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Hello Group Inc. — Major Shareholding Notification 2015
Feb 12, 2015
32099_mrq_2015-02-12_0fcedb9b-e786-4f56-a986-fc6c356a8e49.zip
Major Shareholding Notification
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SC 13G 1 d869991dsc13g.htm SC 13G SC 13G
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES
13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)
(Amendment No. )
MOMO, INC.
(Name of Issuer)
CLASS A ORDINARY SHARES
(Title of Class of Securities)
60879B107
(CUSIP Number)
12/31/14
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
¨ Rule 13d-1(c)
x Rule 13d-1(d)
(Continued on following pages)
Page 1 of 22 Pages
13 G
CUSIP No. 60879B107 Page 2 of 22 Pages
| 1 | Name of
reporting person SCC GROWTH I HOLDCO A, LTD. (SCCG I HOLDCO A) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-1141870 | |
| --- | --- | --- |
| 2 | Check the appropriate box if a member
of a group (a) ¨ (b) ¨ | |
| 3 | SEC use only | |
| 4 | Citizenship or place of
organization CAYMAN ISLANDS | |
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power 0 |
| | 6 | Shared voting power 2,063,441 |
| | 7 | Sole dispositive power 0 |
| | 8 | Shared dispositive power 2,063,441 |
| 9 | Aggregate amount beneficially owned by each reporting person 2,063,441 | |
| 10 | Check box if the aggregate amount in
Row (9) excludes certain shares ¨ | |
| 11 | Percent of class represented by amount
in Row 9 0.7% | |
| 12 | Type of reporting person OO | |
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CUSIP No. 60879B107 Page 3 of 22 Pages
| 1 | Name of
reporting person SEQUOIA CAPITAL CHINA GROWTH FUND I, L.P. (SCCGF I) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 26-0205433 | |
| --- | --- | --- |
| 2 | Check the appropriate box if a member
of a group (a) ¨ (b) ¨ | |
| 3 | SEC use only | |
| 4 | Citizenship or place of
organization CAYMAN ISLANDS | |
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power 0 |
| | 6 | Shared voting power 2,063,441 shares, all of which are held directly by SCCG I HOLDCO
A. |
| | 7 | Sole dispositive power 0 |
| | 8 | Shared dispositive power 2,063,441 shares, all of which are held directly by SCCG I HOLDCO
A. |
| 9 | Aggregate amount beneficially owned by each reporting person 2,063,441 | |
| 10 | Check box if the aggregate amount in
Row (9) excludes certain shares ¨ | |
| 11 | Percent of class represented by amount
in Row 9 0.7% | |
| 12 | Type of reporting person PN | |
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CUSIP No. 60879B107 Page 4 of 22 Pages
| 1 | Name of
reporting person SEQUOIA CAPITAL CHINA GROWTH PARTNERS FUND I, L.P. (SCCGF PTRS
I) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-0577548 | |
| --- | --- | --- |
| 2 | Check the appropriate box if a member
of a group (a) ¨ (b) ¨ | |
| 3 | SEC use only | |
| 4 | Citizenship or place of
organization CAYMAN ISLANDS | |
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power 0 |
| | 6 | Shared voting power 2,063,441 shares, all of which are held directly by SCCG I HOLDCO
A. |
| | 7 | Sole dispositive power 0 |
| | 8 | Shared dispositive power 2,063,441 shares, all of which are held directly by SCCG I HOLDCO
A. |
| 9 | Aggregate amount beneficially owned by each reporting person 2,063,441 | |
| 10 | Check box if the aggregate amount in
Row (9) excludes certain shares ¨ | |
| 11 | Percent of class represented by amount
in Row 9 0.7% | |
| 12 | Type of reporting person PN | |
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CUSIP No. 60879B107 Page 5 of 22 Pages
| 1 | Name of
