Statement of Ownership (sc 13g)
February 08 2021 - 9:32AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington,
D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of
1934
(Amendment No. )*
Ebang International Holdings Inc.
(Name of Issuer)
Class A Ordinary Shares par value of
HK$0.001 per share
Class B Ordinary Shares par value of
HK$0.001 per share
(Title of Class of Securities)
G3R33A106**
(CUSIP Number)
December 31, 2020
(Date of Event Which Requires Filing of
this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
☐
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Rule 13d-1(b)
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☐
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Rule 13d-1(c)
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☒
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Rule 13d-1(d)
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*
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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 the disclosures provided in a prior cover page.
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**
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CUSIP number G3R33A106
has been assigned to the Class A Ordinary Shares of the issuer, which are quoted on the
Nasdaq Global Select Market under the symbol “EBON.” No CUSIP number has
been assigned to Class B Ordinary Shares 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).
SCHEDULE 13G
CUSIP No. G3R33A106
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1.
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Names of Reporting Persons.
Dong Hu
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions).
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(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
People’s Republic of China
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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
112,493 Class A Ordinary Shares (See Item 4)
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6.
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Shared Voting Power
46,625,783 Class B Ordinary Shares (See Item
4)
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7.
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Sole Dispositive Power
112,493 Class A Ordinary Shares (See Item 4)
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8.
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Shared Dispositive Power
46,625,783 Class B Ordinary Shares (See Item
4)
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9.
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Aggregate Amount Beneficially Owned by Each
Reporting Person
112,493 Class A Ordinary Shares (See Item 4)
46,625,783 Class B Ordinary Shares (See Item
4)
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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)
0.1% of Class A Ordinary Shares (See Item 4)
100.0% of Class B Ordinary Shares (See Item
4)
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12.
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Type of Reporting Person (See Instructions)
IN
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SCHEDULE 13G
CUSIP No. 109199109
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1.
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Names of Reporting Persons.
Vista Eternity (PTC) Limited as Trustee of
Hu Family Trust
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions).
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(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
46,625,783 Class B Ordinary Shares (See Item
4)
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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
46,625,783 Class B Ordinary Shares (See Item
4)
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9.
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Aggregate Amount Beneficially Owned by Each
Reporting Person
46,625,783 Class B Ordinary Shares (See Item
4)
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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)
100.0% of Class B Ordinary Shares (See Item
4)
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12.
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Type of Reporting Person (See Instructions)
CO
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SCHEDULE 13G
CUSIP No. 109199109
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1.
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Names of Reporting Persons.
Top Max Limited
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions).
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(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
46,625,783 Class B Ordinary Shares (See Item
4)
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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
46,625,783 Class B Ordinary Shares (See Item
4)
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9.
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Aggregate Amount Beneficially Owned by Each
Reporting Person
46,625,783 Class B Ordinary Shares (See Item
4)
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10.
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
|
11.
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Percent of Class Represented by Amount in Row
(9)
100.0% of Class B Ordinary Shares (See Item
4)
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12.
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Type of Reporting Person (See Instructions)
CO
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Item
1(a).
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Name
of Issuer:
Ebang
International Holdings Inc.
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Item
1(b).
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Address
of Issuer’s Principal Executive Offices:
26-27/F,
Building 3, Xinbei Qianjiang International Building
Qianjiang
Economic and Technological Development Zone
Yuhang
District, Hangzhou, Zhejiang, 311100
People’s
Republic of China
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Item
2(a).
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Name
of Person Filing:
Dong
Hu
Hu
Family Trust
Vista
Eternity (PTC) Limited
Top
Max Limited (the “Top Max”)
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Item
2(b).
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Address
of Principal Business Office, or, if none, Residence:
Dong
Hu
c/o
26-27/F, Building 3, Xinbei Qianjiang International Building
Qianjiang
Economic and Technological Development Zone
Yuhang
District, Hangzhou, Zhejiang, 311100
People’s
Republic of China
Hu
Family Trust
80 Main Street, P.O. Box 3200, Road Town
Tortola, VG 1110
British Virgin Islands
Vista
Eternity (PTC) Limited
80 Main Street, P.O. Box 3200, Road Town
Tortola, VG 1110
British Virgin Islands
Top
Max Limited
Vistra
Corporate Services Centre
Wickhams
Cay II, Road Town, Tortola, VG1110
British
Virgin Islands
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Item
2(c).
