Sec Form 13G Filing - Shunwei China Internet Fund III L.P. filing for SMART SH GLOBAL LTD ADR (EM) - 2022-02-14

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.

CUSIP number 83193E102 has been assigned to the American depositary shares (“ADSs”) of the Issuer, which are quoted on the Nasdaq Global Select Market under the symbol “EM.” Each ADS represents two Class A ordinary shares of the Issuer.

  Name of Reporting Person

  Shunwei Angels III Limited

  Check the Appropriate Box if a Member of a Group

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  British Virgin Islands

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  40,829,086 ⁽¹⁾

  Shared Voting Power

  0

  Sole Dispositive Power

  40,829,086 ⁽¹⁾

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  40,829,086 ⁽¹⁾

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares

  ☐

  Percent of Class Represented by Amount in Row (9)

  8.2%⁽²⁾ (or 3.5%⁽²⁾ of the aggregate voting power)

  Type of Reporting Person

  CO

Represents 40,829,086 Class A ordinary shares held by Shunwei Angels III Limited.

The beneficial ownership percentage is calculated based on 498,872,147 ordinary shares of the Issuer as a single class, being the sum of (i) 424,898,177 Class A ordinary shares issued and outstanding as of March 31, 2021, and (ii) 73,973,970 Class B ordinary shares issued and outstanding as of March 31, 2021, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer’s prospectus filed with the Securities and Exchange Commission on April 2, 2021. The voting power of the shares beneficially owned represented 3.5% of the total outstanding voting power.

  Name of Reporting Person

  Shunwei China Internet Fund III, L.P.

  Check the Appropriate Box if a Member of a Group

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Cayman Islands

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  40,829,086 ⁽¹⁾

  Shared Voting Power

  0

  Sole Dispositive Power

  40,829,086 ⁽¹⁾

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  40,829,086 ⁽¹⁾

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares

  ☐

  Percent of Class Represented by Amount in Row (9)

  8.2%⁽²⁾ (or 3.5%⁽²⁾ of the aggregate voting power)

  Type of Reporting Person

  PN

Represents 40,829,086 Class A ordinary shares held by Shunwei Angels III Limited. Shunwei China Internet Fund III, L.P. is the sole shareholder of Shunwei Angels III Limited.

The beneficial ownership percentage is calculated based on 498,872,147 ordinary shares of the Issuer as a single class, being the sum of (i) 424,898,177 Class A ordinary shares issued and outstanding as of March 31, 2021, and (ii) 73,973,970 Class B ordinary shares issued and outstanding as of March 31, 2021, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer’s prospectus filed with the Securities and Exchange Commission on April 2, 2021. The voting power of the shares beneficially owned represented 3.5% of the total outstanding voting power.

  Name of Reporting Person

  Shunwei Capital Partners III GP, L.P.

  Check the Appropriate Box if a Member of a Group

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Cayman Islands

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  40,829,086 ⁽¹⁾

  Shared Voting Power

  0

  Sole Dispositive Power

  40,829,086 ⁽¹⁾

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  40,829,086 ⁽¹⁾

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares

  ☐

  Percent of Class Represented by Amount in Row (9)

  8.2%⁽²⁾ (or 3.5%⁽²⁾ of the aggregate voting power)

  Type of Reporting Person

  PN

Represents 40,829,086 Class A ordinary shares held by Shunwei Angels III Limited. Shunwei China Internet Fund III, L.P. is the sole shareholder of Shunwei Angels III Limited. Shunwei Capital Partners III GP, L.P. is the general partner of Shunwei China Internet Fund III, L.P.

The beneficial ownership percentage is calculated based on 498,872,147 ordinary shares of the Issuer as a single class, being the sum of (i) 424,898,177 Class A ordinary shares issued and outstanding as of March 31, 2021, and (ii) 73,973,970 Class B ordinary shares issued and outstanding as of March 31, 2021, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer’s prospectus filed with the Securities and Exchange Commission on April 2, 2021. The voting power of the shares beneficially owned represented 3.5% of the total outstanding voting power.