reporting person SEQUOIA CAPITAL CHINA GF PRINCIPALS FUND I, L.P. (SCCGF PRIN
I) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 33-1190310 | |
| --- | --- | --- |
| 2 | Check the appropriate box if a member
of a group (a) ¨ (b) ¨ | |
| 3 | SEC use only | |
| 4 | Citizenship or place of
organization CAYMAN ISLANDS | |
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power 0 |
| | 6 | Shared voting power 2,063,441 shares, all of which are held directly by SCCG I HOLDCO
A. |
| | 7 | Sole dispositive power 0 |
| | 8 | Shared dispositive power 2,063,441 shares, all of which are held directly by SCCG I HOLDCO
A. |
| 9 | Aggregate amount beneficially owned by each reporting person 2,063,441 | |
| 10 | Check box if the aggregate amount in
Row (9) excludes certain shares ¨ | |
| 11 | Percent of class represented by amount
in Row 9 0.7% | |
| 12 | Type of reporting person PN | |
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CUSIP No. 60879B107 Page 6 of 22 Pages
| 1 | Name of
reporting person SEQUOIA CAPITAL CHINA GROWTH FUND MANAGEMENT I, L.P. (SCCGF
MGMT I) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 26-0204337 | |
| --- | --- | --- |
| 2 | Check the appropriate box if a member
of a group (a) ¨ (b) ¨ | |
| 3 | SEC use only | |
| 4 | Citizenship or place of
organization CAYMAN ISLANDS | |
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power 0 |
| | 6 | Shared voting power 2,063,441 shares, all of which are held directly by SCCG I HOLDCO A.
SCCGF MGMT I is the General Partner of SCCGF I, SCCGF PTRS I and SCCGF PRIN I. SCCGF I, SCCGF PTRS I and SCCGF PRIN I together own 100% of the outstanding ordinary shares of SCCG I HOLDCO A. |
| | 7 | Sole dispositive power 0 |
| | 8 | Shared dispositive power 2,063,441 shares, all of which are held directly by SCCG I HOLDCO A.
SCCGF MGMT I is the General Partner of SCCGF I, SCCGF PTRS I and SCCGF PRIN I. SCCGF I, SCCGF PTRS I and SCCGF PRIN I together own 100% of the outstanding ordinary shares of SCCG I HOLDCO A. |
| 9 | Aggregate amount beneficially owned by each reporting person 2,063,441 | |
| 10 | Check box if the aggregate amount in
Row (9) excludes certain shares ¨ | |
| 11 | Percent of class represented by amount
in Row 9 0.7% | |
| 12 | Type of reporting person PN | |
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CUSIP No. 60879B107 Page 7 of 22 Pages
| 1 | Name of
reporting person SEQUOIA CAPITAL CHINA GF HOLDCO III-A LTD. (SCCGF HOLDCO
III-A) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-1157403 | |
| --- | --- | --- |
| 2 | Check the appropriate box if a member
of a group (a) ¨ (b) ¨ | |
| 3 | SEC use only | |
| 4 | Citizenship or place of
organization CAYMAN ISLANDS | |
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power 0 |
| | 6 | Shared voting power 11,348,923 |
| | 7 | Sole dispositive power 0 |
| | 8 | Shared dispositive power 11,348,923 |
| 9 | Aggregate amount beneficially owned by each reporting person 11,348,923 | |
| 10 | Check box if the aggregate amount in
Row (9) excludes certain shares ¨ | |
| 11 | Percent of class represented by amount
in Row 9 4.1% | |
| 12 | Type of reporting person OO | |
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CUSIP No. 60879B107 Page 8 of 22 Pages
| 1 | Name of
reporting person SEQUOIA CAPITAL CHINA GROWTH FUND III, L.P. (SCCGF
III) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-1160392 | |
| --- | --- | --- |
| 2 | Check the appropriate box if a member
of a group (a) ¨ (b) ¨ | |
| 3 | SEC use only | |
| 4 | Citizenship or place of
organization CAYMAN ISLANDS | |
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power 0 |
