Zhou Yahui Amends Opera Ltd. 13D Filing

Ticker: OPRA · Form: SC 13D/A · Filed: Dec 6, 2024 · CIK: 1737450

Sentiment: neutral

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

Related Tickers: OPRA

TL;DR

Zhou Yahui just updated their Opera Ltd. stake filing (13D/A Am. 7).

AI Summary

Zhou Yahui, through Kunlun Tech Co., Ltd., has filed an amendment (No. 7) to their Schedule 13D for Opera Limited, as of December 4, 2024. The filing concerns Ordinary Shares of Opera Limited, with the CUSIP number 68373M107. Zhou Yahui is listed as the person authorized to receive notices and communications.

Why It Matters

This amendment indicates a change in the beneficial ownership or control of Opera Limited, which could signal strategic shifts or new investment intentions by a significant shareholder.

Risk Assessment

Risk Level: medium — Amendments to Schedule 13D filings often signal changes in significant shareholder positions, which can impact stock price and corporate strategy.

Key Players & Entities

FAQ

What is the specific nature of the amendment (No. 7) to the Schedule 13D filing for Opera Limited?

The filing is an amendment to a Schedule 13D, indicating a change in the information previously reported regarding beneficial ownership or control of Opera Limited's securities. The exact details of the change are not specified in the provided text but are detailed within the full filing.

Who is Zhou Yahui and what is their relationship to Opera Limited?

Zhou Yahui is identified as the filing person and the individual authorized to receive notices and communications for this filing. They are associated with Kunlun Tech Co., Ltd., and the filing concerns their holdings in Opera Limited.

What class of securities does this filing pertain to?

The filing pertains to the Ordinary Shares of Opera Limited, with a par value of $0.0002 per share.

When was the event requiring this filing amendment?

The date of the event which requires the filing of this statement is December 4, 2024.

What is the CUSIP number for the securities in question?

The CUSIP number for the Ordinary Shares of Opera Limited is 68373M107.

Filing Stats: 2,672 words · 11 min read · ~9 pages · Grade level 13.9 · Accepted 2024-12-06 06:15:42

Key Financial Figures

Filing Documents

Security and Issuer

Item 1. Security and Issuer (a) Title of Class of Securities: Ordinary Shares (b) Name of Issuer: Opera Limited (c) Address of Issuer’s Principal Executive Offices: Vitaminveien 4, 0485 Oslo, Norway

Comment

Item 1 Comment This Amendment No. 7 to Schedule 13D (this “Amendment”) hereby amends and supplements the initial Schedule 13D filed with the U.S. Securities and Exchange Commission (“SEC”) on March 6, 2019, as amended on January 13, 2021, November 26, 2021, December 19, 2022, May 16, 2023, July 5, 2023, and Oct 19, 2023 (as so amended, the “Original Schedule 13D”, as amended and supplemented by this Amendment, this “Schedule 13D”), on behalf of each of the Reporting Persons (as defined below) herein. Except as amended and supplemented herein, the information set forth in the Original Schedule 13D remains in effect, and capitalized terms used but not defined herein have the meanings assigned thereto in the Original Schedule 13D.

Identity and Background

Item 2. Identity and Background (a) and (b) Item 2 of the Original Schedule 13D is hereby amended and replaced in its entirety as follows: This Schedule is being jointly filed by the following persons: 1) Hong Kong Kunlun Tech Holding Limited, a limited liability company incorporated in Hong Kong (“KTL”), with its registered address at FLAT/RM 3561, 35/F, Central Plaza, 18 Harbour Road, Wanchai, HK, and its principal business in investment holding; 2) Kunlun Group Limited, a limited liability company incorporated in Hong Kong (“KGL”), with its registered address at RM 3508, 35/F., Central Plaza, 18 Harbour Road, Wanchai, Hong Kong, and its principal business in investment holding; 3) Kunlun Tech Co., Ltd., a company incorporated in the People’s Republic of China (“KTC”, together with KTL and KGL, the “Kunlun Entities”) and previously named Beijing Kunlun Tech Co., Ltd., with its business address at 46 Xizongbu Hutong, Mingyang International Center, Block B, Dongcheng District, Beijing 100005, People’s Republic of China. KTC is a global internet company listed on the Shenzhen Stock Exchange in January 2015; 4) Mr. Yahui Zhou, citizen of the People’s Republic of China, chairman of the board of directors and the chief executive officer of the Issuer, with his business address at 10/F, 46 Xizongbu hutong, Mingyang International Center, Block B, Dongcheng District, Beijing 100005, People’s Republic of China; KTL, KGL, KTC and Mr. Yahui Zhou are collectively referred to as “Reporting Persons.” (c) The name, business address, present principal occupation or employment and citizenship of the directors, executive officers and control persons of KTL, KGL and KTC as of the date hereof is set forth on Schedule A , Schedule B and Schedule C . KTL is the holder of the 61,567,443 ordinary shares reported on this Schedule 13D, which amount consists of (i) 54,833,333 o

