SC 13D/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)*

WANDA SPORTS GROUP COMPANY LIMITED

(Name of Issuer)

Class A Ordinary Shares, no par value

(Title of Class of Securities)

93368R 101**

(CUSIP Number)

Wanda Sports & Media (Hong Kong) Co. Limited

Room 1903, 19/F, Lee Garden One,

33 Hysan Avenue,

Causeway Bay, Hong Kong

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

April 13, 2021

(Date of Event Which Requires Filing of this Statement)
 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ☒.***

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

^* 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).

^** There is no CUSIP number assigned to the class A ordinary shares of the Issuer (the “Class A Ordinary Shares”).  This CUSIP number applies to the Issuer’s American Depositary Shares of the Issuer (“ADSs”), with every with every two ADSs representing three Class A Ordinary Shares.

^*** The reporting persons previously filed on February 11, 2020 a statement on Schedule 13G with respect to the beneficial ownership of class B ordinary shares of the Issuer (the “Class B Ordinary Shares”).

CUSIP No. 93368R 101 SCHEDULE 13D Page 2 of 16

1	NAME OF REPORTING PERSON Infront International Holdings AG
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a)  ☐ (b)  ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS See Item 3.
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Switzerland

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER None
	8	SHARED VOTING POWER 92,216,209(1)
	9	SOLE DISPOSITIVE POWER None
	10	SHARED DISPOSITIVE POWER 92,216,209(1)

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 92,216,209(1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 44.1%.(2) The voting power of the shares beneficially owned by the reporting person represents 56.7% of the total outstanding voting power(3)
14	TYPE OF REPORTING PERSON CO

⁽¹⁾ Represents 92,216,209 Class B Ordinary Shares held directly by the reporting person. Each Class B Ordinary Share may be converted by the holder thereof at any time into Class A Ordinary Shares, on a one-for-one basis. Upon any sale, transfer, assignment or disposition of Class B Ordinary Shares by a holder thereof to any person who is not an affiliate of Dalian Wanda Group Co., Ltd, such Class B Ordinary Shares will be automatically and immediately converted into an equal number of Class A Ordinary Shares. Holders of Class A Ordinary Shares are entitled to one vote per share, while holders of Class B Ordinary Shares are entitled to four votes per share. Holders of Class A Ordinary Shares and Class B Ordinary Shares vote together as one class on all matters subject to a shareholder vote.

⁽²⁾ The percentage of the class of securities used in this Schedule 13D is calculated by dividing the number of Class B Ordinary Shares beneficially owned by the reporting person by 209,331,351, representing the total number of issued and outstanding Class A Ordinary Shares (62,363,644) and Class B Ordinary Shares (146,967,707) as a single class as of February 26, 2021.

⁽³⁾ The percentage of voting power is calculated by dividing the voting power beneficially owned by the reporting person by the voting power of all of the Class A Ordinary Shares and Class B Ordinary Shares as a single class.

CUSIP No. 93368R 101 SCHEDULE 13D Page 3 of 16

1	NAME OF REPORTING PERSON Wanda Sports Industry (Guangzhou) Co. Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a)  ☐ (b)  ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS See Item 3.
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION People’s Republic of China

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER None
	8	SHARED VOTING POWER 92,216,209(1)
	9	SOLE DISPOSITIVE POWER None
	10	SHARED DISPOSITIVE POWER 92,216,209(1)

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 92,216,209(1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 44.1%.(2) The voting power of the shares beneficially owned by the reporting person represents 56.7% of the total outstanding voting power(3)
14	TYPE OF REPORTING PERSON CO

⁽¹⁾ Represents 92,216,209 Class B Ordinary Shares held indirectly by the reporting person through Infront International Holdings AG.

⁽²⁾ The percentage of the class of securities is calculated by dividing the number of Class B Ordinary Shares beneficially owned by the reporting person by 209,331,351.

⁽³⁾ The percentage of voting power is calculated by dividing the voting power beneficially owned by the reporting person by the voting power of all of the Class A Ordinary Shares and Class B Ordinary Shares as a single class.

CUSIP No. 93368R 101 SCHEDULE 13D Page 4 of 16

1	NAME OF REPORTING PERSON Wanda Sports & Media (Hong Kong) Co. Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a)  ☐ (b)  ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS See Item 3.
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Hong Kong

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER None
	8	SHARED VOTING POWER 92,216,209(1)
	9	SOLE DISPOSITIVE POWER None
	10	SHARED DISPOSITIVE POWER 92,216,209(1)

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 92,216,209(1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 44.1%.(2) The voting power of the shares beneficially owned by the reporting person represents 56.7% of the total outstanding voting power(3)
14	TYPE OF REPORTING PERSON CO

⁽¹⁾ Represents 92,216,209 Class B Ordinary Shares held indirectly by the reporting person through Wanda Sports Industry (Guangzhou) Co. Limited.

⁽²⁾ The percentage of the class of securities is calculated by dividing the number of Class B Ordinary Shares beneficially owned by the reporting person by 209,331,351.

⁽³⁾ The percentage of voting power is calculated by dividing the voting power beneficially owned by the reporting person by the voting power of all of the Class A Ordinary Shares and Class B Ordinary Shares as a single class.

CUSIP No. 93368R 101 SCHEDULE 13D Page 5 of 16

1	NAME OF REPORTING PERSON Wanda Sports & Media Co. Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a)  ☐ (b)  ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS See Item 3.
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER None
	8	SHARED VOTING POWER 92,216,209(1)
	9	SOLE DISPOSITIVE POWER None
	10	SHARED DISPOSITIVE POWER 92,216,209(1)

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 92,216,209(1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 44.1%.(2) The voting power of the shares beneficially owned by the reporting person represents 56.7% of the total outstanding voting power(3)
14	TYPE OF REPORTING PERSON CO

⁽¹⁾ Represents 92,216,209 Class B Ordinary Shares held indirectly by the reporting person through Wanda Sports & Media (Hong Kong) Co. Limited.

