DCM IV L.P. Amends GigaCloud Stake Filing

Ticker: GCT · Form: SC 13D/A · Filed: May 22, 2024 · CIK: 1857816

Gigacloud Technology INC SC 13D/A Filing Summary
FieldDetail
CompanyGigacloud Technology INC (GCT)
Form TypeSC 13D/A
Filed DateMay 22, 2024
Risk Levelmedium
Pages17
Reading Time20 min
Key Dollar Amounts$0.05, $600,000, $50, $6,100,000, $610,000
Sentimentneutral

Sentiment: neutral

Topics: ownership-change, sec-filing, schedule-13d

Related Tickers: GCT

TL;DR

DCM IV L.P. just updated their GigaCloud filing - big ownership change incoming.

AI Summary

DCM IV L.P. and its affiliates have amended their Schedule 13D filing regarding GigaCloud Technology Inc. as of May 22, 2024. The filing indicates a change in beneficial ownership, with DCM IV L.P. now holding a significant stake in the company's Class A Ordinary Shares. The specific percentage and number of shares are detailed within the full filing.

Why It Matters

This amendment signals a potential shift in the ownership structure of GigaCloud Technology Inc., which could influence future strategic decisions and market perception.

Risk Assessment

Risk Level: medium — Amendments to Schedule 13D filings often indicate significant changes in beneficial ownership, which can lead to increased volatility and uncertainty for investors.

Key Players & Entities

FAQ

What is the specific change in beneficial ownership reported by DCM IV L.P. in this amendment?

The filing is an amendment to a Schedule 13D, indicating a change in beneficial ownership. The exact number of shares and percentage of ownership are detailed within the full document.

When was this amendment filed with the SEC?

This amendment was filed on May 22, 2024.

What is the subject company of this filing?

The subject company is GigaCloud Technology Inc.

Who are the primary entities filing this amendment?

The primary filing entity is DCM IV L.P., along with its group members including DCM Affiliates Fund IV, L.P., DCM International IV, Ltd., and others.

What class of securities is being reported on?

The filing pertains to Class A Ordinary Shares, par value $0.05 per share, of GigaCloud Technology Inc.

Filing Stats: 5,115 words · 20 min read · ~17 pages · Grade level 9.1 · Accepted 2024-05-22 17:22:22

Key Financial Figures

Filing Documents

SECURITY

ITEM 1. SECURITY AND ISSUER . This Amendment No. 3 ("Amendment No. 3") amends and restates the Schedule 13D that was originally filed on August 18, 2022 as amended by Amendment No. 1 filed on June 6, 2023 and Amendment No. 2 filed on December 29, 2023 (the "Original Schedule 13D"). This Amendment No. 3 relates to the Class A ordinary shares, par value $0.05 per share (the "Ordinary Shares"), of GigaCloud Technology Inc., a Cayman Islands exempted corporation (the "Company"), and the acquisition of 353,435 Ordinary Shares by certain of the Reporting Persons. The Company's principal executive offices are located at Unit A, 12/F, Shun Ho Tower, 24 - 30 Ice House Street, Central, Hong Kong. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable. Capitalized terms not defined in this Amendment No. 3 have the meanings ascribed to them in the Original Schedule 13D.

IDENTITY AND BACKGROUND

ITEM 2. IDENTITY AND BACKGROUND. (a-c, f) This Amendment No. 3 is being filed on behalf of: (i) DCM IV, L.P., a Cayman Islands exempted limited partnership (“DCM IV”), (ii) DCM Affiliates Fund IV, L.P., a Cayman Islands exempted limited partnership (“Affiliates IV”), (iii) DCM IX, L.P., a Cayman Islands exempted limited partnership (“DCM IX”), (iv) DCM Affiliates Fund IX, L.P., a Cayman Islands exempted limited partnership (“Affiliates IX”), (v) DCM Investment Management IV, L.P., a Cayman Islands exempted limited partnership (“DGP IV”), (vi) DCM Investment Management IX, L.P., a Cayman Islands exempted limited partnership (“DGP IX”), (vii) DCM International IV, Ltd., a Cayman Islands exempted company (“UGP IV”), (viii) DCM International IX, Ltd., a Cayman Islands exempted company (“UGP IX”),and (ix) F. Hurst Lin (“Lin”), a citizen of the United States, and (x) Matthew C. Bonner (“Bonner”), a citizen of the United States, (the foregoing entities and individuals are collectively referred to as the “Reporting Persons”). DCM IV, Affiliates IV, DCM IX and Affiliates IX are venture capital funds. DGP IV is the general partner of each of DCM IV and Affiliates IV and UGP IV is the general partner of DGP IV. DGP IX is the general partner of each of DCM IX and Affiliates IX and UGP IX is the general partner of DGP IX. Lin and Bonner are the directors of each of UGP IV and UGP IX (collectively, the “Directors”). The principal business office of the Reporting Persons is 2420 Sand Hill Road, Suite 200, Menlo Park, California 94025. (d) None of the Reporting Persons, individually or collectively, has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) None of the Reporting Persons has, during the last five years, been a party to a civil proceeding of a judi

SOURCE AND AMOUNT OF FUNDS OR

ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. The information set forth in Item 4 hereof is hereby incorporated by reference into this Item 3, as applicable. In September 2006, DCM IV and Affiliates IV (along with DT Ventures China Fund II, L.P. (“DT”)) lent loans with an aggregate amount of $600,000 to the Company. The loans assumed an interest rate of 7.04% per annum. In November 2006, DCM IV, Affiliates IV and DT respectively, entered into a Share Subscription Agreement with the Company to subscribe for 83,477 shares, 2,123 shares and 36,400 shares of Series A Convertible Preferred Shares (in aggregate of 122,000 shares, “Series A Preferred Shares”), at US$50 per share with total cash consideration of US$6,100,000. On the same day, DCM IV, Affiliates IV and DT converted the loans and accrued interest, with total amount of US$610,000, into 8,322 shares, 211 shares and 3,657 shares of Series A Preferred Shares, respectively, (12,190 shares in aggregate), at US$50 per share. All of the preferred shares held by DCM IV and Affiliates IV were converted, in connection with the Company’s initial public offering on August 18, 2022, as Class A ordinary shares on the basis of one preferred share for each Class A ordinary share. CUSIP NO. G38644 103 13D Page 13 of 19 In February 2009, DCM IV and Affiliates IV (along with DT) lent loans with an aggregate amount of $2,500,000 to the Company. The loans did not bear an interest rate. In February 2013, DCM IV, Affiliates IV and DT respectively entered into a Share Subscription Agreement with the Company to subscribe for to 4,462,264, 113,478 and 1,708,431 of Series B Convertible Preferred Shares (in aggregate of 6,284,173 shares, “Series B Preferred Shares”), at US$0.32 per share with total consideration of US$2,000,000. On the same day, DCM IV, Affiliates IV and DT converted the loans with total amount of US$2,500,000 into 5,373,699 shares, 136,656 shares and 2,344

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