SUBSTANTIAL SHAREHOLDERS

THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION
MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT.
SUBSTANTIAL SHAREHOLDERS
So far as our Directors are aware, save as disclosed in the table below and in the section
headed “History, Reorganization and Corporate Structure – Our Shareholding and Group
Structure”, immediately following completion of the Capitalization Issue and the
[REDACTED] (assuming that the Over-allotment Option is not exercised and without taking
into account any Shares to be issued upon the exercise of the [REDACTED] Share Options and
any Shares to be issued pursuant to the [REDACTED] RSU Scheme), the following persons
are expected to have interests and/or short positions in the Shares or underlying shares of our
Company which would be required to be disclosed to our Company and the Hong Kong Stock
Exchange pursuant to the provisions of Divisions 2 and 3 of Part XV of the SFO, or, directly
or indirectly, be interested in 10% or more of the nominal value of any class of share capital
carrying rights to vote in all circumstances at general meetings of our Company or any other
member of our Group:
Substantial
Shareholder
Name of
Company
Capacity/
Nature
of Interest
Total number
of Shares/
underlying
shares of our
Company as
at the date of
this
[REDACTED]
Approximate
percentage of
interest in
our Company
as at the date
of this
[REDACTED]
UBS Trustees
(BVI) Limited(1)
Our Company
Trustee
30,600,000
37.25%
Three-Body
Holdings Ltd(1)
Our Company
Trust
holding
company
30,600,000
37.25%
Blueberry
Worldwide
Holdings
Limited(1)
Our Company
Beneficial
owner
30,600,000
37.25%
Mr. Fu(1)(2)
Our Company
Founder of a
discretionary
trust
30,600,000
37.25%
SINA HK
Our Company
Beneficial
owner
30,000,000
32.87%
IDG-ACCEL
China Growth
Fund II L.P.
and IDG-ACCEL
China
Investors II
L.P.(3)
Our Company
Beneficial
owner
20,000,000
21.91%
[REDACTED]
RSU Trustee(4)
Our Company
Trustee
7,280,000
7.98%
Tangguo Limited(4)
Our Company
Nominee for
another
person
7,280,000
7.98%
– 253 –
Total number
of Shares/
underlying
shares of our
Company
immediately
following the
completion of
the
Capitalization
Issue and the
[REDACTED]
Approximate
percentage of
interest in
our Company
immediately
following the
completion of
the
Capitalization
Issue and the
[REDACTED]
Total number
of Shares/
underlying
shares of our
Company
immediately
following the
completion of
the
Capitalization
Issue and the
[REDACTED]
[REDACTED]
Approximate
percentage of
interest in
our
Company
immediately
following the
completion of
the
Capitalization
Issue and the
[REDACTED]
THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION
MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT.
SUBSTANTIAL SHAREHOLDERS
Notes:
(1)
UBS Trustees (BVI) Limited, the trustee of Mr. Fu’s Trust, holds the entire issued share capital of Three-Body
Holdings Ltd through its nominee, UBS Nominee Limited. Three-Body Holdings Ltd holds the entire issued
share capital of Blueberry Worldwide Holdings Limited. Blueberry Worldwide Holdings Limited in turn holds
30,600,000 Shares in our Company. Mr. Fu’s Trust is a discretionary trust established by Mr. Fu (as the settlor)
and the discretionary beneficiaries of which are Mr. Fu and his family members. Accordingly, each of Mr. Fu,
UBS Trustees (BVI) Limited, Three-Body Holdings Ltd and Blueberry Worldwide Holdings Limited is deemed
to be interested in the 30,600,000 Shares held by Blueberry Worldwide Holdings Limited. Following the
Capitalization Issue, Blueberry Worldwide Holdings Limited will be interested in 306,000,000 Shares.
(2)
Mr. Fu was granted 1,000,000 [REDACTED] RSUs on May 22, 2014, entitling him to receive 1,000,000
Shares subject to vesting. Following the Capitalization Issue, Mr. Fu will be interested in 10,000,000 Shares.
Ms. Hong Yan, Mr. Fu’s spouse, was granted 2,000,000 [REDACTED] RSUs on May 22, 2014, entitling her
to receive 2,000,000 Shares. Following the Capitalization Issue, Ms. Hong Yan will be interested in 20,000,000
Shares. As such, Mr. Fu is deemed to be interested in the 20,000,000 Shares which are interested by Ms. Hong
Yan under the SFO.
(3)
Assuming the Series B1 Preferred Shares and Series B2 Preferred Shares are converted into Shares of our
Company on a one-for-one basis, IDG-ACCEL China Growth Fund II L.P. and IDG-ACCEL China Investors
II L.P. shall hold 184,880,000 Shares and 15,120,000 Shares, respectively, following the Capitalization Issue
and the [REDACTED].
(4)
The [REDACTED] RSU Trustee through its nominee, Tangguo Limited, holds [REDACTED] Shares
underlying the RSUs granted under the [REDACTED] RSU Scheme for the benefit of eligible grantees
pursuant to the [REDACTED] RSU Scheme. Following the Capitalization Issue, the [REDACTED] RSU
Trustee will be interested in 72,800,000 Shares. Grantees of the [REDACTED] RSU Scheme include Mr. Fu
and Ms. Hong Yan, who were granted 1,000,000 [REDACTED] RSUs and 2,000,000 [REDACTED] RSUs,
respectively. Following the Capitalization Issue, Mr. Fu and Ms. Hong Yan will be interested in 10,000,000
Shares and 20,000,000 Shares, respectively and furthermore, Mr. Fu is deemed to be interested in the
20,000,000 Shares which are interested in by Ms. Hong Yan under the [REDACTED].
– 254 –