SCHEDULE 13G
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CUSIP No. 74734M109
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Page 2 of 10 Pages
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(1)
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Names of reporting persons/I.R.S. identification nos. of above persons (entities only)
Trustbridge Partners III, L.P.
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(2)
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Check the appropriate box if a
member of a group
(a)
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(b)
x
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(3)
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SEC use only
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(4)
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Citizenship or place of
organization
Cayman Islands
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Number of
shares
beneficially
owned by
each
reporting
person
with:
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(5)
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Sole voting power
9,898,167
1
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(6)
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Shared voting power
0
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(7)
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Sole dispositive power
9,898,167
1
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(8)
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Shared dispositive power
0
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(9)
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Aggregate amount beneficially owned by each reporting person
9,898,167
1
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(10)
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Check if the aggregate amount in
Row (9) excludes certain shares
¨
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(11)
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Percent of class represented by
amount in Row (9)
5.4%
2
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(12)
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Type of reporting person (see
instructions)
PN
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1
Includes (i) 5,220,978 American Depositary Shares (“ADSs”), each 2 representing 3 Class A ordinary shares held directly by Trustbridge Partners III, L.P. (“TB III”), and
(ii) 1,224,466 ADSs managed by TB Alternative Assets Ltd. (“TB Alternative”) on behalf of the Trustees of Columbia University in the City of New York, and (iii) 153,334 ADSs managed by TB Alternative on behalf of the Ludwig
Institute for Cancer Research Ltd. (“LICR”). TB III is a limited partnership whose general partner is TB Partners GP3, L.P. The general partner of TB Partners GP3, L.P. is TB Partners GP Limited. TB Alternative is affiliated with TB
Partners GP Limited.
2
Percentage ownership reported based on 184,157,097 ordinary shares represented by the Issuer as outstanding as of
December 31, 2012, which includes 123,472,524 Class A ordinary shares and 60,684,573 Class B ordinary shares.
SCHEDULE 13G
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CUSIP No. 74734M109
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Page 3 of 10 Pages
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(1)
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Names of reporting persons/I.R.S. identification nos. of above persons (entities only)
TB Partners GP3, L.P.
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(2)
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Check the appropriate box if a
member of a group (see instructions)
(a)
¨
(b)
x
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(3)
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SEC use only
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(4)
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Citizenship or place of
organization
Cayman Islands
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Number of
shares
beneficially
owned by
each
reporting
person
with:
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(5)
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Sole voting power
9,898,167
3
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(6)
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Shared voting power
0
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(7)
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Sole dispositive power
9,898,167
3
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(8)
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Shared dispositive power
0
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(9)
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Aggregate amount beneficially owned by each reporting person
9,898,167
3
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(10)
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Check if the aggregate amount in
Row (9) excludes certain shares
¨
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(11)
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Percent of class represented by
amount in Row (9)
5.4%
4
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(12)
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Type of reporting person (see
instructions)
PN
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3
Includes (i) 5,220,978 American Depositary Shares (“ADSs”), each 2 representing 3 Class A ordinary shares held directly by Trustbridge Partners III, L.P. (“TB III”), and
(ii) 1,224,466 ADSs managed by TB Alternative Assets Ltd. (“TB Alternative”) on behalf of the Trustees of Columbia University in the City of New York, and (iii) 153,334 ADSs managed by TB Alternative on behalf of the Ludwig
Institute for Cancer Research Ltd. (“LICR”). TB III is a limited partnership whose general partner is TB Partners GP3, L.P. The general partner of TB Partners GP3, L.P. is TB Partners GP Limited. TB Alternative is affiliated with TB
Partners GP Limited.
4
Percentage ownership reported based on 184,157,097 ordinary shares represented by the Issuer as outstanding as of
December 31, 2012, which includes 123,472,524 Class A ordinary shares and 60,684,573 Class B ordinary shares.
