UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of December 2022

 

 

Commission File Number: 001-40460

 

 

KANZHUN LIMITED

 

18/F, GrandyVic Building,

Taiyanggong Middle Road

Chaoyang District, Beijing 100020

People’s Republic of China

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F     x           Form 40-F   ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨

 

 

 

Exhibit Index

 

Exhibit 99.1 – Announcement on The Stock Exchange of Hong Kong Limited Regarding Recent Trading Information, dated December 19, 2022

Exhibit 99.2 – Announcement on The Stock Exchange of Hong Kong Limited Regarding Previous Trading Day Information, dated December 20, 2022

Exhibit 99.3 – Announcement on The Stock Exchange of Hong Kong Limited Regarding Previous Trading Day Information, dated December 21, 2022

Exhibit 99.4 – Announcement on The Stock Exchange of Hong Kong Limited Regarding Previous Trading Day Information, dated December 22, 2022

Exhibit 99.5 – Press Release

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

KANZHUN LIMITED

 

	By	:	/s/ Yu Zhang
	Name	:	Yu Zhang
	Title	:	Director and Chief Financial Officer

 

Date: December 22, 2022

 

 

 

Exhibit 99.1

 

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Hong Kong Stock Exchange”) and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

 

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for shares or other securities of KANZHUN LIMITED (the “Company”). Prospective investors should read the listing document dated December 16, 2022 (the “Listing Document”) issued by the Company for detailed information about the Company.

 

The Company is controlled through weighted voting rights. Prospective investors should be aware of the potential risks of investing in a company with a WVR structure, in particular that the WVR Beneficiary, whose interests may not necessarily be aligned with those of our Shareholders as a whole, will be in a position to exert significant influence over the outcome of Shareholders’ resolutions, irrespective of how other Shareholders vote. For further information about the risks associated with our WVR structure, please refer to the section headed “Risk Factors-Risks Relating to Our Shares and Our ADSs” of the Listing Document. Prospective investors should make the decision to invest in the Company only after due and careful consideration.

 

Unless otherwise defined herein, capitalized terms in this announcement shall have the same meanings as those defined in the Listing Document.

 

 

 

KANZHUN LIMITED

看準科技有限公司

(A company controlled through weighted voting rights and incorporated in the Cayman Islands with limited liability) 

(Stock Code: 2076) 

(Nasdaq Stock Ticker: BZ)

 

LISTING BY WAY OF INTRODUCTION 

ON THE MAIN BOARD OF 

THE STOCK EXCHANGE OF HONG KONG LIMITED

 

Recent trading information in respect of the ADSs on the Nasdaq

and

Designated Dealer’s and Alternate Designated Dealer’s

respective designated dealer identity number

 

Joint Sponsors

 

 

 

 

 

INTRODUCTION

 

We refer to the Listing Document and the Formal Notice issued by the Company.

 

As at December 16, 2022, there are 863,643,906 ordinary shares issued and outstanding, comprising of 722,813,505 Class A Ordinary Shares and 140,830,401 Class B Ordinary Shares (excluding the 26,509,598 Class A Ordinary Shares issued to the Depositary for bulk-issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under the Share Incentive Plans).

 

RECENT TRADING INFORMATION IN RESPECT OF THE ADSS ON THE NASDAQ

 

As disclosed in the section headed “Market Arrangements to Facilitate Dealings in Hong Kong – Investor Education – Arrangements involving our Company and the Joint Sponsors” in the Listing Document, the Company and the Joint Sponsors will cooperate to inform the investor community in Hong Kong of, among other things, the recent trading information about the Company.

 

The following table sets out certain trading information in respect of the ADSs (each representing two Class A Ordinary Shares) on the Nasdaq, including the daily high, low, closing price and trading volume, for the trading days on the Nasdaq from December 7, 2022 (i.e. the trading day of the Nasdaq immediately following the Latest Practicable Date) to December 16, 2022, being the trading day of the Nasdaq immediately before the date of this announcement:

 

