Statement of Ownership (sc 13g)
01 Février 2019 - 2:18PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Qudian Inc.
(Name of Issuer)
Class A Ordinary Shares
(Title of Class of Securities)
747798 106*
(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:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒
Rule 13d-1(d)
*
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The CUSIP number relates to the American Depository Shares of Qudian Inc. (the Issuer), each
representing one Class A ordinary share of the Issuer.
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The information required in 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).
(Continued on following pages)
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(1)
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NAME OF
REPORTING PERSONS
Kunlun Group Limited
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(2)
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a) ☐ (b) ☐
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(3)
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SEC USE ONLY
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(4)
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Hong
Kong
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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(5)
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SOLE VOTING POWER
37,294,934 Class A ordinary shares (See Item 4)
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(6)
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SHARED VOTING POWER
0
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(7)
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SOLE DISPOSITIVE POWER
37,294,934 Class A ordinary shares (See Item 4)
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(8)
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SHARED DISPOSITIVE POWER
0
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(9)
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
37,294,934 Class A ordinary shares
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(10)
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ☐
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(11)
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
12.6%
1
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(12)
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TYPE OF REPORTING PERSON*
CO
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1
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As a percentage of 296,444,088 ordinary shares, which included 232,952,916 Class A ordinary shares of par value
US$0.0001 each and 63,491,172 Class B ordinary shares of par value US$0.0001 each, of the Issuer issued and outstanding, and excluding 10,472,176 Class A ordinary shares of par value US$0.0001 each held by the Issuer, as of December 31, 2018 as
provided by the Issuer, assuming conversion of all outstanding Class B ordinary shares into the same number of Class A ordinary shares. Each Class A ordinary share is entitled to one vote, and each Class B ordinary share is entitled to ten votes.
Accordingly, the Class A ordinary shares beneficially owned by Kunlun Group Limited represented approximately 4.3% of the aggregate voting power of the total issued and outstanding share capital of the Issuer. Beneficial ownership information is
presented as of December 31, 2018.
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1
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(1)
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NAME OF
REPORTING PERSONS
Beijing Kunlun Tech Co., Ltd.
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(2)
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a) ☐ (b) ☐
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(3)
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SEC USE ONLY
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(4)
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Peoples Republic of
China
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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(5)
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SOLE VOTING POWER
37,294,934 Class A ordinary shares (See Item 4)
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(6)
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SHARED VOTING POWER
0
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(7)
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SOLE DISPOSITIVE POWER
37,294,934 Class A ordinary shares (See Item 4)
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(8)
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SHARED DISPOSITIVE POWER
0
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(9)
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
37,294,934 Class A ordinary shares
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(10)
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ☐
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(11)
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
12.6%
1
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(12)
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TYPE OF REPORTING PERSON*
CO
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1
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As a percentage of 296,444,088 ordinary shares, which included 232,952,916 Class A ordinary shares of par value
US$0.0001 each and 63,491,172 Class B ordinary shares of par value US$0.0001 each, of the Issuer issued and outstanding, and excluding 10,472,176 Class A ordinary shares of par value US$0.0001 each held by the Issuer, as of December 31, 2018 as
provided by the Issuer, assuming conversion of all outstanding Class B ordinary shares into the same number of Class A ordinary shares. Each Class A ordinary share is entitled to one vote, and each Class B ordinary share is entitled to ten votes.
Accordingly, the Class A ordinary shares beneficially owned by Beijing Kunlun Tech Co., Ltd. represented approximately 4.3% of the aggregate voting power of the total issued and outstanding share capital of the Issuer. Beneficial ownership
information is presented as of December 31, 2018.
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2
Item 1(a).
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Name of Issuer:
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Qudian Inc.
Item 1(b).
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Address of Issuers Principal Executive Offices:
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15/F Lvge Industrial Building, 1 Datun, Chaoyang District, Beijing 100012, Peoples Republic of China
Item 2(a).
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Name of Person Filing:
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Kunlun Group Limited
Beijing
Kunlun Tech Co., Ltd.
