Champion River Ventures Ltd

SEC source: 0000950170-24-099382 · ownership.xml · nonDerivative · entry 1

Chau Hoi Shuen Solina Holly · CIK 0001687026 · 10% owner

Pioneer Step Holdings Ltd · CIK 0001705335 · 10% owner

Dvorak International Ltd · CIK 0001796851 · 10% owner

Skyinvest Associates Ltd · CIK 0001956280 · 10% owner

Elgar International Ltd · CIK 0002032924 · 10% owner

Brilliant Dynasty Ltd · CIK 0002032925 · 10% owner

Champion River Ventures Ltd · CIK 0001705321 · 10% owner

Winsave Resources Ltd · CIK 0001811501 · 10% owner

Radiant Treasure Ltd · CIK 0001944668 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 19,294,356

F1 · shares: On August 20, 2024, Brilliant Dynasty Limited, a British Virgin Islands corporation ("Brilliant Dynasty") entered into a securities purchase agreement with Prime Tech Global Limited, a British Virgin Islands corporation ("Prime Tech") and Alpha Mount International Limited, a British Virgin Islands corporation ("Alpha") to purchase all of the share capital of Champion River Ventures Limited, a British Virgin Islands corporation ("Champion River"), Winsave Resources Limited, a British Virgin Islands corporation ("Winsave"), and Radiant Treasure Limited, a British Virgin Islands corporation ("Radiant") from Prime Tech and Alpha, for an aggregate consideration of $32,058,489.15 (the "August 2024 Transaction"). At time of entry into the securities purchase agreement, Champion River, Winsave and Radiant beneficially owned 7,940,937, 3,088,433 and 379,345 shares of common stock of the Issuer, respectively.

F1 · price: On August 20, 2024, Brilliant Dynasty Limited, a British Virgin Islands corporation ("Brilliant Dynasty") entered into a securities purchase agreement with Prime Tech Global Limited, a British Virgin Islands corporation ("Prime Tech") and Alpha Mount International Limited, a British Virgin Islands corporation ("Alpha") to purchase all of the share capital of Champion River Ventures Limited, a British Virgin Islands corporation ("Champion River"), Winsave Resources Limited, a British Virgin Islands corporation ("Winsave"), and Radiant Treasure Limited, a British Virgin Islands corporation ("Radiant") from Prime Tech and Alpha, for an aggregate consideration of $32,058,489.15 (the "August 2024 Transaction"). At time of entry into the securities purchase agreement, Champion River, Winsave and Radiant beneficially owned 7,940,937, 3,088,433 and 379,345 shares of common stock of the Issuer, respectively.

F2 · balance_after: Of the total shares beneficially owned following the reported transaction (i) 6,917,783 shares of the Issuer's common stock are directly beneficially owned by Pioneer Step Holdings Limited, a British Virgin Islands corporation ("Pioneer Step"), (ii) 420,000 shares of the Issuer's common stock are directly beneficially owned by Dvorak International Limited ("Dvorak International"), (iii) 547,858 shares of the Issuer's common stock are directly beneficially owned by Skyinvest Associates Limited ("Skyinvest Associates"), (iv) 7,940,937 shares of the Issuer's common stock are directly beneficially owned by Champion River, (v) 3,088,433 shares of the Issuer's common stock are directly beneficially owned by Winsave, and (vi) 379,345 shares of the Issuer's common stock are directly beneficially owned by Radiant.

F3 · balance_after: (continued from Footnote 2) Elgar International Limited, a British Virgin Islands corporation ("Elgar International") is the sole shareholder of Brilliant Dynasty. Brilliant Dynasty will be the sole shareholder of Champion River, Winsave and Radiant upon the completion of the August 2024 Transaction. As such, each of Elger International and Brilliant Dynasty may be deemed to beneficially own the shares of the Issuer's common stock directly held by Champion River, Winsave and Radiant. Chau Hoi Shuen Solina Holly ("Solina Chau") is the sole shareholder of each of Pioneer Step, Dvorak International, Skyinvest Associates and Elgar International. As such, Solina Chau may be deemed to beneficially own the shares of the Issuer's common stock directly held by Pioneer Step, Dvorak International, Skyinvest Associates, Champion River, Winsave and Radiant.

