Filing Details

Accession Number:
0001193125-19-040131
Form Type:
13G Filing
Publication Date:
2019-02-14 13:37:02
Filed By:
Sequoia Capital China Growth Partners Fund V, L.p.
Company:
Pinduoduo Inc. (NASDAQ:PDD)
Filing Date:
2019-02-14
SEC Url:
13G Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
SCC GROWTH IV HOLDCO A, LTD. ( 147 SCCG HOLDCO IV-A 148 ) 0 181,830,600 0 181,830,600 181,830,600 7.7%
SEQUOIA CAPITAL CHINA GROWTH FUND V 0 9,590,524 0 9,590,524 9,590,524 0.4%
SEQUOIA CAPITAL CHINA GROWTH PARTNERS FUND V 0 525,264 0 525,264 525,264 Less than 0.1%
SEQUOIA CAPITAL CHINA GROWTH V PRINCIPALS FUND 0 410,524 0 410,524 410,524 Less than 0.1%
SEQUOIA CAPITAL CHINA GROWTH FUND IV 0 181,830,600 0 181,830,600 181,830,600 7.7%
SC CHINA GROWTH V MANAGEMENT 0 10,526,312 0 10,526,312 10,526,312 0.4%
SC CHINA GROWTH IV MANAGEMENT 0 181,830,600 0 181,830,600 181,830,600 7.7%
SC CHINA HOLDING LIMITED ( 147 SCC HOLD 148 ) 0 192,356,912 0 192,356,912 192,356,912 8.2%
SNP CHINA ENTERPRISES LIMITED ( 147 SNP 148 ) 0 192,356,912 0 192,356,912 192,356,912 8.2%
NEIL NANPENG SHEN ( 147 NS 148 ) 0 192,356,912 0 192,356,912 192,356,912 8.2%
SC GGFII HOLDCO, LTD. ( 147 SC GGFII HOLD 148 ) 0 120,782,040 0 120,782,040 120,782,040 5.1%
SEQUOIA CAPITAL GLOBAL GROWTH FUND III - ENDURANCE PARTNERS 0 20,616,840 0 20,616,840 20,616,840 0.9%
SEQUOIA CAPITAL GLOBAL GROWTH FUND III - ENDURANCE PARTNERS PRINCIPALS FUND 0 435,788 0 435,788 435,788 Less than 0.1%
SEQUOIA CAPITAL GLOBAL GROWTH FUND II 0 120,782,040 0 120,782,040 120,782,040 5.1%
SEQUOIA CAPITAL GLOBAL GROWTH II PRINCIPALS FUND 0 120,782,040 0 120,782,040 120,782,040 5.1%
SEQUOIA CAPITAL GLOBAL GROWTH FUND III - ENDURANCE PARTNERS MANAGEMENT 0 21,052,628 0 21,052,628 21,052,628 0.9%
SC GLOBAL GROWTH II MANAGEMENT 0 120,782,040 0 120,782,040 120,782,040 5.1%
SC US (TTGP), LTD. ( 147 SC US TTGP 148 ) 0 141,834,668 0 141,834,668 141,834,668 6.0%
MICHAEL ABRAMSON ( 147 MA 148 ) 0 141,834,668 0 141,834,668 141,834,668 6.0%
DOUGLAS LEONE ( 147 DL 148 ) 0 141,834,668 0 141,834,668 141,834,668 6.0%
Filing

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

(Rule 13d-102)

Information Statement Pursuant to Rules 13d-1 and 13d-2

Under the Securities Exchange Act of 1934

(Amendment No.    )*

 

 

Pinduoduo Inc.

(Name of Issuer)

Class A Ordinary Shares, par value $0.000005 per share

(Title of Class of Securities)

722304102**

(CUSIP Number)

December 31, 2018

(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 persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

**

This CUSIP number applies to the Issuers American depositary shares, each representing four Class A Ordinary Shares.

The information required on 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. 722304102   SCHEDULE 13G   Page 2 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SCC GROWTH IV HOLDCO A, LTD. (SCCG HOLDCO IV-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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

181,830,600

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

181,830,600

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

181,830,600

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

7.7%1

12  

TYPE OF REPORTING PERSON

 

OO

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 3 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SEQUOIA CAPITAL CHINA GROWTH FUND V, L.P. (SCCGF 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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

9,590,524

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

9,590,524

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

9,590,5241

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.4%2

12  

TYPE OF REPORTING PERSON

 

PN

 

1 

Represented by 2,397,631 American Depositary Shares.

