Interest in Securities of the Issuer. Item 5 of the Statement is hereby amended and supplemented by the following: The responses of the Reporting Persons to Rows (7) through (13) of the cover pages of this Amendment No. 3 are hereby incorporated by reference in this Item 5. As of April 13, 2022, JD and JD Investment may be deemed to have beneficial ownership and shared voting power to vote or direct the vote of 8,593,189 Class A Ordinary Shares, representing 6.3% of the Issuer’s outstanding Ordinary Shares. As of April 13, 2022, Windcreek beneficially owned an aggregate of 8,133,788 Class A Ordinary Shares, which consisted of (i) 20,891,574 ADSs, representing 4,178,315 Class A Ordinary Shares, and (ii) 3,955,473 Class A Ordinary Shares. As of April 13, 2022, JD Global Investment beneficially owned 2,297,004 ADSs, representing 459,401 Class A Ordinary Shares. JD Investment is the sole shareholder of Xxxxxxxxx and JD Global Investment. Pursuant to Section 13(d) of the Exchange Act, and the rules promulgated thereunder, JD Investment may be deemed to beneficially own all of the Class A Ordinary Shares of the Issuer held by Xxxxxxxxx and JD Global Investment. XX is the sole shareholder of JD Investment and therefore indirectly owns all the outstanding shares of Windcreek and JD Global Investment. Pursuant to Section 13(d) of the Exchange Act, and the rules promulgated thereunder, JD may be deemed to beneficially own all of the Class A Ordinary Shares of the Issuer held by Xxxxxxxxx and JD Global Investment. The percentage of the class of securities identified pursuant to Item 1 beneficially owned by each of the Reporting Persons is based on 135,793,253 issued and outstanding Ordinary Shares (consisting of 120,232,895 Class A Ordinary Shares and 15,560,358 Class B Ordinary Shares) of the Issuer as of December 31, 2021. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, beneficially owns any Ordinary Shares of the Issuer or has the right to acquire any Ordinary Shares of the Issuer. Except as disclosed in this Statement, none of the Reporting Persons or to the best of their knowledge, any of the persons listed in Schedule A hereto, presently has the power to vote or to direct the vote or to dispose or direct the disposition of any of the Ordinary Shares of the Issuer that they may be deemed to beneficially own. Except as disclosed in this Statement, none of the Reporting Persons or to the best of the...
Interest in Securities of the Issuer. The information set forth in "Interests of Directors and Officers; Transactions and Arrangements Concerning the Shares" in the Offer to Purchase is incorporated herein by reference.
Interest in Securities of the Issuer. (a) State the aggregate number and percentage of the class of securities identified pursuant to Item 1 (which may be based on the num- ber of securities outstanding as contained in the most recently available filing with the Commission by the issuer unless the filing person has reason to believe such informa- tion is not current) beneficially owned (iden- tifying those shares which there is a right to
(b) For each person named in response to paragraph (a), indicate the number of shares as to which there is sole power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition. Provide the applicable information required by Item 2 with respect to each person with whom the power to vote or to direct the vote or to dis- pose or direct the disposition is shared;
(c) Describe any transactions in the class of securities reported on that were effected during the past sixty days or since the most recent filing of Schedule 13D (§ 240.13d–101), whichever is less, by the persons named in response to paragraph (a).
Interest in Securities of the Issuer. (a) State the aggregate number and percentage of the class of securities identified pursuant to Item 1 (which may be based on the num- ber of securities outstanding as contained in the most recently available filing with the Commission by the issuer unless the filing person has reason to believe such informa- tion is not current) beneficially owned (iden- tifying those shares which there is a right to acquire) by each person named in Item 2. The above mentioned information should also be furnished with respect to persons who, to- gether with any of the persons named in Item 2, comprise a group within the meaning of section 13(d)(3) of the Act;
(b) For each person named in response to paragraph (a), indicate the number of shares as to which there is sole power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition. Provide the applicable information required by Item 2 with respect to each person with whom the power to vote or to direct the vote or to dis- pose or direct the disposition is shared;
(c) Describe any transactions in the class of securities reported on that were effected during the past sixty days or since the most recent filing of Schedule 13D (§ 240.13d–101), whichever is less, by the persons named in response to paragraph (a).