										ADS Price
																														As % of
																														total
																										Trading				issued
Date		Day high								Day low								Closing Price								Volume				shares
						Equivalent								Equivalent								Equivalent				(in
						to HK$								to HK$								to HK$				millions)
		USD				per share				USD				per share				USD				per share				(ADSs)
December 7, 2022			19.20				149.16				18.12				140.77				18.81				146.13				5.35				1.24	%
December 8, 2022			20.58				159.89				19.69				152.97				20.09				156.08				5.35				1.24	%
December 9, 2022			21.36				165.95				20.03				155.61				20.07				155.92				8.24				1.91	%
December 12, 2022			20.10				156.16				18.61				144.58				18.89				146.76				2.53				0.59	%
December 13, 2022			21.08				163.77				19.81				153.90				19.91				154.68				4.04				0.94	%
December 14, 2022			20.59				159.96				19.35				150.33				19.88				154.45				2.87				0.67	%
December 15, 2022			20.68				160.62				19.09				148.31				19.35				150.33				3.49				0.81	%
December 16, 2022			19.78				153.67				19.06				148.08				19.15				148.78				2.27				0.53	%

 

Such trading information is provided further to the disclosure in the section headed “Market Arrangements to Facilitate Dealings in Hong Kong” in the Listing Document and is for reference purpose only. The trading price of the Class A Ordinary Shares on the Hong Kong Stock Exchange following the Listing may not be the same as, and may differ from, the trading price of the ADSs on the Nasdaq. Prospective investors should refer to the Listing Document (including the section headed “Risk Factors” contained in the Listing Document) and the Formal Notice issued by the Company before deciding to invest in the Class A Ordinary Shares or the ADSs.

 

 

DESIGNATED DEALER’S AND ALTERNATE DESIGNATED DEALER’S DESIGNATED DEALER IDENTITY NUMBERS

 

As disclosed in the section headed “Market Arrangements to Facilitate Dealings in Hong Kong – Bridging Arrangements” in the Listing Document, upon the Listing and during the Designated Period (being a period of 30-calendar-day commencing on the Listing Date), the Designated Dealer, Goldman Sachs (Asia) Securities Limited, on its own account, will seek to undertake, or, under the circumstance that the trades cannot be undertaken by the Designated Dealer as a result of technical failures, request the Alternate Designated Dealer, Haitong International Securities Company Limited, to undertake certain trading activities in circumstances as described in that section. Such arbitrage activities are expected to contribute to the liquidity of trading in the Class A ordinary shares in the Hong Kong market upon the Listing as well as reduce potential material divergence between the prices of Class A Ordinary Shares in the Hong Kong market and the prices of ADSs on the Nasdaq.

 

Same as previously disclosed in the Formal Notice, each of the Designated Dealer and the Alternate Designated Dealer has set up a designated dealer identity number, being 7693 and 7694, respectively, solely for the purposes of carrying out arbitrage trades, covered short-sales and other trades in Hong Kong, in order to ensure identification and thereby enhance transparency of such trades in the Hong Kong market. Any change in such designated dealer identity number(s) will be disclosed as soon as practicable by way of announcement on both the Hong Kong Stock Exchange’s website at www.hkexnews.hk and the Company’s website at ir.zhipin.com on or before the first day of the Designated Period.

 

FURTHER ANNOUNCEMENTS

 

Dealings in the Class A Ordinary Shares on the Hong Kong Stock Exchange are expected to commence on Thursday, December 22, 2022. As stated in the section headed “Expected Timetable” in the Listing Document, the Company will release further daily announcements on the websites of the Hong Kong Stock Exchange and the Company on December 20, 2022, December 21, 2022 and not later than 8:30 a.m., Hong Kong time, on December 22, 2022 to disclose, among other things, the then previous trading day closing price of the ADSs on the Nasdaq.

 

The Company will, as soon as practicable and in any event no later than one business day before the Listing Date (Hong Kong time), release an announcement on the websites of the Hong Kong Stock Exchange and the Company to inform the investing public of (a) the number of Class A Ordinary Shares to be transferred to Hong Kong prior to the Listing; and (b) the total number of Class A Ordinary shares which will be registered on the Hong Kong share register.

 

	By Order of the Board
	KANZHUN LIMITED
	Mr. Peng Zhao
	Executive Director, Chairman and Chief
	Executive Officer

 

Hong Kong, December 19, 2022

 

As at the date of this announcement, the board of directors of the Company comprises Mr. Peng Zhao, Mr. Yu Zhang, Mr. Xu Chen, Mr. Tao Zhang, and Ms. Xiehua Wang as the executive directors, Mr. Haiyang Yu as the non-executive director, Mr. Charles Zhaoxuan Yang, Mr. Yonggang Sun, and Mr. Yusheng Wang as the independent non-executive directors.

