0001144204-15-009413.txt : 20150218 0001144204-15-009413.hdr.sgml : 20150216 20150217082943 ACCESSION NUMBER: 0001144204-15-009413 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150217 DATE AS OF CHANGE: 20150217 GROUP MEMBERS: ALEXANDER PAN GROUP MEMBERS: GSR PARTNERS I, L.P. GROUP MEMBERS: GSR PARTNERS I, LTD. GROUP MEMBERS: GSR PRINCIPALS FUND I, L.P. GROUP MEMBERS: JAMES DING GROUP MEMBERS: RICHARD LIM GROUP MEMBERS: RYANN YAP GROUP MEMBERS: SONNY WU SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Qunar Cayman Islands Ltd. CENTRAL INDEX KEY: 0001551060 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-87695 FILM NUMBER: 15618066 BUSINESS ADDRESS: STREET 1: 17TH FL, VIVA PLAZA, BLDG. 18, YARD 29 STREET 2: SUZHOU STREET, HAIDIAN DISTRICT CITY: BEIJING STATE: F4 ZIP: 100080 BUSINESS PHONE: 86 10 5760 3000 MAIL ADDRESS: STREET 1: 17TH FL, VIVA PLAZA, BLDG. 18, YARD 29 STREET 2: SUZHOU STREET, HAIDIAN DISTRICT CITY: BEIJING STATE: F4 ZIP: 100080 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GSR VENTURES I LP CENTRAL INDEX KEY: 0001346353 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: C/O CAMPBELLS CORPORATE SERVICES LIMITED STREET 2: 4TH FLOOR, SCOTIA CENTRE, P.O. BOX 268 CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 6508549650 MAIL ADDRESS: STREET 1: C/O CAMPBELLS CORPORATE SERVICES LIMITED STREET 2: 4TH FLOOR, SCOTIA CENTRE, P.O. BOX 268 CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-1104 SC 13G/A 1 v401640_sc13ga.htm SCHEDULE 13G/A

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Schedule 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d)
AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

(Amendment No. 1)*

 

Qunar Cayman Islands Limited
(Name of Issuer)
 
Class B ordinary shares, par value $0.001 per share
(Title of Class of Securities)
 
74906P104
(CUSIP Number)
 
December 31, 2014
(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)

 

xRule 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 (“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)

 

Page 1 of 16 Pages

Exhibit Index Contained on Page 15

 
 

 

CUSIP NO.  74906P104 13 G Page 2 of 16

 

1 NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).  
     
  GSR Ventures I, L.P. (“GSR I”)  
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)  
    (a)      ¨
    (b)     x
3 SEC USE ONLY  
4 CITIZENSHIP OR PLACE OF ORGANIZATION  
  Cayman Islands  


NUMBER OF
SHARES
BENE-
FICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5 SOLE VOTING POWER.
  9,227,913 shares1 all of which are directly owned by GSR I, except that GSR Partners I, L.P. (“Partners I”), the general partner of GSR I, and GSR Partners I, Ltd (GSR I Ltd”), the general partner of Partners I, may be deemed to have sole voting power, and Richard Lim, Sonny Wu, James Ding, Alexander Pan and Ryann Yap, the members of GSR I Ltd (the “Members”), may be deemed to have shared voting power with respect to such shares.
6 SHARED VOTING POWER
  See response to row 5.
7 SOLE DISPOSITIVE POWER
  9,227,913 shares1, all of which are directly owned by GSR I, except that Partners I and GSR I Ltd may be deemed to have sole dispositive power, and the Members may be deemed to have shared dispositive power with respect to such shares.
8 SHARED DISPOSITIVE POWER
  See response to row 7.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH  
  REPORTING PERSON 9,227,913
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) 2.6%2
12 TYPE OF REPORTING PERSON (See Instructions) PN

 

 

1 Consists of 9,227,913 Class A ordinary shares, which convert into Class B ordinary shares on a 1-for-1 basis, directly held by GSR I as of December 31, 2014. Each Class A ordinary share is entitled to three votes per share.

