KPartners Ltd Amends TuanChe Ltd (TC) Ownership Filing

TL;DR

**KPartners Ltd updated their TuanChe Ltd (TC) ownership filing, signaling a potential change in their stake or reporting status.**

AI Summary

KPartners Ltd, along with its affiliated entities K2 Evergreen Partners L.P., K2 Family Partners Ltd, K2 Partners II L.P., and K2 Partners III Ltd, filed an amended Schedule 13G/A on January 17, 2024, for their holdings in TuanChe Ltd. This filing indicates a change in their beneficial ownership as of December 31, 2023, specifically under Rule 13d-1(d), which is typically used by institutional investors who are no longer required to file under other rules. This matters to investors because it signals a potential reduction in their stake or a change in their reporting obligation, which could influence market perception of institutional confidence in TuanChe Ltd.

Why It Matters

This filing indicates a change in KPartners Ltd's reporting status or ownership stake in TuanChe Ltd, which could signal a shift in institutional investor sentiment or strategy regarding the company.

Risk Assessment

Risk Level: low — This filing is an amendment to a passive ownership report and does not inherently indicate a significant new risk, but rather a change in reporting status.

Analyst Insight

Investors should monitor subsequent filings from KPartners Ltd or TuanChe Ltd for more specific details on the change in ownership or reporting status, as this filing itself does not provide the exact new ownership percentage.

Key Numbers

• $0.0001 — Par Value per Share (The par value of TuanChe Ltd's Class A ordinary shares.)
• 16 — Shares per ADS (Each American Depositary Share (ADS) of TuanChe Ltd represents 16 Class A ordinary shares.)

Key Players & Entities

• KPartners Ltd (company) — the filing entity
• TuanChe Ltd (company) — the subject company
• K2 Evergreen Partners L.P. (company) — a group member
• K2 Family Partners Ltd (company) — a group member
• K2 Partners II L.P. (company) — a group member
• K2 Partners III Ltd (company) — a group member
• RUI ZHANG (person) — a group member
• $0.0001 (dollar_amount) — par value per share of Class A ordinary shares

Forward-Looking Statements

• KPartners Ltd's beneficial ownership percentage in TuanChe Ltd has likely decreased, leading to the change in filing requirement under Rule 13d-1(d). (KPartners Ltd) — medium confidence, target: N/A

FAQ

Key Financial Figures

• $0.0001 — me of Issuer) Class A ordinary shares, $0.0001 par value per share (Title of Class o

Filing Documents

• tm243334d1_sc13ga.htm (SC 13G/A) — 134KB
• tm243334d1_ex99-1.htm (EX-99.1) — 22KB
• 0001104659-24-004251.txt ( ) — 157KB

(b)

Item 1(b). Address of Issuer’s Principal Executive Offices: 9F, Ruihai Building, No. 21 Yangfangdian Road Haidian District Beijing 100038 People’s Republic of China

(a)

Item 2(a). Name of Person Filing: This Schedule 13G is being jointly filed by: Rui Zhang KPartners Limited K2 Partners II L.P. K2 Evergreen Partners L.P. K2 Partners III Limited K2 Family Partners Limited

(b)

Item 2(b). Address of Principal Business Office, or, if none, Residence: The address for KPartners Limited, K2 Partners II L.P. and K2 Evergreen Partners L.P. is Osiris International Cayman Limited, Suite #4-210, Governors Square, 23 Lime Tree Bay Avenue, P.O. Box 32311, Grand Cayman KY1-1209, Cayman Islands. The address for K2 Partners III Limited and K2 Family Partners Limited is RM C 20/F, Lucky Plaza, 315-321, Lockhart Road, Wanchai, Hong Kong.

(c)

Item 2(c). Citizenship: Rui Zhang A Singapore Citizen KPartners Limited Cayman Islands limited company K2 Partners II L.P. Cayman Islands exempted limited partnership K2 Evergreen Partners L.P. Cayman Islands exempted limited partnership K2 Partners III Limited Hong Kong limited company K2 Family Partners Limited Hong Kong limited company Item 2(d). Title of Class of Securities: Class A ordinary shares, par value $0.0001 per share

(e)

Item 2(e). CUSIP No.: 89856T203. The CUSIP number has been assigned to the ADSs of the Issuer, which are quoted on the Nasdaq Capital Market under the symbol “TC.” Each ADS represents 16 Class A ordinary shares of the Issuer. No CUSIP number has been assigned to ordinary shares of the Issuer. Item 3. Not Applicable. CUSIP No. 89856T203** 13G Page 9 of 12 Pages Item 4. The following information with respect to the of December 31, 2023. As of the date hereof, the Reporting Persons are no longer beneficial owners of more than five percent of the Issuer’s outstanding ordinary shares as a single class. This filing represents an exit filing for the Reporting Persons. Reporting Persons Shares Held Directly Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Beneficial Percentage of Class (1) Rui Zhang 17,384,727 (2) 17,384,727 0 17,384,727 0 17,384,727 4.5 % KPartners Limited 11,200,023 (3) 11,200,023 0 11,200,023 0 11,200,023 2.9 % K2 Partners II L.P. 10 10 0 10 0 10 0.0 % K2 Evergreen Partners L.P. 6,971,174 6,971,174 0 6,971,174 0 6,971,174 1.8 % K2 Partners III Limited 3,076,757 3,076,757 0 3,076,757 0 3,076,757 0.8 % K2 Family Partners Limited 1,025,586 1,025,586 0 1,025,586 0 1,025,586 0.3 % (1) Calculation is based on 386,395,529 ordinary shares of the Issuer as a single class, being the sum of (i) 331,134,949 Class A ordinary shares and (ii) 55,260,580 Class B ordinary shares issued and outstanding, assuming conversion of all Class B ordinary shares into Class A ordinary shares, as reported in the Issuer’s interim results for the six months ended June 30, 2023, furnished to the United States Securities and Exchange Commission on Form 6-K on September 28, 2023. Each Class B ordinary shar

View Full Filing

View this SC 13G/A filing on SEC EDGAR