 

For the purpose of illustration only, USD is translated into HK$ at the rate of USD1.00 = HK$7.7690. No representation is made that any amount in USD or RMB has been or could be converted at the above rate or at any rates or at all.

 

 

 

Exhibit 99.2

 

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Hong Kong Stock Exchange”) and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

 

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for shares or other securities of KANZHUN LIMITED (the “Company”). Prospective investors should read the listing document dated December 16, 2022 (the “Listing Document”) issued by the Company for detailed information about the Company.

 

The Company is controlled through weighted voting rights. Prospective investors should be aware of the potential risks of investing in a company with a WVR structure, in particular that the WVR Beneficiary, whose interests may not necessarily be aligned with those of our Shareholders as a whole, will be in a position to exert significant influence over the outcome of Shareholders’ resolutions, irrespective of how other Shareholders vote. For further information about the risks associated with our WVR structure, please refer to the section headed “Risk Factors-Risks Relating to Our Shares and Our ADSs” of the Listing Document. Prospective investors should make the decision to invest in the Company only after due and careful consideration.

 

Unless otherwise defined herein, capitalized terms in this announcement shall have the same meanings as those defined in the Listing Document.

 

 

 

KANZHUN LIMITED

看準科技有限公司

(A company controlled through weighted voting rights and incorporated in the Cayman Islands with limited liability) 

(Stock Code: 2076) 

(Nasdaq Stock Ticker: BZ)

 

LISTING BY WAY OF INTRODUCTION 

ON THE MAIN BOARD OF 

THE STOCK EXCHANGE OF HONG KONG LIMITED

 

Previous trading day trading information in respect of the ADSs on the Nasdaq

 

Joint Sponsors

 

 

 

 

 

INTRODUCTION

 

We refer to the Listing Document, the Formal Notice and the December 19 Announcement issued by the Company.

 

As at December 16, 2022, there are 863,643,906 ordinary shares issued and outstanding, comprising of 722,813,505 Class A Ordinary Shares and 140,830,401 Class B Ordinary Shares (excluding the 26,509,598 Class A Ordinary Shares issued to the Depositary for bulk-issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under the Share Incentive Plans).

 

RECENT TRADING DAY TRADING INFORMATION IN RESPECT OF THE ADSS ON THE NASDAQ

 

As disclosed in the section headed “Market Arrangements to Facilitate Dealings in Hong Kong – Investor Education – Arrangements involving our Company and the Joint Sponsors” in the Listing Document, the Company and the Joint Sponsors will cooperate to inform the investor community in Hong Kong of, among other things, the recent trading information about the Company.

 

The following table sets out certain trading information in respect of the ADSs (each representing two Class A Ordinary Shares) on the Nasdaq, including the daily high, low, closing price and trading volume, for the trading days on the Nasdaq for December 19, 2022, being the trading day of the Nasdaq immediately before the date of this announcement:

 

ADS Price

As % of

total

Trading

issued

Date

Day high

Day low

Closing Price

Volume

shares(1)

Equivalent

Equivalent

Equivalent

(in

to HK$

to HK$

to HK$

millions)

USD

per share

USD

per share

USD

per share

(ADSs)

December 19, 2022

19.57

152.04

18.80

146.06

19.06

148.08

1.37

0.32

%

 

Note:

 

(1)       Calculated based on the number of total issued and outstanding shares as of December 16, 2022.

 

Such trading information is provided further to the disclosure in the section headed “Market Arrangements to Facilitate Dealings in Hong Kong” in the Listing Document and is for reference purpose only. The trading price of the Class A Ordinary Shares on the Hong Kong Stock Exchange following the Listing may not be the same as, and may differ from, the trading price of the ADSs on the Nasdaq. Prospective investors should refer to the Listing Document (including the section headed “Risk Factors” contained in the Listing Document), the Formal Notice and the December 19 Announcement issued by the Company before deciding to invest in the Class A Ordinary Shares or the ADSs.