  Name of Reporting Person

  Shunwei Capital Partners III GP Limited

  Check the Appropriate Box if a Member of a Group

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Cayman Islands

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  40,829,086 ⁽¹⁾

  Shared Voting Power

  0

  Sole Dispositive Power

  40,829,086 ⁽¹⁾

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  40,829,086 ⁽¹⁾

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares

  ☐

  Percent of Class Represented by Amount in Row (9)

  8.2%⁽²⁾ (or 3.5%⁽²⁾ of the aggregate voting power)

  Type of Reporting Person

  CO

Represents 40,829,086 Class A ordinary shares held by Shunwei Angels III Limited. Shunwei China Internet Fund III, L.P. is the sole shareholder of Shunwei Angels III Limited. Shunwei Capital Partners III GP, L.P. is the general partner of Shunwei China Internet Fund III, L.P. Shunwei Capital Partners III GP Limited is the general partner of Shunwei Capital Partners III GP, L.P.

The beneficial ownership percentage is calculated based on 498,872,147 ordinary shares of the Issuer as a single class, being the sum of (i) 424,898,177 Class A ordinary shares issued and outstanding as of March 31, 2021, and (ii) 73,973,970 Class B ordinary shares issued and outstanding as of March 31, 2021, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer’s prospectus filed with the Securities and Exchange Commission on April 2, 2021. The voting power of the shares beneficially owned represented 3.5% of the total outstanding voting power.

  Name of Reporting Person

  Astrend Opportunity III Alpha Limited

  Check the Appropriate Box if a Member of a Group

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  British Virgin Islands

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  1,160,000 ⁽¹⁾

  Shared Voting Power

  0

  Sole Dispositive Power

  1,160,000 ⁽¹⁾

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  1,160,000 ⁽¹⁾

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.2%⁽²⁾ (or 0.1%⁽²⁾ of the aggregate voting power)

  Type of Reporting Person

  CO

Represents 1,160,000 Class A ordinary shares (represented by 580,000 ADSs) held by Astrend Opportunity III Alpha Limited.

The beneficial ownership percentage is calculated based on 498,872,147 ordinary shares of the Issuer as a single class, being the sum of (i) 424,898,177 Class A ordinary shares issued and outstanding as of March 31, 2021, and (ii) 73,973,970 Class B ordinary shares issued and outstanding as of March 31, 2021, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer’s prospectus filed with the Securities and Exchange Commission on April 2, 2021. The voting power of the shares beneficially owned represented 0.1% of the total outstanding voting power.

  Name of Reporting Person

  Shunwei China Internet Opportunity Fund III, L.P.

  Check the Appropriate Box if a Member of a Group

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Cayman Islands

Number of

Shares

 Beneficially& #xA0;

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  1,160,000 ⁽¹⁾

  Shared Voting Power

  0

  Sole Dispositive Power

  1,160,000 ⁽¹⁾

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  1,160,000 ⁽¹⁾

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.2%⁽²⁾ (or 0.1%⁽²⁾ of the aggregate voting power)

  Type of Reporting Person

  PN

Represents 1,160,000 Class A ordinary shares (represented by 580,000 ADSs) held by Astrend Opportunity III Alpha Limited. Shunwei China Internet Opportunity Fund III, L.P. is the sole shareholder of Astrend Opportunity III Alpha Limited.

The beneficial ownership percentage is calculated based on 498,872,147 ordinary shares of the Issuer as a single class, being the sum of (i) 424,898,177 Class A ordinary shares issued and outstanding as of March 31, 2021, and (ii) 73,973,970 Class B ordinary shares issued and outstanding as of March 31, 2021, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer’s prospectus filed with the Securities and Exchange Commission on April 2, 2021. The voting power of the shares beneficially owned represented 0.1% of the total outstanding voting power.

  Name of Reporting Person

  Shunwei Capital Partners IV GP, L.P.

  Check the Appropriate Box if a Member of a Group

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Cayman Islands

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  1,160,000 ⁽¹⁾

  Shared Voting Power

  0

  Sole Dispositive Power

  1,160,000 ⁽¹⁾

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  1,160,000 ⁽¹⁾

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.2%⁽²⁾ (or 0.1%⁽²⁾ of the aggregate voting power)

  Type of Reporting Person

  PN

Represents 1,160,000 Class A ordinary shares (represented by 580,000 ADSs) held by Astrend Opportunity III Alpha Limited. Astrend Opportunity III Alpha Limited is wholly owned by Shunwei China Internet Opportunity Fund III, L.P. Shunwei Capital Partners IV GP, L.P. is the general partner of Shunwei China Internet Opportunity Fund III, L.P.

