0000902595-16-000047.txt : 20160203 0000902595-16-000047.hdr.sgml : 20160203 20160203132452 ACCESSION NUMBER: 0000902595-16-000047 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20160203 DATE AS OF CHANGE: 20160203 GROUP MEMBERS: QIMING CORPORATE GP II, LTD. GROUP MEMBERS: QIMING GP II, L.P. GROUP MEMBERS: QIMING VENTURE PARTNERS II, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: eHi Car Services Ltd CENTRAL INDEX KEY: 0001517492 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTO RENTAL & LEASING (NO DRIVERS) [7510] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-88413 FILM NUMBER: 161384121 BUSINESS ADDRESS: STREET 1: UNIT 12/F, BUILDING NO.5 GUOSHENG CENTER STREET 2: 388 DADUHE ROAD CITY: Shanghai STATE: F4 ZIP: 200062 BUSINESS PHONE: (8621)-64687000 MAIL ADDRESS: STREET 1: UNIT 12/F, BUILDING NO.5 GUOSHENG CENTER STREET 2: 388 DADUHE ROAD CITY: Shanghai STATE: F4 ZIP: 200062 FORMER COMPANY: FORMER CONFORMED NAME: eHi Auto Services Ltd DATE OF NAME CHANGE: 20110406 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Qiming Corporate GP II, Ltd. CENTRAL INDEX KEY: 0001540157 IRS NUMBER: 980553190 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 11400 SE SIXTH STREET STREET 2: SUITE 100 CITY: BELLEVUE STATE: WA ZIP: 98004 BUSINESS PHONE: 1-425-709-0772 MAIL ADDRESS: STREET 1: 11400 SE SIXTH STREET STREET 2: SUITE 100 CITY: BELLEVUE STATE: WA ZIP: 98004 SC 13G/A 1 te99525_sc13ga.htm SCHEDULE 13G/A
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
     
 
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
 
     
 
eHi Car Services Limited
(Name of Issuer)
 
     
 
Class A Common Shares**
Class B Common Shares**
American Depositary Shares
(Title of Class of Securities)
 
 
26853A100
(CUSIP Number)
 
 
 
December 31, 2015
(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 disclosures provided in a prior cover page.
 
**
Not for trading, but only in connection with the registration of American Depositary Shares each representing two Class A common shares. Holders of Class A common shares and Class B common shares have the same rights except for voting and conversion rights. Each Class A common share is entitled to one vote, and each Class B common share is entitled to ten votes and is convertible into one Class A common share at any time. Class A common shares are not convertible into Class B common shares under any circumstances.
 
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 (“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
NAMES OF REPORTING PERSONS
Qiming Corporate GP II, Ltd.
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
N/A
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
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
1,517,600 Class A common shares (1)
7,673,809 Class B common shares (2) (3)
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
1,517,600 Class A common shares (1)
7,673,809 Class B common shares (2)(3)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,517,600 Class A common shares (4)
7,673,809 Class B common shares (3) (4)
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Class A common shares: 2.3% (5)
Class B common shares: 10.5% (6)
12
TYPE OF REPORTING PERSON (See Instructions)
CO
 
   
 
(1)
includes 758,800 American Depository Shares, each representing two Class A common shares, each of which is entitled to one vote.
(2)
includes 7,673,809 Class B common shares, each of which is entitled to ten votes.
(3)
each Class B common share is convertible into one Class A common share at any time.
(4)
includes 60,252 American Depository Shares and 609,801 Class B common shares held of record by Qiming Venture Partners II-C, L.P. and 9,970 American Depository Shares and 101,489 Class B common shares held of record by Qiming Managing Directors Fund II, L.P. See Item 4.
(5)
The percentage is based on 65,784,925 Class A common shares outstanding as of December 31, 2015 based on information provided by the Issuer.
(6)
The percentage is based on 73,009,788 Class B common shares outstanding as of December 31, 2015 based on information provided by the Issuer.
 
 
 
 
 
1
NAMES OF REPORTING PERSONS
Qiming GP II, L.P.
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
N/A
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
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
1,497,660 Class A common shares (1)
7,572,320 Class B common shares (2) (3)
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
1,497,660 Class A common shares (1)
7,572,320 Class B common shares (2)(3)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,497,660 Class A common shares (4)
7,572,230 Class B common shares (3) (4)
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Class A common shares: 2.3% (5)
Class B common shares: 10.4% (6)
12
TYPE OF REPORTING PERSON (See Instructions)
PN
 
   
 
(1)
includes 748,830 American Depository Shares, each representing two Class A common shares, each of which is entitled to one vote.
(2)
includes 7,572,320 Class B common shares, each of which is entitled to ten votes.
(3)
each Class B common share is convertible into one Class A common share at any time.
(4)
includes 60,252 American Depository Shares and 609,801 Class B common shares held of record by Qiming Venture Partners II-C, L.P. See Item 4.
(5)
The percentage is based on 65,784,925 Class A common shares outstanding as of December 31, 2015 based on information provided by the Issuer.
(6)
The percentage is based on 73,009,788 Class B common shares outstanding as of December 31, 2015 based on information provided by the Issuer.
 