 

 

FURTHER ANNOUNCEMENTS

 

Dealings in the Class A Ordinary Shares on the Hong Kong Stock Exchange are expected to commence on Thursday, December 22, 2022. As stated in the section headed “Expected Timetable” in the Listing Document, the Company will release further daily announcements on the websites of the Hong Kong Stock Exchange and the Company on December 21, 2022 and not later than 8:30 a.m., Hong Kong time, on December 22, 2022 to disclose, among other things, the then previous trading day closing price of the ADSs on the Nasdaq.

 

The Company will, as soon as practicable and in any event no later than one business day before the Listing Date (Hong Kong time), release an announcement on the websites of the Hong Kong Stock Exchange and the Company to inform the investing public of (a) the number of Class A Ordinary Shares to be transferred to Hong Kong prior to the Listing; and (b) the total number of Class A Ordinary shares which will be registered on the Hong Kong share register.

 

	By Order of the Board
	KANZHUN LIMITED
	Mr. Peng Zhao
	Executive Director, Chairman and Chief
	Executive Officer

 

Hong Kong, December 20, 2022

 

As at the date of this announcement, the board of directors of the Company comprises Mr. Peng Zhao, Mr. Yu Zhang, Mr. Xu Chen, Mr. Tao Zhang, and Ms. Xiehua Wang as the executive directors, Mr. Haiyang Yu as the non-executive director, Mr. Charles Zhaoxuan Yang, Mr. Yonggang Sun, and Mr. Yusheng Wang as the independent non-executive directors.

 

For the purpose of illustration only, USD is translated into HK$ at the rate of USD1.00 = HK$7.7690. No representation is made that any amount in USD or RMB has been or could be converted at the above rate or at any rates or at all.

 

 

 

Exhibit 99.3

 

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Hong Kong Stock Exchange”) and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

 

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for shares or other securities of KANZHUN LIMITED (the “Company”). Prospective investors should read the listing document dated December 16, 2022 (the “Listing Document”) issued by the Company for detailed information about the Company.

 

The Company is controlled through weighted voting rights. Prospective investors should be aware of the potential risks of investing in a company with a WVR structure, in particular that the WVR Beneficiary, whose interests may not necessarily be aligned with those of our Shareholders as a whole, will be in a position to exert significant influence over the outcome of Shareholders’ resolutions, irrespective of how other Shareholders vote. For further information about the risks associated with our WVR structure, please refer to the section headed “Risk Factors-Risks Relating to Our Shares and Our ADSs” of the Listing Document. Prospective investors should make the decision to invest in the Company only after due and careful consideration.

 

Unless otherwise defined herein, capitalized terms in this announcement shall have the same meanings as those defined in the Listing Document.

 

 

 

KANZHUN LIMITED

看準科技有限公司

(A company controlled through weighted voting rights and incorporated in the Cayman Islands with limited liability) 

(Stock Code: 2076) 

(Nasdaq Stock Ticker: BZ)

 

LISTING BY WAY OF INTRODUCTION

ON THE MAIN BOARD OF

THE STOCK EXCHANGE OF HONG KONG LIMITED

 

Previous trading day trading information in respect of the ADSs on the Nasdaq,

inventory to be held by Designated Dealer and number of Class A

ordinary shares to be transferred to Hong Kong prior to the Listing

 

Joint Sponsors

 

 

 

 

 

INTRODUCTION

 

We refer to the Listing Document, the Formal Notice, the December 19 Announcement, the December 20 Announcement issued by the Company.

 

As at December 19, 2022, there are 863,645,906 ordinary shares issued and outstanding, comprising of 722,815,505 Class A Ordinary Shares and 140,830,401 Class B Ordinary Shares (excluding the 26,507,598 Class A Ordinary Shares issued to the Depositary for bulk-issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under the Share Incentive Plans).

 

PREVIOUS TRADING DAY TRADING INFORMATION IN RESPECT OF THE ADSS ON THE NASDAQ

 

As disclosed in the section headed “Market Arrangements to Facilitate Dealings in Hong Kong – Investor Education – Arrangements involving our Company and the Joint Sponsors” in the Listing Document, the Company and the Joint Sponsors will cooperate to inform the investor community in Hong Kong of, among other things, the recent trading information about the Company.

