Filing Details

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO § 240.13d-2

 

Under the Securities Exchange Act of 1934

(Amendment No.     )*

 

Huize Holding Limited

 

Class A common shares, par value $0.00001 per share

 

44473E105**

 

December 31, 2020

 

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 persons 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.

 

** This CUSIP number applies to the American Depositary Shares (ADSs) of Huize Holding Limited (the Issuer), each representing 20 Class A common shares, par value $0.00001 per share, of the Issuer (Class A common shares).

 

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 (however, see the Notes).

 

 

CUSIP No. 44473E105**

13G

 

1	NAMES OF REPORTING PERSONS SAIF IV Healthcare (BVI) Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)                                                                                     (a)           o            (b)           o
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 190,232,260(1)
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 190,232,260(1)
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 190,232,260(1)
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)                                                                                        o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 18.3%(2)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) CO

 

 

(1)         Represents 190,232,260 Class A common shares in the form of 9,511,613 ADSs (excluding 45,638 ADSs contracted for sales as of December 31, 2020, which were all settled as of the date hereof) held by SAIF IV Healthcare (BVI) Limited, as further disclosed in Item 4.

 

(2)         This percentage is calculated based on 1,039,805,653 common shares issued and outstanding as of March 31, 2020, including (i) 889,214,446 Class A common shares, and (ii) 150,591,207 Class B common shares, as reported in the Issuers annual report on Form 20-F for the fiscal year ended December 31, 2019.  In respect of all matters subject to a shareholders vote, each Class A common share is entitled to one vote, and each Class B common share is entitled to 15 votes, voting together as a single class. Each Class B common share is convertible into one Class A common share at any time at the option of the holder thereof. Class A common shares are not convertible into Class B common shares under any circumstances.

 

1

 

CUSIP No. 44473E105**

13G

 

1	NAMES OF REPORTING PERSONS SAIF Partners IV L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)                                                                                     (a)           o            (b)           o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 190,232,260(1)
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 190,232,260(1)
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 190,232,260(1)
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)                                                                                        o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 18.3%(2)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN

 

 

(1)         Represents 190,232,260 Class A common shares in the form of 9,511,613 ADSs (excluding 45,638 ADSs contracted for sales as of December 31, 2020, which were all settled as of the date hereof) held by SAIF IV Healthcare (BVI) Limited, which is wholly owned by SAIF Partners IV L.P., as further disclosed in Item 4.

 

(2)         This percentage is calculated based on 1,039,805,653 common shares issued and outstanding as of March 31, 2020, including (i) 889,214,446 Class A common shares, and (ii) 150,591,207 Class B common shares, as reported in the Issuers annual report on Form 20-F for the fiscal year ended December 31, 2019.  In respect of all matters subject to a shareholders vote, each Class A common share is entitled to one vote, and each Class B common share is entitled to 15 votes, voting together as a single class. Each Class B common share is convertible into one Class A common share at any time at the option of the holder thereof. Class A common shares are not convertible into Class B common shares under any circumstances.

 

2

 

CUSIP No. 44473E105**

13G

 

1	NAMES OF REPORTING PERSONS SAIF IV GP, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)                                                                                     (a)           o            (b)           o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 190,232,260(1)
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 190,232,260(1)
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 190,232,260(1)
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)                                                                                        o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 18.3%(2)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN

 

 

(1)         Represents 190,232,260 Class A common shares in the form of 9,511,613 ADSs (excluding 45,638 ADSs contracted for sales as of December 31, 2020, which were all settled as of the date hereof) held by SAIF IV Healthcare (BVI) Limited, which is wholly owned by SAIF Partners IV L.P., whose general partner is SAIF IV GP, L.P., as further disclosed in Item 4.

 

(2)         This percentage is calculated based on 1,039,805,653 common shares issued and outstanding as of March 31, 2020, including (i) 889,214,446 Class A common shares, and (ii) 150,591,207 Class B common shares, as reported in the Issuers annual report on Form 20-F for the fiscal year ended December 31, 2019.  In respect of all matters subject to a shareholders vote, each Class A common share is entitled to one vote, and each Class B common share is entitled to 15 votes, voting together as a single class. Each Class B common share is convertible into one Class A common share at any time at the option of the holder thereof. Class A common shares are not convertible into Class B common shares under any circumstances.