⁽²⁾ The percentage of the class of securities is calculated by dividing the number of Class B Ordinary Shares beneficially owned by the reporting person by 209,331,351.

⁽³⁾ The percentage of voting power is calculated by dividing the voting power beneficially owned by the reporting person by the voting power of all of the Class A Ordinary Shares and Class B Ordinary Shares as a single class.

CUSIP No. 93368R 101 SCHEDULE 13D Page 6 of 16

1	NAME OF REPORTING PERSON Wanda Sports & Media (Hong Kong) Holding Co. Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a)  ☐ (b)  ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS See Item 3.
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Hong Kong

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER None
	8	SHARED VOTING POWER 186,229,436(1)
	9	SOLE DISPOSITIVE POWER None
	10	SHARED DISPOSITIVE POWER 186,229,436(1)

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 186,229,436(1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 89.0%.(2) The voting power of the shares beneficially owned by the reporting person represents 96.4% of the total outstanding voting power(3)
14	TYPE OF REPORTING PERSON CO

⁽¹⁾ Represents 92,216,209 Class B Ordinary Shares held indirectly by the reporting person through Wanda Sports & Media Co. Limited, and 54,751,498 Class B Ordinary Shares and 39,261,729 Class A Ordinary Shares held directly by the reporting person.

⁽²⁾ The percentage of the class of securities is calculated by dividing the number of Ordinary Shares beneficially owned by the reporting person by 209,331,351.

⁽³⁾ The percentage of voting power is calculated by dividing the voting power beneficially owned by the reporting person by the voting power of all of the Class A Ordinary Shares and Class B Ordinary Shares as a single class.

CUSIP No. 93368R 101 SCHEDULE 13D Page 7 of 16

1	NAME OF REPORTING PERSON Wanda Culture Holding Co. Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a)  ☐ (b)  ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS See Item 3.
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Hong Kong

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER None
	8	SHARED VOTING POWER 186,229,436(1)
	9	SOLE DISPOSITIVE POWER None
	10	SHARED DISPOSITIVE POWER 186,229,436(1)

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 186,229,436(1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 89.0%.(2) The voting power of the shares beneficially owned by the reporting person represents 96.4% of the total outstanding voting power(3)
14	TYPE OF REPORTING PERSON CO

⁽¹⁾ Represents 146,967,707 Class B Ordinary Shares and 39,261,729 Class A Ordinary Shares held indirectly by the reporting person through Wanda Sports & Media (Hong Kong) Holding Co. Limited.

⁽²⁾ The percentage of the class of securities is calculated by dividing the number of Ordinary Shares beneficially owned by the reporting person by 209,331,351.

⁽³⁾ The percentage of voting power is calculated by dividing the voting power beneficially owned by the reporting person by the voting power of all of the Class A Ordinary Shares and Class B Ordinary Shares as a single class.

CUSIP No. 93368R 101 SCHEDULE 13D Page 8 of 16

1	NAME OF REPORTING PERSON Beijing Wanda Culture Industry Group Co. Ltd
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a)  ☐ (b)  ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS See Item 3.
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION People’s Republic of China

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER None
	8	SHARED VOTING POWER 186,229,436(1)
	9	SOLE DISPOSITIVE POWER None
	10	SHARED DISPOSITIVE POWER 186,229,436(1)

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 186,229,436(1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 89.0%.(2) The voting power of the shares beneficially owned by the reporting person represents 96.4% of the total outstanding voting power(3)
14	TYPE OF REPORTING PERSON CO

⁽¹⁾ Represents 146,967,707 Class B Ordinary Shares and 39,261,729 Class A Ordinary Shares held indirectly by the reporting person through Wanda Culture Holding Co. Limited.

⁽²⁾ The percentage of the class of securities is calculated by dividing the number of Ordinary Shares beneficially owned by the reporting person by 209,331,351.

⁽³⁾ The percentage of voting power is calculated by dividing the voting power beneficially owned by the reporting person by the voting power of all of the Class A Ordinary Shares and Class B Ordinary Shares as a single class.

CUSIP No. 93368R 101 SCHEDULE 13D Page 9 of 16

1	NAME OF REPORTING PERSON Dalian Wanda Group Co., Ltd
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a)  ☐ (b)  ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS See Item 3.
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION People’s Republic of China

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER None
	8	SHARED VOTING POWER 186,229,436(1)
	9	SOLE DISPOSITIVE POWER None
	10	SHARED DISPOSITIVE POWER 186,229,436(1)

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 186,229,436(1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 89.0%.(2) The voting power of the shares beneficially owned by the reporting person represents 96.4% of the total outstanding voting power(3)
14	TYPE OF REPORTING PERSON CO

⁽¹⁾ Represents 146,967,707 Class B Ordinary Shares and 39,261,729 Class A Ordinary Shares held indirectly by the reporting person through Beijing Wanda Culture Industry Group Co. Ltd.

⁽²⁾ The percentage of the class of securities is calculated by dividing the number of Ordinary Shares beneficially owned by the reporting person by 209,331,351.

⁽³⁾ The percentage of voting power is calculated by dividing the voting power beneficially owned by the reporting person by the voting power of all of the Class A Ordinary Shares and Class B Ordinary Shares as a single class.