| | 6 | Shared voting power 11,348,923 shares, all of which are held directly by SCCGF HOLDCO
III-A. |
| | 7 | Sole dispositive power 0 |
| | 8 | Shared dispositive power 11,348,923 shares, all of which are held directly by SCCGF HOLDCO
III-A. |
| 9 | Aggregate amount beneficially owned by each reporting person 11,348,923 | |
| 10 | Check box if the aggregate amount in
Row (9) excludes certain shares ¨ | |
| 11 | Percent of class represented by amount
in Row 9 4.1% | |
| 12 | Type of reporting person PN | |
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CUSIP No. 60879B107 Page 9 of 22 Pages
| 1 | Name of
reporting person SC CHINA GROWTH III CO-INVESTMENT 2014-A, L.P. (SCCG III
CO-INV 2014-A) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-1169076 | |
| --- | --- | --- |
| 2 | Check the appropriate box if a member
of a group (a) ¨ (b) ¨ | |
| 3 | SEC use only | |
| 4 | Citizenship or place of
organization CAYMAN ISLANDS | |
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power 0 |
| | 6 | Shared voting power 5,158,602 |
| | 7 | Sole dispositive power 0 |
| | 8 | Shared dispositive power 5,158,602 |
| 9 | Aggregate amount beneficially owned by each reporting person 5,158,602 | |
| 10 | Check box if the aggregate amount in
Row (9) excludes certain shares ¨ | |
| 11 | Percent of class represented by amount
in Row 9 1.9% | |
| 12 | Type of reporting person PN | |
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CUSIP No. 60879B107 Page 10 of 22 Pages
| 1 | Name of
reporting person SC CHINA GROWTH III MANAGEMENT, L.P. (SCCG III MGMT) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-1159704 | |
| --- | --- | --- |
| 2 | Check the appropriate box if a member
of a group (a) ¨ (b) ¨ | |
| 3 | SEC use only | |
| 4 | Citizenship or place of
organization CAYMAN ISLANDS | |
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power 0 |
| | 6 | Shared voting power 16,507,525 shares, of which 11,348,923 shares are held directly by
SCCGF HOLDCO III-A and 5,158,602 shares are held directly by SCCG III CO-INV 2014-A. SCCG III MGMT is the General Partner of SCCGF III and SCCG III CO-INV 2014-A. SCCGF III owns 100% of the outstanding
ordinary shares of SCCGF HOLDCO III-A. |
| | 7 | Sole dispositive power 0 |
| | 8 | Shared dispositive power 16,507,525 shares, of which 11,348,923 shares are held directly by
SCCGF HOLDCO III-A and 5,158,602 shares are held directly by SCCG III CO-INV 2014-A. SCCG III MGMT is the General Partner of SCCGF III and SCCG III CO-INV 2014-A. SCCGF III owns 100% of the outstanding
ordinary shares of SCCGF HOLDCO III-A. |
| 9 | Aggregate amount beneficially owned by each reporting person 16,507,525 | |
| 10 | Check box if the aggregate amount in
Row (9) excludes certain shares ¨ | |
| 11 | Percent of class represented by amount
in Row 9 6.0% | |
| 12 | Type of reporting person PN | |
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CUSIP No. 60879B107 Page 11 of 22 Pages
| 1 | Name of
reporting person SC CHINA HOLDING LIMITED (SCC HOLD) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) N/A | |
| --- | --- | --- |
| 2 | Check the appropriate box if a member
of a group (a) ¨ (b) ¨ | |
| 3 | SEC use only | |
| 4 | Citizenship or place of
organization CAYMAN ISLANDS | |
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power 0 |
| | 6 | Shared voting power 18,570,966 shares of which 2,063,441 shares are directly held by SCCG
I HOLDCO A, 11,348,923 shares are directly held by SCCGF HOLDCO III-A and 5,158,602 shares are directly held by SCCG III CO-INV 2014-A. SCC HOLD is the General Partner of SCCGF MGMT I and SCCG III MGMT. SCCGF MGMT I is the General Partner of