 

The following table sets out certain trading information in respect of the ADSs (each representing two Class A Ordinary Shares) on the Nasdaq, including the daily high, low, closing price and trading volume, for December 20, 2022, being the trading day of the Nasdaq immediately before the date of this announcement:

 

ADS Price

As % of

total

Trading

issued

Date

Day high

Day low

Closing Price

Volume

shares(1)

Equivalent

Equivalent

Equivalent

(in

to HK$

to HK$

to HK$

millions)

USD

per share

USD

per share

USD

per share

(ADSs)

December 20, 2022

19.38

150.56

18.60

144.50

19.25

149.55

1.20

0.28

%

 

Note:

 

(1)       Calculated based on the number of total issued and outstanding shares as of December 19, 2022.

 

Such trading information is provided further to the disclosure in the section headed “Market Arrangements to Facilitate Dealings in Hong Kong” in the Listing Document and is for reference purpose only. The trading price of the Class A Ordinary Shares on the Hong Kong Stock Exchange following the Listing may not be the same as, and may differ from, the trading price of the ADSs on the Nasdaq. Prospective investors should refer to the Listing Document (including the section headed “Risk Factors” contained in the Listing Document), the Formal Notice, the December 19 Announcement, the December 20 Announcement issued by the Company before deciding to invest in the Class A Ordinary Shares or the ADSs.

 

 

As stated in the section headed “Expected Timetable” in the Listing Document, the Company will release further announcement on the websites of the Hong Kong Stock Exchange and the Company not later than 8:30 a.m., Hong Kong time, on December 22, 2022 to disclose, among other things, the then previous trading day closing price of the ADSs on the Nasdaq.

 

INVENTORY TO BE HELD BY DESIGNATED DEALER

 

The Designated Dealer, Goldman Sachs (Asia) Securities Limited, has built a sufficient inventory of securities in Hong Kong to enable it to carry out trading activities during the Designated Period (i.e. from 9:00 a.m., Hong Kong time, on December 22, 2022 to 4:10 p.m., Hong Kong time, on January 20, 2023). As of the date of this announcement, the inventory of securities borrowed and to be held by the Designated Dealer and its affiliates amounts to a total of 18,019,352 Class A Ordinary Shares, representing approximately 2.5% of the Class A ordinary shares in issue immediately upon Listing (excluding the Class A Ordinary Shares issued to the Depositary for bulk issuance of ADSs reserved for future issuance upon the exercise or vesting of awards granted under the Share Incentive Plans). See the section headed “Market Arrangements to Facilitate Dealings in Hong Kong – Bridging Arrangements” in the Listing Document for further details of the bridging and liquidity arrangements.

 

INFORMATION ON SHARES TO BE TRANSFERRED TO HONG KONG PRIOR TO THE LISTING

 

The 542,354,422 Class A ordinary shares held by Citibank, N.A., the depositary of the Company (the “Depositary”), will be removed from the principal share register in the Cayman Islands and entered into the Hong Kong share register before 9:00 a.m. on the Listing Date (Hong Kong time). Holders of ADSs should give instruction to the Depositary if they wish to cancel their ADSs (and the applicable ADR(s) if the ADSs are held in certificated form) and receive Class A Ordinary Shares tradable on the Hong Kong Stock Exchange. See the section headed “Information about this Document and the Introduction – Conversion between Class A ordinary shares trading in Hong Kong and ADSs” in the Listing Document for further details.

 

As at December 20, 2022, being the latest practicable time for the purpose of ascertaining the relevant information before the issue of this announcement, the Company has given instructions to the effect that (i) 542,354,422 Class A Ordinary Shares (representing approximately 75.03% of the total number of issued Class A ordinary shares upon Listing, excluding the Class A Ordinary Shares issued to the Depositary for bulk issuance of ADSs reserved for future issuance upon the exercise or vesting of awards granted under the Share Incentive Plans) held by the Depositary will be removed from the principal share register in the Cayman Islands and entered into the Hong Kong share register and (ii) a total of 560,373,774 Class A Ordinary Shares (representing approximately 77.53% of the total number of issued Class A Ordinary Shares upon Listing, excluding the Class A Ordinary Shares issued to the Depositary for bulk issuance of ADSs reserved for future issuance upon the exercise or vesting of awards granted under the Share Incentive Plans and including the Class A ordinary shares represented by the ADSs to be removed) will be registered on the Hong Kong share register, before 9:00 a.m. on the Listing Date (Hong Kong time).

