UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
(Amendment No. 2)
Under the Securities Exchange Act of 1934*
SMART SHARE GLOBAL LIMITED
(Name of Issuer)
Class A Ordinary shares, par value US$0.0001 per share
(Title of Class of Securities)
83193E 102**
(CUSIP Number)
December 31, 2023
(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)
*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 the disclosures provided in a prior cover page.
** CUSIP number 83193E 102 has been assigned to the American Depositary Shares (“ADSs”) of Smart Share Global Limited (the “Issuer”), which are quoted on the Nasdaq Global Select Market under the symbol “EM.” Each ADS represents two Class A ordinary shares of the Issuer. There is no CUSIP number assigned to the Class A ordinary shares.
The information required in 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).
Schedule 13G
CUSIP No. 83193E 102 | ||
| ||
1. Names of Reporting Persons. Beautyworks Investment Limited
| ||
2. Check the Appropriate Box if a Member of a Group (a) o (b) x | ||
3. SEC Use Only | ||
4. Citizenship or Place of Organization Cayman Islands | ||
Number of Shares |
5. Sole Voting Power |
0 |
6. Shared Voting Power |
34,020,246 class A ordinary shares (represented by 17,010,123 American depositary shares) | |
7. Sole Dispositive Power |
0 | |
8. Shared Dispositive Power |
34,020,246 class A ordinary shares (represented by 17,010,123 American depositary shares) | |
9. Aggregate Amount Beneficially Owned by Each Reporting Person |
34,020,246 class A ordinary shares (represented by 17,010,123 American depositary shares) | |
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares |
¨ | |
11. Percent of Class Represented by Amount in Row (9)
|
6.55% (or 2.87% of the aggregate voting power)* | |
12. Type of Reporting Person CO |
| |
* The percentage of class of securities beneficially owned by the reporting person and the voting power represented thereby are based on a total of 519,638,121 issued and outstanding ordinary shares (being the sum of 445,664,151 Class A ordinary shares, with each being entitled to one vote, and 73,973,970 Class B ordinary shares, with each being entitled to ten (10) votes) of the Issuer as a single class as of March 31, 2023, based on publicly available information.
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CUSIP No. 83193E 102 | ||
| ||
2. Names of Reporting Persons. Advantech Master Investment Limited
| ||
2. Check the Appropriate Box if a Member of a Group (a) o (b) x | ||
3. SEC Use Only | ||
4. Citizenship or Place of Organization | ||
Number of Shares |
5. Sole Voting Power |
0 |
6. Shared Voting Power |
34,020,246 class A ordinary shares (represented by 17,010,123 American depositary shares) | |
7. Sole Dispositive Power |
0 | |
8. Shared Dispositive Power |
34,020,246 class A ordinary shares (represented by 17,010,123 American depositary shares) | |
9. Aggregate Amount Beneficially Owned by Each Reporting Person |
34,020,246 class A ordinary shares (represented by 17,010,123 American depositary shares) | |
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares |
¨ | |
11. Percent of Class Represented by Amount in Row (9)
|
6.55% (or 2.87% of the aggregate voting power)* | |
12. Type of Reporting Person CO |
| |
* The percentage of class of securities beneficially owned by the reporting person and the voting power represented thereby are based on a total of 519,638,121 issued and outstanding ordinary shares (being the sum of 445,664,151 Class A ordinary shares, with each being entitled to one vote, and 73,973,970 Class B ordinary shares, with each being entitled to ten (10) votes) of the Issuer as a single class as of March 31, 2023, based on publicly available information.
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CUSIP No. 83193E 102 | ||
| ||
3. Names of Reporting Persons. Advantech Capital Partners Ltd.
| ||
2. Check the Appropriate Box if a Member of a Group (a) o (b) x | ||
3. SEC Use Only | ||
4. Citizenship or Place of Organization | ||
Number of Shares |
5. Sole Voting Power |
0 |
6. Shared Voting Power |
34,020,246 class A ordinary shares (represented by 17,010,123 American depositary shares) | |
7. Sole Dispositive Power |
0 | |
8. Shared Dispositive Power |
34,020,246 class A ordinary shares (represented by 17,010,123 American depositary shares) | |
9. Aggregate Amount Beneficially Owned by Each Reporting Person |
34,020,246 class A ordinary shares (represented by 17,010,123 American depositary shares) | |
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares |
¨ | |
11. Percent of Class Represented by Amount in Row (9)
|
6.55% (or 2.87% of the aggregate voting power)* | |
12. Type of Reporting Person CO |
| |
* The percentage of class of securities beneficially owned by the reporting person and the voting power represented thereby are based on a total of 519,638,121 issued and outstanding ordinary shares (being the sum of 445,664,151 Class A ordinary shares, with each being entitled to one vote, and 73,973,970 Class B ordinary shares, with each being entitled to ten (10) votes) of the Issuer as a single class as of March 31, 2023, based on publicly available information.
