Filing Details
- Accession Number:
- 0001193125-20-165149
- Form Type:
- 13G Filing
- Publication Date:
- 2020-06-10 07:49:33
- Filed By:
- Eastern Bell Xix Investment Ltd
- Company:
- Yunji Ic. (NASDAQ:YJ)
- Filing Date:
- 2020-06-10
- 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 |
|---|---|---|---|---|---|---|
| Li Yan | 271,832,540 | 0 | 271,832,540 | 0 | 271,832,540 | 23.2% |
| Eastern Bell XIX Investment Limited | 215,032,540 | 0 | 215,032,540 | 0 | 215,032,540 | 18.3% |
| Eastern Bell XII Investment Limited | 56,800,000 | 0 | 56,800,000 | 0 | 56,800,000 | 4.8% |
| Suzhou Zhongding No | 215,032,540 | 0 | 215,032,540 | 0 | 215,032,540 | 18.3% |
| Suzhou Zhongding No | 56,800,000 | 0 | 56,800,000 | 0 | 56,800,000 | 4.8% |
| Shanghai Dingying Investment Management Center (Limited Partnership) ( ) | 0 | 271,832,540 | 0 | 271,832,540 | 271,832,540 | 23.2% |
| Suzhou Zhongding Hengtang Equity Investment Management Center (Limited Partnership) ( ) | 0 | 215,032,540 | 0 | 215,032,540 | 215,032,540 | 18.3% |
| Shanghai Zhongding Investment Center (Limited Partnership) ( ) | 0 | 56,800,000 | 0 | 56,800,000 | 56,800,000 | 4.8% |
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Yunji Inc.
(Name of Issuer)
Class A ordinary shares, par value $0.000005 per share
(Title of Class of Securities)
98873N 107**
(CUSIP Number)
December 31, 2019
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
| ** | This CUSIP number was assigned to the American Depositary Shares (ADSs) of Yunji Inc. (the Issuer), which are quoted on the Nasdaq Global Market under the symbol YJ. Each ADS represents ten Class A ordinary shares, par value $0.000005 per share (Class A Ordinary Shares) of the Issuer. |
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 (the Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.
| 1 | NAME OF REPORTING PERSON
Li Yan | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Peoples Republic of China | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
271,832,540(1) | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
271,832,540(1) | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
271,832,540 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
23.2% of Class A Ordinary Shares, or 12.8% of all Ordinary Shares(2) The voting power of the shares beneficially owned represent 2.5% of the total outstanding voting power. | |||||
| 12 | TYPE OF REPORTING PERSON
IN | |||||
| (1) | Represents (i) 215,032,540 Class A Ordinary Shares held by Eastern Bell XIX Investment Limited, and (ii) 56,800,000 Class A Ordinary Shares held by Eastern Bell XII Investment Limited, each as further disclosed in Item 4. |
| (2) | Calculated based on 1,173,204,162 Class A Ordinary Shares and 949,960,000 Class B ordinary shares, par value $0.000005 per share (Class B Ordinary Shares and together with Class A Ordinary Shares, Ordinary Shares) issued and outstanding as of February 29, 2020, as set forth in the Issuers annual report on Form 20-F filed on April 24, 2020. |
2
| 1 | NAME OF REPORTING PERSON
Eastern Bell XIX Investment Limited | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
215,032,540(1) | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
215,032,540(1) | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
215,032,540 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
18.3% of Class A Ordinary Shares, or 10.1% of all Ordinary Shares(2) The voting power of the shares beneficially owned represent 2.0% of the total outstanding voting power. | |||||
| 12 | TYPE OF REPORTING PERSON
CO | |||||
| (1) | Represents 215,032,540 Class A Ordinary Shares held by Eastern Bell XIX Investment Limited, as further disclosed in Item 4. |
| (2) | Calculated based on 1,173,204,162 Class A Ordinary Shares and 949,960,000 Class B Ordinary Shares issued and outstanding as of February 29, 2020, as set forth in the Issuers annual report on Form 20-F filed on April 24, 2020. |
3
| 1 | NAME OF REPORTING PERSON
Eastern Bell XII Investment Limited | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
56,800,000(1) | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