each of SCCGF I, SCCGF PTRS I and SCCGF PRIN I. SCCGF I, SCCGF PTRS I and SCCGF PRIN I together own 100% of the outstanding ordinary shares of SCCG I HOLDCO A. SCCG III MGMT is the General Partner of SCCGF III and SCCG III CO-INV 2014-A. SCCGF
III owns 100% of the outstanding ordinary shares of SCCGF HOLDCO III-A. |
| | 7 | Sole dispositive power 0 |
| | 8 | Shared dispositive power 18,570,966 shares of which 2,063,441 shares are directly held by SCCG
I HOLDCO A, 11,348,923 shares are directly held by SCCGF HOLDCO III-A and 5,158,602 shares are directly held by SCCG III CO-INV 2014-A. SCC HOLD is the General Partner of SCCGF MGMT I and SCCG III MGMT. SCCGF MGMT I is the General Partner of each of
SCCGF I, SCCGF PTRS I and SCCGF PRIN I. SCCGF I, SCCGF PTRS I and SCCGF PRIN I together own 100% of the outstanding ordinary shares of SCCG I HOLDCO A. SCCG III MGMT is the General Partner of SCCGF III and SCCG III CO-INV 2014-A. SCCGF III owns
100% of the outstanding ordinary shares of SCCGF HOLDCO III-A. |
| 9 | Aggregate amount beneficially owned by each reporting person 18,570,966 | |
| 10 | Check box if the aggregate amount in
Row (9) excludes certain shares ¨ | |
| 11 | Percent of class represented by amount
in Row 9 6.7% | |
| 12 | Type of reporting person OO | |
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CUSIP No. 60879B107 Page 12 of 22 Pages
| 1 | Name of
reporting person SNP CHINA ENTERPRISES LIMITED (SNP) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) N/A | |
| --- | --- | --- |
| 2 | Check the appropriate box if a member
of a group (a) ¨ (b) ¨ | |
| 3 | SEC use only | |
| 4 | Citizenship or place of
organization BRITISH VIRGIN ISLANDS | |
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power 0 |
| | 6 | Shared voting power 18,570,966 shares of
which 2,063,441 shares are directly held by SCCG I HOLDCO A, 11,348,923 shares are directly held by SCCGF HOLDCO III-A and 5,158,602 shares are directly held by SCCG III CO-INV 2014-A. SNP is the Director of, and wholly owns, SCC HOLD. SCC HOLD is
the General Partner of SCCGF MGMT I and SCCG III MGMT. SCCGF MGMT I is the General Partner of each of SCCGF I, SCCGF PTRS I and SCCGF PRIN I. SCCGF I, SCCGF PTRS I and SCCGF PRIN I together own 100% of the outstanding ordinary shares of SCCG I
HOLDCO A. SCCG III MGMT is the General Partner of SCCGF III and SCCG III CO-INV 2014-A. SCCGF III owns 100% of the outstanding ordinary shares of SCCGF HOLDCO III-A. |
| | 7 | Sole dispositive power 0 |
| | 8 | Shared dispositive power 18,570,966 shares of
which 2,063,441 shares are directly held by SCCG I HOLDCO A, 11,348,923 shares are directly held by SCCGF HOLDCO III-A and 5,158,602 shares are directly held by SCCG III CO-INV 2014-A. SNP is the Director of, and wholly owns, SCC HOLD. SCC HOLD is
the General Partner of SCCGF MGMT I and SCCG III MGMT. SCCGF MGMT I is the General Partner of each of SCCGF I, SCCGF PTRS I and SCCGF PRIN I. SCCGF I, SCCGF PTRS I and SCCGF PRIN I together own 100% of the outstanding ordinary shares of SCCG I
HOLDCO A. SCCG III MGMT is the General Partner of SCCGF III and SCCG III CO-INV 2014-A. SCCGF III owns 100% of the outstanding ordinary shares of SCCGF HOLDCO III-A. |
| 9 | Aggregate amount beneficially owned by each reporting person 18,570,966 | |
| 10 | Check box if the aggregate amount in
Row (9) excludes certain shares ¨ | |
| 11 | Percent of class represented by amount
in Row 9 6.7% | |
| 12 | Type of reporting person OO | |
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CUSIP No. 60879B107 Page 13 of 22 Pages
| 1 | Name of
