Sec Form 13G Filing - SAIF IV Consumer (BVI) Ltd filing for XChange TEC.INC (XHG) - 2022-02-14

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

 

(Amendment No. 1)*

 

Q&K International Group Limited

(Name of Issuer)

 

Class A Ordinary Shares, par value $0.00001 per share

(Title of Class of Securities)

 

74738J102 **

(CUSIP Number)

 

December 31, 2021

(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)

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 (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).

 

**          This CUSIP number applies to the Class A ordinary shares (“Class A Ordinary Shares”) of Q&K International Group Limited (the “Issuer”). CUSIP number 74738J102 applies to the American Depositary Shares (“ADSs”) of the Issuer, each representing thirty (30) Class A Ordinary Shares.

 

 

 

 

 

 

CUSIP NO. 74738J102 ** 13G/A  

 

1 NAMES OF REPORTING PERSONS
SAIF IV Consumer (BVI) Limited
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)                                                                                                                                     (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
0
  6 SHARED VOTING POWER
0
  7

SOLE DISPOSITIVE POWER

0

 

  8 SHARED DISPOSITIVE POWER
0
9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0       

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)                ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
       

 

 

 

 

CUSIP NO. 74738J102 ** 13G/A  

 

1 NAMES OF REPORTING PERSONS
SAIF Partners IV L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)                                                                                                                                     (a)        
¨         (b)        ¨
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
0
  6 SHARED VOTING POWER
0
  7

SOLE DISPOSITIVE POWER

0

 

  8 SHARED DISPOSITIVE POWER
0
9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0       

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)                ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
       

 

 

 

 

CUSIP NO. 74738J102 ** 13G/A  

 

1 NAMES OF REPORTING PERSONS
SAIF IV GP, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)                                                                                                                                     (a)        
¨         (b)        ¨
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
0
  6 SHARED VOTING POWER
0
  7

SOLE DISPOSITIVE POWER

0

 

  8 SHARED DISPOSITIVE POWER
0
9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0       

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)                ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
    &# xA0;  

 

 

 

 

CUSIP NO. 74738J102 ** 13G/A  

 

1 NAMES OF REPORTING PERSONS
SAIF IV GP Capital Ltd.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)                                                                                                                                     (a)        
¨         (b)        ¨ 
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
0
  6 SHARED VOTING POWER
0
  7

SOLE DISPOSITIVE POWER

0

 

  8 SHARED DISPOSITIVE POWER
0
9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0        

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)                ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
       

 

 

 

 

CUSIP NO. 74738J102 ** 13G/A  

 

1 NAMES OF REPORTING PERSONS
Andrew Y. Yan
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)                                                                                                                                     (a)        
¨         (b)        ¨ 
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
0
  6 SHARED VOTING POWER
0
  7

SOLE DISPOSITIVE POWER

0

 

  8 SHARED DISPOSITIVE POWER
0
9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

0       

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)                ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
       

 

 

 

 

CUSIP NO. 74738J102 ** 13G/A  

 

Item 1(a)Name of Issuer:

 

Q&K International Group Limited

 

Item 1(b)Address of Issuer’s principal executive offices:

 

Suite 1607, Building A

No. 596 Middle Longhua Road

Xuhui District, Shanghai 200032

People’s Republic of China

 

Items 2(a) Name of Reporting Persons filing:

 

(i) SAIF IV Consumer (BVI) Limited

(ii) SAIF Partners IV L.P.

(iii) SAIF IV GP, Ltd.

(iv) SAIF IV GP Capital Ltd.

(v) Andrew Y. Yan

 

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

 

Suites 2516-2520, Two Pacific Place, 88 Queensway, Hong Kong

 

Item 2(c)Citizenship:

 

(i) SAIF IV Consumer (BVI) Limited - British Virgin Islands

(ii) SAIF Partners IV L.P. - Cayman Islands

(iii) SAIF IV GP, Ltd. - Cayman Islands

(iv) SAIF IV GP Capital Ltd. - Cayman Islands

(v) Andrew Y. Yan - Hong Kong

 

Item 2(d)Title of class of securities:

Class A Ordinary Shares, par value US$0.00001 per share

 

Item 2(e) CUSIP No.:

 

74738J102.  *This CUSIP number applies to the Class A Ordinary Shares.  CUSIP number 74738J102 applies to the ADSs of the Issuer, each representing thirty (30) Class A Ordinary Shares.

 

Item 3Not applicable.

 

Item 4

Ownership

 

Ownership information with respect to each reporting person is incorporated by reference to items (5) - (9) and (11) of the respective cover page.

 

Item 5

Ownership of Five Percent or Less of a Class

 

If this statement is being filed to report the fact that as of the date hereof each reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.

 

 

 

 

CUSIP NO. 74738J102 ** 13G/A  

 

Item 6

Ownership of More than Five Percent on Behalf of Another Person

 

Not applicable.

 

Item 7Identification 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 9Notice of Dissolution of Group

Not applicable.

 

Item 10Certifications

Not applicable.

 

 

 

 

CUSIP NO. 74738J102 ** 13G/A  

 

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 14, 2022

 

SAIF IV Consumer (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: SAIF IV GP Capital Ltd., its General Partner

 

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

 

Andrew Y. Yan

 

   /s/ Andrew Y. Yan  
  Andrew Y. Yan  

 

 

 

 

CUSIP NO. 74738J102 ** 13G/A  

 

Exhibit:

 

Exhibit 99.1†: Joint Filing Statement by and among the reporting persons, dated March 2, 2020

 

 

† Previously filed.