56,800,000(1) | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
56,800,000 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.8% of Class A Ordinary Shares, or 2.7% of all Ordinary Shares(2) The voting power of the shares beneficially owned represent 0.5% of the total outstanding voting power. | |||||
| 12 | TYPE OF REPORTING PERSON
CO | |||||
| (1) | Represents 56,800,000 Class A Ordinary Shares held by Eastern Bell XII Investment Limited, as further disclosed in Item 4. |
| (2) | Calculated based on 1,173,204,162 Class A Ordinary Shares and 949,960,000 Class B Ordinary Shares issued and outstanding as of February 29, 2020, as set forth in the Issuers annual report on Form 20-F filed on April 24, 2020. |
4
| 1 | NAME OF REPORTING PERSON
Suzhou Zhongding No. 3 Venture Capital Center (Limited Partnership) (苏州钟鼎三号创业投资中心有限合伙) | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Peoples Republic of China | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
215,032,540(1) | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
215,032,540(1) | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
215,032,540 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
18.3% of Class A Ordinary Shares, or 10.1% of all Ordinary Shares(2) The voting power of the shares beneficially owned represent 2.0% of the total outstanding voting power. | |||||
| 12 | TYPE OF REPORTING PERSON
PN | |||||
| (1) | Represents 215,032,540 Class A Ordinary Shares held by Eastern Bell XIX Investment Limited, as further disclosed in Item 4. |
| (2) | Calculated based on 1,173,204,162 Class A Ordinary Shares and 949,960,000 Class B Ordinary Shares issued and outstanding as of February 29, 2020, as set forth in the Issuers annual report on Form 20-F filed on April 24, 2020. |
5
| 1 | NAME OF REPORTING PERSON
Suzhou Zhongding No. 4 Venture Capital Center (Limited Partnership) (苏州钟鼎四号创业投资中心有限合伙) | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Peoples Republic of China | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
56,800,000(1) | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
56,800,000(1) | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
56,800,000 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.8% of Class A Ordinary Shares, or 2.7% of all Ordinary Shares(2) The voting power of the shares beneficially owned represent 0.5% of the total outstanding voting power. | |||||
| 12 | TYPE OF REPORTING PERSON
PN | |||||
| (1) | Represents 56,800,000 Class A Ordinary Shares held by Eastern Bell XII Investment Limited, as further disclosed in Item 4. |
| (2) | Calculated based on 1,173,204,162 Class A Ordinary Shares and 949,960,000 Class B Ordinary Shares issued and outstanding as of February 29, 2020, as set forth in the Issuers annual report on Form 20-F filed on April 24, 2020. |
6
| 1 | NAME OF REPORTING PERSON
Shanghai Dingying Investment Management Center (Limited Partnership) (上海鼎迎投资管理中心有限合伙) | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Peoples Republic of China | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
271,832,540(1) | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
271,832,540(1) | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
271,832,540 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
23.2% of Class A Ordinary Shares, or 12.8% of all Ordinary Shares(2) The voting power of the shares beneficially owned represent 2.5% of the total outstanding voting power. | |||||
| 12 | TYPE OF REPORTING PERSON
PN | |||||
| (1) | Represents (i) 215,032,540 Class A Ordinary Shares held by Eastern Bell XIX Investment Limited, and (ii) 56,800,000 Class A Ordinary Shares held by Eastern Bell XII Investment Limited, each as further disclosed in Item 4. |
| (2) | Calculated based on 1,173,204,162 Class A Ordinary Shares and 949,960,000 Class B Ordinary Shares issued and outstanding as of February 29, 2020, as set forth in the Issuers annual report on Form 20-F filed on April 24, 2020. |
7
| 1 | NAME OF REPORTING PERSON
Suzhou Zhongding Hengtang Equity Investment Management Center (Limited Partnership) ( 苏州钟鼎恒棠股权投资管理中心有限合伙) | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Peoples Republic of China | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