The beneficial ownership percentage is calculated based on 498,872,147 ordinary shares of the Issuer as a single class, being the sum of (i) 424,898,177 Class A ordinary shares issued and outstanding as of March 31, 2021, and (ii) 73,973,970 Class B ordinary shares issued and outstanding as of March 31, 2021, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer’s prospectus filed with the Securities and Exchange Commission on April 2, 2021. The voting power of the shares beneficially owned represented 0.1% of the total outstanding voting power.

  Name of Reporting Person

  Shunwei Capital Partners IV GP Limited

  Check the Appropriate Box if a Member of a Group

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Cayman Islands

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  1,160,000 ⁽¹⁾

  Shared Voting Power

  0

  Sole Dispositive Power

  1,160,000 ⁽¹⁾

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  1,160,000 ⁽¹⁾

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.2%⁽²⁾ (or 0.1%⁽²⁾ of the aggregate voting power)

  Type of Reporting Person

  CO

Represents 1,160,000 Class A ordinary shares (represented by 580,000 ADSs) held by Astrend Opportunity III Alpha Limited. Astrend Opportunity III Alpha Limited is wholly owned by Shunwei China Internet Opportunity Fund III, L.P. Shunwei Capital Partners IV GP, L.P. is the general partner of Shunwei China Internet Opportunity Fund III, L.P. Shunwei Capital Partners IV GP Limited is the general partner of Shunwei Capital Partners IV GP, L.P. Shunwei Capital Partners IV GP Limited is controlled by Silver Unicorn Ventures Limited.

The beneficial ownership percentage is calculated based on 498,872,147 ordinary shares of the Issuer as a single class, being the sum of (i) 424,898,177 Class A ordinary shares issued and outstanding as of March 31, 2021, and (ii) 73,973,970 Class B ordinary shares issued and outstanding as of March 31, 2021, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer’s prospectus filed with the Securities and Exchange Commission on April 2, 2021. The voting power of the shares beneficially owned represented 0.1% of the total outstanding voting power.

  Name of Reporting Person

  Silver Unicorn Ventures Limited

  Check the Appropriate Box if a Member of a Group

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  British Virgin Islands

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  41,989,086 ⁽¹⁾

  Shared Voting Power

  0

  Sole Dispositive Power

  41,989,086 ⁽¹⁾

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  41,989,086 ⁽¹⁾

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares

  ☐

  Percent of Class Represented by Amount in Row (9)

  8.4%⁽²⁾ (or 3.6%⁽²⁾ of the aggregate voting power)

  Type of Reporting Person

  CO

Represents (i) 40,829,086 Class A ordinary shares held by Shunwei Angels III Limited and (ii) 1,160,000 Class A ordinary shares (represented by 580,000 ADSs) held by Astrend Opportunity III Alpha Limited. Shunwei China Internet Fund III, L.P. is the sole shareholder of Shunwei Angels III Limited. Shunwei Capital Partners III GP, L.P. is the general partner of Shunwei China Internet Fund III, L.P. Shunwei Capital Partners III GP Limited is the general partner of Shunwei Capital Partners III GP, L.P. Shunwei Capital Partners III GP Limited is controlled by Silver Unicorn Ventures Limited. Astrend Opportunity III Alpha Limited is wholly owned by Shunwei China Internet Opportunity Fund III, L.P. Shunwei Capital Partners IV GP, L.P. is the general partner of Shunwei China Internet Opportunity Fund III, L.P. Shunwei Capital Partners IV GP Limited is the general partner of Shunwei Capital Partners IV GP, L.P. Shunwei Capital Partners IV GP Limited is controlled by Silver Unicorn Ventures Limited.

The beneficial ownership percentage is calculated based on 498,872,147 ordinary shares of the Issuer as a single class, being the sum of (i) 424,898,177 Class A ordinary shares issued and outstanding as of March 31, 2021, and (ii) 73,973,970 Class B ordinary shares issued and outstanding as of March 31, 2021, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer’s prospectus filed with the Securities and Exchange Commission on April 2, 2021. The voting power of the shares beneficially owned represented 3.6% of the total outstanding voting power.