SCHEDULE 13G
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CUSIP No. 74734M109
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Page 4 of 10 Pages
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(1)
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Names of reporting persons/I.R.S. identification nos. of above persons (entities only)
TB Partners GP Limited
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(2)
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Check the appropriate box if a
member of a group (see instructions)
(a)
¨
(b)
x
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(3)
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SEC use only
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(4)
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Citizenship or place of
organization
Cayman Islands
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Number of
shares
beneficially
owned by
each
reporting
person
with:
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(5)
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Sole voting power
9,898,167
5
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(6)
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Shared voting power
0
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(7)
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Sole dispositive power
9,898,167
5
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(8)
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Shared dispositive power
0
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(9)
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Aggregate amount beneficially owned by each reporting person
9,898,167
5
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(10)
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Check if the aggregate amount in
Row (9) excludes certain shares
¨
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(11)
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Percent of class represented by
amount in Row (9)
5.4%
6
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(12)
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Type of reporting person (see
instructions)
PN
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5
Includes (i) 5,220,978 American Depositary Shares (“ADSs”), each 2 representing 3 Class A ordinary shares held directly by Trustbridge Partners III, L.P. (“TB III”), and
(ii) 1,224,466 ADSs managed by TB Alternative Assets Ltd. (“TB Alternative”) on behalf of the Trustees of Columbia University in the City of New York, and (iii) 153,334 ADSs managed by TB Alternative on behalf of the Ludwig
Institute for Cancer Research Ltd. (“LICR”). TB III is a limited partnership whose general partner is TB Partners GP3, L.P. The general partner of TB Partners GP3, L.P. is TB Partners GP Limited. TB Alternative is affiliated with TB
Partners GP Limited.
6
Percentage ownership reported based on 184,157,097 ordinary shares represented by the Issuer as outstanding as of
December 31, 2012, which includes 123,472,524 Class A ordinary shares and 60,684,573 Class B ordinary shares.
SCHEDULE 13G
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CUSIP No. 74734M109
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Page 5 of 10 Pages
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Item 1(a)
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Name of Issuer
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Qihoo 360 Technology Co. Ltd. (the “Issuer”)
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Item 1(b)
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Address of Issuer’s Principal Executive Offices
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Block 1, Area D, Huitong Times Plaza, No. 71 Jianguo Road, Chaoyang District, Beijing 100025, People’s Republic of China
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Item 2(a)
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Name of Person Filing
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TB Partners GP Limited, which is the controlling person of TB Partners GP3, L.P., which is the controlling person of Trustbridge Partners III, L.P.
TB Alternative Assets Ltd., which is an affiliate of TB Partners GP Limited.
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Item 2(b)
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Address of Principal Business Office or, If None, Residence; Citizenship
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The address of the principal business office for each of TB Partners GP Limited, TB Partners GP3, L.P., Trustbridge Partners III, L.P.,
and TB Alternative Assets Ltd. is:
Units 2001-2004, 20/F, Agricultural Bank of China Tower, 50 Connaught Road Central,
Central, Hong Kong
Trustbridge Partners III, L.P - Cayman Islands
TB Partners GP3, L.P. - Cayman
Islands
TB Partners GP Limited - Cayman Islands
TB Alternative Assets Ltd. - Cayman Islands
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Item 2(d)
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Title of Class of Securities
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Ordinary shares, par value US$0.001
American Depositary Shares
74734M109
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Item 3.
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Statement Filed Pursuant to Rule 13d-1(b) or 13d-2(b) or (c)
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Not applicable.
SCHEDULE 13G
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CUSIP No. 74734M109
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Page 6 of 10 Pages
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Reporting Person
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Amount
beneficially
owned:
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Percent
of class:
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Sole power
to vote or
direct
the vote:
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Shared
power to
vote or
to
direct
the vote:
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Sole power to
dispose or to
direct the
disposition
of:
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Shared power
to dispose or to
direct the
disposition of:
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Trustbridge Partners III, L.P.
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9,898,167
ordinary
shares
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5.4%
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9,898,167
ordinary
shares
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0
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9,898,167
ordinary
shares
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0
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TB Partners GP3, L.P.
