Reporting Person: David Xueling Li
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Class A
Common
Shares
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Class B
Common
Shares
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|
Total Common
Shares on an
As-converted
Basis
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|
Percentage
of Aggregate
Voting
Power (4)
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(a) Amount beneficially owned:
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205,241,483
|
(1)
|
205,241,483
|
(1)
|
205,241,483
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(1)
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|
|
|
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|
|
|
|
|
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|
(b) Percent of class:
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24.8
|
% (2)
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44.2
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%
|
18.5
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% (3)
|
37.1
|
% (4)
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|
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|
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|
|
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(c) Number of shares as to which the person has:
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|
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|
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|
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(i)
Sole power to vote or to direct the vote
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0
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|
0
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|
0
|
|
|
|
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|
|
|
|
|
|
|
|
|
(ii)
Shared power to vote or to direct the vote
|
|
205,241,483
|
(1)
|
205,241,483
|
(1)
|
205,241,483
|
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
Sole power to dispose or to direct the disposition of
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0
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|
0
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|
0
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|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
Shared power to dispose or to direct the disposition of
|
|
205,241,483
|
(1)
|
205,241,483
|
(1)
|
205,241,483
|
(1)
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|
|
Notes:
YYME Limited, a British Virgin Islands company, is the record owner (the Record Holder) of 205,241,483 Class B common shares of the Issuer. Mr. David Xueling Li is the sole owner and director of the Record Holder. Pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder, Mr. David Xueling Li may be deemed to beneficially own all of the shares held by the Record Holder.
(1) Represents 205,241,483 Class B common shares held by the Record Holder that are convertible into 205,241,483 Class A common shares at any time at the option of the Record Holder. Pursuant to Rule 13d-3(d)(1), all Class B common shares (which are convertible into Class A common shares) held by the Record Holder shall be deemed to be converted for the purposes of (i) determining the aggregate amount of Class A common shares beneficially owned by the reporting person and (ii) calculating the percentages of the Class A common shares owned by such person. Consequently, all Class A common shares amounts and percentages are inclusive of the Class B common shares amounts and percentages set forth herein.
(2) To derive this percentage, (x) the numerator is 205,241,483, being the number of Class A common shares that are convertible from the same number of Class B common shares held by the Record Holder, and (y) the denominator is the sum of (i) 622,658,738, being the number of the Issuers total Class A common shares outstanding as of December 31, 2013 and (ii) 205,241,483, being the number of Class A common shares that are convertible from the same number of Class B common shares held by the Record Holder.
(3) To derive this percentage, (x) the numerator is 205,241,483, being the number of Class A common shares that are convertible from the same number of Class B common shares held by the Record Holder, and (y) the denominator is the sum of (i) 622,658,738, being the number of the Issuers total Class A common shares outstanding as of December 31, 2013 and (ii) 485,831,386, being the number of the Issuers total Class B common shares outstanding as of December 31, 2013 that are convertible into the same number of Class A common shares.
(4) Percentage of aggregate voting power represents voting power of all common shares held by the reporting person with respect to all outstanding shares of the Issuers Class A and Class B common shares. Each holder of the Issuers Class A common shares is entitled to one vote per Class A common share. Each holder of the Issuers Class B common shares is entitled to ten votes per Class B common share.
5
Reporting Person: YYME Limited
|
|
Class A
Common
Shares
|
|
Class B
Common
Shares
|
|
Total Common
Shares on an
As-converted
Basis
|
|
Percentage of
Aggregate
Voting
Power (4)
|
|
|
|
|
|
|
|
|
|
|
|
(a) Amount beneficially owned:
|
|
205,241,483
|
(1)
|
205,241,483
|
(1)
|
205,241,483
|
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
(b) Percent of class:
|
|
24.8
|
% (2)
|
44.2
|
%
|
18.5
|
% (3)
|
37.1
|
% (4)
|
|
|
|
|
|
|
|
|
|
|
(c) Number of shares as to which the person has:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
Sole power to vote or to direct the vote
|
|
0
|
|
0
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
Shared power to vote or to direct the vote
|
|
205,241,483
|
(1)
|
205,241,483
|
(1)
|
205,241,483
|
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
Sole power to dispose or to direct the disposition of
|
|
0
|
|
0
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
Shared power to dispose or to direct the disposition
of
|
|
205,241,483
|
(1)
|
205,241,483
|
(1)
|
205,241,483
|
(1)
|
|
|
Notes:
(1) Represents 205,241,483 Class B common shares held by the reporting person that are convertible into 205,241,483 Class A common shares at any time at the option of the reporting person. Pursuant to Rule 13d-3(d)(1), all Class B common shares (which are convertible into Class A common shares) held by the reporting person shall be deemed to be converted for the purposes of (i) determining the aggregate amount of Class A common shares beneficially owned by the reporting person and (ii) calculating the percentages of the Class A common shares owned by such person. Consequently, all Class A common shares amounts and percentages are inclusive of the Class B common shares amounts and percentages set forth herein.
(2) To derive this percentage, (x) the numerator is 205,241,483, being the number of Class A common shares that are convertible from the same number of Class B common shares held by the reporting person, and (y) the denominator is the sum of (i) 622,658,738, being the number of the Issuers total Class A common shares outstanding as of December 31, 2013 and (ii) 205,241,483, being the number of Class A common shares that are convertible from the same number of Class B common shares held by the reporting person.
(3) To derive this percentage, (x) the numerator is 205,241,483, being the number of Class A common shares that are convertible from the same number of Class B common shares held by the reporting person, and (y) the denominator is the sum of (i) 622,658,738, being the number of the Issuers total Class A common shares outstanding as of December 31, 2013 and (ii) 485,831,386, being the number of the Issuers total Class B common shares outstanding as of December 31, 2013 that are convertible into the same number of Class A common shares.
(4) Percentage of aggregate voting power represents voting power of all common shares held by the reporting person with respect to all outstanding shares of the Issuers Class A and Class B common shares. Each holder of the Issuers Class A common shares is entitled to one vote per Class A common share. Each holder of the Issuers Class B common shares is entitled to ten votes per Class B common share.
6