Filing Details
- Accession Number:
- 0001104659-19-006500
- Form Type:
- 13G Filing
- Publication Date:
- 2019-02-08 06:06:15
- Filed By:
- Xu Yi
- Company:
- Bilibili Inc. (NASDAQ:BILI)
- Filing Date:
- 2019-02-08
- SEC Url:
- 13G Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| XU Yi | 28,890,808 | 0 | 28,890,808 | 0 | 28,890,808 | 9.5% |
| Kami Sama Limited | 28,865,808 | 0 | 28,865,808 | 0 | 28,865,808 | 9.5% |
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| SECURITIES AND EXCHANGE COMMISSION |
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| Washington, D.C. 20549 |
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SCHEDULE 13G
Under the Securities Exchange Act of 1934
Bilibili Inc.
(Name of Issuer)
Class Z ordinary shares, par value US$0.0001 per share
(Title of Class of Securities)
G10970112*
090040106**
(CUSIP Number)
December 31, 2018
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| o | Rule 13d-1(b) |
| o | Rule 13d-1(c) |
| x | Rule 13d-1(d) |
The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
* CUSIP number G10970112 has been assigned to the Class Z ordinary shares of the Issuer, par value US$0.0001 per share.
**CUSIP number 090040106 has been assigned to the American Depositary Shares (ADSs) of the Issuer, which are listed on Nasdaq Global Select Market under the symbol BILI. Each ADS represents one Class Z ordinary share, par value US$0.0001 per share.
| CUSIP No. G10970112 |
| Page 2 of 8 pages |
| 1 | Name of Reporting Person
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| 2 | Check the Appropriate Box if a Member of a Group (a) o
(b) o
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| 3 | SEC Use Only
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| 4 | Citizenship or Place of Organization
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| Number of | 5 | Sole Voting Power
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| 6 | Shared Voting Power
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| 7 | Sole Dispositive Power
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| 8 | Shared Dispositive Power
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
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| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares o
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| 11 | Percent of Class Represented by Amount in Row 9
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| 12 | Type of Reporting Person | ||
| CUSIP No. G10970112 |
| Page 3 of 8 pages |
| 1 | Name of Reporting Person
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| 2 | Check the Appropriate Box if a Member of a Group (a) o
(b) o
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| 3 | SEC Use Only
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| 4 | Citizenship or Place of Organization
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| Number of | 5 | Sole Voting Power
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| 6 | Shared Voting Power
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| 7 | Sole Dispositive Power
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| 8 | Shared Dispositive Power
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
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| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares o
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| 11 | Percent of Class Represented by Amount in Row 9
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| 12 | Type of Reporting Person | ||
| CUSIP No. G10970112 |
| Page 4 of 8 pages |
| Item 1(a). | Name of Issuer: |
| Item 1(b). | Address of Issuers Principal Executive Offices: |
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| Item 2(a). | Name of Person Filing: |
| Item 2(b). | Address of Principal Business Office or, if None, Residence: |
| Item 2(c) | Citizenship: |
| Item 2(d). | Title of Class of Securities: |
| Item 2(e). | CUSIP Number: |
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| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the persons filing is a: |
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| Not applicable |
| CUSIP No. G10970112 |
| Page 5 of 8 pages |
| Item 4. | Ownership: |
| Reporting Person |
| Amount |
| Percent |
| Percent of |
| Sole power to |
| Shared power |
| Sole power to |
| Shared power |
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| XU Yi |
| 28,890,808 | (1) | 9.5%(2) |
| 26.9%(3) |
| 28,890,808 | (1) | 0 |
| 28,890,808 | (1) | 0 |
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| Kami Sama Limited |
| 28,865,808 | (4) | 9.5%(2) |
| 26.9%(3) |
| 28,865,808 | (4) | 0 |
| 28,865,808 | (4) | 0 |
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(1) Represents (i) 28,865,808 Class Y ordinary shares directly held by Kami Sama Limited, a business company limited by shares incorporated in British Virgin Islands, and (ii) 25,000 Class Z ordinary shares in the form of ADSs held by Mr. Xu. Kami Sama Limited is controlled by The Homur Trust, a trust established under the laws of Cayman Islands and managed by TMF (Cayman) Ltd. as the trustee. Mr. Yi Xu is the settlor of The Homur Trust, and Mr. Xu and his family members are the trusts beneficiaries. Under the terms of this trust, Mr. Xu has the power to direct the trustee with respect to the retention or disposal of, and the exercise of any voting and other rights attached to, the shares held by Kami Sama Limited in the Issuer.
(2) The percentage of class of securities beneficially owned by each Reporting Person is based on 85,364,814 Class Y ordinary shares and 218,181,421 Class Z ordinary shares of the Issuer outstanding as of December 31, 2018, and excluding 10,875,000 Class Z ordinary shares issued and reserved for future issuance upon the exercising or vesting of awards granted under the Issuer's share incentive plans, based on the information provided by the Issuer.
(3) For each Reporting Person, the percentage of aggregate voting power is calculated by dividing the voting power beneficially owned by such Reporting Person by the voting power of all of the Issuers Class Z and Class Y ordinary shares as a single class. Each holder of Class Z ordinary shares is entitled to one vote per share and each holder of Class Y ordinary shares is entitled to ten votes per share on all matters submitted to them for a vote.
(4) Represents 28,865,808 Class Y ordinary shares held by Kami Sama Limited, a British Virgin Islands company.
| Item 5. | Ownership of Five Percent or Less of a Class: |
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| Not applicable |
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| Item 6. | Ownership of More than Five Percent on Behalf of Another Person: |
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| Not applicable |
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Controlling Person: |
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| Not applicable |
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| Item 8. | Identification and Classification of Members of the Group: |
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| Not applicable |
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| Item 9. | Notice of Dissolution of Group: |
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| Not applicable |
| CUSIP No. G10970112 |
| Page 6 of 8 pages |
| Item 10. | Certifications: |
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| Not applicable |
| CUSIP No. G10970112 |
| Page 7 of 8 pages |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| Dated: February 8, 2019 |
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| XU Yi | |
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| /s/ XU Yi | |
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| Kami Sama Limited | |
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| By: | /s/ XU Yi |
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| Name: | XU Yi |
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| Title: | Director |
| CUSIP No. G10970112 |
| Page 8 of 8 pages |
LIST OF EXHIBITS
| Exhibit No. |
| Description |
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| A |
| Joint Filing Agreement |