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Citizenship:
Mr.
Dong Hu is a citizen of People’s Republic of China.
The
place of organization of Vista Eternity (PTC) Limited is 80 Main Street, P.O. Box 3200, Road Town, Tortola, VG 1110, British Virgin Islands. Hu Family Trust is established under the laws of British Virgin Islands.
The
place of organization of Top Max is Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British
Virgin Islands.
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Item
2(d).
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Title
of Class of Securities:
Class
A ordinary shares, par value HK$0.001 per share (the “Class A Ordinary Shares”)
Class
B ordinary shares, par value HK$0.001 per share (the “Class B Ordinary Shares”)
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Item
2(e).
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CUSIP
No.:
G3R33A106
CUSIP
number G3R33A106 has been assigned to the Class A Ordinary Shares of the Issuer, which are quoted on the Nasdaq Global
Select Market under the symbol “EBON.” No CUSIP number has been assigned to Class B Ordinary Shares of the
issuer.
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Item
3.
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If
this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the persons filing is
a:
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Not
applicable
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The
following information with respect to the ownership of the Class A and Class B Ordinary Shares by each of the reporting
persons is provided as of December 31, 2020:
Reporting Person
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Amount beneficially owned:
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Percent of
class(1):
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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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Dong Hu
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112,493 Class A
Ordinary Shares (2)
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0.1
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%(5)
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112,493
Class A
Ordinary Shares (2)
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0
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112,493
Class A
Ordinary Shares (2)
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0
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46,625,783 Class B
Ordinary Shares (3)
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100.0
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%(5)
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0
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46,625,783 Class B
Ordinary Shares (3)
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0
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46,625,783 Class B
Ordinary Shares (3)
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Vista Eternity (PTC) Limited as Trustee of Hu Family Trust
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46,625,783 Class B
Ordinary Shares (4)
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100.0
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%(5)
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0
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46,625,783 Class B
Ordinary Shares (4)
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0
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46,625,783 Class B
Ordinary Shares (4)
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Top Max Limited
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46,625,783 Class B
Ordinary Shares
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100.0
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%(5)
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0
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46,625,783 Class B
Ordinary Shares
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0
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46,625,783 Class B
Ordinary Shares
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(1)
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The
percentage of the class of securities beneficially owned by each reporting person is
calculated based on 92,409,554 Class A Ordinary Shares and 46,625,783 Class B
Ordinary Shares, outstanding as of January 19, 2021.
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(2)
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Includes
112,493 Class A Ordinary Shares held by Top One Limited representing the number
of Class A Ordinary Shares distributable to Mr. Dong Hu.
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(3)
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Includes
46,625,783 Class B Ordinary Shares held by Top Max Limited, which is wholly owned
by Vista Eternity (PTC) Limited as Trustee of Hu Family Trust, in which Mr. Dong Hu is
the settlor and the investment manager.
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(4)
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Includes
46,625,783 Class B Ordinary Shares held by Top Max Limited, which is wholly owned
by Vista Eternity (PTC) Limited as Trustee of Hu Family Trust.
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(5)
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The
112,493 Class A Ordinary Shares and 46,625,783 Class B Ordinary Shares held
by the reporting persons represent 33.6% of the Issuer’s outstanding ordinary shares
as a single class, being the sum of 92,409,554 Class A Ordinary Shares and 46,625,783
Class B Ordinary Shares, outstanding as of January 19, 2021, assuming conversion
of all Class B Ordinary Shares into Class A Ordinary Shares. Each Class A
Ordinary Share is entitled to one vote, and each Class B Ordinary Share is entitled
to 20 votes and is convertible into one Class A Ordinary Share.
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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
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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
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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
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Item
10.
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Certifications
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Not
applicable
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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 8, 2021
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Top
Max Limited
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By:
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/s/ Dong Hu
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Name:
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Title:
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Vista
Eternity (PTC) Limited as Trustee of Hu Family Trust
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By:
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/s/ Dong Hu
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Name:
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Dong
Hu
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By:
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/s/ Dong Hu
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