215,032,540(1) | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
215,032,540(1) | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
215,032,540 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
18.3% of Class A Ordinary Shares, or 10.1% of all Ordinary Shares(2) The voting power of the shares beneficially owned represent 2.0% of the total outstanding voting power. | |||||
| 12 | TYPE OF REPORTING PERSON
PN | |||||
| (1) | Represents 215,032,540 Class A Ordinary Shares held by Eastern Bell XIX Investment Limited, as further disclosed in Item 4. |
| (2) | Calculated based on 1,173,204,162 Class A Ordinary Shares and 949,960,000 Class B Ordinary Shares issued and outstanding as of February 29, 2020, as set forth in the Issuers annual report on Form 20-F filed on April 24, 2020. |
8
| 1 | NAME OF REPORTING PERSON
Shanghai Zhongding Investment Center (Limited Partnership) (上海钟鼎创业投资中心有限合伙) | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Peoples Republic of China | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 | ||||
| 6 | SHARED VOTING POWER
56,800,000(1) | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
56,800,000(1) | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
56,800,000 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.8% of Class A Ordinary Shares, or 2.7% of all Ordinary Shares(2) The voting power of the shares beneficially owned represent 0.5% of the total outstanding voting power. | |||||
| 12 | TYPE OF REPORTING PERSON
PN | |||||
| (1) | Represents 56,800,000 Class A Ordinary Shares held by Eastern Bell XII Investment Limited, as further disclosed in Item 4. |
| (2) | Calculated based on 1,173,204,162 Class A Ordinary Shares and 949,960,000 Class B Ordinary Shares issued and outstanding as of February 29, 2020, as set forth in the Issuers annual report on Form 20-F filed on April 24, 2020. |
9
| ITEM 1. |
| (a) | Name of Issuer: |
Yunji Inc. (the Issuer)
| (b) | Address of Issuers Principal Executive Offices: |
15/F, South Building, Hipark Phase 2
Xiaoshan District, Hangzhou 310000, Zhejiang Province
Peoples Republic of China
| ITEM 2. |
| (a) | Name of Person Filing: |
(i) Li Yan
(ii) Eastern Bell XIX Investment Limited
(iii) Eastern Bell XII Investment Limited
(iv) Suzhou Zhongding No. 3 Venture Capital Center (Limited Partnership) (苏州钟鼎三号创业投资中心有限合伙)
(v) Suzhou Zhongding No. 4 Venture Capital Center (Limited Partnership) (苏州钟鼎四号创业投资中心有限合伙)
(vi) Shanghai Dingying Investment Management Center (Limited Partnership) (上海鼎迎投资管理中心有限合伙)
(vii) Suzhou Zhongding Hengtang Equity Investment Management Center (Limited Partnership) (苏州钟鼎恒棠股权投资管理中心有限合伙)
(viii) Shanghai Zhongding Investment Center (Limited Partnership) (上海钟鼎创业投资中心有限合伙) (collectively, the Reporting Persons)
| (b) | Address of Principal Office: |
Each of the Reporting PersonsRoom A, 7/F, No. 1777, Century Avenue, Pudong New District, Shanghai 200122, Peoples Republic of China
| (c) | Citizenship: |
Each of Eastern Bell XIX Investment Limited and Eastern Bell XII Investment LimitedBritish Virgin Islands
Each of the other Reporting PersonsPeoples Republic of China
10
| (d) | Title of Class of Securities: |
Class A ordinary shares, par value $0.000005 per share, of the Issuer (Class A Ordinary Shares), represented by the American Depositary Shares (ADSs) of the Issuer.
The Issuers ordinary shares consist of Class A Ordinary Shares and Class B ordinary shares, par value of $0.000005 per share (Class B Ordinary Shares and together with Class A Ordinary Shares, Ordinary Shares). Holders of Class A Ordinary Shares and Class B Ordinary Shares have the same rights except for voting and conversion rights. Each Class B Ordinary Share is convertible at the option of the holder at any time into one Class A Ordinary Share. Class A Ordinary Shares are not convertible into Class B Ordinary Shares under any circumstance. Each Class B Ordinary Share is entitled to ten votes per share, whereas each Class A Ordinary Share is entitled to one vote per share.
| (e) | CUSIP Number: |
98873N 107.
