UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Kaixin Auto Holdings
(Name of Issuer)
Ordinary shares, par value US$0.0001 per share
(Title of Class of Securities)
G2345N 102
(CUSIP Number)
December 28, 2022
(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) |
| x | Rule 13d-1(c) |
| ¨ | Rule 13d-1(d) |
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).
13G
| 1. |
Names of Reporting Persons.
Qiangqiang Limited |
|
| 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 10,849,231 ordinary shares(1) |
| 6. | Shared Voting Power 0 | |
| 7. | Sole Dispositive Power 10,849,231 ordinary shares | |
| 8. | Shared Dispositive Power 0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person 10,849,231 ordinary shares | |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares | ¨ |
| 11. | Percent of Class Represented by Amount in Row (9) 6.2%(1) | |
| 12. |
Type of Reporting Person CO | |
| (1) | This percentage is calculated based on a total of 174,859,644 ordinary shares outstanding as of March 31, 2022 as reported on the Issuer’s Form 20-F filing on April 29, 2022, as amended. |
2
13G
| 1. |
Names of Reporting Persons.
Liqun Zhang |
|
| 2. | Check the Appropriate Box if a Member of a Group |
(a) ¨ (b) ¨ |
| 3. | SEC Use Only | |
| 4. |
Citizenship or Place of Organization
P. R. of China | |
|
Number of Shares Each Reporting Person With: |
5. | Sole Voting Power 10,849,231 ordinary shares(2) |
| 6. | Shared Voting Power 0 | |
| 7. | Sole Dispositive Power 10,849,231 ordinary shares | |
| 8. | Shared Dispositive Power 0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person 10,849,231 ordinary shares | |
| 10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares |
¨ |
| 11. | Percent of Class Represented by Amount in Row (9) 6.2% | |
| 12. |
Type of Reporting Person IN | |
Note:
| (2) | represent 10,849,213 ordinary shares held by Qiangqiang Limited, of which Liqun Zhang is the sole owner and director. |
3
13G
ITEM 1.
| (a) | Name of Issuer: Kaixin Auto Holdings |
| (b) | Address of Issuer’s Principal Executive Offices: |
9/F, Tower A,
Dongjin International Center,
Huagong Road, Chaoyang District,
Beijing 100015, People’s Republic of China
ITEM 2.
| (a) | Name of Person Filing: |
| (i) | Qiangqiang Limited |
| (ii) | Liqun Zhang |
| (b) | Address of Principal Business Office, or if None, Residence: |
| Qiangqiang Limited | Start Chambers, Wickham’s Cay II, P.O. Box 2221, Road Town, Tortola, British Virgin Islands | |
| Liqun Zhang | Bldg. 5 Yi Men No. 2305, Fang Cheng Yuan Yi Qu, Fengtai District, Beijing, PRC |
| (c) | Citizenship: |
| Qiangqiang Limited | British Virgin Islands | |
| Liqun Zhang | P.R. of China |
| (d) | Title of Class of Securities: |
Ordinary shares, par value US$0.0001 per share
| (e) | CUSIP Number: |
G2345N 102
4
13G
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
ITEM 4. OWNERSHIP.
The information required by Items 4(a) – (c) is set forth in Rows 5 – 11 of the Cover Pages attached hereto and is incorporated herein by reference.
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.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect.
LIST OF EXHIBITS
| Exhibit No. |
||
| 99.1 | Joint Filing Agreement |
5
13G
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.
| Qiangqiang Limited | By: | /s/ Liqun Zhang |
| Name: | Liqun Zhang | |
| Title: | Director | |
| Liqun Zhang | By: | /s/ Liqun Zhang |
6
EXHIBIT 99.1
JOINT FILING AGREEMENT
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
DATED as of December 28, 2022
| Qiangqiang Limited | ||
| By: /s/ Liqun Zhang | ||
| Name: Liqun Zhang | ||
| Title: Director | ||
| /s/ Liqun Zhang | ||
| Liqun Zhang |