0001104659-19-007729.txt : 20190213 0001104659-19-007729.hdr.sgml : 20190213 20190213075405 ACCESSION NUMBER: 0001104659-19-007729 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20190213 DATE AS OF CHANGE: 20190213 GROUP MEMBERS: ADVANTECH CAPITAL II MASTER INVESTMENT LTD GROUP MEMBERS: ADVANTECH CAPITAL INVESTMENT II LTD GROUP MEMBERS: ADVANTECH CAPITAL PARTNERS II LTD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: IDEANOMICS, INC. CENTRAL INDEX KEY: 0000837852 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 201777837 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-46316 FILM NUMBER: 19593342 BUSINESS ADDRESS: STREET 1: 55 BROADWAY STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10006 BUSINESS PHONE: 212-206-1216 MAIL ADDRESS: STREET 1: 55 BROADWAY STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10006 FORMER COMPANY: FORMER CONFORMED NAME: Seven Stars Cloud Group, Inc. DATE OF NAME CHANGE: 20170811 FORMER COMPANY: FORMER CONFORMED NAME: WECAST NETWORK, INC. DATE OF NAME CHANGE: 20161114 FORMER COMPANY: FORMER CONFORMED NAME: Wecast Network, Inc. DATE OF NAME CHANGE: 20161114 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Advantech Capital II L.P. CENTRAL INDEX KEY: 0001728716 IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: INTERTRUST CORPORATE SERVICES CAYMAN LTD STREET 2: 190 ELGIN AVENUE CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9005 BUSINESS PHONE: 852-2801-6988 MAIL ADDRESS: STREET 1: INTERTRUST CORPORATE SERVICES CAYMAN LTD STREET 2: 190 ELGIN AVENUE CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9005 SC 13G/A 1 a19-4671_1sc13ga.htm SC 13G/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

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

 

IDEANOMICS, INC.

(Name of Issuer)

Common Shares, par value $0.001 per share

(Title of Class of Securities)

98741R108

(CUSIP Number)

December 31, 2018

(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)

x

Rule 13d-1(c)

o

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).

 

 

Schedule 13G/A

 

CUSIP No.: 98741R108

 

 

1.

Names of Reporting Persons.
Advantech Capital Investment II Limited

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

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
6,593,407 common stock issuable upon conversion of a convertible bond (See Item 4)

6.

Shared Voting Power

7.

Sole Dispositive Power
6,593,407 common stock issuable upon conversion of a convertible bond (See Item 4)

 

8.

Shared Dispositive Power

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
6,593,407 common stock issuable upon conversion of a convertible bond (See Item 4)

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

11.

Percent of Class Represented by Amount in Row (9)
5.69% 1

 

12.

Type of Reporting Person
PN

 

1  Based on 115,859,413 shares outstanding of the issuer’s common stock upon conversion of the convertible bond described in Item 4, consisting of (i) 102,266,006 shares of common stock and 7,000,000 shares of Series A preferred stock, issued and outstanding as of November 15, 2018, as reported in the Issuer’s Schedule 14A filed with the Securities and Exchange Commission on December 14, 2018; and (ii) 6,593,407 shares of common stock issuable upon conversion of the convertible bond.

 

2

 

Schedule 13G/A

 

CUSIP No.: 98741R108

 

 

1.

Names of Reporting Persons.
Advantech Capital II Master Investment Limited

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

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
6,593,407 common stock issuable upon conversion of a convertible bond (See Item 4) 2

6.

Shared Voting Power

7.

Sole Dispositive Power
6,593,407 common stock issuable upon conversion of a convertible bond (See Item 4)

 

8.

Shared Dispositive Power

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
6,593,407 common stock issuable upon conversion of a convertible bond (See Item 4)

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

11.

Percent of Class Represented by Amount in Row (9)
5.69% 2

 

12.

Type of Reporting Person
PN

 

2  Represents 6,593,407 common stock issuable upon conversion of a convertible bond held by Advantech Capital Investment II Limited.

2 Based on 115,859,413 shares outstanding of the issuer’s common stock upon conversion of the convertible bond described in Item 4, consisting of (i) 102,266,006 shares of common stock and 7,000,000 shares of Series A preferred stock, issued and outstanding as of November 15, 2018, as reported in the Issuer’s Schedule 14A filed with the Securities and Exchange Commission on December 14, 2018; and (ii) 6,593,407 shares of common stock issuable upon conversion of the convertible bond.

 

3

 

Schedule 13G/A

 

CUSIP No.: 98741R108

 

 

1.

Names of Reporting Persons.
Advantech Capital II L.P.

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(c)

o

 

 

(d)

x

 

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
6,593,407 common stock issuable upon conversion of a convertible bond (See Item 4) 1

6.

Shared Voting Power

7.

Sole Dispositive Power
6,593,407 common stock issuable upon conversion of a convertible bond (See Item 4)

 

8.

Shared Dispositive Power

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
6,593,407 common stock issuable upon conversion of a convertible bond (See Item 4)

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

11.

Percent of Class Represented by Amount in Row (9)
5.69% 2

 

12.

Type of Reporting Person
PN

 

1  Represents 6,593,407 common stock issuable upon conversion of a convertible bond held by Advantech Capital Investment II Limited.

