Amended Statement of Ownership (sc 13g/a)
February 13 2017 - 4:45PM
Edgar (US Regulatory)
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. 2)*
58.COM INC.
(Name of
Issuer)
Class A Ordinary Shares, par value $0.00001
per share
(Title of
Class of Securities)
31680Q104**
(CUSIP Number)
December 31, 2016
(Date of
Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
*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).
**
This
CUSIP number applies to the issuer’s American Depositary Shares, each representing two Class A Ordinary Shares, par value
$0.00001 per share. No CUSIP number has been assigned to the Class A Ordinary Shares
.
(Continued on following pages)
Page
1
of 12 Pages
Exhibit Index Contained on Page 11
CUSIP NO. 31680Q104
|
13 G
|
Page
2
of
12
|
1
|
NAME OF REPORTING
SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BlueRun
Ventures IV, L.P. (“BlueRun IV”)
|
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
0 shares
|
6
|
SHARED VOTING POWER
0 shares
|
7
|
SOLE DISPOSITIVE POWER
0 shares
|
8
|
SHARED DISPOSITIVE POWER
0 shares
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
|
12
|
TYPE OF REPORTING PERSON
PN
|
CUSIP NO. 31680Q104
|
13 G
|
Page
3
of
12
|
1
|
NAME OF REPORTING
SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BRV
Partners IV, L.P. (“BRV Partners IV”)
|
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
0 shares
|
6
|
SHARED VOTING POWER
0 shares
|
7
|
SOLE DISPOSITIVE POWER
0 shares
|
8
|
SHARED DISPOSITIVE POWER
0 shares
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
|
12
|
TYPE OF REPORTING PERSON
PN
|
CUSIP NO. 31680Q104
|
13 G
|
Page
4
of
12
|
1
|
NAME OF REPORTING
SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BRV
Partners IV, Ltd. (“BRV Partners IV GP”)
|
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
0 shares
|
6
|
SHARED VOTING POWER
0 shares
|
7
|
SOLE DISPOSITIVE POWER
0 shares
|
8
|
SHARED DISPOSITIVE POWER
0 shares
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
|
12
|
TYPE OF REPORTING PERSON
OO
|
CUSIP NO. 31680Q104
|
13 G
|
Page
5
of
12
|
1
|
NAME OF REPORTING
SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
John
Malloy (“Malloy”)
|
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
U.S. Citizen
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0 shares
|
6
|
SHARED VOTING POWER
0 shares
|
7
|
SOLE DISPOSITIVE POWER
0 shares
|
8
|
SHARED DISPOSITIVE POWER
0 shares
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
|
12
|
TYPE OF REPORTING PERSON
IN
|
CUSIP NO. 31680Q104
|
13 G
|
Page
6
of
12
|
1
|
NAME OF REPORTING
SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jonathan
Ebinger (“Ebinger”)
|
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
U.S. Citizen
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0 shares
|
6
|
SHARED VOTING POWER
0 shares
|
7
|
SOLE DISPOSITIVE POWER
0 shares
|
8
|
SHARED DISPOSITIVE POWER
0 shares
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
|
12
|
TYPE
OF REPORTING PERSON
IN
|
CUSIP NO. 31680Q104
|
13 G
|
Page
7
of
12
|
This Amendment No. 2 amends and restates
in its entirety the Schedule 13G previously filed by BlueRun Ventures IV, L.P., a Cayman Islands exempted limited partnership (“BlueRun
IV”), BRV Partners IV, L.P., a Cayman Islands exempted limited partnership (“BRV Partners IV”), BRV Partners
IV, Ltd., a Cayman Islands exempted company (“BRV Partners IV GP”), John Malloy (“Malloy”) and Jonathan
Ebinger (“Ebinger”) (together with all prior and current amendments thereto, this “Schedule 13G”).