CUSIP No. 93368R 101 SCHEDULE 13D Page 10 of 16

1	NAME OF REPORTING PERSON Dalian Hexing Investment Co. Ltd
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a)  ☐ (b)  ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS See Item 3.
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION People’s Republic of China

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER None
	8	SHARED VOTING POWER 186,229,436(1)
	9	SOLE DISPOSITIVE POWER None
	10	SHARED DISPOSITIVE POWER 186,229,436(1)

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 186,229,436(1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 89.0%.(2) The voting power of the shares beneficially owned by the reporting person represents 96.4% of the total outstanding voting power(3)
14	TYPE OF REPORTING PERSON CO

⁽¹⁾ Represents 146,967,707 Class B Ordinary Shares and 39,261,729 Class A Ordinary Shares held indirectly by the reporting person through Dalian Wanda Group Co., Ltd.

⁽²⁾ The percentage of the class of securities is calculated by dividing the number of Ordinary Shares beneficially owned by the reporting person by 209,331,351.

⁽³⁾ The percentage of voting power is calculated by dividing the voting power beneficially owned by the reporting person by the voting power of all of the Class A Ordinary Shares and Class B Ordinary Shares as a single class.

CUSIP No. 93368R 101 SCHEDULE 13D Page 11 of 16

1	NAME OF REPORTING PERSON Mr. Jianlin Wang
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a)  ☐ (b)  ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS See Item 3.
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION People’s Republic of China

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER None
	8	SHARED VOTING POWER 186,229,436(1)
	9	SOLE DISPOSITIVE POWER None
	10	SHARED DISPOSITIVE POWER 186,229,436(1)

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 186,229,436(1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES	☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 89.0%.(2) The voting power of the shares beneficially owned by the reporting person represents 96.4% of the total outstanding voting power(3)
14	TYPE OF REPORTING PERSON IN

⁽¹⁾ Represents 146,967,707 Class B Ordinary Shares and 39,261,729 Class A Ordinary Shares held indirectly by the reporting person through Dalian Hexing Investment Co. Ltd. Mr. Jianlin Wang holds 98% of the shares of Dalian Hexing Investment Co. Ltd.

⁽²⁾ The percentage of the class of securities is calculated by dividing the number of Ordinary Shares beneficially owned by the reporting person by 209,331,351.

⁽³⁾ The percentage of voting power is calculated by dividing the voting power beneficially owned by the reporting person by the voting power of all of the Class A Ordinary Shares and Class B Ordinary Shares as a single class.

CUSIP No. 93368R 101 SCHEDULE 13D Page 12 of 16

Explanatory Note

This Amendment No.3 (this “Amendment”) further amends and supplements the Statement on Schedule 13D, initially filed with the U.S. Securities and Exchange Commission (the “SEC”) on December 23, 2021 (together with any amendments thereto filed with the SEC, this “Schedule 13D”).

Pursuant to Rule 13d-5(b) of the Securities Exchange Act of 1934, as amended (the “Act”), the Reporting Persons may be deemed to beneficially own a total of 186,229,436 ordinary shares of Wanda Sports Group Company Limited, a company incorporated under the laws of Hong Kong (the “Issuer”) (the “Ordinary Shares”), as a “group” (within the meaning of Rule 13d-5(b) under the Act), which constitute 89.0% of the outstanding Ordinary Shares. Of these Ordinary Shares, 146,967,707 shares are class B ordinary shares of the Issuer, no par value (the “Class B Ordinary Shares”), and 39,261,729 shares are class A ordinary shares of the Issuer, no par value (the “Class A Ordinary Shares” and together with the Class B Ordinary Shares, the “Ordinary Shares”).

This Amendment is being filed because the number of Class A Ordinary Shares beneficially owned by the Reporting Persons has increased by an amount in excess of one percent of the total number of Class A Ordinary Shares outstanding. Except as otherwise set forth in this Amendment, the information set forth in the Schedule 13D remains unchanged and is incorporated herein by reference to the extent relevant to the items in this Amendment. This Amendment should be read together with the Schedule 13D.

The items of the Schedule 13D set forth below are hereby amended and supplemented as follows:

Item 3. Source and Amount of Funds or Other Consideration.

Item 3 of the Schedule 13D is hereby amended and restated as follows:

“The information set forth in Item 4 is incorporated by reference in its entirety into this Item 3.

The funds used for purchase by Purchaser of 903,690 Class A Ordinary Shares from the Depositary on April 9, 2021 were sourced from cash on hand.

Item 4. Purpose of Transaction.

Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following paragraphs thereto:

“Following the expiration of the subsequent offering period on February 26, 2021, on April 9, 2021, Purchaser acquired from the Depositary 903,690 Class A Ordinary Shares at a purchase price of $1.70 in cash per Class A Ordinary Share pursuant to a share sale and purchase agreement dated March 31, 2021 (the “SPA”). The sale and purchase constituted a Depositary Sale and reduced the number of holders of Class A Ordinary Shares of record to below 300.

As a result of the Depositary Sale, on April 9, 2021, the Company filed a Form 15 with the SEC, as a result of which the Company has suspended its reporting obligations under Section 15(d) of the Exchange Act and ceased to make filings with the SEC of its periodic reports as of April 9, 2021.”

CUSIP No. 93368R 101 SCHEDULE 13D Page 13 of 16

Item 5. Interest in Securities of the Issuer.

Item 5 of the Schedule 13D is hereby amended and replaced as follows:

“(a) - (b) The following table sets forth the beneficial ownership of Class A Ordinary Shares and Class B Ordinary Shares for each of the Reporting Persons.