This CUSIP number was assigned to the ADSs of the Issuer. Each ADS represents ten Class A Ordinary Shares.
| ITEM 3. | If This Statement Is Filed Pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing is a: |
Not applicable.
| ITEM 4. | Ownership |
| Reporting Person | Amount beneficially owned | Percent of class(7) | Percent of aggregate voting power(8) | Sole power to vote or direct the vote | Shared power to vote or direct the vote | Sole power to dispose or to direct the disposition of | Shared power to dispose or to direct the disposition of | |||||||||||||||||||||
| Li Yan | 271,832,540 | (1) | 23.2 | %(4) | 2.5 | % | 271,832,540 | (1) | 0 | 271,832,540 | (1) | 0 | ||||||||||||||||
| Eastern Bell XIX | 215,032,540 | (2) | 18.3 | %(5) | 2.0 | % | 215,032,540 | (2) | 0 | 215,032,540 | (2) | 0 | ||||||||||||||||
| Eastern Bell XII | 56,800,000 | (3) | 4.8 | %(6) | 0.5 | % | 56,800,000 | (3) | 0 | 56,800,000 | (3) | 0 | ||||||||||||||||
| Suzhou Zhongding No. 3 | 215,032,540 | (2) | 18.3 | %(5) | 2.0 | % | 215,032,540 | (2) | 0 | 215,032,540 | (2) | 0 | ||||||||||||||||
| Suzhou Zhongding No. 4 | 56,800,000 | (3) | 4.8 | %(6) | 0.5 | % | 56,800,000 | (3) | 0 | 56,800,000 | (3) | 0 | ||||||||||||||||
| Shanghai Dingying | 271,832,540 | (1) | 23.2 | %(4) | 2.5 | % | 0 | 271,832,540 | (1) | 0 | 271,832,540 | (1) | ||||||||||||||||
| Suzhou Zhongding Hengtang | 215,032,540 | (2) | 18.3 | %(5) | 2.0 | % | 0 | 215,032,540 | (2) | 0 | 215,032,540 | (2) | ||||||||||||||||
| Shanghai Zhongding | 56,800,000 | (3) | 4.8 | %(6) | 0.5 | % | 0 | 56,800,000 | (3) | 0 | 56,800,000 | (3) | ||||||||||||||||
11
| (1) | Represents (i) 215,032,540 Class A Ordinary Shares held by Eastern Bell XIX Investment Limited (Eastern Bell XIX), a company incorporated in the British Virgin Islands, or the BVI, as further disclosed in in note (2) below, and (ii) 56,800,000 Class A Ordinary Shares held by Eastern Bell XII Investment Limited (Eastern Bell XII), a company incorporated in the BVI, as further disclosed in note (3) below. |
| (2) | Represents 215,032,540 Class A Ordinary Shares held by Eastern Bell XIX. The registered address of Eastern Bell XIX is Trinity Chambers, P.O. Box 4301, Road Town, Tortola, BVI. Eastern Bell XIX is wholly-owned by Suzhou Zhongding No. 3 Venture Capital Center (Limited Partnership) (苏州钟鼎三号创业投资中心有限合伙) (Suzhou Zhongding No. 3), whose general partners are Shanghai Dingying Investment Management Center (Limited Partnership) (上海鼎迎投资管理中心有限合伙) (Shanghai Dingying) and Suzhou Zhongding Hengtang Equity Investment Management Center (Limited Partnership) (苏州钟鼎恒棠股权投资管理中心有限合伙) (Suzhou Zhongding Hengtang), each of which is ultimately controlled by Mr. Li Yan. Pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder, each of Suzhou Zhongding No. 3, Shanghai Dingying, Suzhou Zhongding Hengtang and Mr. Li Yan may be deemed to beneficially own all of the shares of the Issuer owned by Eastern Bell XIX. |
| (3) | Represents 56,800,000 Class A Ordinary Shares held by Eastern Bell XII. The registered address of Eastern Bell XII is Trinity Chambers, P.O. Box 4301, Road Town, Tortola, BVI. Eastern Bell XII is wholly-owned by Suzhou Zhongding No. 4 Venture Capital Center (Limited Partnership) (苏州钟鼎四号创业投资中心有限合伙) (Suzhou Zhongding No. 4), whose general partners are Shanghai Dingying and Shanghai Zhongding Investment Center (Limited Partnership) (上海钟鼎创业投资中心有限合伙) (Shanghai Zhongding), each of which is ultimately controlled by Mr. Li Yan. Pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder, each of Suzhou Zhongding No. 4, Shanghai Dingying, Shanghai Zhongding and Mr. Li Yan may be deemed to beneficially own all of the shares of the Issuer owned by Eastern Bell XII. |
