UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
36Kr Holdings Inc.
(Name of Issuer)
Class A Ordinary Shares, par value US$0.0001 per share
(Title of Class of Securities)
88429K 10 3**
(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:
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 the disclosures provided in a prior cover page.
** CUSIP number 88429K 10 3 has been assigned to the American Depositary Shares (ADSs) of the issuer, which are quoted on The Nasdaq Global Market under the symbol KRKR. One ADS represents twenty-five Class A ordinary shares of the issuer. No CUSIP number has been assigned to ordinary shares of the issuer.
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)
CUSIP NO.: 88429K 10 3
(1) |
NAME OF REPORTING PERSONS | |||||
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China Prosperity Capital Alpha Limited | |||||
(2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||||
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(a) |
o |
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(b) |
x |
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(3) |
SEC USE ONLY | |||||
(4) |
CITIZENSHIP OR PLACE OF ORGANIZATION | |||||
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Samoa | |||||
NUMBER OF |
(5) |
SOLE VOTING POWER | ||||
|
73,129,000 Class A ordinary shares | |||||
(6) |
SHARED VOTING POWER | |||||
|
0 | |||||
(7) |
SOLE DISPOSITIVE POWER | |||||
|
73,129,000 Class A ordinary shares | |||||
(8) |
SHARED DISPOSITIVE POWER | |||||
|
0 | |||||
(9) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||||
|
73,129,000 Class A ordinary shares | |||||
(10) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* | |||||
|
o | |||||
(11) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||||
|
7.8%(1) | |||||
(12) |
TYPE OF REPORTING PERSON* | |||||
|
CO | |||||
(1) Based on 937,358,520 issued and outstanding ordinary shares of the Issuer as a single class, being the sum of (i) 841,275,820 Class A ordinary shares outstanding as of December 31, 2019 and (ii) 96,082,700 Class B ordinary shares outstanding as of December 31, 2019.
CUSIP NO.: 88429K 10 3
(1) |
NAME OF REPORTING PERSONS | |||||
|
China Prosperity Capital Mobile Internet Fund, L.P | |||||
(2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||||
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(a) |
o |
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(b) |
x |
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(3) |
SEC USE ONLY | |||||
(4) |
CITIZENSHIP OR PLACE OF ORGANIZATION | |||||
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Cayman Islands | |||||
NUMBER OF |
(5) |
SOLE VOTING POWER | ||||
|
73,129,000 Class A ordinary shares | |||||
(6) |
SHARED VOTING POWER | |||||
|
0 | |||||
(7) |
SOLE DISPOSITIVE POWER | |||||
|
73,129,000 Class A ordinary shares | |||||
(8) |
SHARED DISPOSITIVE POWER | |||||
|
0 | |||||
(9) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||||
|
73,129,000 Class A ordinary shares | |||||
(10) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* | |||||
|
o | |||||
(11) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||||
|
7.8%(1) | |||||
(12) |
TYPE OF REPORTING PERSON* | |||||
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PN | |||||
(1) Based on 937,358,520 issued and outstanding ordinary shares of the Issuer as a single class, being the sum of (i) 841,275,820 Class A ordinary shares outstanding as of December 31, 2019 and (ii) 96,082,700 Class B ordinary shares outstanding as of December 31, 2019.
CUSIP NO.: 88429K 10 3
(1) |
NAME OF REPORTING PERSONS | |||||
|
China Prosperity Capital GP Limited | |||||
(2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||||
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(a) |
o |
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(b) |
x |
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(3) |
SEC USE ONLY | |||||
(4) |
CITIZENSHIP OR PLACE OF ORGANIZATION | |||||
|
Cayman Islands | |||||
NUMBER OF |
(5) |
SOLE VOTING POWER | ||||
|
73,129,000 Class A ordinary shares | |||||
(6) |
SHARED VOTING POWER | |||||
|
0 | |||||
(7) |
SOLE DISPOSITIVE POWER | |||||
|
73,129,000 Class A ordinary shares | |||||
(8) |
SHARED DISPOSITIVE POWER | |||||
|
0 | |||||
(9) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||||
|
73,129,000 Class A ordinary shares | |||||
(10) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* | |||||
|
o | |||||
(11) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||||
|
7.8%(1) | |||||
(12) |
TYPE OF REPORTING PERSON* | |||||
|
PN | |||||
(1) Based on 937,358,520 issued and outstanding ordinary shares of the Issuer as a single class, being the sum of (i) 841,275,820 Class A ordinary shares outstanding as of December 31, 2019 and (ii) 96,082,700 Class B ordinary shares outstanding as of December 31, 2019.