 

3

 

CUSIP No. 44473E105**

13G

 

1	NAMES OF REPORTING PERSONS SAIF IV GP Capital Ltd.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)                                                                                     (a)           o            (b)           o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 190,232,260(1)
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 190,232,260(1)
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 190,232,260(1)
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)                                                                                        o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 18.3%(2)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) CO

 

 

(1)         Represents 190,232,260 Class A common shares in the form of 9,511,613 ADSs (excluding 45,638 ADSs contracted for sales as of December 31, 2020, which were all settled as of the date hereof) held by SAIF IV Healthcare (BVI) Limited, which is wholly owned by SAIF Partners IV L.P., whose general partner is SAIF IV GP, L.P., whose general partner in turn is SAIF IV GP Capital Ltd., as further disclosed in Item 4.

 

(2)         This percentage is calculated based on 1,039,805,653 common shares issued and outstanding as of March 31, 2020, including (i) 889,214,446 Class A common shares, and (ii) 150,591,207 Class B common shares, as reported in the Issuers annual report on Form 20-F for the fiscal year ended December 31, 2019.  In respect of all matters subject to a shareholders vote, each Class A common share is entitled to one vote, and each Class B common share is entitled to 15 votes, voting together as a single class. Each Class B common share is convertible into one Class A common share at any time at the option of the holder thereof. Class A common shares are not convertible into Class B common shares under any circumstances.

 

4

 

CUSIP No. 44473E105**

13G

 

1	NAMES OF REPORTING PERSONS Andrew Y. Yan
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)                                                                                     (a)           o            (b)           o
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Hong Kong
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 190,232,260(1)
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 190,232,260(1)
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 190,232,260(1)
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)                                                                                        o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 18.3%(2)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN

 

 

(1)         Represents 190,232,260 Class A common shares in the form of 9,511,613 ADSs (excluding 45,638 ADSs contracted for sales as of December 31, 2020, which were all settled as of the date hereof) held by SAIF IV Healthcare (BVI) Limited, which is wholly owned by SAIF Partners IV L.P., whose general partner is SAIF IV GP, L.P., whose general partner in turn is SAIF IV GP Capital Ltd., which is wholly owned by Andrew Y. Yan, as further disclosed in Item 4.

 

(2)         This percentage is calculated based on 1,039,805,653 common shares issued and outstanding as of March 31, 2020, including (i) 889,214,446 Class A common shares, and (ii) 150,591,207 Class B common shares, as reported in the Issuers annual report on Form 20-F for the fiscal year ended December 31, 2019.  In respect of all matters subject to a shareholders vote, each Class A common share is entitled to one vote, and each Class B common share is entitled to 15 votes, voting together as a single class. Each Class B common share is convertible into one Class A common share at any time at the option of the holder thereof. Class A common shares are not convertible into Class B common shares under any circumstances.

 

5

 

CUSIP No. 44473E105**

13G

 

Item 1(a)                                             Name of Issuer:

 

 

Item 1(b)                                             Address of Issuers principal executive offices:

 

5/F, Building 3-4

Shenzhen Animation Park, Yuehai Road, Nanhai Avenue

 

Items 2(a)                                        Name of Reporting Persons filing:

 

(i) SAIF IV Healthcare (BVI) Limited,

(ii) SAIF Partners IV L.P.,

(iii) SAIF IV GP, L.P.,

(iv) SAIF IV GP Capital Ltd., and

(v) Andrew Y. Yan

 

Item 2(b)                                             Address or principal business office or, if none, residence:

 

 

Item 2(c)                                              Citizenship:

 

 

Item 2(d)                                             Title of class of securities:

 

 

Item 2(e)                                              CUSIP No.:

 

 

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:

 

Not applicable.

 

Item 4                                                            Ownership

 

The following information with respect to the ownership of Class A common shares of the Issuer by the Reporting Persons filing this statement on Schedule 13G was provided as of December 31, 2020.