Reporting Person	Amount beneficially owned(*)	Percentage(1)			Percentage of voting power (2)			Shared power to vote or direct the vote		Sole power to vote or direct the vote		Shared power to dispose or direct the disposition		Sole power to dispose or direct the disposition
Infront International Holdings AG	92,216,209 (3)		44.1	%		56.7	%		92,216,209		—		92,216,209		—
Wanda Sports Industry (Guangzhou) Co. Limited	92,216,209 (4)		44.1	%		56.7	%		92,216,209		—		92,216,209		—
Wanda Sports & Media (Hong Kong) Co. Limited	92,216,209 (5)		44.1	%		56.7	%		92,216,209		—		92,216,209		—
Wanda Sports & Media Co. Limited	92,216,209 (6)		44.1	%		56.7	%		92,216,209		—		92,216,209		—
Wanda Sports & Media (Hong Kong) Holding Co. Limited	186,229,436 (7)		89.0	%		96.4	%		186,229,436		—		186,229,436		—
Wanda Culture Holding Co. Limited	186,229,436 (8)		89.0	%		96.4	%		186,229,436		—		186,229,436		—
Beijing Wanda Culture Industry Group Co. Ltd	186,229,436 (9)		89.0	%		96.4	%		186,229,436		—		186,229,436		—
Dalian Wanda Group Co., Ltd	186,229,436 (10)		89.0	%		96.4	%		186,229,436		—		186,229,436		—
Dalian Hexing Investment Co. Ltd	186,229,436 (11)		89.0	%		96.4	%		186,229,436		—		186,229,436		—
Mr. Jianlin Wang	186,229,436 (12)		89.0	%		96.4	%		186,229,436		—		186,229,436		—

_______________

^(*) Lists the number of Ordinary Shares held, directly and/or indirectly, by each Reporting Person. Class B Ordinary Shares may be converted into Class A Ordinary Shares at any time, on a one-for-one basis. Upon any sale, transfer, assignment or disposition of Class B Ordinary Shares by a holder thereof to any person who is not an affiliate of Dalian Wanda Group Co., Ltd, such Class B Ordinary Shares will be automatically and immediately converted into an equal number of Class A Ordinary Shares.

⁽¹⁾ The percentage of the class of securities is calculated by dividing the number of Ordinary Shares beneficially owned by the Reporting Person by 209,331,351, representing the total number of issued and outstanding Class A Ordinary Shares (62,363,644) and Class B Ordinary Shares (146,967,707) as a single class as of February 26, 2021.

⁽²⁾ The percentage of voting power is calculated by dividing the voting power beneficially owned by the Reporting Person by the voting power of all of the Class A Ordinary Shares and Class B Ordinary Shares as a single class.

⁽³⁾ Represents 92,216,209 Class B Ordinary Shares directly held by Infront International Holdings AG. Infront International Holdings AG is wholly-owned by Wanda Sports Industry (Guangzhou) Co. Limited.

⁽⁴⁾ Represents 92,216,209 Class B Ordinary Shares indirectly held by Wanda Sports Industry (Guangzhou) Co. Limited through Infront International Holdings AG. Wanda Sports Industry (Guangzhou) Co. Limited is wholly-owned by Wanda Sports & Media (Hong Kong) Co. Limited.

CUSIP No. 93368R 101 SCHEDULE 13D Page 14 of 16

⁽⁵⁾ Represents 92,216,209 Class B Ordinary Shares indirectly held by Wanda Sports & Media (Hong Kong) Co. Limited through Wanda Sports Industry (Guangzhou) Co. Limited. Wanda Sports & Media (Hong Kong) Co. Limited is wholly-owned by Wanda Sports & Media Co. Limited.

⁽⁶⁾ Represents 92,216,209 Class B Ordinary Shares indirectly held by Wanda Sports & Media Co. Limited through Wanda Sports & Media (Hong Kong) Co. Limited. Wanda Sports & Media Co. Limited is wholly-owned by Wanda Sports & Media (Hong Kong) Holding Co. Limited.

⁽⁷⁾ Represents 92,216,209 Class B Ordinary Shares held indirectly by Wanda Sports & Media (Hong Kong) Holding Co. Limited through Wanda Sports & Media Co. Limited and 54,751,498 Class B Ordinary Shares and 39,261,729 Class A Ordinary Shares held directly in the Issuer by Wanda Sports & Media (Hong Kong) Holding Co. Limited. Wanda Sports & Media (Hong Kong) Holding Co. Limited is wholly-owned by Wanda Culture Holding Co. Limited.

⁽⁸⁾ Represents 146,967,707 Class B Ordinary Shares and 39,261,729 Class A Ordinary Shares held indirectly by Wanda Culture Holding Co. Limited through Wanda Sports & Media (Hong Kong) Holding Co. Limited. Wanda Culture Holding Co. Limited is wholly-owned by Beijing Wanda Culture Industry Group Co. Ltd.

⁽⁹⁾ Represents 146,967,707 Class B Ordinary Shares and 39,261,729 Class A Ordinary Shares held indirectly by Beijing Wanda Culture Industry Group Co. Ltd.through Wanda Culture Holding Co. Limited. Beijing Wanda Culture Industry Group Co. Ltd is wholly-owned by Dalian Wanda Group Co., Ltd.

⁽¹⁰⁾ Represents 146,967,707 Class B Ordinary Shares and 39,261,729 Class A Ordinary Shares held indirectly by Dalian Wanda Group Co., Ltd through Beijing Wanda Culture Industry Group Co. Ltd. Dalian Wanda Group Co., Ltd is controlled by Dalian Hexing Investment Co. Ltd (which entity holds 99.76% of the shares of Dalian Wanda Group Co., Ltd).