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9,898,167
ordinary
shares
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5.4%
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9,898,167
ordinary
shares
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0
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9,898,167
ordinary
shares
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0
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TB Partners GP Limited
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9,898,167
ordinary
shares
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5.4%
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9,898,167
ordinary
shares
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0
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9,898,167
ordinary
shares
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0
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TB Alterative Assets Ltd.
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9,898,167
ordinary
shares
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5.4%
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9,898,167
ordinary
shares
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0
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9,898,167
ordinary
shares
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0
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The percentages of ownership set forth above are based on 184,157,097 ordinary shares represented by the
Issuer as outstanding as of December 31, 2012, which includes 123,472,524 Class A ordinary shares and 60,684,573 Class B ordinary shares.
TB Partners GP Limited is the controlling person of TB Partners GP3, L.P., which is the controlling person of Trustbridge Partners III, L.P. TB Alternative Assets Ltd., which is an affiliate of TB
Partners GP Limited.
Pursuant to Section 13(d) of the Act, each of TB Partners GP Limited, TB Partners GP3, L.P., and TB
Alternative Assets Ltd. may be deemed the beneficial owner of the Class A ordinary shares of the Issuer held by Trustbridge Partners III, L.P. Pursuant to Rule 13d-4 of the Act, each of each of TB Partners GP Limited, TB Partners GP3, L.P., and
TB Alternative Assets Ltd. disclaims beneficial ownership of the Class A ordinary shares held by Trustbridge Partners III, L.P. except to the extent of their pecuniary interests therein.
Pursuant to Section 13(d) of the Act, each of TB Partners GP Limited, TB Partners GP3, L.P., Trustbridge Partners III, L.P. and TB
Alternative Assets Ltd. may be deemed the beneficial owner of the Class A ordinary shares of the Issuer managed by TB Alternative Assets Ltd. on behalf of the Trustees of Columbia University in the City of New York and the Ludwig Institute for
Cancer Research Ltd. Pursuant to Rule 13d-4 of the Act, each of each of TB Partners GP Limited, TB Partners GP3, L.P., Trustbridge Partners III, L.P. and TB Alternative Assets Ltd. disclaims beneficial ownership of the Class A ordinary shares
held by the Trustees of Columbia University in the City of New York except to the extent of their pecuniary interests therein.
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Item 5.
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Ownership of Five Percent or Less of a Class
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Not applicable.
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Item 6.
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Ownership of More Than Five Percent on Behalf of Another Person
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Not applicable.
SCHEDULE 13G
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CUSIP No. 74734M109
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Page 7 of 10 Pages
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Item 7.
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Identification and Classification of Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control
Person
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Not applicable.
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Item 8.
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Identification and Classification of Members of the Group
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Not applicable.
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Item 9.
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Notice of Dissolution of Group
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Not applicable.
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 that purpose or effect.
SCHEDULE 13G
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CUSIP No. 74734M109
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Page 8 of 10 Pages
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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. In addition, by signing below, the
undersigned agrees that this Schedule 13G may be filed jointly on behalf of each of the Reporting Persons.
Dated: February 7, 2013
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TRUSTBRIDGE PARTNERS III, L.P.
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By:
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/s/ Shujun Li
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Name:
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Shujun Li
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Title:
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Authorized Representative
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TB PARTNERS GP3, L.P.
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By:
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/s/ Shujun Li
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Name:
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Shujun Li
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Title:
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Authorized Representative
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TB PARTNERS GP LIMITED
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By:
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/s/ Shujun Li
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Name:
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Shujun Li
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Title:
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Authorized Representative
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TB ALTERNATIVE ASSETS LTD.
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By:
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/s/ Shujun Li
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Name:
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Shujun Li
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Title:
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Authorized Representative
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SCHEDULE 13G
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CUSIP No. 74734M109
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Page 9 of 10 Pages
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LIST OF EXHIBITS
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Exhibit No.
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Description
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A
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Joint Filing Agreement
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