 

Reporting Persons		Amount  beneficially  owned		Percent of Class(1)		Percent  of aggregate voting power(2)		Sole Voting Power		Shared Voting Power		Sole Dispositive Power		Shared Dispositive Power
SAIF IV Healthcare (BVI) Limited		190,232,260	(3)	18.3	%	6.0	%	190,232,260		0		190,232,260		0
SAIF Partners IV L.P.		190,232,260	(3)	18.3	%	6.0	%	190,232,260		0		190,232,260		0
SAIF IV GP, L.P.		190,232,260	(3)	18.3	%	6.0	%	190,232,260		0		190,232,260		0
SAIF IV GP Capital Ltd.		190,232,260	(3)	18.3	%	6.0	%	190,232,260		0		190,232,260		0
Andrew Y. Yan		190,232,260	(3)	18.3	%	6.0	%	190,232,260		0		190,232,260		0

 

6

 

CUSIP No. 44473E105**

13G

 

(1)               Calculation is based on 1,039,805,653 common shares issued and outstanding as of March 31, 2020, including (i) 889,214,446 Class A common shares, and (ii) 150,591,207 Class B common shares, as reported in the Issuers annual report on Form 20-F for the fiscal year ended December 31, 2019.  Each Class B common share is convertible into one Class A common share at any time at the option of the holder thereof. Class A common shares are not convertible into Class B common shares under any circumstances.

 

(2)               The percent 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 Common shares and Class B Common shares as a single class. In respect of all matters subject to a shareholders vote, each Class B Common share is entitled to 15 votes per share, whereas each Class A Common share is entitled to one vote.

 

(3)               Represents 190,232,260 Class A common shares in the form of 9,511,613 ADSs (excluding 45,638 ADSs contracted for sales as of December 31, 2020, which were all settled as of the date hereof) held by SAIF IV Healthcare (BVI) Limited, whose registered address is Kingston Chambers, PO Box 173, Road Town, Tortola, British Virgin Islands. SAIF IV Healthcare (BVI) Limited is wholly owned by SAIF Partners IV L.P., whose general partner is SAIF IV GP, L.P., whose general partner in turn is SAIF IV GP Capital Ltd., which is wholly owned by Andrew Y. Yan. Pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder, each of SAIF Partners IV L.P., SAIF IV GP, L.P., SAIF IV GP Capital Ltd. and Andrew Y. Yan may be deemed to beneficially own all of the shares of the Issuer owned by SAIF IV Healthcare (BVI) Limited. Andrew Y. Yan disclaims beneficial ownership of the shares held by SAIF IV Healthcare (BVI) Limited, except to the extent of his pecuniary interests therein.

 

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.

 

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 Group

 

Not applicable.

 

Item 10                                                     Certifications

 

Not applicable.

 

7

 

CUSIP No. 44473E105**

13G

 

SIGNATURES

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in the attached statement on Schedule 13G is true, complete and correct.

 

Dated: February 4, 2021

 

 

SAIF IV Healthcare (BVI) Limited

 

By:	SAIF Partners IV L.P., its Sole Shareholder
By:	SAIF IV GP, L.P., its General Partner
By:	SAIF IV GP Capital Ltd., its General Partner

 

By:	/s/ Andrew Y. Yan
	Andrew Y. Yan, Sole Shareholder

 

 

SAIF Partners IV L.P.

 

By:	SAIF IV GP, L.P., its General Partner
By:	SAIF IV GP Capital Ltd., its General Partner

 

By:	/s/ Andrew Y. Yan
	Andrew Y. Yan, Sole Shareholder

 

 

SAIF IV GP, L.P.

 

By:	SAIF IV GP Capital Ltd., its General Partner

 

By:	/s/ Andrew Y. Yan
	Andrew Y. Yan, Sole Shareholder

 

 

SAIF IV GP Capital Ltd.

 

 

By:	/s/ Andrew Y. Yan
	Andrew Y. Yan, Sole Shareholder

 

 

Andrew Y. Yan

 

	/s/ Andrew Y. Yan
	Andrew Y. Yan

 

8

 

CUSIP No. 44473E105**

13G

 

LIST OF EXHIBITS

 

Exhibit No.		Description
99.1		Joint Filing Agreement

 

9