⁽¹¹⁾ Represents 146,967,707 Class B Ordinary Shares and 39,261,729 Class A Ordinary Shares held indirectly by Dalian Hexing Investment Co. Ltd through Dalian Wanda Group Co., Ltd. Dalian Hexing Investment Co. Ltd is controlled by Mr. Jianlin Wang (who holds 98% of the shares of Dalian Hexing Investment Co. Ltd).

⁽¹²⁾ Represents 146,967,707 Class B Ordinary Shares and 39,261,729 Class A Ordinary Shares held indirectly by Mr. Jianlin Wang through Dalian Hexing Investment Co. Ltd. Mr. Jianlin Wang holds 98% of the shares of Dalian Hexing Investment Co. Ltd.

(c) To the best knowledge of each of the Reporting Persons, except as disclosed in this Schedule 13D, none of the Reporting Persons has effected any transactions relating to the Class A Ordinary Shares during the past 60 days.

(d) Not applicable.

(e) Not applicable.”

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

The information set forth in Item 4 is incorporated herein by reference in its entirety. On March 31, 2021, the Purchaser and the Depositary entered into the SPA for the acquisition by the Purchaser of 903,690 Class A Ordinary Shares from the Depositary. The share purchase closed as of April 9, 2021. A copy of the SPA is attached hereto as Exhibit 99.6.

Item 7. Material to be Filed as Exhibits

Item 7 of the Schedule 13D is hereby amended and supplemented by adding the following exhibits:

Exhibit	Description
99.1	Joint Filing Agreement.
99.2*	Amendment No. 1 to Offer to Purchase, dated January 11, 2021 (incorporated by reference to Exhibit (a)(1)(i) to the Amendment No. 1 to Schedule TO-T filed with the SEC on January 11, 2021).
99.3*	Form of Share Letter of Transmittal (incorporated by reference to Exhibit (a)(1)(ii) to the Schedule TO-T filed with the SEC on December 23, 2020).
99.4*	Form of ADS Letter of Transmittal (incorporated by reference to Exhibit (a)(1)(iii) to the Schedule TO-T filed with the SEC on December 23, 2020).
99.5*	Standstill Agreement, dated December 22, 2020, by and among Purchaser and certain holders of American Depositary Shares (incorporated by reference to Exhibit (d) to the Schedule TO-T filed with the SEC on December 23, 2020).
99.6	Share sale and purchase agreement dated March 31, 2021 between Wanda Sports & Media (Hong Kong) Holding Co. Limited, as buyer, and Deutsche Bank Trust Company Americas, as seller.

* Previously filed.

CUSIP No. 93368R 101 SCHEDULE 13D Page 15 of 16

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.

Date:  April 13, 2021
	INFRONT INTERNATIONAL HOLDINGS AG
	By:  /s/ Zeng Maojun
	Name:   Zeng Maojun
	Title:   Director

WANDA SPORTS INDUSTRY (GUANGZHOU)  CO. LIMITED

By:  /s/ Zeng Maojun

Name:  Zeng Maojun

Title:   Legal Representative

WANDA SPORTS & MEDIA (HONG KONG) CO. LIMITED

By:  /s/ Zeng Maojun

Name:  Zeng Maojun

Title:   Director

WANDA SPORTS & MEDIA CO. LIMITED

By:  /s/ Zeng Maojun

Name:  Zeng Maojun

Title:   Director

WANDA SPORTS & MEDIA (HONG KONG) HOLDING CO. LIMITED

By:  /s/ Zhang Lin

Name:  Zhang Lin

Title:   Director

WANDA CULTURE HOLDING CO. LIMITED

By:  /s/ Zeng Maojun

Name:  Zeng Maojun

Title:   Director

[Signature Page to Amendment No.3 to Schedule 13D]

CUSIP No. 93368R 101 SCHEDULE 13D Page 16 of 16

BEIJING WANDA CULTURE INDUSTRY GROUP CO. LTD

By:  /s/ Qi Jie

Name:  Qi Jie

Title:  Legal Representative

DALIAN WANDA GROUP CO., LTD

By:  /s/ Jianlin Wang

Name:  Jianlin Wang

Title:  Legal Representative

DALIAN HEXING INVESTMENT CO LTD

By:  /s/ Jianlin Wang

Name:  Jianlin Wang

Title:  Legal Representative

JIANLIN WANG

By:  /s/ Jianlin Wang

[Signature Page to Amendment No.3 to Schedule 13D]

EX-99.1

EXHIBIT 99.1

Joint Filing Agreement

Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby (i) agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including any amendments thereto), with respect to ordinary shares, no par value, of Wanda Sports Group Company Limited, a Hong Kong company and (ii) agree that this joint filing agreement may be included as an exhibit to such joint filing. The undersigned acknowledge that each shall be responsible for the timely filing of any amendments to such joint filing and for the completeness and accuracy of the information concerning it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others. This Joint Filing Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

The execution and filing of this agreement shall not be construed as an admission that the below-named parties are a group or have acted as a group.

[Remainder of this page is intentionally left blank]

IN WITNESS WHEREOF, the undersigned hereby execute this Joint Filing Agreement as of April 13, 2021.