Item 2(b).
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Address of Principal Business Office or, if None, Residence:
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The principal business office of Kunlun Group Limited and Beijing Kunlun Tech Co., Ltd. is 46 Xizongbu hutong, Mingyang International Center,
Block B, Dongcheng District, Beijing 200070, Peoples Republic of China.
Item 2(c).
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Citizenship or Place of Organization:
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Kunlun Group Limited - Hong Kong
Beijing Kunlun Tech Co., Ltd. - Peoples Republic of China
Item 2(d).
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Title of Class of Securities:
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Class A ordinary shares of the Issuer, par value US$0.0001
747798 106*
*This CUSIP number
applies to the Issuers American depositary share, each representing one Class A ordinary share of the Issuer.
Item 3.
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Statement Filed Pursuant to Rule
13d-1(b),
or
13d-2(b)
or (c):
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Not applicable
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Number of shares as to which such person has:
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Reporting Person
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Amount
Beneficially
Owned
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Percent of
Class
(1)
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Sole Power to
Vote or Direct
the Vote
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Shared
Power to
Vote or to
Direct the
Vote
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Sole Power to
Dispose or to
Direct the
Disposition of
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Shared Power
to Dispose or
to Direct the
Disposition of
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Kunlun Group Limited
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37,294,934
Class A
ordinary
shares
(2)
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12.6
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%
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37,294,934
Class A
ordinary
shares
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0
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37,294,934
Class A
ordinary
shares
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0
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Beijing Kunlun Tech Co., Ltd.
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37,294,934
Class A
ordinary
shares
(2)
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12.6
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%
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37,294,934
Class A
ordinary
shares
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0
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37,294,934
Class A
ordinary
shares
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0
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3
(1)
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As a percentage of 296,444,088 ordinary shares, which included 232,952,916 Class A ordinary shares of par
value US$0.0001 each and 63,491,172 Class B ordinary shares of par value US$0.0001 each, of the Issuer issued and outstanding, and excluding 10,472,176 Class A ordinary shares of par value US$0.0001 each held by the Issuer, as of
December 31, 2018 as provided by the Issuer, assuming conversion of all outstanding Class B ordinary shares into the same number of Class A ordinary shares. Each Class A ordinary share is entitled to one vote, and each
Class B ordinary share is entitled to ten votes. Accordingly, the Class A ordinary shares beneficially owned by Beijing Kunlun Tech Co., Ltd. represented approximately 4.3% of the aggregate voting power of the total issued and outstanding
share capital of the Issuer. Beneficial ownership information is presented as of December 31, 2018.
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(2)
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Represents 37,294,934 Class A ordinary shares directly held by Kunlun Group Limited in the form of
37,294,934 American Depositary Shares, which is wholly owned by Beijing Kunlun Tech Co., Ltd. Pursuant to Section 13(d) of the Act, Beijing Kunlun Tech Co., Ltd. may be deemed to share beneficial ownership of the Class A ordinary shares
held by Kunlun Group Limited. Beneficial ownership information is presented as of December 31, 2018.
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Item 5.
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Ownership of Five Percent or Less of a Class:
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Not applicable.
Item 6.
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Ownership of More than Five Percent on Behalf of Another Person:
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Not applicable.
Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the
Parent Holding Company or Control Person:
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Not applicable
Item 8.
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Identification and Classification of Members of the Group:
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Not applicable
Item 9.
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Notice of Dissolution of Group:
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Not applicable
Not applicable
4
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, the undersigned certify that the information set forth in this statement
is true, complete and correct.
Dated February 1, 2019
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Kunlun Group Limited
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By:
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/s/ Yahui Zhou
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Name:
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Yahui Zhou
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Title:
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Authorized Signatory
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Beijing Kunlun Tech Co., Ltd.
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By:
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/s/ Yahui Zhou
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Name:
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Yahui Zhou
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Title:
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Authorized Signatory
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[Signature Page to Schedule 13G]
LIST OF EXHIBITS
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Exhibit
No.
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Description
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99.1
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Joint Filing Agreement
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