Inc. Unveils $15M Share Subscription Facility for Growth

Name: NaaS Technology Inc.
Commission File Number: 001-38235
Address: Newlink Center, Area G, Building 7, Huitong Times Square, No.1 Yaojiayuan South Road, Chaoyang District, Beijing, China.

Date of Agreement: December 23, 2024.
Purpose: The SSFA allows for the purchase and sale of American Depositary Shares (ADS) up to US$15,000,000.
Initial Draw Down Amount: The Company can initially request up to US$5,000,000.
Total Commitment: It can be increased to US$15,000,000 at the Company’s discretion.

Draw Down Mechanism: The Company can issue Draw Down Notices to investors, requesting funds corresponding to the amount specified.
Investor Limitations:
No investor can hold more than 9.9% of the total issued shares.
Investors can adjust their Draw Down request between 50% and 100% of the amount stated in the Draw Down Notice.
Pricing: The purchase price for the ADSs is set at 90% of the daily Volume-Weighted Average Price over the preceding three trading days.
Payment Terms: Payment by investors is due within three trading days following receipt of the ADSs.

Registration: The ADSs will be issued under the Company’s shelf registration statement on Form F-3 (File No. 333-273515).
Prospectus Supplement: A prospectus supplement is being filed concurrently with the SEC for the offering under the SSFA.

The report contains forward-looking statements that may be subject to various risks and uncertainties affecting the Company’s business development, financial condition, and market conditions, including:
Changes in governmental policies and regulations.
Economic conditions in China and globally.
Competition in the industry.
The ability to continuously develop new technology and services.

This report does not constitute an offer to sell or a solicitation to buy ADSs.
It is incorporated by reference into the Company’s Form F-3 registration statement.

Strategic Financing: The SSFA provides a flexible financing mechanism that allows NaaS Technology Inc. to fund operations or expand its business with investor support while maintaining control over shareholder dilution.
Market Position: The ability to draw down significant amounts can indicate confidence from investors in the company’s growth strategy, especially in the rapidly developing EV charging industry in China.
Regulatory Preparedness: The proactive filing of a prospectus supplement suggests that NaaS is preparing for potential market transactions, indicating readiness to capitalize on growth opportunities.