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CUSIP No. 83193E 102 | ||
| ||
4. Names of Reporting Persons. Advantech Capital L.P.
| ||
2. Check the Appropriate Box if a Member of a Group (a) o (b) x | ||
3. SEC Use Only | ||
4. Citizenship or Place of Organization | ||
Number of Shares |
5. Sole Voting Power |
0 |
6. Shared Voting Power |
34,020,246 class A ordinary shares (represented by 17,010,123 American depositary shares) | |
7. Sole Dispositive Power |
0 | |
8. Shared Dispositive Power |
34,020,246 class A ordinary shares (represented by 17,010,123 American depositary shares) | |
9. Aggregate Amount Beneficially Owned by Each Reporting Person |
34,020,246 class A ordinary shares (represented by 17,010,123 American depositary shares) | |
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares |
¨ | |
11. Percent of Class Represented by Amount in Row (9)
|
6.55% (or 2.87% of the aggregate voting power)* | |
12. Type of Reporting Person PN |
| |
* The percentage of class of securities beneficially owned by the reporting person and the voting power represented thereby are based on a total of 519,638,121 issued and outstanding ordinary shares (being the sum of 445,664,151 Class A ordinary shares, with each being entitled to one vote, and 73,973,970 Class B ordinary shares, with each being entitled to ten (10) votes) of the Issuer as a single class as of March 31, 2023, based on publicly available information.
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Schedule 13G
CUSIP 83193E 102
ITEM 1.
(a) Name of Issuer: Smart Share Global Limited
(b) Address of Issuer's Principal Executive Offices: 6th Floor, 799 Tianshan W Road, Changning District, Shanghai 200335, People's Republic of China
ITEM 2.
(a) Name of Person Filing:
Beautyworks Investment Limited
Advantech Master Investment Limited
Advantech Capital Partners Ltd.
Advantech Capital L.P.
(b) Address of Principal Business Office, or if None, Residence:
Beautyworks Investment Limited：Suites 1707-08, 17/F, One Exchange Square, 8 Connaught Place, Central, Hong Kong
Advantech Master Investment Limited: the same
Advantech Capital Partners Ltd.: the same
Advantech Capital L.P.: the same
(c) Citizenship:
Beautyworks Investment Limited: Cayman Islands
Advantech Master Investment Limited: the same
Advantech Capital Partners Ltd.: the same
Advantech Capital L.P.: the same
(d) Title of Class of Securities: Class A Ordinary shares, par value US$0.0001 per share, of the Issuer
(e) CUSIP Number: 83193E 102
(f) CUSIP number 83193E 102 has been assigned to the ADS of the Issuer. Each ADS represents two class A ordinary shares of the Issuer.
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SS.240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
Not Applicable
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ITEM 4. OWNERSHIP.
| (a) | Amount beneficially owned: |
See the response to Item 9 on the attached cover pages.
| (b) | Percentage of class: |
See the responses to Item 11 on the attached cover pages.
| (c) | Number of shares as to which the person has: |
| (i) | Sole power to vote or to direct the vote: |
See the responses to Item 5 on the attached cover pages.
| (ii) | Shared power to vote or to direct the vote: |
See the responses to Item 6 on the attached cover pages.
| (iii) | Sole power to dispose or to direct the disposition of: |
See the responses to Item 7 on the attached cover pages.
| (iv) | Shared power to vote or to direct the disposition of: |
See the responses to Item 8 on the attached cover pages.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable
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.
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
ITEM 10. CERTIFICATIONS.
Not applicable.
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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.
| Date: February 5, 2024 | ||
| Beautyworks Investment Limited | ||
| By: | /s/ Yan Yang | |
| Name: Yan Yang | ||
| Title: Authorized Signatory | ||
| Advantech Master Investment Limited | ||
| By: | /s/ Yan Yang | |
| Name: Yan Yang | ||
| Title: Director | ||
| Advantech Capital Partners Ltd. | ||
| By: | /s/ Yan Yang | |
| Name: Yan Yang | ||
| Title: Authorized Signatory | ||
| Advantech Capital L.P. | ||
| By: | /s/ Yan Yang | |
| Name: Yan Yang | ||
| Title: Authorized Signatory | ||
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Exhibit Index
| Exhibit No. | Exhibit | |
| 99.1 | Joint Filing Agreement |
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EXHIBIT 99.1
JOINT FILING AGREEMENT
The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the ordinary shares of Smart Share Global Limited shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G. Each of the undersigned acknowledges that each shall be responsible for the timely filing of amendments with respect to information concerning such undersigned reporting person, and for the completeness and accuracy of the information concerning such undersigned reporting person, contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that such reporting person knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts and all of such counterparts taken together shall constitute one and the same instrument.
| Date: February 5, 2024 | ||
| Beautyworks Investment Limited | ||
| By: | /s/ Yan Yang | |
| Name: Yan Yang | ||
| Title: Authorized Signatory | ||
| Advantech Master Investment Limited | ||
| By: | /s/ Yan Yang | |
| Name: Yan Yang | ||
| Title: Director | ||
| Advantech Capital Partners Ltd. | ||
| By: | /s/ Yan Yang | |
| Name: Yan Yang | ||
| Title: Authorized Signatory | ||
| Advantech Capital L.P. | ||
| By: | /s/ Yan Yang | |
| Name: Yan Yang | ||
| Title: Authorized Signatory | ||
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