Statement of Ownership (sc 13g)
February 15 2018 - 12:32PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. -)*
BEST, Inc.
(Name of Issuer)
Class A Ordinary Shares
(Title of Class of Securities)
08653C106**
(CUSIP
Number)
December 31, 2017
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
*
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The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.
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**
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This CUSIP number applies to the Issuers American Depositary Shares, evidenced by American Depositary Receipts, each representing one Class A Ordinary Share of the Issuer.
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The information required in 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).
Page
2
of 12 Pages
Schedule 13G
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1.
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Names of
Reporting Persons; I.R.S. Identification Nos. of Above Persons (Entities Only):
Florence Star Worldwide Limited
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2.
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Check the Appropriate Box if a Member
of a Group (See Instructions):
(a) ☐ (b) ☐
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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:
British Virgin
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:
0
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6.
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Shared Voting Power:
27,620,219
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7.
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Sole Dispositive Power:
0
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8.
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Shared Dispositive Power:
27,620,219
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
27,620,219
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10.
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Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (See Instructions):
[ ]
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11.
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Percent of Class Represented By Amount
in Row (9):
11.91%
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12.
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Type Of Reporting Person (See
Instructions):
CO
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Page
3
of 12 Pages
Schedule 13G
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1.
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Names of
Reporting Persons; I.R.S. Identification Nos. of Above Persons (Entities Only):
Brackenhill Tower Limited
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2.
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Check the Appropriate Box if a Member
of a Group (See Instructions):
(a) ☐ (b) ☐
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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:
British Virgin
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:
0
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6.
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Shared Voting Power:
7,769,432
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7.
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Sole Dispositive Power:
0
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8.
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Shared Dispositive Power:
7,769,432
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
7,769,432
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10.
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Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (See Instructions):
[ ]
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11.
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Percent of Class Represented By Amount
in Row (9):
3.35%
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12.
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Type Of Reporting Person (See
Instructions):
CO
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Page
4
of 12 Pages
Schedule 13G
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1.
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Names of
Reporting Persons; I.R.S. Identification Nos. of Above Persons (Entities Only):
China Harvest Fund II, 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) ☐
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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:
0
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6.
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Shared Voting Power:
35,389,651
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7.
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Sole Dispositive Power:
0
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8.
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Shared Dispositive Power:
35,389,651
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
35,389,651
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10.
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Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (See Instructions):
[ ]
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11.
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Percent of Class Represented By Amount
in Row (9):
15.26%
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12.
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Type Of Reporting Person (See
Instructions):
PN
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Page
5
of 12 Pages
Schedule 13G
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1.
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Names of
Reporting Persons; I.R.S. Identification Nos. of Above Persons (Entities Only):
China Renaissance Capital Investment II, 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) ☐
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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:
0
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6.
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Shared Voting Power:
35,389,651
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7.
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Sole Dispositive Power:
0
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8.
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Shared Dispositive Power:
35,389,651
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
35,389,651
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10.
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Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (See Instructions):
[ ]
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11.
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Percent of Class Represented By Amount
in Row (9):
15.26%
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12.
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Type Of Reporting Person (See
Instructions):
PN
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Page
6
of 12 Pages
Schedule 13G
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1.
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Names of
Reporting Persons; I.R.S. Identification Nos. of Above Persons (Entities Only):
China Renaissance Capital Investment II GP
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2.
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Check the Appropriate Box if a Member
of a Group (See Instructions):
(a) ☐ (b) ☐
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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:
0
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6.
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Shared Voting Power:
35,389,651
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7.
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Sole Dispositive Power:
0
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8.
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Shared Dispositive Power:
35,389,651
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
35,389,651
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10.
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Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (See Instructions):
[ ]
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11.
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Percent of Class Represented By Amount
in Row (9):
15.26%
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12.
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Type Of Reporting Person (See
Instructions):
CO
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Page
7
of 12 Pages
ITEM 1(A).
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NAME OF ISSUER:
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BEST, Inc.
ITEM 1(B).
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ADDRESS OF ISSUERS PRINCIPAL EXECUTIVE OFFICES:
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2nd Floor, Block A, Huaxing
Modern Industry Park, No. 18 Tangmiao Road, Xihu District, Hangzhou, Zhejiang Province 310013, Peoples Republic of China
ITEM 2(A).
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NAME OF PERSON FILING:
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Florence Star Worldwide Limited (direct ownership)
Brackenhill Tower Limited (direct ownership)
China Harvest Fund II, L.P.