Infront International Holdings AG

By:  /s/ Zeng Maojun

Name:  Zeng Maojun

Title:   Director

Wanda Sports Industry (Guangzhou)  Co. Limited

By:  /s/ Zeng Maojun

Name:  Zeng Maojun

Title:   Legal Representative

Wanda Sports & Media (Hong Kong) Co. Limited

By:  /s/ Zeng Maojun

Name:  Zeng Maojun

Title:   Director

Wanda Sports & Media Co. Limited

By:  /s/ Zeng Maojun

Name:  Zeng Maojun

Title:   Director

Wanda Sports & Media (Hong Kong) Holding Co. Limited

By:  /s/ Zhang Lin

Name:  Zhang Lin

Title:   Director

Wanda Culture Holding Co. Limited

By:  /s/ Zeng Maojun

Name:  Zeng Maojun

Title:   Director

[Signature Page to Joint Filing Agreement]

Beijing Wanda Culture Industry Group Co. Ltd

By:  /s/ Qi Jie

Name:  Qi Jie

Title:  Legal Representative

Dalian Wanda Group Co., Ltd

By:  /s/ Jianlin Wang

Name:  Jianlin Wang

Title:  Legal Representative

Dalian Hexing Investment Co Ltd

By:  /s/ Jianlin Wang

Name:  Jianlin Wang

Title:  Legal Representative

Jianlin Wang

By:  /s/ Jianlin Wang

[Signature Page to Joint Filing Agreement]

EX-99.6

EXHIBIT 99.6

EXECUTION VERSION

Dated 31 March 2021

Share Sale and Purchase Agreement

between

Deutsche Bank Trust Company Americas

as Seller

and

Wanda Sports & Media (Hong Kong) Holding Co. Limited

as Buyer

	Page
1.   Interpretation	2
2.   Sale and Purchase	3
3.   Completion	4
4.   Warranties	4
5.   General Provisions	5
6.   Notices	6
7.   Governing Law and Settlement of Disputes	7
Schedule 1   Completion Arrangements	8
Part 1   Seller’s Obligations	8
Part 2   Buyer’s Obligations	8
Schedule 2   Instrument of Transfer and Bought and Sold Notes	9

This Agreement is made on 31 March 2021

Between:

(1) Deutsche Bank Trust Company Americas, a New York chartered insured depository institution and whose registered office is at 60 Wall Street, New York, NY 10005, United States of America (the “Seller”); and

(2) Wanda Sports & Media (Hong Kong) Holding Co. Limited, a company incorporated in Hong Kong with registered number 2252412 and whose registered office is at Room 1903, 19/F, Lee Garden One, 33 Hysan Avenue, Causeway Bay, Hong Kong (the “Buyer”)

(each a “Party” and collectively, the “Parties”).

Whereas:

(A) The Seller is the depositary under the American depositary receipt (“ADR”) facility of the Company, a subsidiary of the Buyer, pursuant to a deposit agreement dated 26 July 2019 between the Seller and the Company (the “Deposit Agreement”).

(B) On 23 December 2020, the Company sent to the Seller a notice of termination of the Deposit Agreement pursuant to Section 6.2 of the Deposit Agreement, which became effective on 29 January 2021.

(C) The Seller has agreed to sell, and the Buyer has agreed to purchase, the Sale Shares pursuant to this Agreement, following the completion of an offer to purchase dated 23 December 2020 made by the Buyer to purchase all of the issued and outstanding class A ordinary shares of the Company, including all class A ordinary shares of the Company represented by American depositary shares.

(D) The sale of the Sale Shares is being made under Section 6.2 of the Deposit Agreement and this Agreement sets out the terms and conditions of the sale and purchase of the Sale Shares.

It is agreed:

1. Interpretation

1.1 In this Agreement:

“ADR” has the meaning given in Recital (A);

“Business Day” means a day (other than a Saturday or Sunday or public holiday, or in the case of Hong Kong, a day on which a tropical cyclone warning no.8 or above or a black rainstorm warning signal is hoisted in Hong Kong at any time between 9.00 a.m. and 5.00 p.m.) when commercial banks are open for ordinary banking business in England, Hong Kong and New York;

“Company” means Wanda Sports Group Company Limited;

“Completion” means the completion of the sale and purchase of the Sale Shares under this Agreement;

“Consideration” has the meaning given in Clause 2.3;

“Deposit Agreement” has the meaning given in Recital (A);

“HKIAC” has the meaning given in Clause 7.2;

“HKIAC Rules” has the meaning given in Clause 7.2;

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“Hong Kong” means the Hong Kong Special Administrative Region of the People’s Republic of China;

“Hong Kong Stamp Office” means the stamp office of the Inland Revenue Department of Hong Kong; and

“Sale Shares” means the 903,690 class A ordinary shares of the Company represented by American depositary shares.

1.2 Any reference to “writing” or “written” means any method of reproducing words in a legible and non-transitory form (excluding, for the avoidance of doubt, email).

1.3 References to “include” or “including” are to be construed without limitation.

1.4 References to a “company” include any company, corporation or other body corporate wherever and however incorporated or established.

1.5 References to a “person” include any individual, company, partnership, joint venture, firm, association, trust, governmental or regulatory authority or other body or entity (whether or not having separate legal personality).

1.6 The table of contents and headings are inserted for convenience only and do not affect the construction of this Agreement.

1.7 Unless the context otherwise requires, words in the singular include the plural and vice versa and a reference to any gender includes all other genders.

1.8 References to Clauses and Schedules are to clauses and schedules to, this Agreement. The Schedules form part of this Agreement.

1.9 References to any statute or statutory provision include a reference to that statute or statutory provision as amended, consolidated or replaced from time to time (whether before or after the date of this Agreement) and include any subordinate legislation made under the relevant statute or statutory provision.

1.10 References to any English legal term shall, in respect of any jurisdiction other than Hong Kong, be construed as references to the term or concept which most nearly approximates to it in that jurisdiction.

1.11 All payments required in accordance with this Agreement will be made in US$.

1.12 This Agreement will be binding on and be for the benefit of the successors of the Parties.

2. Sale and Purchase

2.1 The Seller shall sell and the Buyer shall purchase the Sale Shares with all rights attaching to them at Completion, and shall transfer legal and beneficial title to the Sale Shares to the Buyer free from all encumbrances, on the terms of this Agreement.