2 As reported by the Issuer as of October 31, 2014, the total number of ordinary shares outstanding was 356,743,263 ordinary shares, comprised of 245,120,505 Class A ordinary shares and 111,622,758 Class B ordinary shares. Assumes conversion of all Class A ordinary shares into Class B ordinary shares.

 

 
 

 

CUSIP NO.  74906P104 13 G Page 3 of 16

 

1 NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).  
     
  GSR Principals Fund I, L.P. (“Principals I”)  
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)  
    (a)      ¨
    (b)     x
3 SEC USE ONLY  
4 CITIZENSHIP OR PLACE OF ORGANIZATION  
  Cayman Islands  


NUMBER OF SHARES
BENE-
FICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5 SOLE VOTING POWER.
  285,3943 shares, all of which are directly owned by Principals I, except that Partners I and GSR I Ltd may be deemed to have sole voting power, and the Members may be deemed to have shared voting power with respect to such shares.
6 SHARED VOTING POWER
  See response to row 5.
7 SOLE DISPOSITIVE POWER
  285,3943 shares, all of which are directly owned by Principals I, except that Partners I and GSR I Ltd may be deemed to have sole dispositive power, and the Members may be deemed to have shared dispositive power with respect to such shares.
8 SHARED DISPOSITIVE POWER
  See response to row 7.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH  
  REPORTING PERSON 285,394
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) 0.1% 4
12 TYPE OF REPORTING PERSON (See Instructions) PN

 

 

3 Consists of 285,394 Class A ordinary shares, which convert into Class B ordinary shares on a 1-for-1 basis, directly held by GSR I as of December 31, 2014. Each Class A ordinary share is entitled to three votes per share.

4 As reported by the Issuer as of October 31, 2014, the total number of ordinary shares outstanding was 356,743,263 ordinary shares, comprised of 245,120,505 Class A ordinary shares and 111,622,758 Class B ordinary shares. Assumes conversion of all Class A ordinary shares into Class B ordinary shares.

 

 
 

 

CUSIP NO.  74906P104 13 G Page 4 of 16

 

1 NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).  
     
  GSR Partners I, L.P. (“Partners I”)  
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)  
    (a)      ¨
    (b)     x
3 SEC USE ONLY  
4 CITIZENSHIP OR PLACE OF ORGANIZATION  
  Cayman Islands  


NUMBER OF
SHARES
BENE-
FICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5 SOLE VOTING POWER
  9,513,3075 shares, all of which are directly owned by GSR I and Principals I, except that Partners I may be deemed to have sole voting power, and the Members may be deemed to have shared voting power with respect to such shares.
6 SHARED VOTING POWER
  See response to row 5.
7 SOLE DISPOSITIVE POWER.
  9,513,3075 shares, all of which are directly owned by GSR I and Principals I, except that Partners I may be deemed to have sole dispositive power, and the Members may be deemed to have shared dispositive power with respect to such shares.
8 SHARED DISPOSITIVE POWER
  See response to row 7.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH  
  REPORTING PERSON 9,513,307
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) 2.7% 6
12 TYPE OF REPORTING PERSON (See Instructions) PN

 

 

5 Consists of 9,513,307 Class A ordinary shares, which convert into Class B ordinary shares on a 1-for-1 basis, directly held by GSR I as of December 31, 2014. Each Class A ordinary share is entitled to three votes per share.

6 As reported by the Issuer as of October 31, 2014, the total number of ordinary shares outstanding was 356,743,263 ordinary shares, comprised of 245,120,505 Class A ordinary shares and 111,622,758 Class B ordinary shares. Assumes conversion of all Class A ordinary shares into Class B ordinary shares.