| (4) | 23.2% of Class A Ordinary Shares, or 12.8% of all Ordinary Shares. |
| (5) | 18.3% of Class A Ordinary Shares, or 10.1% of all Ordinary Shares. |
| (6) | 4.8% of Class A Ordinary Shares, or 2.7% of all Ordinary Shares. |
| (7) | Calculated based on 1,173,204,162 Class A Ordinary Shares and 949,960,000 Class B Ordinary Shares issued and outstanding as of February 29, as set forth in the Issuers annual report on Form 20-F filed on April 24, 2020. Each Class B Ordinary Share is convertible at the option of the holder at any time into one Class A Ordinary Share. Class A Ordinary Shares are not convertible into Class B Ordinary Shares under any circumstance. |
| (8) | The percentage of aggregate voting power beneficially owned by each Reporting Person is calculated by dividing the voting power beneficially owned by such Reporting Person by the voting power of all of Class A Ordinary Shares and Class B Ordinary Shares as a single class. Each Class B Ordinary Share is entitled to ten votes per share, whereas each Class A Ordinary Share is entitled to one vote per share. |
| ITEM 5. | Ownership of Five Percent or Less of a Class |
Not applicable.
| ITEM 6. | Ownership of More than Five Percent on Behalf of Another Person |
Not applicable.
12
| ITEM 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person. |
Not applicable.
| ITEM 8. | Identification and Classification of Members of the Group |
Not applicable.
| ITEM 9. | Notice of Dissolution of the Group |
Not applicable.
| ITEM 10. | Certification |
Not applicable.
13
SIGNATURE
After reasonable inquiry and to the best of the undersigneds knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
Dated: June 10, 2020
| Li Yan | ||
| By: | /s/ Li Yan | |
| Name: | Li Yan | |
| Eastern Bell XIX Investment Limited | ||
| By: | /s/ Yanhua Sun | |
| Name: | Yanhua Sun | |
| Title: | Director | |
| Eastern Bell XII Investment Limited | ||
| By: | /s/ Junping Yin | |
| Name: | Junping Yin | |
| Title: | Director | |
| Suzhou Zhongding No. 3 Venture Capital Center (Limited Partnership) (苏州钟鼎三号创业投资中心有限合伙) | ||
| By: | /s/ Junping Yin | |
| Name: | Junping Yin | |
| Title: | Authorized Signatory | |
| Suzhou Zhongding No. 4 Venture Capital Center (Limited Partnership) (苏州钟鼎四号创业投资中心有限合伙) | ||
| By: | /s/ Yingchun Zhu | |
| Name: | Yingchun Zhu | |
| Title: | Authorized Signatory |
| Shanghai Dingying Investment Management Center (Limited Partnership) (上海鼎迎投资管理中心（有限合伙）) | ||
| By: | /s/ Li Yan | |
| Name: | Li Yan | |
| Title: | Authorized Signatory | |
| Suzhou Zhongding Hengtang Equity Investment Management Center (Limited Partnership) ( 苏州钟鼎恒棠股权投资管理中心（有限合伙）) | ||
| By: | /s/ Li Yan | |
| Name: | Li Yan | |
| Title: | Authorized Signatory | |
| Shanghai Zhongding Investment Center (Limited Partnership) (上海钟鼎创业投资中心（有限合伙）) | ||
| By: | /s/ Tao Tang | |
| Name: | Tao Tang | |
| Title: | Authorized Signatory |
LIST OF EXHIBITS
TO SCHEDULE 13G
| Exhibit No. | Description | |
| A | Joint Filing Agreement | |