 

 

Dealings in the Class A ordinary shares on the Hong Kong Stock Exchange are expected to commence on Thursday, December 22, 2022.

 

	By Order of the Board
	KANZHUN LIMITED
	Mr. Peng Zhao
	Executive Director, Chairman and Chief Executive Officer

 

Hong Kong, December 21, 2022

 

As at the date of this announcement, the board of directors of the Company comprises Mr. Peng Zhao, Mr. Yu Zhang, Mr. Xu Chen, Mr. Tao Zhang, and Ms. Xiehua Wang as the executive directors, Mr. Haiyang Yu as the non-executive director, Mr. Charles Zhaoxuan Yang, Mr. Yonggang Sun, and Mr. Yusheng Wang as the independent non-executive directors.

 

For the purpose of illustration only, USD is translated into HK$ at the rate of USD1.00 = HK$7.7690. No representation is made that any amount in USD or RMB has been or could be converted at the above rate or at any rates or at all.

 

 

 

Exhibit 99.4

 

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “Hong Kong Stock Exchange”) and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

 

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for shares or other securities of KANZHUN LIMITED (the “Company”). Prospective investors should read the listing document dated December 16, 2022 (the “Listing Document”) issued by the Company for detailed information about the Company.

 

The Company is controlled through weighted voting rights. Prospective investors should be aware of the potential risks of investing in a company with a WVR structure, in particular that the WVR Beneficiary, whose interests may not necessarily be aligned with those of our Shareholders as a whole, will be in a position to exert significant influence over the outcome of Shareholders’ resolutions, irrespective of how other Shareholders vote. For further information about the risks associated with our WVR structure, please refer to the section headed “Risk Factors-Risks Relating to Our Shares and Our ADSs” of the Listing Document. Prospective investors should make the decision to invest in the Company only after due and careful consideration.

 

Unless otherwise defined herein, capitalized terms in this announcement shall have the same meanings as those defined in the Listing Document.

 

 

 

KANZHUN LIMITED 

看準科技有限公司 

(A company controlled through weighted voting rights and incorporated in the Cayman Islands with limited liability) 

(Stock Code: 2076) 

(Nasdaq Stock Ticker: BZ)

 

LISTING BY WAY OF INTRODUCTION

ON THE MAIN BOARD OF 

THE STOCK EXCHANGE OF HONG KONG LIMITED

 

Previous trading day trading information in respect of the ADSs on the Nasdaq

 

Joint Sponsors

 

 

 

 

 

INTRODUCTION

 

We refer to the Listing Document, the Formal Notice, the December 19 Announcement, the December 20 Announcement and the December 21 Announcement issued by the Company.

 

As at December 20, 2022, there are 863,722,784 ordinary shares issued and outstanding, comprising of 722,892,383 Class A Ordinary Shares and 140,830,401 Class B Ordinary Shares (excluding the 26,430,720 Class A Ordinary Shares issued to the Depositary for bulk-issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under the Share Incentive Plans).

 

RECENT TRADING DAY TRADING INFORMATION IN RESPECT OF THE ADSS ON THE NASDAQ

 

As disclosed in the section headed “Market Arrangements to Facilitate Dealings in Hong Kong – Investor Education – Arrangements involving our Company and the Joint Sponsors” in the Listing Document, the Company and the Joint Sponsors will cooperate to inform the investor community in Hong Kong of, among other things, the recent trading information about the Company.

 

 

The following table sets out certain trading information in respect of the ADSs (each representing two Class A Ordinary Shares) on the Nasdaq, including the daily high, low, closing price and trading volume, for the trading days on the Nasdaq for December 21, 2022, being the trading day of the Nasdaq immediately before the date of this announcement:

 

ADS Price

As % of

Trading

total issued

Date

Day high

Day low

Closing Price

Volume

shares(1)

Equivalent

Equivalent

Equivalent

to HK$

to HK$

to HK$

(in millions)

USD

per share

USD

per share

USD

per share

(ADSs)

December 21, 2022

20.10

156.16

18.86

146.52

19.98

155.22

1.93

0.45

%

 

Note:

 

(1)       Calculated based on the number of total issued and outstanding shares as of December 20, 2022.