  Name of Reporting Person

  Tuck Lye Koh

  Check the Appropriate Box if a Member of a Group

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Singapore

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  41,989,086 ⁽¹⁾

  Shared Voting Power

  0

  Sole Dispositive Power

  41,989,086 ⁽¹⁾

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  41,989,086 ⁽¹⁾

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares

  ☐

  Percent of Class Represented by Amount in Row (9)

  8.4%⁽²⁾ (or 3.6%⁽²⁾ of the aggregate voting power)

  Type of Reporting Person

  IN

Represents (i) 40,829,086 Class A ordinary shares held by Shunwei Angels III Limited and (ii) 1,160,000 Class A ordinary shares (represented by 580,000 ADSs) held by Astrend Opportunity III Alpha Limited. Shunwei China Internet Fund III, L.P. is the sole shareholder of Shunwei Angels III Limited. Shunwei Capital Partners III GP, L.P. is the general partner of Shunwei China Internet Fund III, L.P. Shunwei Capital Partners III GP Limited is the general partner of Shunwei Capital Partners III GP, L.P. Shunwei Capital Partners III GP Limited is controlled by Silver Unicorn Ventures Limited. Astrend Opportunity III Alpha Limited is wholly owned by Shunwei China Internet Opportunity Fund III, L.P. Shunwei Capital Partners IV GP, L.P. is the general partner of Shunwei China Internet Opportunity Fund III, L.P. Shunwei Capital Partners IV GP Limited is the general partner of Shunwei Capital Partners IV GP, L.P. Shunwei Capital Partners IV GP Limited is controlled by Silver Unicorn Ventures Limited. Silver Unicorn Ventures Limited is controlled by Mr. Tuck Lye Koh.

The beneficial ownership percentage is calculated based on 498,872,147 ordinary shares of the Issuer as a single class, being the sum of (i) 424,898,177 Class A ordinary shares issued and outstanding as of March 31, 2021, and (ii) 73,973,970 Class B ordinary shares issued and outstanding as of March 31, 2021, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer’s prospectus filed with the Securities and Exchange Commission on April 2, 2021. The voting power of the shares beneficially owned represented 3.6% of the total outstanding voting power.

Name of Issuer:

Smart Share Global Limited

Address of Issuer’s Principal Executive Offices:

6th Floor, 799 Tianshan W Road, Changning District, Shanghai 200335, People’s Republic of China

Name of Person Filing:

(i) Shunwei Angels III Limited;

(ii) Shunwei China Internet Fund III, L.P.;

(iii) Shunwei Capital Partners III GP, L.P.;

(iv) Shunwei Capital Partners III GP Limited;

(v) Astrend Opportunity III Alpha Limited

(vi) Shunwei China Internet Opportunity Fund III, L.P.

(vii) Shunwei Capital Partners IV GP, L.P.

(viii) Shunwei Capital Partners IV GP Limited

(ix) Silver Unicorn Ventures Limited, and

(x) Tuck Lye Koh (collectively, the “Reporting Persons”).

Address of Principal Business Office or, if none, Residence:

The addresses of the Reporting Persons are:

For Shunwei Angels III Limited

Vistra Corporate Services Center,

Wickhams Cay II, Road Town, Tortola, VG 1110,

British Virgin Islands

For Shunwei China Internet Fund III, L.P.

c/o Campbells Corporate Services Limited

Floor 4, Willow House, Cricket Square, P.O. Box 268

Grand Cayman KY1-1104

Cayman Islands

For Shunwei Capital Partners III GP, L.P.

c/o Campbells Corporate Services Limited

Floor 4, Willow House, Cricket Square, P.O. Box 268

Grand Cayman KY1-1104

Cayman Islands

For Shunwei Capital Partners III GP Limited

c/o Campbells Corporate Services Limited

Floor 4, Willow House, Cricket Square, P.O. Box 268

Grand Cayman KY1-1104

Cayman Islands

For Astrend Opportunity III Alpha Limited

Vistra Corporate Services Center,

Wickhams Cay II, Road Town, Tortola, VG 1110,

British Virgin Islands

For Shunwei China Internet Opportunity Fund III, L.P.

c/o Campbells Corporate Services Limited

Floor 4, Willow House

Cricket Square, Grand Cayman KY1-9010

Cayman Islands

For Shunwei Capital Partners IV GP, L.P.