2 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 4 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SEQUOIA CAPITAL CHINA GROWTH PARTNERS FUND V, L.P. (SCCGGPF 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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

525,264

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

525,264

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

525,2641

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

Less than 0.1%2

12  

TYPE OF REPORTING PERSON

 

PN

 

1 

Represented by 131,316 American Depositary Shares.

2 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 5 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SEQUOIA CAPITAL CHINA GROWTH V PRINCIPALS FUND, L.P. (SCCGG V PF)

  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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

410,524

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

410,524

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

410,5241

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

Less than 0.1%2

12  

TYPE OF REPORTING PERSON

 

PN

 

1 

Represented by 102,631 American Depositary Shares.

2 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 6 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SEQUOIA CAPITAL CHINA GROWTH FUND IV, L.P. (SCCGF IV)

  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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

181,830,600 shares, of which 181,830,600 shares are directly owned by SCCG HOLDCO IV-A. SCCG HOLDCO IV-A is wholly owned by SCCGF IV.

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

181,830,600 shares, of which 181,830,600 shares are directly owned by SCCG HOLDCO IV-A. SCCG HOLDCO IV-A is wholly owned by SCCGF IV.

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

181,830,600

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

7.7%1

12  

TYPE OF REPORTING PERSON

 

PN

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 7 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SC CHINA GROWTH V MANAGEMENT, L.P. (SCCG V MGMT)

  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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

10,526,312 shares, of which 9,590,524 shares are directly owned by SCCGF V, 525,264 shares are directly owned by SCCGGPF V and 410,524 shares are directly owned by SCCGG V PF. The General Partner of each of SCCGF V, SCCGGPF V and SCCGG V PF is SCCG V MGMT.

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

10,526,312 shares, of which 9,590,524 shares are directly owned by SCCGF V, 525,264 shares are directly owned by SCCGGPF V and 410,524 shares are directly owned by SCCGG V PF. The General Partner of each of SCCGF V, SCCGGPF V and SCCGG V PF is SCCG V MGMT.

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,526,312

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.4%1

12  

TYPE OF REPORTING PERSON

 

PN

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 8 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SC CHINA GROWTH IV MANAGEMENT, L.P. (SCCG IV MGMT)

  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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

181,830,600 shares, of which 181,830,600 shares are directly owned by SCCG HOLDCO IV-A. SCCG HOLDCO IV-A is wholly owned by SCCGF IV. The General Partner of SCCGF IV is SCCG IV MGMT.

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

181,830,600 shares, of which 181,830,600 shares are directly owned by SCCG HOLDCO IV-A. SCCG HOLDCO IV-A is wholly owned by SCCGF IV. The General Partner of SCCGF IV is SCCG IV MGMT.

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

181,830,600

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

7.7%1

12  

TYPE OF REPORTING PERSON

 

PN

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 9 of 27 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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

192,356,912 shares, of which 181,830,600 shares are directly owned by SCCG HOLDCO IV-A, 9,590,524 are directly owned by SCCGF V, 525,264 shares are directly owned by SCCGGPF V and 410,524 shares are directly owned by SCCGG V PF. SCCG HOLDCO IV-A is wholly owned by SCCGF IV. The General Partner of each of SCCGF V, SCCGGPF V and SCCGG V PF is SCCG V MGMT. The General Partner of SCCGF IV is SCCG IV MGMT. SCC HOLD is the General Partner of each of SCCG V MGMT and SCCG IV MGMT.

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

192,356,912 shares, of which 181,830,600 shares are directly owned by SCCG HOLDCO IV-A, 9,590,524 are directly owned by SCCGF V, 525,264 shares are directly owned by SCCGGPF V and 410,524 shares are directly owned by SCCGG V PF. SCCG HOLDCO IV-A is wholly owned by SCCGF IV. The General Partner of each of SCCGF V, SCCGGPF V and SCCGG V PF is SCCG V MGMT. The General Partner of SCCGF IV is SCCG IV MGMT. SCC HOLD is the General Partner of each of SCCG V MGMT and SCCG IV MGMT.

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

192,356,912

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

8.2%1

12  

TYPE OF REPORTING PERSON

 

OO

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 10 of 27 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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

192,356,912 shares, of which 181,830,600 shares are directly owned by SCCG HOLDCO IV-A, 9,590,524 are directly owned by SCCGF V, 525,264 shares are directly owned by SCCGGPF V and 410,524 shares are directly owned by SCCGG V PF. SCCG HOLDCO IV-A is wholly owned by SCCGF IV. The General Partner of each of SCCGF V, SCCGGPF V and SCCGG V PF is SCCG V MGMT. The General Partner of SCCGF IV is SCCG IV MGMT. SCC HOLD is the General Partner of each of SCCG V MGMT and SCCG IV MGMT. SNP wholly owns SCC HOLD.

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

192,356,912 shares, of which 181,830,600 shares are directly owned by SCCG HOLDCO IV-A, 9,590,524 are directly owned by SCCGF V, 525,264 shares are directly owned by SCCGGPF V and 410,524 shares are directly owned by SCCGG V PF. SCCG HOLDCO IV-A is wholly owned by SCCGF IV. The General Partner of each of SCCGF V, SCCGGPF V and SCCGG V PF is SCCG V MGMT. The General Partner of SCCGF IV is SCCG IV MGMT. SCC HOLD is the General Partner of each of SCCG V MGMT and SCCG IV MGMT. SNP wholly owns SCC HOLD.

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

192,356,912

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

8.2%1

12  

TYPE OF REPORTING PERSON

 

OO

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 11 of 27 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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

192,356,912 shares, of which 181,830,600 shares are directly owned by SCCG HOLDCO IV-A, 9,590,524 are directly owned by SCCGF V, 525,264 shares are directly owned by SCCGGPF V and 410,524 shares are directly owned by SCCGG V PF. SCCG HOLDCO IV-A is wholly owned by SCCGF IV. The General Partner of each of SCCGF V, SCCGGPF V and SCCGG V PF is SCCG V MGMT. The General Partner of SCCGF IV is SCCG IV MGMT. SCC HOLD is the General Partner of each of SCCG V MGMT and SCCG IV MGMT. SNP wholly owns SCC HOLD. NS wholly owns SNP.

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

192,356,912 shares, of which 181,830,600 shares are directly owned by SCCG HOLDCO IV-A, 9,590,524 are directly owned by SCCGF V, 525,264 shares are directly owned by SCCGGPF V and 410,524 shares are directly owned by SCCGG V PF. SCCG HOLDCO IV-A is wholly owned by SCCGF IV. The General Partner of each of SCCGF V, SCCGGPF V and SCCGG V PF is SCCG V MGMT. The General Partner of SCCGF IV is SCCG IV MGMT. SCC HOLD is the General Partner of each of SCCG V MGMT and SCCG IV MGMT. SNP wholly owns SCC HOLD. NS wholly owns SNP.

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

192,356,912

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

8.2%1

12  

TYPE OF REPORTING PERSON

 

IN

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 12 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SC GGFII HOLDCO, LTD. (SC GGFII 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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

120,782,040

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

120,782,040

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

120,782,040

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.1%1

12  

TYPE OF REPORTING PERSON

 

OO

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 13 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SEQUOIA CAPITAL GLOBAL GROWTH FUND III - ENDURANCE PARTNERS, L.P. (SC GGF III)

  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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

20,616,840

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

20,616,840

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

20,616,8401

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.9%2

12  

TYPE OF REPORTING PERSON

 

PN

 

1 

Represented by 5,154,210 American Depositary Shares.

2 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 14 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SEQUOIA CAPITAL GLOBAL GROWTH FUND III - ENDURANCE PARTNERS PRINCIPALS FUND, L.P. (SC GGPF III)

  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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

435,788

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

435,788

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

435,7881

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

Less than 0.1%2

12  

TYPE OF REPORTING PERSON

 

PN

 

1 

Represented by 108,947 American Depositary Shares.

2 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 15 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SEQUOIA CAPITAL GLOBAL GROWTH FUND II, L.P. (SC GGF II)

  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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

120,782,040 shares, of which 120,782,040 shares are directly owned by SC GGFII HOLD. SC GGFII HOLD is wholly owned by SC GGF II and SC GGPF II.

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

120,782,040 shares, of which 120,782,040 shares are directly owned by SC GGFII HOLD. SC GGFII HOLD is wholly owned by SC GGF II and SC GGPF II.

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

120,782,040

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.1%1

12  

TYPE OF REPORTING PERSON

 

PN

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 16 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SEQUOIA CAPITAL GLOBAL GROWTH II PRINCIPALS FUND, L.P. (SC GGPF II)

  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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

120,782,040 shares, of which 120,782,040 shares are directly owned by SC GGFII HOLD. SC GGFII HOLD is wholly owned by SC GGF II and SC GGPF II.

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

120,782,040 shares, of which 120,782,040 shares are directly owned by SC GGFII HOLD. SC GGFII HOLD is wholly owned by SC GGF II and SC GGPF II.

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

120,782,040

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.1%1

12  

TYPE OF REPORTING PERSON

 

PN

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 17 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SEQUOIA CAPITAL GLOBAL GROWTH FUND III - ENDURANCE PARTNERS MANAGEMENT, L.P. (SC GGF III MGMT)

  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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

21,052,628 shares, of which 20,616,840 shares are directly owned by SC GGF III and 435,788 shares are directly owned by SC GGPF III. The General Partner of each of SC GGF III and SC GGPF III is SC GGF III MGMT.

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

21,052,628 shares, of which 20,616,840 shares are directly owned by SC GGF III and 435,788 shares are directly owned by SC GGPF III. The General Partner of each of SC GGF III and SC GGPF III is SC GGF III MGMT.

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

21,052,628

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.9%1

12  

TYPE OF REPORTING PERSON

 

PN

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 18 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SC GLOBAL GROWTH II MANAGEMENT, L.P. (SC GG II MGMT)

  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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

120,782,040 shares, of which 120,782,040 shares are directly owned by SC GGFII HOLD. SC GGFII HOLD is wholly owned by SC GGF II and SC GGPF II. The General Partner of each of SC GGF II and SC GGPF II is SC GG II MGMT.

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

120,782,040 shares, of which 120,782,040 shares are directly owned by SC GGFII HOLD. SC GGFII HOLD is wholly owned by SC GGF II and SC GGPF II. The General Partner of each of SC GGF II and SC GGPF II is SC GG II MGMT.

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

120,782,040

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.1%1

12  

TYPE OF REPORTING PERSON

 

PN

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 19 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

SC US (TTGP), LTD. (SC US TTGP)

  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

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

141,834,668 shares, of which 120,782,040 shares are directly owned by SC GGFII HOLD, 20,616,840 shares are directly owned by SC GGF III and 435,788 shares are directly owned by SC GGPF III. SC GGFII HOLD is wholly owned by SC GGF II and SC GGPF II. The General Partner of each of SC GGF II and SC GGPF II is SC GG II MGMT. The General Partner of each of SC GGF III and SC GGPF III is SC GGF III MGMT. SC US TTGP is the General Partner of each of SC GG II MGMT and SC GGF III MGMT.

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

141,834,668 shares, of which 120,782,040 shares are directly owned by SC GGFII HOLD, 20,616,840 shares are directly owned by SC GGF III and 435,788 shares are directly owned by SC GGPF III. SC GGFII HOLD is wholly owned by SC GGF II and SC GGPF II. The General Partner of each of SC GGF II and SC GGPF II is SC GG II MGMT. The General Partner of each of SC GGF III and SC GGPF III is SC GGF III MGMT. SC US TTGP is the General Partner of each of SC GG II MGMT and SC GGF III MGMT.

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

141,834,668

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%1

12  

TYPE OF REPORTING PERSON

 

OO

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 20 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

MICHAEL ABRAMSON (MA)

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐        (b)  ☐

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

USA

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

141,834,668 shares, of which 120,782,040 shares are directly owned by SC GGFII HOLD, 20,616,840 shares are directly owned by SC GGF III and 435,788 shares are directly owned by SC GGPF III. SC GGFII HOLD is wholly owned by SC GGF II and SC GGPF II. The General Partner of each of SC GGF II and SC GGPF II is SC GG II MGMT. The General Partner of each of SC GGF III and SC GGPF III is SC GGF III MGMT. SC US TTGP is the General Partner of each of SC GG II MGMT and SC GGF III MGMT. The directors and stockholders of SC US TTGP who exercise voting and investment discretion with respect to the shares held by SC GGFII HOLD, SC GGF III and SC GGPF III are Messrs. MA and DL.

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

141,834,668 shares, of which 120,782,040 shares are directly owned by SC GGFII HOLD, 20,616,840 shares are directly owned by SC GGF III and 435,788 shares are directly owned by SC GGPF III. SC GGFII HOLD is wholly owned by SC GGF II and SC GGPF II. The General Partner of each of SC GGF II and SC GGPF II is SC GG II MGMT. The General Partner of each of SC GGF III and SC GGPF III is SC GGF III MGMT. SC US TTGP is the General Partner of each of SC GG II MGMT and SC GGF III MGMT. The directors and stockholders of SC US TTGP who exercise voting and investment discretion with respect to the shares held by SC GGFII HOLD, SC GGF III and SC GGPF III are Messrs. MA and DL.

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

141,834,668

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%1

12  

TYPE OF REPORTING PERSON

 

IN

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 21 of 27 Pages

 

  1   

NAME OF REPORTING PERSON

 

DOUGLAS LEONE (DL)

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐        (b)  ☐

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

USA

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

141,834,668 shares, of which 120,782,040 shares are directly owned by SC GGFII HOLD, 20,616,840 shares are directly owned by SC GGF III and 435,788 shares are directly owned by SC GGPF III. SC GGFII HOLD is wholly owned by SC GGF II and SC GGPF II. The General Partner of each of SC GGF II and SC GGPF II is SC GG II MGMT. The General Partner of each of SC GGF III and SC GGPF III is SC GGF III MGMT. SC US TTGP is the General Partner of each of SC GG II MGMT and SC GGF III MGMT. The directors and stockholders of SC US TTGP who exercise voting and investment discretion with respect to the shares held by SC GGFII HOLD, SC GGF III and SC GGPF III are Messrs. MA and DL.

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

141,834,668 shares, of which 120,782,040 shares are directly owned by SC GGFII HOLD, 20,616,840 shares are directly owned by SC GGF III and 435,788 shares are directly owned by SC GGPF III. SC GGFII HOLD is wholly owned by SC GGF II and SC GGPF II. The General Partner of each of SC GGF II and SC GGPF II is SC GG II MGMT. The General Partner of each of SC GGF III and SC GGPF III is SC GGF III MGMT. SC US TTGP is the General Partner of each of SC GG II MGMT and SC GGF III MGMT. The directors and stockholders of SC US TTGP who exercise voting and investment discretion with respect to the shares held by SC GGFII HOLD, SC GGF III and SC GGPF III are Messrs. MA and DL.

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

141,834,668

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%1

12  

TYPE OF REPORTING PERSON

 

IN

 

1 

Based on a total of 2,356,697,680 Class A ordinary shares outstanding following completion of the Issuers initial public offering, as reported in the Issuers prospectus filed with the Securities and Exchange Commission on July 26, 2018.


CUSIP No. 722304102   SCHEDULE 13G   Page 22 of 27 Pages

 

ITEM 1.

 

  (a)

Name of Issuer:

Pinduoduo Inc.

 

  (b)

Address of Issuers Principal Executive Offices:

28/F, No. 533 Loushanguan Road

Changning District, Shanghai 200051

Peoples Republic of China

ITEM 2.

 

  (a)

Name of Persons Filing:

SCC Growth IV Holdco A, Ltd.

Sequoia Capital China Growth Fund V, L.P.

Sequoia Capital China Growth Partners Fund V, L.P.

Sequoia Capital China Growth V Principals Fund, L.P.

Sequoia Capital China Growth Fund IV, L.P.

SC China Growth V Management, L.P.

SC China Growth IV Management, L.P.

SC China Holding Limited

SNP China Enterprises Limited

Neil Nanpeng Shen

SC GGFII Holdco, Ltd.

Sequoia Capital Global Growth Fund III - Endurance Partners, L.P.

Sequoia Capital Global Growth Fund III - Endurance Partners Principals Fund, L.P.

Sequoia Capital Global Growth Fund II, L.P.

Sequoia Capital Global Growth II Principals Fund, L.P.

Sequoia Capital Global Growth Fund III - Endurance Partners Management, L.P.

SC Global Growth II Management, L.P.

SC US (TTGP), Ltd.

Michael Abramson

Douglas Leone

SCCG HOLDCO IV-A is wholly owned by SCCGF IV. The General Partner of each of SCCGF V, SCCGGPF V and SCCGG V PF is SCCG V MGMT. The General Partner of SCCGF IV is SCCG IV MGMT. SCC HOLD is the General Partner of each of SCCG V MGMT and SCCG IV MGMT. SNP wholly owns SCC HOLD. NS wholly owns SNP.

SC GGFII HOLD is wholly owned by SC GGF II and SC GGPF II. The General Partner of each of SC GGF II and SC GGPF II is SC GG II MGMT. The General Partner of each of SC GGF III and SC GGPF III is SC GGF III MGMT. SC US TTGP is the General Partner of each of SC GG II MGMT and SC GGF III MGMT. The directors and stockholders of SC US TTGP who exercise voting and investment discretion with respect to the shares held by SC GGFII HOLD, SC GGF III and SC GGPF III are Messrs. MA and DL.