Purpose of the Transaction

Item 4. Purpose of the Transaction.

of the Original Schedule 13D is hereby amended and replaced in its entirety as follows

Item 4 of the Original Schedule 13D is hereby amended and replaced in its entirety as follows: On December 4, 2024, KTL filed a Form 144 Notice of Proposed Sale of up to 2,442,700 ADSs in accordance with Rule 144 at a net price per share of $18.46. The Reporting Persons intend to monitor and evaluate their investment on an ongoing basis and expect regularly to review and consider alternative ways of maximizing their return on such investment. Subject to applicable securities laws and regulations, market conditions and other factors, the Reporting Persons plan to sell such shares beneficially owned by them at any time and from time to time, in the open market, in a privately negotiated transaction or otherwise, to diversify their investment portfolio. In exploring ways to maximize the return on its investment, and as part of its ongoing investment activities, the Reporting Persons may engage in discussions with representatives of the Issuer and/or with other holders of the Issuer’s securities and, from time to time, suggest or take a position regarding, or participate in, a variety of matters relating to the Issuer, which may include, among other things, the Issuer’s operations, management, corporate governance, capital structure or its control, strategic alternatives and direction. To facilitate its consideration of such matters, the Reporting Persons may retain consultants and advisors and may enter into discussions with potential sources of capital and other third parties. The Reporting Persons may exchange information with any such persons pursuant to appropriate confidentiality or similar agreements. The Reporting Persons will likely take some or all of the foregoing steps at preliminary stages in their consideration of various possible courses of action, before forming any intention to pursue any particular plan or direction. Other than as set forth in this Amendment No. 7, the Reporting Persons have no present plans or proposals which rel

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer

of the Original Schedule 13D is hereby amended and replaced in its entirety as follows

Item 5 of the Original Schedule 13D is hereby amended and replaced in its entirety as follows: (a)-(b) The responses of each Reporting Person to Rows (7) through (13) of the cover pages of this Schedule 13D are hereby incorporated by reference into this Item 5. (c) On December 4, KTL, as the selling shareholder, agreed to sell a total of 2,442,700 ADSs at US$18.46 to an unaffiliated third party in a privately negotiated transaction. The sale was completed on December 6, 2024. (d) The Reporting Persons have not otherwise transacted in the Issuer’s securities within the prior 90 days. To the best knowledge of the Reporting Persons, no person other than the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities beneficially owned by the Reporting Persons identified in this Item 5. (e) Not applicable.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. The information contained in Item 4 is incorporated herein by reference. SIGNATURE After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: December 6, 2024 Hong Kong Kunlun Tech Holding Limited By: /s/ Tian Jin Name: Tian Jin Title: Director Kunlun Group Limited By: /s/ Tian Jin Name: Tian Jin Title: Director Kunlun Tech Co., Ltd. By: /s/ Han Fang Name: Han Fang Title: Director Yahui Zhou By: /s/ Yahui Zhou Name: Yahui Zhou SCHEDULE A Directors and Executive Officers of Hong Kong Kunlun Tech Holding Limited The business address of each of the following directors and executive officers is FLAT/RM 3561, 35/F, Central Plaza, 18 Harbour Road, Wanchai, HK. Directors: Name Citizenship Tian Jin PRC Sing Wang HK Guang Yang PRC Yahui Wang PRC Executive Officers: N/A SCHEDULE B Directors and Executive Officers of Kunlun Group Limited. The business address of each of the following directors and executive officers is RM 3508, 35/F., Central Plaza, 18 Harbour Road, Wanchai, Hong Kong. Directors: Name Citizenship Tian Jin PRC Sing Wang HK Guang Yang PRC Yahui Wang PRC Executive Officers: N/A SCHEDULE C Directors and Executive Officers of Kunlun Tech Co., Ltd. The business address of each of the following directors is 46 Xizongbu hutong, Mingyang International Center, Block B, Dongcheng District, Beijing 100005, People’s Republic of China. Directors: Name Citizenship Han Fang PRC Jie Lv PRC Xiaoyu Liu PRC Guoqiang Huang PRC Chenyu Zhang PRC Shimu Qian PRC Donghong Li PRC Executive Officers: Name Title Citizenship Han Fang General manager PRC Jie Lv Vice gener

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