2.2 Neither the Seller, nor the Buyer, shall be obliged to complete the sale and purchase of any of the Sale Shares unless the sale and purchase of all the Sale Shares is completed simultaneously.

2.3 The consideration for the sale and purchase of the Sale Shares shall be the payment by the Buyer to the Seller at Completion of the sum of One Million Five Hundred Thirty-Six Thousand Two Hundred Seventy-Three US Dollars (US$1,536,273)(the “Consideration”).

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3. Completion

3.1 Completion shall take place on April 14, 2021 or on such other date as is agreed in writing by the Parties.

3.2 At Completion, the Seller shall undertake those actions listed in Part 1 of Schedule 1 (Completion Arrangements) and the Buyer shall undertake those actions listed in Part 2 of Schedule 1 (Completion Arrangements).

3.3 All stamp duty payable in connection with the sale and transfer of the Sale Shares shall be borne equally by the Seller and the Buyer. The Parties acknowledge that Hong Kong ad valorem stamp duty payable in connection with the transfer of the Sale Shares shall be calculated by reference to the higher of the Consideration and the market value of the Sale Shares. The Parties agree that, at Completion, if such stamp duty has not been adjudged by the Hong Kong Stamp Office, the Buyer shall withhold an amount equal to US$1,536, being 50% of the Parties’ estimate of the Hong Kong ad valorem stamp duty payable in connection with the transfer of the Sale Shares (such estimate, the “Estimated Stamp Duty”).

3.4 As soon as reasonably practicable after the date hereof, the Buyer shall submit to the Hong Kong Stamp Office all documents required to complete the adjudication for the payment of stamp duty in Hong Kong relating to the transfer of the Sale Shares and pay the relevant amount of Hong Kong ad valorem stamp duty adjudged by the Hong Kong Stamp Office in relation to the transfer of the Sale Shares to the Hong Kong Stamp Office within any prescribed period. If the amount of Hong Kong ad valorem stamp duty adjudged by the Hong Kong Stamp Office to be payable in relation to the transfer of the Sale Shares is (a) greater than the Estimated Stamp Duty, the Seller shall, within three Business Days after the adjudication, pay 50% of the difference to the Buyer by telegraphic transfer to the Buyer’s designated bank account (as notified by the Buyer to the Seller within three Business Days after the adjudication) in immediately available cleared funds, or (b) less than the Estimated Stamp Duty, the Buyer shall, within three Business Days after the adjudication, pay 50% of the difference to the Seller by telegraphic transfer to the Seller’s designated bank account (as notified by the Seller to the Buyer within three Business Days after the adjudication) in immediately available cleared funds.

3.5 The Buyer undertakes to irrevocably and unconditionally indemnify and hold the Seller harmless from and against all any losses, liabilities, taxes, costs, claims, judgments, proceedings, actions, demands and any charges or expenses of any kind whatsoever (including, but not limited to, reasonable fees and expenses of counsel together with, in each case, value added tax and any similar tax charged or otherwise imposed in respect thereof) suffered or incurred by the Seller arising out of or in connection with a breach by the Buyer of its obligations under Clause 3.4, including but not limited to any penalties arising out of any delay in submission of any documents to the Stamp Office in Hong Kong.

4. Warranties

4.1 Each Party warrants to the other Party that the following statements are true and accurate as at the date of this Agreement and as of Completion:

(a) it has been duly incorporated and is validly existing under the laws of its place of incorporation and has full power to carry on its business as it is carried on at the date of this Agreement;

(b) it is not insolvent or unable to pay its debts under the insolvency laws of the jurisdiction of its incorporation nor has it stopped paying debts as they fall due. No order has been made, petition presented or resolution passed for its winding up. No administrator, receiver, manager or equivalent officer has been appointed by any

4

person in respect of it or any of its assets, no steps have been taken to initiate any such appointment and no voluntary arrangement or analogous arrangement has been proposed in respect of it;

(c) it has full power and authority to enter into and perform this Agreement to which it is a party and all other documents to be executed and delivered by it at Completion, each of which is valid and legally binding and constitutes (when executed) valid and legally binding obligations on it in accordance with the terms therein; and

(d) its execution, delivery and performance of this Agreement will not constitute a breach by it of any laws or regulations in any relevant jurisdiction or result in a breach of or constitute a default or otherwise be prohibited under (i) any provision of its articles of association or (ii) any order, judgment, decree or decision of any court or governmental authority in any jurisdiction.

4.2 The Seller warrants, as at the date of this Agreement and as of Completion, that it is the sole legal owner of the Sale Shares and that the Sale Shares are free from all encumbrances and there is no agreement or commitment to give or create any encumbrance over the Sale Shares (other than pursuant to this Agreement).

5. General Provisions

5.1 Save for any notification that the Seller may send to holders of ADRs from time to time, no announcement shall be made by or on behalf of either Party relating to the terms of this Agreement without the prior written approval of the other Party, such approval not to be unreasonably withheld or delayed, provided that a Party may make an announcement relating to this Agreement if (and only to the extent) required by the law of any relevant jurisdiction or any securities exchange, regulatory or governmental body provided that prior written notice of any announcement required to be made is given to the other Party in which case such Party shall take all steps as may be reasonable in the circumstances to agree the contents of such announcement with the other Party prior to making such announcement.

5.2 Each of the Seller and the Buyer will from time to time and at its own cost do, execute and deliver or procure to be done, executed and delivered all such documents, perform all such acts and things as either Party may reasonably require in order to give full effect to this Agreement and its respective rights, powers and remedies under this Agreement.

5.3 This Agreement and any other documents referred to in this Agreement, constitutes the whole agreement between the Parties and supersedes any previous arrangements or agreements between them relating to the sale and purchase of the Sale Shares.