reporting person NAN PENG SHEN (NS) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) | |
| --- | --- | --- |
| 2 | Check the appropriate box if a member
of a group (a) ¨ (b) ¨ | |
| 3 | SEC use only | |
| 4 | Citizenship or place of
organization HONG KONG SAR | |
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power 0 |
| | 6 | Shared voting power 18,570,966 shares of
which 2,063,441 shares are directly held by SCCG I HOLDCO A, 11,348,923 shares are directly held by SCCGF HOLDCO III-A and 5,158,602 shares are directly held by SCCG III CO-INV 2014-A. NS is the Director of SNP, which is the Director of SCC HOLD,
which is the General Partner of SCCGF MGMT I and SCCG III MGMT. SCCGF MGMT I is the General Partner of each of SCCGF I, SCCGF PTRS I and SCCGF PRIN I. SCCGF I, SCCGF PTRS I and SCCGF PRIN I together own 100% of the outstanding ordinary shares of
SCCG I HOLDCO A. SCCG III MGMT is the General Partner of SCCGF III and SCCG III CO-INV 2014-A. SCCGF III owns 100% of the outstanding ordinary shares of SCCGF HOLDCO III-A. SCC HOLD is wholly owned by SNP, a company wholly owned by NS. NS
disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein. |
| | 7 | Sole dispositive power 0 |
| | 8 | Shared dispositive power 18,570,966 shares of
which 2,063,441 shares are directly held by SCCG I HOLDCO A, 11,348,923 shares are directly held by SCCGF HOLDCO III-A and 5,158,602 shares are directly held by SCCG III CO-INV 2014-A. NS is the Director of SNP, which is the Director of SCC HOLD,
which is the General Partner of SCCGF MGMT I and SCCG III MGMT. SCCGF MGMT I is the General Partner of each of SCCGF I, SCCGF PTRS I and SCCGF PRIN I. SCCGF I, SCCGF PTRS I and SCCGF PRIN I together own 100% of the outstanding ordinary shares of
SCCG I HOLDCO A. SCCG III MGMT is the General Partner of SCCGF III and SCCG III CO-INV 2014-A. SCCGF III owns 100% of the outstanding ordinary shares of SCCGF HOLDCO III-A. SCC HOLD is wholly owned by SNP, a company wholly owned by NS. NS
disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein. |
| 9 | Aggregate amount beneficially owned by each reporting person 18,570,966 | |
| 10 | Check box if the aggregate amount in
Row (9) excludes certain shares ¨ | |
| 11 | Percent of class represented by amount
in Row 9 6.7% | |
| 12 | Type of reporting person IN | |
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CUSIP No. 60879B107 Page 14 of 22 Pages
ITEM 1.
(a) Name of Issuer: Momo, Inc.
(b) Address of Issuers Principal Executive Offices:
20 th Floor, Block B
Tower 2, Wangjing SOHO
No. 1 Futongdong Street
Chaoyang District, Beijing 100102
Peoples Republic of China
ITEM 2.
(a) Name of Persons Filing:
SCC Growth I Holdco A, Ltd.
Sequoia Capital China Growth Fund I, L.P.
Sequoia Capital China Growth Partners Fund I, L.P.
Sequoia Capital China GF Principals Fund I, L.P.
Sequoia Capital China Growth Fund Management I, L.P.
Sequoia Capital China GF Holdco III-A, Ltd.
Sequoia Capital China Growth Fund III, L.P.
SC China Growth III Co-Investment 2014-A, L.P.
SC China Growth III Management, L.P.
SC China Holding Limited
SNP China Enterprises Limited
Nan Peng Shen
SCCGF MGMT I is the General Partner of SCCGF I, SCCGF PTRS I and SCCGF PRIN I. SCCGF I, SCCGF PTRS I and SCCGF PRIN I together own 100% of the outstanding ordinary shares of SCCG I HOLDCO A. SCCG III MGMT is the General Partner of SCCGF III and SCCG III CO-INV 2014-A. SCCGF III owns 100% of the outstanding ordinary shares of SCCGF HOLDCO III-A. SCC HOLD is the General Partner of SCCGF MGMT I and SCCG III MGMT. SNP is the Director of, and wholly owns, SCC HOLD. NS is the Director of, and wholly owns, SNP.