CUSIP NO.: 88429K 10 3
(1) |
NAME OF REPORTING PERSONS | |||||
|
Silver Joyce International Limited | |||||
(2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||||
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(a) |
o |
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(b) |
x |
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(3) |
SEC USE ONLY | |||||
(4) |
CITIZENSHIP OR PLACE OF ORGANIZATION | |||||
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British Virgin Islands | |||||
NUMBER OF |
(5) |
SOLE VOTING POWER | ||||
|
73,129,000 Class A ordinary shares | |||||
(6) |
SHARED VOTING POWER | |||||
|
0 | |||||
(7) |
SOLE DISPOSITIVE POWER | |||||
|
73,129,000 Class A ordinary shares | |||||
(8) |
SHARED DISPOSITIVE POWER | |||||
|
0 | |||||
(9) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||||
|
73,129,000 Class A ordinary shares | |||||
(10) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* | |||||
|
o | |||||
(11) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||||
|
7.8%(1) | |||||
(12) |
TYPE OF REPORTING PERSON* | |||||
|
CO | |||||
(1) Based on 937,358,520 issued and outstanding ordinary shares of the Issuer as a single class, being the sum of (i) 841,275,820 Class A ordinary shares outstanding as of December 31, 2019 and (ii) 96,082,700 Class B ordinary shares outstanding as of December 31, 2019.
CUSIP NO.: 88429K 10 3
(1) |
NAME OF REPORTING PERSONS | |||||
|
Hendrick Sin | |||||
(2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||||
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(a) |
o |
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(b) |
x |
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(3) |
SEC USE ONLY | |||||
(4) |
CITIZENSHIP OR PLACE OF ORGANIZATION | |||||
|
Hong Kong | |||||
NUMBER OF |
(5) |
SOLE VOTING POWER | ||||
|
73,129,000 Class A ordinary shares | |||||
(6) |
SHARED VOTING POWER | |||||
|
0 | |||||
(7) |
SOLE DISPOSITIVE POWER | |||||
|
73,129,000 Class A ordinary shares | |||||
(8) |
SHARED DISPOSITIVE POWER | |||||
|
0 | |||||
(9) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||||
|
73,129,000 Class A ordinary shares | |||||
(10) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* | |||||
|
o | |||||
(11) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||||
|
7.8%(1) | |||||
(12) |
TYPE OF REPORTING PERSON* | |||||
|
IN | |||||
(1) Based on 937,358,520 issued and outstanding ordinary shares of the Issuer as a single class, being the sum of (i) 841,275,820 Class A ordinary shares outstanding as of December 31, 2019 and (ii) 96,082,700 Class B ordinary shares outstanding as of December 31, 2019.
Item 1(a). Name of Issuer:
36Kr Holdings Inc. (the Issuer)
Item 1(b). Address of Issuers Principal Executive Offices:
5-6/F, Tower A1, Junhao Central Park Plaza, No. 10 South Chaoyang Park Avenue
Chaoyang District, Beijing
Peoples Republic of China
Item 2(a). Name of Person Filing:
China Prosperity Capital Alpha Limited (CPC Alpha)
China Prosperity Capital Mobile Internet Fund, L.P (CPC Mobile)
China Prosperity Capital GP Limited (CPC GP)
Silver Joyce International Limited (Silver Joyce)
Hendrick Sin
Item 2(b). Address of Principal Business Office or, if None, Residence:
For each of CPC Alpha, CPC Mobile, CPC GP, Silver Joyce and Mr. Sin:
13/F, 8 Wyndham Street, Central
Hong Kong
Item 2(c). Citizenship or Place of Organization:
CPC Alpha - Samoa
CPC Mobile - Cayman Islands
CPC GP - Cayman Islands
Silver Joyce - British Virgin Islands
Hendrick Sin - Hong Kong
Item 2(d). Title of Class of Securities:
Class A ordinary shares of the Issuer, par value US$0.0001 per share.
