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424B4
IQIYI, INC. filed this Form 424B4 on 03/29/2018
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(4) Representing (i) 342,548,237 ordinary shares, (ii) 200,000,000 ordinary shares issuable upon conversion of the same number of Series A convertible preferred shares, (iii) 123,103,264 ordinary shares issuable upon conversion of the same number of Series B convertible preferred shares, (iv) 302,891,196 ordinary shares issuable upon conversion of the same number of Series C convertible preferred shares, (v) 848,682,647 ordinary shares issuable upon conversion of the same number of Series D convertible preferred shares, (vi) 686,646,383 ordinary shares issuable upon conversion of the same number of Series E convertible preferred shares, (vii) 136,749,954 ordinary shares issuable upon conversion of the same number of Series F convertible preferred shares, and (viii) 198,909,024 ordinary shares issuable upon conversion of the same number of Series G-1 convertible preferred shares, all held by Baidu Holdings, a company incorporated in British Virgin Islands. Baidu Holdings is a wholly owned subsidiary of Baidu. The business address of Baidu Holdings is No.10 Shangdi 10th Street, Haidian District, Beijing 100085, China. The beneficial ownership of Baidu Holdings as described in this table does not include the 36,860,691 Class B ordinary shares that we expect to issue to Baidu Holdings on May 31, 2018, pursuant to a share purchase agreement we entered into with Baidu Holdings on February 12, 2018. See “Our Relationship with Baidu.”
(5) Representing 58,333,331 Class A ordinary shares, in the form of ADS, that Baidu Holdings has subscribed for and has been allocated in this offering at the initial public offering price. The beneficial ownership of Baidu Holdings as described in this table does not include the 36,860,691 Class B ordinary shares that we expect to issue to Baidu Holdings on May 31, 2018, pursuant to a share purchase agreement we entered into with Baidu Holdings on February 12, 2018. See “Our Relationship with Baidu.”
(6) Representing 341,874,885 ordinary shares issuable upon conversion of the same number of Series F convertible preferred shares held by Xiaomi Ventures Limited, a company incorporated in British Virgin Islands. Xiaomi Ventures Limited is beneficially owned and controlled by Xiaomi Corporation. The registered address of Xiaomi Ventures Limited is P.O. Box 2221, Road Town, Tortola, British Virgin Islands.
(7) Representing 232,060,527 ordinary shares issuable upon conversion of the same number of Series G-2 convertible preferred shares held by HH RSV-V Holdings Limited, a company incorporated in the Cayman Islands. HH RSV-V Holdings Limited is beneficially owned and controlled by Hillhouse Fund III, L.P. The registered address of HH RSV-V Holdings Limited is 89 Nexus Way, Camana Bay, P.O. Box 31106, Grand Cayman KY1-1205, Cayman Islands.
(8) Representing (i) 232,060,527 ordinary shares issuable upon conversion of the same number of Series G-2 convertible preferred shares held by HH RSV-V Holdings Limited and (ii) 66,500,000 Class A ordinary shares, in the form of ADSs, that HH RSV-V Holdings Limited has subscribed for and has been allocated in this offering at the initial public offering price.

As of the date of this prospectus, other than 33,151,504 of our Series G-2 preferred shares held by one record holder in the United States, none of our issued and outstanding shares are held by record holders in the United States.

We are not aware of any arrangement that may, at a subsequent date, result in a change of control of our company.

 

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