 

 
 

 

CUSIP NO.  74906P104 13 G Page 5 of 16

 

1 NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).  
     
  GSR Partners I, Ltd. (“GSR I Ltd”)  
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)  
    (a)      ¨
    (b)     x
3 SEC USE ONLY  
4 CITIZENSHIP OR PLACE OF ORGANIZATION  
  Cayman Islands  


NUMBER OF
SHARES
BENE-
FICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH

5 SOLE VOTING POWER.
  9,513,3077 shares, all of which are directly owned by GSR I and Principals I, except that GSR I Ltd may be deemed to have sole voting power, and the Members may be deemed to have shared voting power with respect to such shares.
6 SHARED VOTING POWER
  See response to row 5.
7 SOLE DISPOSITIVE POWER
  9,513,3077 shares, all of which are directly owned by GSR I and Principals I, except that GSR I Ltd may be deemed to have sole dispositive power, and the Members may be deemed to have shared dispositive power with respect to such shares.
8 SHARED DISPOSITIVE POWER
  See response to row 7.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH  
  REPORTING PERSON 9,513,307
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) 2.7% 8
12 TYPE OF REPORTING PERSON (See Instructions) OO

 

 

7 Consists of 9,513,307 Class A ordinary shares, which convert into Class B ordinary shares on a 1-for-1 basis, directly held by GSR I as of December 31, 2014. Each Class A ordinary share is entitled to three votes per share.

8 As reported by the Issuer as of October 31, 2014, the total number of ordinary shares outstanding was 356,743,263 ordinary shares, comprised of 245,120,505 Class A ordinary shares and 111,622,758 Class B ordinary shares. Assumes conversion of all Class A ordinary shares into Class B ordinary shares.

 

 
 

 

CUSIP NO.  74906P104 13 G Page 6 of 16

 

1 NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).  
     
  Richard Lim  
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)  
    (a)      ¨
    (b)     x
3 SEC USE ONLY  
4 CITIZENSHIP OR PLACE OF ORGANIZATION  
  US  


NUMBER OF
SHARES
BENE-
FICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5 SOLE VOTING POWER.
  0 shares.
6 SHARED VOTING POWER
  9,513,3079 shares, all of which are directly owned by GSR I and Principals I, except that Partners I and GSR I Ltd may be deemed to have sole voting power, and the Members may be deemed to have shared voting power with respect to such shares.
7 SOLE DISPOSITIVE POWER.
  0 shares.
8 SHARED DISPOSITIVE POWER.
  9,513,3079 shares, all of which are directly owned by GSR I and Principals I, except that Partners I and GSR I Ltd may be deemed to have sole dispositive power, and the Members may be deemed to have shared dispositive power with respect to such shares.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH  
  REPORTING PERSON 9,513,307
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) 2.7% 10
12 TYPE OF REPORTING PERSON (See Instructions) IN

 

 

9 Consists of 9,513,307 Class A ordinary shares, which convert into Class B ordinary shares on a 1-for-1 basis, directly held by GSR I as of December 31, 2014. Each Class A ordinary share is entitled to three votes per share.

10 As reported by the Issuer as of October 31, 2014, the total number of ordinary shares outstanding was 356,743,263 ordinary shares, comprised of 245,120,505 Class A ordinary shares and 111,622,758 Class B ordinary shares. Assumes conversion of all Class A ordinary shares into Class B ordinary shares.

 

 
 

 

CUSIP NO.  74906P104 13 G Page 7 of 16

 

1 NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).  
     
  Sonny Wu  
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)  
    (a)      ¨
    (b)     x
3 SEC USE ONLY  
4 CITIZENSHIP OR PLACE OF ORGANIZATION  
  Canada  


NUMBER OF
SHARES
BENE-
FICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5 SOLE VOTING POWER.
  0 shares.
6 SHARED VOTING POWER
  9,513,30711 shares, all of which are directly owned by GSR I and Principals I, except that Partners I and GSR I Ltd may be deemed to have sole voting power, and the Members may be deemed to have shared voting power with respect to such shares.
7 SOLE DISPOSITIVE POWER.
  0 shares.
8 SHARED DISPOSITIVE POWER.
  9,513,30711 shares, all of which are directly owned by GSR I and Principals I, except that Partners I and GSR I Ltd may be deemed to have sole dispositive power, and the Members may be deemed to have shared dispositive power with respect to such shares.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH  
  REPORTING PERSON 9,513,307
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) 2.7% 12
12 TYPE OF REPORTING PERSON (See Instructions) IN

 

 

11 Consists of 9,513,307 Class A ordinary shares, which convert into Class B ordinary shares on a 1-for-1 basis, directly held by GSR I as of December 31, 2014. Each Class A ordinary share is entitled to three votes per share.