Interest in Securities of the Issuer. (a) The aggregate number of Shares owned beneficially by R&R is 910,000 or 7% of the outstanding Shares.
(b) Not applicable
(c) See Item 3 (d-e) Not applicable
Interest in Securities of the Issuer. (a) The information relating to the beneficial ownership of Common Stock by the Reporting Persons set forth in Rows 7 through 13 of the cover pages hereto is incorporated by reference. The Reporting Persons are the beneficial owners of 27,509,203 shares of Common Stock, which represents the number of shares of Common Stock issuable upon conversion of the 27,509,203 shares of Series B Preferred Stock beneficially owned by the Reporting Persons. As further described in Item 6, the Series B Preferred Stock is convertible into shares of the Issuer’s Common Stock, at any time at the holder’s option, at an initial conversion rate of 1:1, which conversion rate is subject to certain adjustments, including for accrued dividends (which accrue at 7.5% per annum), determined in the manner set forth in the Certificate of Designations (as defined below). The 27,509,203 shares of Common Stock referred to above represent approximately 25.5% of the outstanding shares of Common Stock, based on (i) 75,787,242 shares of Common Stock outstanding as of March 5, 2021, as reported by the Issuer in its Annual Report on Form 10-K for the year ended December 31, 2020, filed with the Securities and Exchange Commission (the “SEC”) on March 10, 2021 and (ii) 4,513,327 shares of Common Stock issued on March 10, 2021 by the Issuer to holders of its senior secured convertible notes due January 16, 2022, as disclosed in the Issuer’s Current Report on Form 8-K filed with the SEC on March 15, 2021, and as calculated pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). As a result of the Stockholders Agreement, the Reporting Persons may be deemed to be members of a “group” with the parties to the Stockholders Agreement under Section 13(d) of the Exchange Act. Please refer to the separate Schedule 13Ds (and any amendments thereto) that have or may be filed by Charter and Qurate (in each case, as defined below) with respect to their beneficial ownership of Common Stock.
(b) The Reporting Persons have the sole power to vote or to direct the voting of and the sole power to dispose or direct the disposition of the shares of Common Stock beneficially owned by them, subject to the restrictions described in Item 6 of the Statement.
(c) Except as set forth in this Statement, no Reporting Person, or to the knowledge of the Reporting Persons, any other individual named in Item 2, has effected any transaction in the Common Stock in the 60 days preceding the date...
Interest in Securities of the Issuer. (a) and (b). The following disclosure assumes that there were 17,801,469 shares of Ordinary Shares outstanding as of the date of this Statement, including (i) 14,837,469 shares of Ordinary Shares outstanding as of September 30, 2020, as disclosed in the issuer’s prospectus supplement on Form 424(b)(5) filed with the Securities and Exchange Commission on October 1, 2020 and (ii) 2,964,000 shares of Ordinary Shares issued by the issuer pursuant to a registered direct offering, as disclosed in the issuer’s press release on Form 6-K filed with the Securities and Exchange Commission on October 6, 2020. MII Group Limited is the direct owner of 1,296,370 shares of Ordinary Shares of the Issuer and Jilun He is the indirect owner of such shares. The Reporting Persons are deemed to have the shared power to vote or to direct the vote or dispose or direct the disposition of such 1,296,370 shares of Ordinary Shares, representing 7.3% of the Issuer’s total issued and outstanding shares of Ordinary Shares as of the date of this Statement. Except as disclosed in Items 5(a) and 5(b), neither of the Reporting Persons has beneficially own any Ordinary Shares, or has the right to acquire any Ordinary Shares, nor presently have the power to vote or to direct the vote or to dispose or direct the disposition of any of the Ordinary Shares which it may be deemed to beneficially own.