2 Based on 115,859,413 shares outstanding of the issuer’s common stock upon conversion of the convertible bond described in Item 4, consisting of (i) 102,266,006 shares of common stock and 7,000,000 shares of Series A preferred stock, issued and outstanding as of November 15, 2018, as reported in the Issuer’s Schedule 14A filed with the Securities and Exchange Commission on December 14, 2018; and (ii) 6,593,407 shares of common stock issuable upon conversion of the convertible bond.

 

4

 

Schedule 13G/A

 

CUSIP No.: 98741R108

 

 

1.

Names of Reporting Persons.
Advantech Capital Partners II Limited

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

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
6,593,407 common stock issuable upon conversion of a convertible bond (See Item 4)

6.

Shared Voting Power

7.

Sole Dispositive Power
6,593,407 common stock issuable upon conversion of a convertible bond (See Item 4)

 

8.

Shared Dispositive Power

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
6,593,407 common stock issuable upon conversion of a convertible bond (See Item 4)

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

11.

Percent of Class Represented by Amount in Row (9)
5.69% 2

 

12.

Type of Reporting Person
PN

 

2 Based on 115,859,413 shares outstanding of the issuer’s common stock upon conversion of the convertible bond described in Item 4, consisting of (i) 102,266,006 shares of common stock and 7,000,000 shares of Series A preferred stock, issued and outstanding as of November 15, 2018, as reported in the Issuer’s Schedule 14A filed with the Securities and Exchange Commission on December 14, 2018; and (ii) 6,593,407 shares of common stock issuable upon conversion of the convertible bond.

 

5

 

Item 1.

 

(a)

Name of Issuer:
IDEANOMICS, INC.

 

(b)

Address of Issuer’s Principal Executive Offices:
No.4 Drive-in Movie Theater Park, No. 21 Liangmaqiao Road, Chaoyang District, Beijing, People of Republic of China, 100125

 

Item 2.

 

(a)

Name of Person Filing:
Advantech Capital Investment II Limited, Advantech Capital II Master Investment Limited, Advantech Capital II L.P.  and Advantech Capital Partners II Limited (collectively, the “Reporting Persons”).

 

The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed with this Amendment No.1 as Exhibit 1.

 

(b)

Address of Principal Business Office, or if none, Residence:
The address of the principal business office of each of the Reporting Persons is:

 

DMS House, 20 Genesis Close

George Town, Grand Cayman KY1-1103

Cayman Islands

 

(c)

Citizenship:
See Row 4 of cover page.

 

(d)

Title of Class of Securities:
Common Shares, par value $0.001 per share

 

(e)

CUSIP Number:
98741R108

 

Item 3.

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

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a8).

 

(e)

o

An investment adviser in accordance with ss.240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with ss.240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with ss.240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

o

Group, in accordance with ss.240.13d-1(b)(1)(ii)(J).

 

6

 

Item 4.

Ownership.

The information required by Items 4(a) — (c), after the acquisition of a convertible bond on July 3, 2018, is set forth in Rows 5 — 11 of the cover page for each Reporting Person hereto and is incorporated herein by reference. The percentage set forth in Row 11 of the cover page for each Reporting Person is based on 102,266,006 shares of common stock and 7,000,000 shares of Series A preferred stock, issued and outstanding as of November 15, 2018, and assumes the conversion of the convertible bond.

 

Item 5.

Ownership of Five Percent or Less of a Class.

Not applicable

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

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.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect.

 

7

 

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 13, 2019

 

 

ADVANTECH CAPITAL INVESTMENT II LIMITED

 

 

 

 

By:

/s/ Wong Kok Wai

 

Name: Wong Kok Wai

 

Title: Director

 

 

 

ADVANTECH CAPITAL II MASTER INVESTMENT LIMITED

 

 

 

 

By:

/s/ Wong Kok Wai

 

Name: Wong Kok Wai

 

Title: Director

 

 

 

ADVANTECH CAPITAL II L.P.

 

 

 

By its general partner, Advantech Capital Partners II Limited

 

 

 

 

By:

/s/ Wong Kok Wai

 

Name: Wong Kok Wai

 

Title: Director

 

 

 

ADVANTECH CAPITAL PARTNERS II LIMITED

 

 

 

 

By:

/s/ Wong Kok Wai

 

Name: Wong Kok Wai

 

Title: Director

 

8

 EX-99.1 2 a19-4671_1ex99d1.htm EXHIBIT 1 -JOINT FILING AGREEMENT

Exhibit 1

 

JOINT FILING AGREEMENT

 

The undersigned hereby agree that the statement on Schedule 13G to which this Agreement is annexed as Exhibit 1, and any amendments thereto, is and will be filed on behalf of each of them in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

 

EXECUTED this 13th day of February 2019.

 

 

 

ADVANTECH CAPITAL INVESTMENT II LIMITED

 

 

 

 

By:

/s/ Wong Kok Wai

 

Name:

Wong Kok Wai

 

Title:

Director

 

 

 

ADVANTECH CAPITAL II MASTER INVESTMENT LIMITED

 

 

 

 

By:

/s/ Wong Kok Wai

 

Name:

Wong Kok Wai

 

Title:

Director

 

 

 

ADVANTECH CAPITAL II L.P.

 

By its general partner, Advantech Capital Partners II Limited

 

 

 

 

By:

/s/ Wong Kok Wai

 

Name:

Wong Kok Wai

 

Title:

Director

 

 

 

ADVANTECH CAPITAL PARTNERS II LIMITED

 

 

 

 

By:

/s/ Wong Kok Wai

 

Name:

Wong Kok Wai

 

Title:

Director

 

1