12 As reported by the Issuer as of October 31, 2014, the total number of ordinary shares outstanding was 356,743,263 ordinary shares, comprised of 245,120,505 Class A ordinary shares and 111,622,758 Class B ordinary shares. Assumes conversion of all Class A ordinary shares into Class B ordinary shares.

 

 
 

 

CUSIP NO.  74906P104 13 G Page 8 of 16

 

1 NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).  
     
  James Ding  
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)  
    (a)      ¨
    (b)     x
3 SEC USE ONLY  
4 CITIZENSHIP OR PLACE OF ORGANIZATION  
  Hong Kong  


NUMBER OF
SHARES
BENE-
FICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5 SOLE VOTING POWER.
  0 shares.
6 SHARED VOTING POWER
  9,513,30713 shares, all of which are directly owned by GSR I and Principals I, except that Partners I and GSR I Ltd may be deemed to have sole voting power, and the Members may be deemed to have shared voting power with respect to such shares.
7 SOLE DISPOSITIVE POWER.
  0 shares.
8 SHARED DISPOSITIVE POWER.
  9,513,30713 shares, all of which are directly owned by GSR I and Principals I, except that Partners I and GSR I Ltd may be deemed to have sole dispositive power, and the Members may be deemed to have shared dispositive power with respect to such shares.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH  
  REPORTING PERSON 9,513,307
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) 2.7% 14
12 TYPE OF REPORTING PERSON (See Instructions) IN

 

 

13 Consists of 9,513,307 Class A ordinary shares, which convert into Class B ordinary shares on a 1-for-1 basis, directly held by GSR I as of December 31, 2014. Each Class A ordinary share is entitled to three votes per share.

14 As reported by the Issuer as of October 31, 2014, the total number of ordinary shares outstanding was 356,743,263 ordinary shares, comprised of 245,120,505 Class A ordinary shares and 111,622,758 Class B ordinary shares. Assumes conversion of all Class A ordinary shares into Class B ordinary shares.

 

 
 

 

CUSIP NO.  74906P104 13 G Page 9 of 16

 

1 NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).  
     
  Alexander Pan  
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)  
    (a)      ¨
    (b)     x
3 SEC USE ONLY  
4 CITIZENSHIP OR PLACE OF ORGANIZATION  
  Hong Kong  


NUMBER OF
SHARES
BENE-
FICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5 SOLE VOTING POWER.
  0 shares.
6 SHARED VOTING POWER
  9,513,30715 shares, all of which are directly owned by GSR I and Principals I, except that Partners I and GSR I Ltd may be deemed to have sole voting power, and the Members may be deemed to have shared voting power with respect to such shares.
7 SOLE DISPOSITIVE POWER.
  0 shares.
8 SHARED DISPOSITIVE POWER.
  9,513,30715 shares, all of which are directly owned by GSR I and Principals I, except that Partners I and GSR I Ltd may be deemed to have sole dispositive power, and the Members may be deemed to have shared dispositive power with respect to such shares.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH  
  REPORTING PERSON 9,513,307
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) 2.7% 16
12 TYPE OF REPORTING PERSON (See Instructions) IN

 

 

15 Consists of 9,513,307 Class A ordinary shares, which convert into Class B ordinary shares on a 1-for-1 basis, directly held by GSR I as of December 31, 2014. Each Class A ordinary share is entitled to three votes per share.