 

Such trading information is provided further to the disclosure in the section headed “Market Arrangements to Facilitate Dealings in Hong Kong” in the Listing Document and is for reference purpose only. The trading price of the Class A Ordinary Shares on the Hong Kong Stock Exchange following the Listing may not be the same as, and may differ from, the trading price of the ADSs on the Nasdaq. Prospective investors should refer to the Listing Document (including the section headed “Risk Factors” contained in the Listing Document), the Formal Notice, the December 19 Announcement, the December 20 Announcement and the December 21 Announcement issued by the Company before deciding to invest in the Class A Ordinary Shares or the ADSs.

 

Dealings in the Class A Ordinary Shares on the Hong Kong Stock Exchange are expected to commence at 9:00 a.m., Hong Kong time, today. The Class A ordinary share will be traded on the Hong Kong Stock Exchange in board lots of 100 Class A ordinary shares. The stock code is 2076. As stated in the section headed “Market Arrangements to Facilitate Dealings in Hong Kong” in the Listing Document, the Company will release further announcements on liquidity arrangements regarding the accumulated average daily trading volume of our Class A Ordinary Shares on the Hong Kong Stock Exchange on a weekly basis during the Designated Period.

 

By Order of the Board 

KANZHUN LIMITED 

Mr. Peng Zhao 

Executive Director, Chairman and Chief Executive Officer

 

Hong Kong, December 22, 2022

 

As at the date of this announcement, the board of directors of the Company comprises Mr. Peng Zhao, Mr. Yu Zhang, Mr. Xu Chen, Mr. Tao Zhang, and Ms. Xiehua Wang as the executive directors, Mr. Haiyang Yu as the non-executive director, Mr. Charles Zhaoxuan Yang, Mr. Yonggang Sun, and Mr. Yusheng Wang as the independent non-executive directors.

 

For the purpose of illustration only, USD is translated into HK$ at the rate of USD1.00 = HK$7.7690. No representation is made that any amount in USD or RMB has been or could be converted at the above rate or at any rates or at all.

 

 

 

Exhibit 99.5

 

KANZHUN LIMITED Successfully Listed on the Main Board of The Stock Exchange of Hong Kong

 

BEIJING, December 22, 2022 -- KANZHUN LIMITED (“BOSS Zhipin” or the “Company”) (Nasdaq: BZ), a leading online recruitment platform in China, today announced that it has successfully listed, by way of introduction, its Class A ordinary shares (the “Shares”) on the Main Board of The Stock Exchange of Hong Kong Limited (the “HKEX”). The Shares are traded on the Main Board of the HKEX under the stock code “2076” in board lots of 100 Shares, and the stock short name is “BOSS ZHIPIN-W”. The Company’s American depositary shares (the “ADSs”), each representing two Shares, remain primarily listed and traded on the Nasdaq Global Select Market (the “Nasdaq”). The Shares listed on the Main Board of the HKEX are fully fungible with the ADSs listed on the Nasdaq.

 

“BOSS Zhipin is a company with a large market value and great potential in the human resources services market,” commented Mr. Jonathan Peng Zhao, Founder, Chairman and Chief Executive Officer of the Company. “Hong Kong is an international financial center and mature capital market. As we embark on a new journey with our successful listing on the Main Board of the HKEX, we are looking forward to sharing the fruits of our Company’s growth with more investors, many of whom may be our existing users.”

 

About KANZHUN LIMITED

 

KANZHUN LIMITED operates the leading online recruitment platform BOSS Zhipin in China. Established eight years ago, the Company connects job seekers and enterprise users in an efficient and seamless manner through its highly interactive mobile app, a transformative product that promotes two-way communication, focuses on intelligent recommendations, and creates new scenarios in the online recruiting process. Benefiting from its large and diverse user base, BOSS Zhipin has developed powerful network effects to deliver higher recruitment efficiency and drive rapid expansion.

 

Safe Harbor Statement

 

This press release contains statements that may constitute “forward-looking” statements which are made pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “likely to,” and similar statements. Statements that are not historical facts, including statements about the Company’s beliefs, plans, and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. Further information regarding these and other risks is included in the Company’s filings with the SEC. All information provided in this press release is as of the date of this press release, and the Company does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

 

For more information, please contact

 

KANZHUN LIMITED

 

Investor Relations

 

Email: ir@kanzhun.com

 

THE PIACENTE GROUP, INC.

 

Email: kanzhun@tpg-ir.com