5.4 A Party’s only right or remedy in respect of any provision of this Agreement shall be for breach of this Agreement, and no party shall have any right or remedy in respect of misrepresentation (whether negligent or innocent and whether made prior to and/or in this Agreement) and each Party waives all and any rights or remedies in respect of misrepresentation which it may have in relation to any matter to the fullest extent permitted by law.

5.5 If any provision of this Agreement is or becomes illegal, invalid or unenforceable in any respect under the law of any jurisdiction, it shall be deemed to be severed from this Agreement and the Parties will use all reasonable endeavours to replace such provision with one having an effect as close as possible to the deficient provision. The remaining provisions will remain in full force in that jurisdiction and all provisions will continue in full force in any other jurisdiction.

5.6 No variation of this Agreement shall be effective unless in writing and signed by or on behalf of the Parties, and no waiver of any right under this Agreement shall be effective unless in

5

writing. Unless expressly stated otherwise a waiver shall be effective only in the circumstances for which it is given.

5.7 No delay or omission by any Party in exercising any right or remedy provided by law or under this Agreement shall constitute a waiver of such right or remedy.

5.8 This Agreement is made for the benefit of the Parties and is not intended to benefit any other person. A person who is not a Party to this Agreement has no right under the Contracts (Rights of Third Parties) Ordinance (Cap 623) to enforce any term of, or enjoy any benefit under, this Agreement.

5.9 Except as provided otherwise, each Party shall pay its own costs and expenses in connection with the negotiation, preparation and performance of this Agreement and any other documents referred to in this Agreement, provided that the Buyer shall reimburse the Seller for the legal fees incurred by the Seller in connection with the negotiation and preparation of this Agreement and advising on the transactions contemplated under this Agreement, up to a maximum of US$25,000, after the Seller delivers reasonable evidence of such fees to the Buyer.

5.10 This Agreement may be executed in counterparts and shall be effective when each Party has executed and delivered a counterpart. Each counterpart shall constitute an original of this Agreement, but all the counterparts shall together constitute one and the same instrument.

6. Notices

6.1 Any notice or other communication to be given under or in connection with this Agreement (“Notice”) shall be in the English language in writing and signed by or on behalf of the Party giving it. A Notice may be delivered personally or sent by fax, pre-paid recorded delivery, international courier or email to the address, fax number or e-mail address (as applicable) provided in Clause 6.3, and marked for the attention of the person specified in that Clause.

6.2 A Notice shall be deemed to have been received:

(a) at the time of delivery if delivered personally;

(b) at the time of transmission if sent by fax or email;

(c) two (2) Business Days after the time and date of posting if sent by pre-paid recorded delivery; or

(d) three (3) Business Days after the time and date of posting if sent by international courier,

provided that if deemed receipt of any Notice occurs after 6:00 p.m. or is not on a Business Day, deemed receipt of the Notice shall be 9:00 a.m. on the next Business Day. References to time in this Clause 6.2 are to local time in the country of the addressee.

6.3 The addresses, fax numbers and email addresses for service of Notice are:

Seller:
Name:	Deutsche Bank Trust Company Americas
Address:	60 Wall Street, New York, New York 10005, USA
For the attention of:	Robert Martello
Fax number:	+ 1 212 797 0327
Email Address:	robert.martello@db.com

6

Buyer:
Name:	Wanda Sports & Media (Hong Kong) Holding Co. Limited
Address:	Room 1903, 19/F, Lee Garden One, 33 Hysan Avenue, Causeway Bay
For the attention of:	Ms. Peng Xin
Fax number:	+86 10 85587082
Email Address:	pengxin18@wanda.cn

6.4 Each Party shall notify the other Party of any change to its details in Clause 6.3 in accordance with the provisions of this Clause 6, provided that such notification shall only be effective on the later of the date specified in the notification and five (5) Business Days after deemed receipt.

7. Governing Law and Settlement of Disputes

7.1 This Agreement, and any non-contractual obligations arising out of or in connection with this Agreement, is governed by and will be construed in accordance with the laws of Hong Kong.

7.2 Each of the Parties irrevocably agrees that the courts of Hong Kong are to have exclusive jurisdiction to settle any dispute which may arise out of or in connection with this Agreement and that accordingly any proceedings arising out of or in connection with this Agreement shall be brought in such courts.

This Agreement has been entered into by the Parties on the date first above written.

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Schedule 1

Completion Arrangements

Part 1Seller’s Obligations

On or prior to Completion, the Seller shall deliver to the Buyer:

1. a duly executed (a) counterpart of the instrument of transfer and (b) sold note, in each case in the form set forth in Schedule 2 (Instrument of Transfer and Bought and Sold Notes); and

2. the share certificates for the Sale Shares.

Part 2Buyer’s Obligations

At Completion, the Buyer shall:

1. transfer an amount equal to (a) the Consideration minus (b) 50% of the Estimated Stamp Duty, to the Seller’s designated bank account (as notified by the Seller to the Buyer in writing prior to Completion) by telegraphic transfer in immediately available cleared funds; and

2. deliver to the Seller a duly executed (a) counterpart of the instrument of transfer and (b) bought note, in each case in the form set forth in Schedule 2 (Instrument of Transfer and Bought and Sold Notes).

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Schedule 2

Instrument of Transfer and Bought and Sold Notes

9

SELLER   Signed for and on behalf of Deutsche Bank Trust Company Americas } /s/ Michael Curran Vice President /s/ Michael Fitzpatrick Vice President  

BUYER   Signed for and on behalf of Wanda Sports & Media (Hong Kong) Holding Co. Limited } /s/ Zhang Lin Director