16 As reported by the Issuer as of October 31, 2014, the total number of ordinary shares outstanding was 356,743,263 ordinary shares, comprised of 245,120,505 Class A ordinary shares and 111,622,758 Class B ordinary shares. Assumes conversion of all Class A ordinary shares into Class B ordinary shares.

 

 
 

 

CUSIP NO.  74906P104 13 G Page 10 of 16

 

1 NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).  
     
  Ryann Yap  
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)  
    (a)      ¨
    (b)     x
3 SEC USE ONLY  
4 CITIZENSHIP OR PLACE OF ORGANIZATION  
  Singapore  


NUMBER OF
SHARES
BENE-
FICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5 SOLE VOTING POWER.
  0 shares.
6 SHARED VOTING POWER
  9,513,30717 shares, all of which are directly owned by GSR I and Principals I, except that Partners I and GSR I Ltd may be deemed to have sole voting power, and the Members may be deemed to have shared voting power with respect to such shares.
7 SOLE DISPOSITIVE POWER.
  0 shares.
8 SHARED DISPOSITIVE POWER.
  9,513,30717 shares, all of which are directly owned by GSR I and Principals I, except that Partners I and GSR I Ltd may be deemed to have sole dispositive power, and the Members may be deemed to have shared dispositive power with respect to such shares.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH  
  REPORTING PERSON 9,513,307
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) 2.7% 18
12 TYPE OF REPORTING PERSON (See Instructions) IN

 

 

17 Consists of 9,513,307 Class A ordinary shares, which convert into Class B ordinary shares on a 1-for-1 basis, directly held by GSR I as of December 31, 2014. Each Class A ordinary share is entitled to three votes per share.

18 As reported by the Issuer as of October 31, 2014, the total number of ordinary shares outstanding was 356,743,263 ordinary shares, comprised of 245,120,505 Class A ordinary shares and 111,622,758 Class B ordinary shares. Assumes conversion of all Class A ordinary shares into Class B ordinary shares.

 

 
 

 

CUSIP NO.  74906P104 13 G Page 11 of 16

 

This Amendment No. 1 amends and restates in its entirety the Schedule 13G previously filed by GSR Ventures I, L.P., a Cayman Islands limited partnership (“GSR I”); (ii) GSR Principals Fund I, L.P., a Cayman Islands limited partnership (“Principals I”); (iii) GSR Partners I, L.P., a Cayman Islands limited partnership (“Partners I”); (iv) GSR Partners I, Ltd, a Cayman Islands exempted company (“GSR I Ltd”); (v) Richard Lim (“Lim”), a citizen of the United States; (vi) Sonny Wu (“Wu”), a citizen of Canada; (vii) James Ding (“Ding”), a citizen of Hong Kong; (viii) Alexander Pan (“Pan”), a citizen of Hong Kong; and (ix) Ryann Yap (“Yap”), a citizen of Singapore (together with all prior and current amendments thereto, this “Schedule 13G”).

 

ITEM 1(A).NAME OF ISSUER

 

Qunar Cayman Islands Limited

 

ITEM 1(B).ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES

 

17th Floor, Viva Plaza, Bldg 18, Yard 29,

Suzhou Street, Haidian District

Beijing 100080

China

 

ITEM 2(A).NAME OF PERSONS FILING

 

This Schedule 13G is being filed by GSR I, Principals I, Partners I, GSR I Ltd, Lim, Wu, Ding, Pan and Yap. The foregoing entities and individuals are collectively referred to as the “Reporting Persons.”

 

Partners I is the general partner of GSR I and Principals I and may be deemed to have sole power to vote and sole power to dispose of shares of the issuer directly owned by Partners I and Principals I. GSR I Ltd is the general partner of Partners I and may be deemed to have sole power to vote and sole power to dispose of shares of the issuer directly owned by Partners I and Principals I. Lim, Wu, Ding, Pan and Yap are the members of GSR I Ltd (the “Members”), and may be deemed to have shared power to vote and shared power to dispose of shares of the issuer directly owned by Partners I and Principals I.