Interest in Securities of the Issuer. (a) and (b). The following disclosure assumes that there were 17,801,469 shares of Ordinary Shares outstanding as of the date of this Statement, including (i) 14,837,469 shares of Ordinary Shares outstanding as of September 30, 2020, as disclosed in the issuer’s prospectus supplement on Form 424(b)(5) filed with the Securities and Exchange Commission on October 1, 2020 and (ii) 2,964,000 shares of Ordinary Shares issued by the issuer pursuant to a registered direct offering, as disclosed in the issuer’s press release on Form 6-K filed with the Securities and Exchange Commission on October 6, 2020. MII Group Limited is the direct owner of 1,296,370 shares of Ordinary Shares of the Issuer and Jilun He is the indirect owner of such shares. The Reporting Persons are deemed to have the shared power to vote or to direct the vote or dispose or direct the disposition of such 1,296,370 shares of Ordinary Shares, representing 7.3% of the Issuer’s total issued and outstanding shares of Ordinary Shares as of the date of this Statement. Except as disclosed in Items 5(a) and 5(b), neither of the Reporting Persons has beneficially own any Ordinary Shares, or has the right to acquire any Ordinary Shares, nor presently have the power to vote or to direct the vote or to dispose or direct the disposition of any of the Ordinary Shares which it may be deemed to beneficially own. The trading dates, number of shares of Ordinary Shares purchased or sold and the price per share for all transactions in the shares of Ordinary Sharesof the Issuer effected on behalf of each Reporting Person within the last 60 days, which were all ordinary brokerage transactions effected in the open market, are set forth in Schedule A and are incorporated herein by reference. Except as disclosed in this Statement, neither of the Reporting Persons has effected any transaction in the shares of Ordinary Shares or other securities of the Issuer during the past 60 days. Except as set forth in this Item 5, no person other than the Reporting Persons is known to have the right to receive or the power to direct the receiptof dividends from, or the proceeds from the sale of, such securities. Not applicable.
Interest in Securities of the Issuer. Item 4 is hereby amended to include the following additional information. As of the date of this filing, information on transactions in January was not available. Where and How the Amount of Price per Transaction was Name and Title Date of the Transaction Securities Security Effected 1. Xxxx X. Xxxxxxxx Director December 24-31, 1999 1,129 $28.82 Open market transaction 2. Xxxxx X. Xxxxxx Vice President and Secretary December 24-31, 1999 1,243 $28.82 Open market transaction 3. Xxxxx X. Xxxxxx Vice President and Director December 24-31, 1999 2,079 $28.82 Open market transaction 4. Xxxxxx X. Xxxxxx Chairman, Chief Executive Officer and Director December 24-31, 1999 11,027 $28.82 Open market transaction 5. Xxxxxx X. Xxxxxx Vice President and Director December 24-31, 1999 2,079 $28.82 Open market transaction 6. Xxxxxx X. Xxxxx Senior Vice President, Chief Administrative Officer and Director December 24-31, 1999 2,981 $28.82 Open market transaction 7. Xxxxxxx X. Xxx Director December 24-31, 1999 2,078 $28.82 Open market transaction 8. Xxxx X. Mount Vice President and Director December 24-31, 1999 2,078 $28.82 Open market transaction 9. Xxxxxxx X. X'Xxxxx Executive Vice President, Treasurer and Director December 24-31, 1999 4,067 $28.82 Open market transaction ITEM 8. ADDITIONAL INFORMATION Item 8 is hereby amended by adding the following supplemental information. The Exchange Offer expired on January 31, 2000 at midnight, Eastern time. Pursuant to the terms of the Exchange Offer, 575,503 Shares were validly tendered and not withdrawn. The Company and the Trust accepted for exchange all the tendered Shares. On February 1, 2000, the Company issued a press release announcing the expiration of the Exchange Offer. On February 7, 2000, the Company issued a press release announcing the final results of the Exchange Offer. Copies of the press releases are attached hereto as Exhibits (a)(8) and (a)(9) and are incorporated herein by reference.
Interest in Securities of the Issuer. Item 5 of the Original Schedule 13D is hereby amended and replaced in its entirety as follows:
