SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and
Amendments Thereto Filed Pursuant to § 240.13d-2
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Viomi Technology Co., Ltd.
(Name of Issuer)
Class A Ordinary Shares, par value $0.00001 per share
(Title of Class of Securities)
92762J103**
(CUSIP Number)
December 31, 2019
(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)
☒ 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. |
| ** | This CUSIP number applies to the Issuer’s American depositary shares, each representing three 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).
| CUSIP No. 92762J103 | SCHEDULE 13G | Page 2 of 11 Pages |
| 1 |
NAME OF REPORTING PERSON
SCC VENTURE V HOLDCO I, LTD. (“SCCV V HOLDCO I”) | |||||
| 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
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%1 | |||||
| 12 | TYPE OF REPORTING PERSON
OO | |||||
| 1 | Based on a total of 90,200,000 shares outstanding as of December 31, 2018, as reported in the Issuer’s Annual Report on Form 20-F filed with the Securities and Exchange Commission on April 23, 2019. |
| CUSIP No. 92762J103 | SCHEDULE 13G | Page 3 of 11 Pages |
| 1 |
NAME OF REPORTING PERSON
SEQUOIA CAPITAL CHINA VENTURE FUND V, L.P. (“SCCVF V”) | |||||
| 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
0 shares, of which 0 shares are directly owned by SCCV V HOLDCO I. SCCV V HOLDCO I is wholly owned by SCCVF V. | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
0 shares, of which 0 shares are directly owned by SCCV V HOLDCO I. SCCV V HOLDCO I is wholly owned by SCCVF V. | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%1 | |||||
| 12 | TYPE OF REPORTING PERSON
PN | |||||
| 1 | Based on a total of 90,200,000 shares outstanding as of December 31, 2018, as reported in the Issuer’s Annual Report on Form 20-F filed with the Securities and Exchange Commission on April 23, 2019. |
| CUSIP No. 92762J103 | SCHEDULE 13G | Page 4 of 11 Pages |
| 1 |
NAME OF REPORTING PERSON
SC CHINA VENTURE V MANAGEMENT, L.P. (“SCCVF MGMT V”) | |||||
| 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
0 shares, of which 0 shares are directly owned by SCCV V HOLDCO I. SCCV V HOLDCO I is wholly owned by SCCVF V. SCCVF MGMT V is the General Partner of SCCVF V. | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
0 shares, of which 0 shares are directly owned by SCCV V HOLDCO I. SCCV V HOLDCO I is wholly owned by SCCVF V. SCCVF MGMT V is the General Partner of SCCVF V. | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%1 | |||||
| 12 | TYPE OF REPORTING PERSON
PN | |||||
| 1 | Based on a total of 90,200,000 shares outstanding as of December 31, 2018, as reported in the Issuer’s Annual Report on Form 20-F filed with the Securities and Exchange Commission on April 23, 2019. |
| CUSIP No. 92762J103 | SCHEDULE 13G | Page 5 of 11 Pages |
| 1 |
NAME OF REPORTING PERSON
SC CHINA HOLDING LIMITED (“SCC HOLD”) | |||||
| 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
0 shares, of which 0 shares are directly owned by SCCV V HOLDCO I. SCCV V HOLDCO I is wholly owned by SCCVF V. SCCVF MGMT V is the General Partner of SCCVF V. SCC HOLD is the General Partner of SCCVF MGMT V. | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
0 shares, of which 0 shares are directly owned by SCCV V HOLDCO I. SCCV V HOLDCO I is wholly owned by SCCVF V. SCCVF MGMT V is the General Partner of SCCVF V. SCC HOLD is the General Partner of SCCVF MGMT V. | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%1 | |||||
| 12 | TYPE OF REPORTING PERSON
OO | |||||
| 1 | Based on a total of 90,200,000 shares outstanding as of December 31, 2018, as reported in the Issuer’s Annual Report on Form 20-F filed with the Securities and Exchange Commission on April 23, 2019. |
| CUSIP No. 92762J103 | SCHEDULE 13G | Page 6 of 11 Pages |
| 1 |
NAME OF REPORTING PERSON
SNP CHINA ENTERPRISES LIMITED (“SNP”) | |||||
| 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
0 shares, of which 0 shares are directly owned by SCCV V HOLDCO I. SCCV V HOLDCO I is wholly owned by SCCVF V. SCCVF MGMT V is the General Partner of SCCVF V. SCC HOLD is the General Partner of SCCVF MGMT V. SNP wholly owns SCC HOLD. | |||||
| 7 | SOLE DISPOSITIVE POWER
0 | |||||
| 8 | SHARED DISPOSITIVE POWER
0 shares, of which 0 shares are directly owned by SCCV V HOLDCO I. SCCV V HOLDCO I is wholly owned by SCCVF V. SCCVF MGMT V is the General Partner of SCCVF V. SCC HOLD is the General Partner of SCCVF MGMT V. SNP wholly owns SCC HOLD. | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%1 | |||||
| 12 | TYPE OF REPORTING PERSON
OO | |||||
| 1 | Based on a total of 90,200,000 shares outstanding as of December 31, 2018, as reported in the Issuer’s Annual Report on Form 20-F filed with the Securities and Exchange Commission on April 23, 2019. |
| CUSIP No. 92762J103 | SCHEDULE 13G | Page 7 of 11 Pages |
| 1 |
NAME OF REPORTING PERSON
NEIL NANPENG SHEN (“NS”) | |||||
| 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
648,4891 shares | ||||
| 6 | SHARED VOTING POWER
0 shares, of which 0 shares are directly owned by SCCV V HOLDCO I. SCCV V HOLDCO I is wholly owned by SCCVF V. SCCVF MGMT V is the General Partner of SCCVF V. SCC HOLD is the General Partner of SCCVF MGMT V. SNP wholly owns SCC HOLD. NS wholly owns SNP. | |||||
| 7 | SOLE DISPOSITIVE POWER
648,489 shares | |||||
| 8 | SHARED DISPOSITIVE POWER
0 shares, of which 0 shares are directly owned by SCCV V HOLDCO I. SCCV V HOLDCO I is wholly owned by SCCVF V. SCCVF MGMT V is the General Partner of SCCVF V. SCC HOLD is the General Partner of SCCVF MGMT V. SNP wholly owns SCC HOLD. NS wholly owns SNP. | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
648,489 shares | |||||
| 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%2 | |||||
| 12 | TYPE OF REPORTING PERSON
IN | |||||
| 1 | Represented by 216,163 American Depositary Shares. |
| 2 | Based on a total of 90,200,000 shares outstanding as of December 31, 2018, as reported in the Issuer’s Annual Report on Form 20-F filed with the Securities and Exchange Commission on April 23, 2019. |
| CUSIP No. 92762J103 | SCHEDULE 13G | Page 8 of 11 Pages |
ITEM 1.
(a) Name of Issuer:
Viomi Technology Co., Ltd.
(b) Address of Issuer’s Principal Executive Offices:
Wansheng Square, RM 1302 Tower C
Xingang East Road, Haizhu District
Guangzhou, Guangdong F4 510220
People’s Republic of China
ITEM 2.
(a) Name of Persons Filing:
SCC Venture V Holdco I, Ltd.
Sequoia Capital China Venture Fund V, L.P.
SC China Venture V Management, L.P.
SC China Holding Limited
SNP China Enterprises Limited
Neil Nanpeng Shen
SCCV V HOLDCO I is wholly owned by SCCVF V. The General Partner of SCCVF V is SCCVF MGMT V. The General Partner of SCCVF MGMT V is SCC HOLD. SCC HOLD is wholly owned by SNP. NS wholly owns SNP.
(b) Address of Principal Business Office or, if none, Residence:
2800 Sand Hill Road, Suite 101
Menlo Park, CA 94025
(c) Citizenship:
SCCV V HOLDCO I, SCCVF V, SCCVF MGMT V, SCC HOLD: Cayman Islands
SNP: British Virgin Islands
NS: Hong Kong SAR
(d) CUSIP Number:
92762J103
ITEM 3.
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-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 ☒.
| CUSIP No. 92762J103 | SCHEDULE 13G | Page 9 of 11 Pages |
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. CERTIFICATION
NOT APPLICABLE
| CUSIP No. 92762J103 | SCHEDULE 13G | Page 10 of 11 Pages |
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: February 14, 2020
| SCC Venture V Holdco I, Ltd. | ||
| By: | Sequoia Capital China Venture Fund V, L.P. | |
| its Member | ||
| By: | SC China Venture V Management, L.P. | |
| its General Partner | ||
| By: | SC China Holding Limited | |
| its General Partner | ||
| By: | /s/ Neil Nanpeng Shen | |
| Neil Nanpeng Shen, Authorized Signatory | ||
| Sequoia Capital China Venture Fund V, L.P. | ||
| By: | SC China Venture V Management, L.P. | |
| its General Partner | ||
| By: | SC China Holding Limited | |
| its General Partner | ||
| By: | /s/ Neil Nanpeng Shen | |
| Neil Nanpeng Shen, Authorized Signatory | ||
| SC China Venture V Management, L.P. | ||
| By: | SC China Holding Limited | |
| its General Partner | ||
| By: | /s/ Neil Nanpeng Shen | |
| Neil Nanpeng Shen, Authorized Signatory | ||
| SC China Holding Limited | ||
| By: | /s/ Neil Nanpeng Shen | |
| Neil Nanpeng Shen, Authorized Signatory | ||
| SNP China Enterprises Limited | ||
| By: | /s/ Neil Nanpeng Shen | |
| Neil Nanpeng Shen, Authorized Signatory | ||
| CUSIP No. 92762J103 | SCHEDULE 13G | Page 11 of 11 Pages |
| Neil Nanpeng Shen | ||
| By: | /s/ Neil Nanpeng Shen | |
| Neil Nanpeng Shen | ||