 

ITEM 2(B).ADDRESS OF PRINCIPAL OFFICE

 

The principal business office of the Reporting Persons is:

 

c/o Golden Sand River (Hong Kong) Limited

Suite 4801, 48/F Central Plaza

18 Harbour Road, Wanchai, Hong Kong.

 

ITEM 2(C)CITIZENSHIP

 

GSR I, Principals I and Partners I are Cayman Islands exempted limited partnerships. GSR I Ltd is a Cayman Islands exempted company. Lim is a citizen of the United States. Wu is a citizen of Canada. Ding and Pan are citizens of Hong Kong. Yap is a citizen of Singapore.

 

ITEM 2(D)TITLE OF CLASS OF SECURITIES

 

Class B ordinary shares, par value $0.001

 

The Reporting Persons currently hold Class A ordinary shares, which convert into Class B ordinary shares on a 1-for-1 basis. Class B ordinary shares may be deposited with the depositary for ADSs.

 

 
 

 

CUSIP NO.  74906P104 13 G Page 12 of 16

 

ITEM 2(E)CUSIP NUMBER

 

74906P104

 

ITEM 3.Not Applicable

 

ITEM 4.OWNERSHIP

 

The following information with respect to the ownership of the Common Stock of the issuer by the persons filing this Statement is provided as of December 31, 2014.

 

(a)Amount beneficially owned:

 

See Row 9 of cover page for each Reporting Person.

 

(b)Percent of Class:

 

See Row 11 of cover page for each Reporting Person.

 

(c)Number of shares as to which such person has:

 

(i)Sole power to vote or to direct the vote:

 

See Row 5 of cover page for each Reporting Person.

 

(ii)Shared power to vote or to direct the vote:

 

See Row 6 of cover page for each Reporting Person.

 

(iii)Sole power to dispose or to direct the disposition of:

 

See Row 7 of cover page for each Reporting Person.

 

(iv)Shared power to dispose or to direct the disposition of:

 

See Row 8 of cover page for each Reporting Person.

 

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 Yes

 

ITEM 6.OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

 

Under certain circumstances set forth in the limited partnership agreements of GSR I, Principals I and Partners I, and the memorandum and articles of association of GSR I Ltd, the general partner and limited partners or directors, as the case may be, of each of such entities may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the issuer owned by each such entity of which they are a partner.

 

 
 

 

CUSIP NO.  74906P104 13 G Page 13 of 16

 

ITEM 7.IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY

 

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.CERTIFICATION.

 

Not applicable.

 

 
 

 

CUSIP NO.  74906P104 13 G Page 14 of 16

 

SIGNATURES

 

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.

 

Date: February 13, 2015

 

Entities: GSR Ventures I, L.P.      
  GSR Principals Fund I, L.P.      
  GSR Partners I, L.P.      
  GSR Partners I, Ltd.      
         
      By: /s/ Ryann Yap
        Ryann Yap, Attorney-in-fact for
        the above-listed entities*

 

Individuals: Sonny Wu      
  Richard Lim      
  James Ding      
  Alexander Pan      
  Ryann Yap      
         
      By: /s/ Ryann Yap
        Ryann Yap, Attorney-in-fact for
        the above-listed individuals*

 

*Signed pursuant to a Power of Attorney already on file with the appropriate agencies.

 

 
 

 

CUSIP NO.  74906P104 13 G Page 15 of 16

 

EXHIBIT INDEX

 

    Found on
Sequentially
Exhibit   Numbered Page
     
Exhibit A:  Agreement of Joint Filing   16

 

 
 

 

CUSIP NO.  74906P104 13 G Page 16 of 16

 

exhibit A

 

Agreement of Joint Filing

 

The Reporting Persons hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of Qunar Cayman Islands Limited shall be filed on behalf of each of the Reporting Persons. Note that copies of the applicable Agreement of Joint Filing are already on file with the appropriate agencies.