(b) Address of Principal Business Office or, if none, Residence:
3000 Sand Hill Road, 4-250
Menlo Park, CA 94025
(c) Citizenship:
SCCG I HOLDCO A, SCCGF I, SCCGF PTRS I, SCCGF PRIN I, SCCGF MGMT I, SCCGF HOLDCO III-A, SCCGF III, SCCGIII CO-INV 2014-A, SCCG III MGMT, SCC HOLD: Cayman Islands
SNP: British Virgin Islands
NS: Hong Kong SAR
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CUSIP No. 60879B107 Page 15 of 22 Pages
| (d) | Title of Class of Securities: | Class A Ordinary Shares |
|---|---|---|
| (e) | CUSIP Number: | 60879B107 |
ITEM 3. If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:
NOT APPLICABLE
ITEM 4. Ownership
SEE ROWS 5 THROUGH 11 OF COVER PAGES
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following. ¨
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 OR CONTROL PERSON
NOT APPLICABLE
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
NOT APPLICABLE
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
NOT APPLICABLE
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CUSIP No. 60879B107 Page 16 of 22 Pages
ITEM 10. CERTIFICATION
NOT APPLICABLE
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CUSIP No. 60879B107 Page 17 of 22 Pages
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.
Dated: February 12, 2015
| SCC Growth I Holdco A, Ltd. | |
|---|---|
| By: | Sequoia Capital China Growth Fund I, L.P. |
| Sequoia Capital China Growth Partners Fund I, L.P. | |
| Sequoia Capital China GF Principals Fund I, L.P. | |
| its Members | |
| By: | Sequoia Capital China Growth Fund Management I, L.P. |
| General Partner of Each | |
| By: | SC China Holding Limited |
| its General Partner | |
| By: | /s/ Nan Peng Shen |
| Nan Peng Shen | |
| Sequoia Capital China Growth Fund I, L.P. | |
| Sequoia Capital China Growth Partners Fund I, L.P. | |
| Sequoia Capital China GF Principals Fund I, L.P. | |
| By: | Sequoia Capital China Growth Fund Management I, L.P. |
| General Partner of Each | |
| By: | SC China Holding Limited |
| its General Partner | |
| By: | /s/ Nan Peng Shen |
| Nan Peng Shen | |
| Sequoia Capital China Growth Fund Management I, L.P. | |
| By: | SC China Holding Limited |
| its General Partner | |
| By: | /s/ Nan Peng Shen |
| Nan Peng Shen |
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CUSIP No. 60879B107 Page 18 of 22 Pages
| Sequoia Capital China GF Holdco III-A, Ltd. | |
|---|---|
| By: | Sequoia Capital China Growth Fund III, L.P. |
| its Member | |
| By: | SC China Growth III Management, L.P. |
| its General Partner | |
| By: | SC China Holding Limited |
| its General Partner | |
| By: | /s/ Nan Peng Shen |
| Nan Peng Shen | |
| Sequoia Capital China Growth Fund III, L.P. | |
| By: | SC China Growth III Management, L.P. |
| its General Partner | |
| By: | SC China Holding Limited |
| its General Partner | |
| By: | /s/ Nan Peng Shen |
| Nan Peng Shen | |
| SC China Growth III Co-Investment 2014-A, L.P. | |
| By: | SC China Growth III Management, L.P. |
| its General Partner | |
| By: | SC China Holding Limited |
| its General Partner | |
| By: | /s/ Nan Peng Shen |
| Nan Peng Shen | |
| SC China Growth III Management, L.P. | |
| By: | SC China Holding Limited |
| its General Partner | |
| By: | /s/ Nan Peng Shen |
| Nan Peng Shen | |
| SC China Holding Limited | |
| By: | /s/ Nan Peng Shen |
| Nan Peng Shen |
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CUSIP No. 60879B107 Page 19 of 22 Pages
| SNP China Enterprises Limited | |
|---|---|
| By: | /s/ Nan Peng Shen |
| Nan Peng Shen, Owner and Director | |
| /s/ Nan Peng Shen | |
| Nan Peng Shen |