UNITED STATES  
  SECURITIES AND EXCHANGE COMMISSION  
  Washington, D.C. 20549  

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

36Kr Holdings Inc.

(Name of Issuer)

 

Class A Ordinary Shares, par value US$0.0001 per share

(Title of Class of Securities)

 

88429K103(1)

(CUSIP Number)

 

March 11, 2022

(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 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 the disclosures provided in a prior cover page.

 

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).

 

 

(1) This CUSIP number applies to the Issuer’s American Depositary Shares, each representing 25 Class A ordinary shares.

 

 

 

 

 

 

SCHEDULE 13G

CUSIP No. 88429K103  

 

1 Names of Reporting Persons
Ant Group Co., 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
People’s Republic of China

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 if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o
11 Percent of Class Represented by Amount in Row (9)
0%
12 Type of Reporting Person (See Instructions)
CO
   

2

 

 

1 Names of Reporting Persons
Shanghai Yunju Venture Capital Co., 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
People’s Republic of China

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 if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o
11 Percent of Class Represented by Amount in Row (9)
0%
12 Type of Reporting Person (See Instructions)
CO
   

3

 

  

1 Names of Reporting Persons
API (Hong Kong) Investment 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
Hong Kong Special Administrative Region

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 if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o
11 Percent of Class Represented by Amount in Row (9)
0%
12 Type of Reporting Person (See Instructions)
CO
   

4

 

 

Item 1.

 

(a) Name of Issuer:

 

36Kr Holdings Inc.

 

(b) Address of Issuer’s Principal Executive Offices: 

 

5-6/F, Tower A1, Junhao Central Park Plaza

No. 10 South Chaoyang Park Avenue

Chaoyang District, Beijing, People’s Republic of China, 100026

 

Item 2.

 

(a) Name of Person Filing:

 

(i) Ant Group Co., Ltd. (“Ant Group”), a company organized under the law of the People’s Republic of China;

 

(ii) Shanghai Yunju Venture Capital Co., Ltd. (“Shanghai Yunju”), a company organized under the law of the People’s Republic of China and a wholly-owned subsidiary of Ant Group;

 

(iii) API (Hong Kong) Investment Limited (“API”), a company organized under the law of Hong Kong Special Administrative Region and a wholly-owned subsidiary of Shanghai Yunju.

 

(b) Address of Principal Business Office or, if none, Residence:

 

(i) The address of the principal business office of Ant Group is Room 802, Building 5, Xixi Xinzuo, Xihu District, Hangzhou, China.

 

(ii) The address of the principal business office of Shanghai Yunju is Room A-522, 188 Yesheng Road, Shanghai Free Trade Zone, China.

 

(iii) The address of the principal business office of API is 26/F, Tower One, Times Square, 1 Matheson ST, Causeway Bay, Hong Kong.

 

(c) Citizenship:

 

Each of Ant Group and Shanghai Yunju is organized under the law of the People’s Republic of China. API is organized under the law of Hong Kong Special Administrative Region.

 

(d) Title and Class of Securities:

 

Class A ordinary shares, par value US$0.0001 per share

 

(e) CUSIP No.:

 

88429K103

 

Item 3. If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

 

Not applicable.

 

5

 

 

Item 4. Ownership

 

Reporting
Person
(1)
  Amount
beneficially
owned
   Percent of
class
   Sole power
to vote or
direct to
vote
   Shared
power to
vote or to
direct the
vote
   Sole power
to
dispose or
to
direct the
disposition
of
   Shared
power
to dispose
or
to direct the
disposition
of
 
Ant Group   0    0%   0    0    0    0 
Shanghai Yunju   0    0%   0    0    0    0 
API   0    0%   0    0    0    0 

 

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 the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: x

 

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.

 

6

 

 

SIGNATURES

 

After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

 

Dated:   March 11, 2022 

 

  Ant Group Co., Ltd.
   
  By: /s/ Xiandong Jing
     
  Name: Xiandong Jing
  Title:

Legal Representative 

     
 

Shanghai Yunju Venture Capital Co., Ltd. 

     
  By: /s/ Xiandong Jing
     
  Name: Xiandong Jing
  Title:

Legal Representative 

  

[Signature page to 36Kr Holdings Inc. Schedule 13G]

 

7

 

 

SIGNATURES

 

After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. 

 

Dated: March 11, 2022

 

 

API (Hong Kong) Investment Limited 

   
  By: /s/ Leiming Chen
  Name: Leiming Chen
  Title: Director

  

[Signature page to 36Kr Holdings Inc. Schedule 13G]

 

8

  

 

Exhibit 99.1

 

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 on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A ordinary shares, US$0.0001 par value 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.

 

[Signature Page Follows]

 

 

 

  

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of March 11, 2022.

 

  Ant Group Co., Ltd.
   
  By: /s/ Xiandong Jing
  Name: Xiandong Jing
  Title: Legal Representative
     
  Shanghai Yunju Venture Capital Co., Ltd.
     
  By: /s/ Xiandong Jing
  Name: Xiandong Jing
  Title: Legal Representative

  

[Signature page to 36Kr Holdings Inc. 13G joint filing agreement]

 

 

 

 

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of March 11, 2022.

 

 

API (Hong Kong) Investment Limited 

   
  By: /s/ Leiming Chen
  Name: Leiming Chen
  Title:

Director 

     

[Signature page to 36Kr Holdings Inc. 13G joint filing agreement]