ITEM 1(A).
|
NAME OF ISSUER
|
|
|
|
58.COM INC.
|
|
|
ITEM 1(B).
|
ADDRESS OF ISSUER’S
PRINCIPAL EXECUTIVE OFFICES
|
|
|
|
Building 105, 10 Jiuxianqiao North Road Jia
|
|
Chaoyang District, Beijing 100015
|
|
People’s Republic of China
|
|
|
ITEM 2(A).
|
NAME OF PERSONS FILING
|
|
|
|
This Schedule 13G is filed by BlueRun IV, BRV Partners
IV, BRV Partners IV GP, Malloy and Ebinger. The foregoing entities and individuals are collectively referred to
as the “Reporting Persons.”
|
|
|
ITEM 2(B).
|
ADDRESS OF PRINCIPAL OFFICE
|
|
|
|
The address for each of the Reporting Persons is:
|
|
|
|
BlueRun Ventures IV, L.P.
|
|
BRV Partners IV, L.P.
|
|
BRV Partners IV, Ltd.
|
|
c/o Campbells Corporate Services Limited
|
|
Floor 4, Willow House, Cricket Square
|
|
Grant Cayman, Cayman Islands E9 KY1-1104
|
|
|
|
John Malloy
|
|
Jonathan Ebinger
|
|
c/o BRV Management Co., L.L.C.
|
|
545 Middlefield Road
|
|
Suite 250
|
|
Menlo Park, CA 94025
|
|
|
ITEM 2(C)
|
CITIZENSHIP
|
|
|
|
BlueRun IV and BRV Partners IV are Cayman Islands exempted limited
partnerships. BRV Partners IV GP is a Cayman Islands exempted company. Malloy and Ebinger are United
States citizens.
|
|
|
ITEM 2(D)
|
TITLE OF CLASS OF SECURITIES
|
|
|
|
Class A Ordinary Shares, par value $0.00001 per share.
|
|
|
ITEM 2(E)
|
CUSIP NUMBER
|
|
|
|
31680Q104. This CUSIP number applies to the
issuer’s American Depositary Shares, each representing two Class A Ordinary Shares, par value $0.00001 per share. No
CUSIP has been assigned to the Class A Ordinary Shares.
|
CUSIP NO. 31680Q104
|
13 G
|
Page
8
of
12
|
ITEM 3.
|
Not Applicable
|
|
|
ITEM 4.
|
OWNERSHIP
|
The following information with respect
to the ownership of Class A Ordinary Shares of the issuer by the persons filing this Statement is provided as of December 31, 2016.
|
(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 5 percent of the class of securities, check the following
x
.
|
|
|
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.
|
CUSIP NO. 31680Q104
|
13 G
|
Page
9
of
12
|
ITEM 9.
|
NOTICE OF DISSOLUTION OF GROUP
.
|
|
|
|
Not applicable.
|
|
|
ITEM 10.
|
CERTIFICATION
.
|
|
|
|
Not applicable.
|
CUSIP NO. 31680Q104
|
13 G
|
Page
10
of
12
|
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, 2017
|
BlueRun Ventures IV, L.P.
|
|
|
|
By:
|
BRV Partners IV, L.P.
|
|
Its:
|
General Partner
|
|
|
|
|
By:
|
BRV Partners IV, Ltd.
|
|
Its:
|
General Partner
|
|
|
|
|
|
|
|
By:
|
/s/ Jonathan Ebinger
|
|
|
Jonathan Ebinger, Director
|
|
BRV Partners IV, L.P.
|
|
|
|
By:
|
BRV Partners IV, Ltd.
|
|
|
General Partner
|
|
|
|
|
By:
|
/s/ Jonathan Ebinger
|
|
|
Jonathan Ebinger, Director
|
|
BRV Partners IV, Ltd.
|
|
|
|
By:
|
/s/ Jonathan Ebinger
|
|
|
Jonathan Ebinger, Director
|
|
|
|
|
|
|
|
/s/ John Malloy
|
|
John Malloy
|
|
|
|
|
|
/s/ Jonathan Ebinger
|
|
Jonathan Ebinger
|
|
|
|
CUSIP NO. 31680Q104
|
13 G
|
Page
11
of
12
|
EXHIBIT INDEX
|
Found on Sequentially
|
Exhibit
|
Numbered Page
|
|
|
Exhibit A: Joint Filing Agreement
|
12
|
CUSIP NO. 31680Q104
|
13 G
|
Page
12
of
12
|
exhibit A
Joint Filing Agreement
The Reporting Persons
hereby hereby agree that a single Schedule 13G (or any amendment thereto) relating to the American Depositary Shares of 58.COM
INC. shall be filed on behalf of each of the Reporting Persons. Note that copies of the applicable Joint Filing Agreement are already
on file with the appropriate agencies.
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