 

  (b)

Address of Principal Business Office or, if none, Residence:

2800 Sand Hill Road, Suite 101

Menlo Park, CA 94025

 

  (c)

Citizenship:

SCCG HOLDCO IV-A, SCCGF V, SCCGGPF V, SCCGG V PF, SCCGF IV, SCCG V MGMT, SCCG IV MGMT, SCC HOLD, SC GGFII HOLD, SC GGF III, SC GGPF III, SC GGF II, SC GGPF II, SC GGF III MGMT, SC GG II MGMT and SC US TTGP: Cayman Islands

SNP: British Virgin Islands

NS: Hong Kong SAR

MA, DL: USA


CUSIP No. 722304102   SCHEDULE 13G   Page 23 of 27 Pages

 

  (d)

CUSIP Number:

722304102

 

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  ☐.

 

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. 722304102   SCHEDULE 13G   Page 24 of 27 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, 2019

 

SCC Growth IV Holdco A, Ltd.
By:   Sequoia Capital China Growth Fund IV, L.P.
  its Member
By:   SC China Growth IV 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 Growth Fund V, L.P.
Sequoia Capital China Growth Partners Fund V, L.P.
Sequoia Capital China Growth V Principals Fund, L.P.
By:   SC China Growth V Management, L.P.
  General Partner of each
By:   SC China Holding Limited
  its General Partner
By:   /s/ Neil Nanpeng Shen
  Neil Nanpeng Shen, Authorized
  Signatory
Sequoia Capital China Growth Fund IV, L.P.
By:   SC China Growth IV Management, L.P.
  its General Partner
By:   SC China Holding Limited
  its General Partner
By:   /s/ Neil Nanpeng Shen
  Neil Nanpeng Shen, Authorized Signatory

CUSIP No. 722304102   SCHEDULE 13G   Page 25 of 27 Pages

 

SC China Growth V Management, L.P.
By:   SC China Holding Limited
  its General Partner
By:   /s/ Neil Nanpeng Shen
  Neil Nanpeng Shen, Authorized
  Signatory
SC China Growth IV 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
Neil Nanpeng Shen
By:   /s/ Neil Nanpeng Shen
  Neil Nanpeng Shen, Authorized Signatory
SC GGFII Holdco, Ltd.
By:   Sequoia Capital Growth Fund II, L.P.
  Sequoia Capital Global Growth II
  Principals Fund, L.P.
  its Members
By:   Sequoia Capital Global Growth II
  Management, L.P.
  its General Partner
By:   SC US (TTGP), Ltd.
  its General Partner
By:   /s/ Douglas Leone
  Douglas Leone, Managing Director

CUSIP No. 722304102   SCHEDULE 13G   Page 26 of 27 Pages

 

Sequoia Capital Global Growth Fund III - Endurance Partners, L.P.
By:   Sequoia Capital Global Growth Fund III - Endurance Partners Management, L.P.
  its General Partner
By:   SC US (TTGP), Ltd.
  its General Partner
By:   /s/ Douglas Leone
  Douglas Leone, Managing Director
Sequoia Capital Global Growth Fund III - Endurance Partners Principals Fund, L.P.
By:   SC US (TTGP), Ltd.
  its General Partner
By:   /s/ Douglas Leone
  Douglas Leone, Managing Director
Sequoia Capital Growth Fund II, L.P.
Sequoia Capital Global Growth II Principals Fund, L.P.
By:   Sequoia Capital Global Growth II Management, L.P.
  Its General Partner
By:   SC US (TTGP), Ltd.
  its General Partner
By:   /s/ Douglas Leone
  Douglas Leone, Managing Director
Sequoia Capital Global Growth Fund III - Endurance Partners Management, L.P.
By:   SC US (TTGP), Ltd.
  its General Partner
By:   /s/ Douglas Leone
  Douglas Leone, Managing Director
Sequoia Capital Global Growth II Management, L.P.
By:   SC US (TTGP), Ltd.
  its General Partner
By:   /s/ Douglas Leone
  Douglas Leone, Managing Director

CUSIP No. 722304102   SCHEDULE 13G   Page 27 of 27 Pages

 

SC US (TTGP), Ltd.
By:   /s/ Douglas Leone
  Douglas Leone, Managing Director
Douglas Leone
By:   /s/ Douglas Leone
  Douglas Leone, Managing Director
Michael Abramson
By:   /s/ Michael Abramson
  Michael Abramson, Managing Director