Tencent Affirms Passive Stake in Bilibili (BILI) as of Dec 31, 2023

TL;DR

**Tencent still holds a big, passive chunk of Bilibili (BILI).**

AI Summary

Tencent Holdings Ltd. and its affiliate, Tencent Mobility Ltd., filed an amended SC 13G/A on February 1, 2024, confirming their passive ownership in Bilibili Inc. as of December 31, 2023. This filing, Amendment No. 2, indicates that Tencent continues to hold a significant stake in Bilibili's Class Z Ordinary Shares, which are represented by American Depositary Shares (ADSs) trading under the symbol "BILI." This matters to investors because Tencent's continued substantial, albeit passive, investment signals confidence in Bilibili's long-term prospects, potentially reducing concerns about major institutional divestment.

Why It Matters

This filing confirms Tencent's ongoing, significant, but passive investment in Bilibili, which can be a positive signal for Bilibili shareholders as it suggests a stable major investor.

Risk Assessment

Risk Level: low — This filing indicates a stable, passive investment by a major holder, which generally reduces immediate investment risk.

Analyst Insight

Investors should view this as a confirmation of a stable, long-term institutional holder, but it doesn't signal any immediate catalysts or changes in Bilibili's operational strategy.

Key Numbers

• 0.0001 — par value per share (par value of Bilibili's Class Z Ordinary Shares)
• 20231231 — Date of Event (the date as of which the ownership information is reported)
• 20240201 — Filing Date (the date the SC 13G/A was filed)

Key Players & Entities

• Tencent Holdings Ltd. (company) — filing an amendment to their SC 13G
• Tencent Mobility Ltd. (company) — group member of the filing entity
• Bilibili Inc. (company) — the subject company in which shares are held
• Class Z Ordinary Shares (other) — the type of securities held by Tencent in Bilibili Inc.
• American Depositary Shares (other) — represent Class Z Ordinary Shares and trade as BILI

Forward-Looking Statements

• Tencent will maintain its passive investment in Bilibili for the foreseeable future. (Tencent Holdings Ltd.) — high confidence, target: December 31, 2024

FAQ

Key Financial Figures

• $0.0001 — r) Class Z Ordinary Shares, par value $0.0001 per share (Title of Class of Securitie

Filing Documents

• dp205862_sc13ga-bilibili.htm (SC 13G/A) — 47KB
• dp205862_ex99a.htm (EX-99.A) — 4KB
• 0000950103-24-001544.txt ( ) — 53KB

(a). Name of Issuer

Item 1(a). Name of Issuer: Bilibili Inc. (the “Issuer”)

(b). Address of Issuer’s Principal Executive Offices

Item 1(b). Address of Issuer’s Principal Executive Offices: Building 3, Guozheng Center, No. 485 Zhengli Road, Yangpu District, Shanghai, 200433, People's Republic of China

(a). Name of Person Filing

Item 2(a). Name of Person Filing: Tencent Mobility Limited Tencent Holdings Limited

(b). Address of Principal Business Office or, if None, Residence

Item 2(b). Address of Principal Business Office or, if None, Residence: For both Tencent Mobility Limited and Tencent Holdings Limited: Level 29, Three Pacific Place No. 1 Queen’s Road East Wanchai, Hong Kong

(c). Citizenship

Item 2(c). Citizenship: Tencent Mobility Limited - Hong Kong Tencent Holdings Limited - The Cayman Islands

(d). Title of Class of Securities

Item 2(d). Title of Class of Securities: Class Z Ordinary Shares, $0.0001 par value per share

(e). CUSIP Number

Item 2(e). CUSIP Number: CUSIP number G10970112 has been assigned to the Class Z ordinary shares of the Issuer, par value US$0.0001 per share. CUSIP number 090040106 has been assigned to the American Depositary Shares (“ADSs”) of the Issuer, which are quoted on the Nasdaq Global Select Market under the symbol “BILI”. Each ADS represents one Class Z Ordinary Share.

If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a

Item 3. If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); (d) Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) An investment adviser in accordance with Rule §240.13d-1(b)(1)(ii)(E); (f) An employee benefit plan or endowment fund in accordance with Rule §240.13d-1(b)(1)(ii)(F); (g) A parent holding company or control person in accordance with Rule §240.13d-1(b)(1)(ii)(G); Page 4 of 7 (h) A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J); (k) Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

Ownership

Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of issuer identified in Item 1. (a) The information required by Items 4(a) is set forth in Row 9 of the cover page for each Reporting Person and is incorporated herein by reference. (b) Percent of class determined based on 328,441,712 Class Z Ordinary Shares of the Issuer issued and outstanding (excluding 9,104,591 Class Z ordinary shares issued and reserved for future issuance upon the exercise or vesting of awards granted under the Issuer’s share incentive plans) as of the end of December 2023 as reported on the Issuer’s current report on Form 6-K filed on January 5, 2024. Tencent Holdings Limited may be deemed to have beneficial (c) The information required by Items 4(c) is set forth in Rows 5-8 of the cover page for each Reporting Person and is incorporated herein by reference.

Ownership of Five Percent or Less of a Class

Item 5. Ownership of Five Percent or Less of a Class. Not applicable

Ownership of More than Five Percent on Behalf of Another Person

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. See Item 4(b).

Identification and Classification of Members of the Group

Item 8. Identification and Classification of Members of the Group. Not applicable.

Notice of Dissolution of Group

Item 9. Notice of Dissolution of Group. Not applicable.

Certifications

Item 10. Certifications. 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. Page 5 of 7 LIST OF EXHIBITS Exhibit No. Description A Joint Filing Agreement Page 6 of 7 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. Date: February 1, 2024 TENCENT MOBILITY LIMITED By: /s/ Ma Huateng Name: Ma Huateng Title: Director TENCENT HOLDINGS LIMITED By: /s/ Ma Huateng Name: Ma Huateng Title: Director Page 7 of 7

View Full Filing

View this SC 13G/A filing on SEC EDGAR