 
 
 
 
1
NAMES OF REPORTING PERSONS
Qiming Venture Partners II, L.P.
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS  (ENTITIES ONLY)
N/A
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
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
1,377,156 Class A common shares (1)
6,962,519 Class B common shares (2) (3)
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
1,377,156 Class A common shares (1)
6,962,519 Class B common shares (2)(3)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,377,156 Class A common shares
6,962,519 Class B common shares(3)
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Class A common shares: 2.1% (4)
Class B common shares: 9.5% (5)
12
TYPE OF REPORTING PERSON (See Instructions)
PN
 
   
 
(1)
includes 688,578 American depository shares, each representing two Class A common shares, each  of which is entitled to one vote.
(2)
includes 6,962,519 Class B common shares, each of which is entitled to ten votes.
(3)
each Class B common share is convertible into one Class A common share at any time.
(4)
The percentage is based on 65,784,925 Class A common shares outstanding as of December 31, 2015 based on information provided by the Issuer.
(5)
The percentage is based on 73,009,788 Class B common shares outstanding as of December 31, 2015 based on information provided by the Issuer.
 
 
 
 

 
Item 1 (a)
Name of Issuer:
 
eHi Car Services Limited (the “Issuer”)
 
Item 1 (b)
Address of Issuer’s Principal Executive Offices:
 
Unit 12/F, Building No.5, Guosheng Center, 388 Daduhe Road, Shanghai, 200062, the People’s Republic of China
 
Item 2 (a)
Name of Person Filing:
 
Qiming Corporate GP II, Ltd., Qiming GP II, L.P., Qiming Venture Partners II, L.P. (each a “Reporting Person” and collectively the “Reporting Persons”).
 
Item 2 (b)
Address of Principal Business Office or, If None, Residence; Citizenship:
 
The registered address of each of the Reporting Persons is M&C Corporate Services Limited, P.O. Box 309GT, Ugland House, South Church Street, George Town, Grand Cayman, Cayman Islands.
 
Item 2 (c)
Citizenship:
 
Qiming Corporate GP II, Ltd. - Cayman Islands
 
Qiming GP II, L.P. - Cayman Islands
 
Qiming Venture Partners II, L.P. - Cayman Islands
 
Item 2 (d)
Title of Class of Securities:
 
Class A common shares, par value US$0.001
 
Class B common shares, par value US$0.001
 
American Depositary Shares
 
Item 2 (e)
CUSIP Number:
 
26853A100
 
Item 3.
Statement Filed Pursuant to Rule 13d-1(b) or 13d-2(b) or (c):
 
Not applicable.
 
Item4.
Ownership
 
 
(a)
Amount Beneficially Owned by each Reporting Person:  See Row 9 of cover page.
 
 
(b)
Percent of Class Beneficially Owned by each Reporting Person:  See Row 11 of cover page.
 
 
(c)
Number of shares as to which each Reporting Person has:
 
 
i.
Sole power to vote or to direct the vote: See Row 5 of cover page.
 
 
ii.
Shared power to vote or to direct the vote: See Row 6 of cover page.
 
 
iii.
Sole power to dispose of or to direct the disposition of: See Row 7 of cover page.
 
 
iv.
Shared power to dispose or to direct the disposition of: See Row 8 of cover page.
 
The general partner of Qiming Venture Partners II, L.P. and Qiming Venture Partners II-C, L.P. is Qiming GP II, L.P., a Cayman Islands exempted limited partnership, whose general partner is Qiming Corporate GP II, Ltd., a Cayman Islands limited company which is also the general partner of Qiming Managing Directors Fund II, L.P. Each of Qiming GP II, L.P. and Qiming Corporate GP II, Ltd. may be deemed to beneficially own the shares beneficially owned or deemed to be beneficially owned by the entities to which it is the general partner.
 
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 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 my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
 
Dated: February 3, 2016
 
 
Qiming Venture Partners II, L.P.
    
       
  By: 
Qiming GP II, L.P.
    
     
    By:  Qiming Corporate GP II, Ltd.    
 
 
By:
 /s/ Grace Lee   
    Name:  Grace Lee  
    Title:  Authorized Signatory   
       
 
Qiming GP II, L.P.
    
       
  By: 
Qiming Corporate GP II, Ltd.
    
     
 
 
By:
/s/ Grace Lee    
    Name:  Grace Lee    
    Title:  Authorized Signatory   
       
 
Qiming Corporate GP II, Ltd.
    
       
 
By:
/s/ Grace Lee   
    Name:  Grace Lee   
    Title:  Authorized Signatory    
       
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LIST OF EXHIBITS
 
 
Exhibit
No.
 
Description
   
99.1
Joint Filing Agreement
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 EX-99.1 2 te99525_ex9901.htm JOINT FILING AGREEMENT
 
Exhibit 99.1

 
EXHIBIT A: Joint Filing Agreement
 
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G/A referred to below) on behalf of each of them of a statement on Schedule 13G/A (including amendments thereto) with respect to the Class A common shares, par value US$0.001 per share, and the Class B common shares, par value US$0.001 per share, of eHi Car Services Limited, a Cayman Islands exempted 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 to follow]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Signature Page

 
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of February 3, 2016.
 
Qiming Venture Partners II, L.P.
    
       
  By: 
Qiming GP II, L.P.
    
     
    By:  Qiming Corporate GP II, Ltd.    
 
 
By:
 /s/ Grace Lee   
    Name:  Grace Lee  
    Title:  Authorized Signatory   
       
 
Qiming GP II, L.P.
    
       
  By: 
Qiming Corporate GP II, Ltd.
    
     
 
 
By:
/s/ Grace Lee    
    Name:  Grace Lee    
    Title:  Authorized Signatory   
       
 
Qiming Corporate GP II, Ltd.
    
       
 
By:
/s/ Grace Lee   
    Name:  Grace Lee   
    Title:  Authorized Signatory