The Issuers ordinary shares consist of Class A ordinary shares and Class B ordinary shares. Each Class A ordinary share is entitled to one vote; and each Class B ordinary share is entitled to 25 votes and is convertible into one Class A ordinary share at any time by the holder thereof. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances.
Item 2(e). CUSIP Number:
88429K 10 3 (American depositary shares of the Issuer)
Item 3. Statement Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c):
Not applicable.
Item 4. Ownership:
The following information with respect to the ownership of the ordinary shares of Issuer by each of the reporting persons is provided as of December 31, 2019:
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Number of shares as to which such person has: |
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Reporting Person |
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Amount |
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Percent of |
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Sole Power to Vote or |
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Shared |
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Sole Power to |
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Shared Power |
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China Prosperity Capital Alpha Limited |
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73,129,000 |
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7.8 |
% |
73,129,000 |
|
0 |
|
73,129,000 |
|
0 |
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China Prosperity Capital Mobile Internet Fund, L.P |
|
73,129,000 |
|
7.8 |
% |
73,129,000 |
|
0 |
|
73,129,000 |
|
0 |
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China Prosperity Capital GP Limited |
|
73,129,000 |
|
7.8 |
% |
73,129,000 |
|
0 |
|
73,129,000 |
|
0 |
|
Silver Joyce International Limited |
|
73,129,000 |
|
7.8 |
% |
73,129,000 |
|
0 |
|
73,129,000 |
|
0 |
|
Hendrick Sin |
|
73,129,000 |
|
7.8 |
% |
73,129,000 |
|
0 |
|
73,129,000 |
|
0 |
|
(1) All of such shares are Class A ordinary shares held by CPC Alpha. CPC Alpha is wholly owned by CPC Mobile, whose general partner is CPC GP. CPC GP is controlled by Silver Joyce; Hendrick Sin is the sole shareholder of Silver Joyce. Pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder, each of CPC Mobile, CPC GP, Silver Joyce and Hendrick Sin may be deemed to indirectly beneficially own the shares of the Issuer held by CPC Alpha.
(2) Based on 937,358,520 issued and outstanding ordinary shares of the Issuer as a single class, being the sum of (i) 841,275,820 Class A ordinary shares outstanding as of December 31, 2019 and (ii) 96,082,700 Class B ordinary shares outstanding as of December 31, 2019. The voting power of the ordinary shares beneficially owned by the reporting persons represents 2.3% of the total outstanding voting power of all Class A and Class B ordinary shares of the Issuer.
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.
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: May 11, 2020
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China Prosperity Capital Alpha Limited | |
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By: |
/s/ Hendrick Sin |
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Name: |
Hendrick Sin |
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Title: |
Director |
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China Prosperity Capital Mobile Internet Fund, L.P | |
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| |
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By: |
/s/ Hendrick Sin |
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Name: |
Hendrick Sin |
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Title: |
Director |
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China Prosperity Capital GP Limited | |
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By: |
/s/ Hendrick Sin |
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Name: |
Hendrick Sin |
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Title: |
Director |
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Silver Joyce International Limited | |
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By: |
/s/ Hendrick Sin |
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Name: |
Hendrick Sin |
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Title: |
Director |
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Hendrick Sin | |
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| |
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By: |
/s/ Hendrick Sin |
[Signature Page to Schedule 13G]
Joint Filing Agreement
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A Ordinary Shares, par value US$0.0001 per share, of 36Kr Holdings Inc., a Cayman Islands company, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
[Remainder of this page has been left intentionally blank.]
SIGNATURE
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of May 11, 2020.
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China Prosperity Capital Alpha Limited | |
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By: |
/s/ Hendrick Sin |
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Name: |
Hendrick Sin |
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Title: |
Director |
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China Prosperity Capital Mobile Internet Fund, L.P | |
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By: |
/s/ Hendrick Sin |
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Name: |
Hendrick Sin |
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Title: |
Director |
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China Prosperity Capital GP Limited | |
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By: |
/s/ Hendrick Sin |
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Name: |
Hendrick Sin |
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Title: |
Director |
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Silver Joyce International Limited | |
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By: |
/s/ Hendrick Sin |
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Name: |
Hendrick Sin |
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Title: |
Director |
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Hendrick Sin | |
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By: |
/s/ Hendrick Sin |
[Signature Page to Joint Filing Agreement, Schedule 13G]