China Renaissance Capital Investment II, L.P.
China Renaissance Capital Investment II GP
The foregoing persons are sometimes referred to herein individually as a Reporting Person and collectively as the Reporting
Persons.
ITEM 2(B).
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ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
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The address of the
principal business office of each of Florence Star Worldwise Limited and Brackenhill Tower Limited is Trident Chambers, P.O. Box 146, Road Town, Tortola, British Virgin Islands. The address of the principal business office of each of the other
Reporting Persons filing this Schedule 13G is M&C Corporate Services Limited, P.O. Box 309GT, Ugland House, South Church Street, George Town, Grand Cayman, Cayman Islands.
British Virgin Islands:
Florence Star Worldwide Limited
Brackenhill Tower Limited
Cayman Islands:
China Harvest
Fund II, L.P.
China Renaissance Capital Investment II, L.P.
China Renaissance Capital Investment II GP
ITEM 2(D).
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TITLE OF CLASS OF SECURITIES:
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Class A Ordinary Shares
Page
8
of 12 Pages
The percentage ownerships of the Reporting Persons as of December 31, 2017 are set
forth below..
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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
dispose or to
direct the
disposition:
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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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Florence Star Worldwide Limited
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27,620,219
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11.91
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%
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0
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27,620,219
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0
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27,620,219
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Brackenhill Tower Limited
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7,769,432
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3.35
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%
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0
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7,769,432
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0
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7,769,432
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China Harvest Fund II, L.P.
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35,389,651
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15.26
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%
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0
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35,389,651
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0
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35,389,651
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China Renaissance Capital Investment II, L.P.
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35,389,651
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15.26
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%
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0
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35,389,651
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0
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35,389,651
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China Renaissance Capital Investment II GP
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35,389,651
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15.26
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%
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0
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35,389,651
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0
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35,389,651
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27,620,219 Class A Ordinary Shares were held of record and beneficially owned by Florence Star Worldwide Limited, and
7,769,432 Class A Ordinary Shares were held of record and beneficially owned by Brackenhill Tower Limited. China Harvest Fund II, L.P. owns 90.88% of Florence Star Worldwide Limited and 97.37%. of Brackenhill Tower Limited.
China Renaissance Capital Investment II, L.P. is the general partner of China Harvest Fund II, L.P. China Renaissance Capital Investment II GP is the general
partner of China Renaissance Capital Investment II, L.P. China Harvest Fund II, L.P. is the majority owner of Florence Star Worldwide Limited and Brackenhill Tower Limited may be deemed to beneficially own all of the shares held by Florence Star
Worldwide Limited and Brackenhill Tower Limited. Each of China Renaissance Capital Investment II GP and China Renaissance Capital Investment II, L.P. may also be deemed to beneficially own all of the shares held by Florence Star Worldwide Limited
and Brackenhill Tower Limited.
Page
9
of 12 Pages
ITEM 5.
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OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
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Not applicable
ITEM 6.
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OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
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Not applicable
ITEM 7.
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IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON:
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Not applicable
ITEM 8.
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IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
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Not applicable
ITEM 9.
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NOTICE OF DISSOLUTION OF GROUP:
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Not applicable
Not applicable
Page
10
of 12 Pages
SIGNATURE PAGE
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.
Dated: February 14, 2018
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Florence Star Worldwide Limited
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By:
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/s/ Andrew Lo
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Name:
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Andrew Lo
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Title:
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Director
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Brackenhill Tower Limited
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By:
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/s/ Andrew Lo
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Name:
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Andrew Lo
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Title:
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Director
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China Harvest Fund II, L.P.
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By China Renaissance Capital Investment II, L.P., its general partner
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By China Renaissance Capital Investment II GP, its general partner
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By:
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/s/ Andrew Lo
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Name:
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Andrew Lo
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Title:
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Director
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China Renaissance Capital Investment II, L.P.
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By China Renaissance Capital Investment II GP, its general partner
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By:
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/s/ Andrew Lo
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Name:
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Andrew Lo
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Title:
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Director
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China Renaissance Capital Investment II GP
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By:
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/s/ Andrew Lo
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Name:
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Andrew Lo
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Title:
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Director
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Page
11
of 12 Pages
EXHIBITS
Exhibit 1
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Joint Filing Agreement
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Best Inc. American Depositary Shares, Each Representing One Class A Ordinary Share (NYSE:BSTI)
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