Walker House

c/o Campbells Corporate Services Limited

Floor 4, Willow House

Cricket Square, Grand Cayman KY1-9010

Cayman Islands

For Shunwei Capital Partners IV GP Limited

c/oWalker House

87 Mary Street

George Town, Grand Cayman KY1-9005

Cayman Islands

For Silver Unicorn Ventures Limited

Vistra Corporate Services Center,

Wickhams Cay II, Road Town, Tortola, VG 1110,

British Virgin Islands

For Mr. Tuck Lye Koh

32D Watten Rise, Singapore 286651

Citizenship:

Shunwei Angels III Limited – British Virgin Islands

Shunwei China Internet Fund III, L.P. – Cayman Islands

Shunwei Capital Partners III GP, L.P. – Cayman Islands

Shunwei Capital Partners III GP Limited – Cayman Islands

Astrend Opportunity III Alpha Limited – British Virgin Islands

Shunwei China Internet Opportunity Fund III, L.P. – Cayman Islands

Shunwei Capital Partners IV GP, L.P. – Cayman Islands

Shunwei Capital Partners IV GP Limited – Cayman Islands

Silver Unicorn Ventures Limited – British Virgin Islands

Tuck Lye Koh – Singapore

Title of Class of Securities:

Class A ordinary shares, par value US$0.0001 per share, of the Issuer.

The Issuer’s ordinary shares consist of Class A ordinary shares and Class B ordinary shares. Each holder of Class A ordinary shares is entitled to one vote per share and each holder of Class B ordinary shares is entitled to ten votes per share, on all matters submitted to shareholders for vote. Class B ordinary shares are convertible at any time by the holder thereof into Class A ordinary shares on a one-for-one basis. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances.

CUSIP Number:

83193E102

This CUSIP number applies to the American depositary shares of the Issuer, each representing two Class A ordinary shares of the Issuer.

Reporting Persons

Shunwei Angels III Limited .⁽³⁾

Shunwei China Internet Fund III, L.P.⁽³⁾

Shunwei Capital Partners III GP, L.P. ⁽³⁾

Shunwei Capital Partners III GP Limited ⁽³⁾

Astrend Opportunity III Alpha Limited⁽⁴⁾

Shunwei China Internet Opportunity Fund III, L.P.⁽⁴⁾

Shunwei Capital Partners IV GP, L.P.⁽⁴⁾

Shunwei Capital Partners IV GP Limited⁽⁴⁾

Silver Unicorn Ventures Limited ⁽³⁾⁽⁴⁾

Tuck Lye Koh ⁽³⁾⁽⁴⁾

The beneficial ownership percentage is calculated based on 498,872,147 ordinary shares of the Issuer as a single class, being the sum of (i) 424,898,177 Class A ordinary shares issued and outstanding as of March 31, 2021, and (ii) 73,973,970 Class B ordinary shares issued and outstanding as of March 31, 2021, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer’s prospectus filed with the Securities and Exchange Commission on April 2, 2021.

The percentage of voting power is calculated by dividing the voting power beneficially owned by each Reporting Person by the voting power of all of the Issuer’s Class A ordinary shares and Class B ordinary shares as a single class. Each Class A ordinary share is entitled to one vote and each Class B ordinary share is entitled to ten votes, on all matters submitted to them for vote.

Shunwei China Internet Fund III, L.P. is the sole shareholder of Shunwei Angels III Limited. Shunwei Capital Partners III GP, L.P. is the general partner of Shunwei China Internet Fund III, L.P. Shunwei Capital Partners III GP Limited is the general partner of Shunwei Capital Partners III GP, L.P. Shunwei Capital Partners III GP Limited is controlled by Silver Unicorn Ventures Limited, which is controlled by Mr. Tuck Lye Koh.

Astrend Opportunity III Alpha Limited is wholly owned by Shunwei China Internet Opportunity Fund III, L.P. Shunwei Capital Partners IV GP, L.P. is the general partner of Shunwei China Internet Opportunity Fund III, L.P. Shunwei Capital Partners IV GP Limited is the general partner of Shunwei Capital Partners IV GP, L.P. Shunwei Capital Partners IV GP Limited is controlled by Silver Unicorn Ventures Limited. Silver Unicorn Ventures Limited is controlled by Mr. Tuck Lye Koh.

Exhibit
No.

Description

/s/ Tuck Lye Koh

/s/ Tuck Lye Koh

/s/ Tuck Lye Koh

/s/ Tuck Lye Koh

/s/ Tuck Lye Koh

/s/ Tuck Lye Koh

/s/ Tuck Lye Koh

/s/ Tuck Lye Koh

/s/ Tuck Lye Koh

/s/ Tuck Lye Koh