Shandong Hi-Speed Discloses Significant Stake in VNET Group

TL;DR

**New major investor Shandong Hi-Speed just revealed a significant stake in VNET Group, signaling potential big changes ahead.**

AI Summary

Shandong Hi-Speed Holdings Group Ltd, a Bermuda-incorporated entity, has filed an initial SC 13D, indicating it has acquired a significant stake in VNET Group, Inc. (formerly 21Vianet Group, Inc.). The filing, dated December 28, 2023, pertains to VNET's Class A Ordinary Shares, par value US$0.00001 per share. This matters to investors because a new, potentially influential shareholder has emerged, which could signal future strategic changes, M&A activity, or a shift in company control for VNET Group.

Why It Matters

A new major shareholder could influence VNET Group's strategic direction, potentially leading to changes in management, operations, or even a future acquisition.

Risk Assessment

Risk Level: medium — The emergence of a new significant shareholder introduces uncertainty regarding future corporate actions and potential shifts in company strategy.

Analyst Insight

A smart investor would monitor VNET Group, Inc.'s stock for unusual trading volume and news regarding Shandong Hi-Speed Holdings Group Ltd's intentions, as this new significant stake could precede strategic shifts or M&A discussions. Reviewing VNET's current valuation and business prospects in light of potential new influence would also be prudent.

Key Numbers

• US$0.00001 — Par Value Per Share (The par value of VNET Group, Inc.'s Class A Ordinary Shares.)

Key Players & Entities

• Shandong Hi-Speed Holdings Group Ltd (company) — the entity filing the SC 13D, indicating it has acquired a significant stake in VNET Group, Inc.
• VNET Group, Inc. (company) — the subject company whose Class A Ordinary Shares are being reported on
• Class A Ordinary Shares (other) — the type of securities acquired by Shandong Hi-Speed Holdings Group Ltd
• US$0.00001 (dollar_amount) — the par value per share of VNET Group, Inc.'s Class A Ordinary Shares
• December 28, 2023 (date) — the date of the event which required the filing of this statement
• Stanley Shi (person) — the person authorized to receive notices and communications for the filing party

Forward-Looking Statements

• Shandong Hi-Speed Holdings Group Ltd may seek board representation or influence strategic decisions at VNET Group, Inc. (VNET Group, Inc.) — medium confidence, target: Within 6-12 months
• VNET Group, Inc. could become a target for further M&A activity or a take-private bid. (VNET Group, Inc.) — low confidence, target: Within 12-24 months

FAQ

Key Financial Figures

• $0.00001 — ) Class A Ordinary Shares, Par Value US$0.00001 Per Share (Title of Class of Securiti
• $0.0001 — he “ Issuer ”), par value US$0.0001 per share, (“ Class A Ordinary Sh
• $0.4597 — hase price of the Purchased Shares is US$0.4597 per Class A Ordinary Share, and accordi
• $209,300,000 — e of Success Flow Purchased Shares is US$209,300,000, and US$89,700,000, of Choice Faith Pur
• $89,700,000 — rchased Shares is US$209,300,000, and US$89,700,000, of Choice Faith Purchased Shares. The

Filing Documents

• tm2333758d1_sc13d.htm (SC 13D) — 107KB
• tm2333758d1_ex99-1.htm (EX-99.1) — 405KB
• tm2333758d1_ex99-2.htm (EX-99.2) — 256KB
• tm2333758d1_ex99-3.htm (EX-99.3) — 117KB
• tm2333758d1_ex99-4.htm (EX-99.4) — 34KB
• tm2333758d1_ex99-5.htm (EX-99.5) — 4KB
• 0001104659-24-001539.txt ( ) — 926KB

From the Filing

SC 13D 1 tm2333758d1_sc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* VNET Group, Inc. (Name of Issuer) Class A Ordinary Shares, Par Value US$0.00001 Per Share (Title of Class of Securities) G91458 102 (1) (CUSIP Number) Stanley Shi 38/F, The Center, 99 Queen’s Road Central, Central, Hong Kong SAR People’s Republic of China Phone: +852 3903 0950 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 28, 2023 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Note : Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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). (1) This CUSIP number applies to the Issuer’s American Depositary Shares, each representing six Class A Ordinary Shares of the Issuer. CUSIP No. G91458 102 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Success Flow International Investment Limited 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS (see instructions) AF 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION British Virgins Islands NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER 455,296,932 (1) 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 455,296,932 (1) 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 455,296,932 (1) 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 29.5% of Class A Ordinary Shares (2) 14. TYPE OF REPORTING PERSON (see instructions) CO (1) Representing 455,296,932 Class A Ordinary Shares of VNET Group, Inc. (the “ Issuer ”), par value US$0.0001 per share, (“ Class A Ordinary Shares ”) held by Success Flow International Investment Limited (“ Success Flow ”). Success Flow is a direct wholly-owned subsidiary of Shandong Hi-Speed Holdings Group Limited (“ SDHG ”), which may be deemed to have beneficial ownership held by Success Flow. (2) Calculation based on 1,545,666,570 outstanding Ordinary Shares as a single class, being the sum of (i) 862,980,995 outstanding Class A Ordinary Shares (excluding treasury shares and Class A Ordinary Shares in the form of ADSs that are reserved for issuance upon the exercise of share incentive awards) prior to the closing of the Investment (as defined below), (ii) 650,424,192 Class A Ordinary Shares issued to Success Flow and Choice Faith (as defined below) in connection with the Investment; (iii) 30,721,723 outstanding Class B ordinary shares of the Issuer, par value US$0.0001 per share, (“ Class B Ordinary Shares ”), (iv) 60,000 outstanding Class C Ordinary Shares of the Issuer, par value US$0.0001 per share, (“ Class C Ordinary Shares ”),(v) no outstanding Class D Ordinary Share of the Issuer, par value of $0.00001 per share, (“ Class D Ordinary Shares ”, and together with Class A Ordinary Shares, Class B Ordinary Shares, Class C Ordinary Shares, “ Ordinary Shares ”), and (vi) 1,479,660 Class A Ordinary Shares issuable under Mr. Sheng Chen’s restricted share units at this election, assuming conversion of all outstanding Class B Ordinary Shares and Class C Ordinary Shares into Class A Ordinary Share. Each Class B Ordinary Share or each Class C Ordinary Share is convertible into one Class A Ordinary Share at any time by the holder thereof. Class A Ordinary Shares are not convertible into Class B Ordinary Shares or Class C Ordinary Shares under any circumstances. 2 CUSIP No. G91458 102 1. NAMES OF REPORTING PERSONS I.R.S

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