F2 · ownership.nature: Of the total shares beneficially owned following the reported transaction (i) 6,917,783 shares of the Issuer's common stock are directly beneficially owned by Pioneer Step Holdings Limited, a British Virgin Islands corporation ("Pioneer Step"), (ii) 420,000 shares of the Issuer's common stock are directly beneficially owned by Dvorak International Limited ("Dvorak International"), (iii) 547,858 shares of the Issuer's common stock are directly beneficially owned by Skyinvest Associates Limited ("Skyinvest Associates"), (iv) 7,940,937 shares of the Issuer's common stock are directly beneficially owned by Champion River, (v) 3,088,433 shares of the Issuer's common stock are directly beneficially owned by Winsave, and (vi) 379,345 shares of the Issuer's common stock are directly beneficially owned by Radiant.

F3 · ownership.nature: (continued from Footnote 2) Elgar International Limited, a British Virgin Islands corporation ("Elgar International") is the sole shareholder of Brilliant Dynasty. Brilliant Dynasty will be the sole shareholder of Champion River, Winsave and Radiant upon the completion of the August 2024 Transaction. As such, each of Elger International and Brilliant Dynasty may be deemed to beneficially own the shares of the Issuer's common stock directly held by Champion River, Winsave and Radiant. Chau Hoi Shuen Solina Holly ("Solina Chau") is the sole shareholder of each of Pioneer Step, Dvorak International, Skyinvest Associates and Elgar International. As such, Solina Chau may be deemed to beneficially own the shares of the Issuer's common stock directly held by Pioneer Step, Dvorak International, Skyinvest Associates, Champion River, Winsave and Radiant.

SEC source: 0000899243-23-018667 · doc4.xml · nonDerivative · entry 1

Champion River Ventures Ltd · CIK 0001705321 · Director · 10% owner

Prime Tech Global Ltd · CIK 0001706084 · Director · 10% owner

Mayspin Management Ltd · CIK 0001706083 · Director · 10% owner

SHING LI KA · CIK 0001713623 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 11,408,715

F1 · shares: On September 6, 2023, Alpha Mount International Limited ("Alpha") acquired all of the share capital of Winsave Resources Limited ("Winsave") and Radiant Treasure Limited ("Radiant") from Li Ka Shing (Global) Foundation, a Cayman Islands company limited by guarantee ("LKSGF"). Winsave and Radiant beneficially own 3,088,433 Shares and 379,345 Shares, respectively. Alpha acquired Winsave for $1 and the assumption of a loan in the principal amount of $13,048,504.47 from LKSGF in favor of Winsave. Alpha acquired Radiant for $1 and the assumption of a loan in the principal amount of $1,672,688.07 from LKSGF in favor of Radiant.

F1 · price: On September 6, 2023, Alpha Mount International Limited ("Alpha") acquired all of the share capital of Winsave Resources Limited ("Winsave") and Radiant Treasure Limited ("Radiant") from Li Ka Shing (Global) Foundation, a Cayman Islands company limited by guarantee ("LKSGF"). Winsave and Radiant beneficially own 3,088,433 Shares and 379,345 Shares, respectively. Alpha acquired Winsave for $1 and the assumption of a loan in the principal amount of $13,048,504.47 from LKSGF in favor of Winsave. Alpha acquired Radiant for $1 and the assumption of a loan in the principal amount of $1,672,688.07 from LKSGF in favor of Radiant.

F2 · price: Of the reported shares (i) 7,940,937 shares of the Issuer's common stock are held directly by Champion River Ventures Limited ("Champion River"), (ii) 3,088,433 shares of the Issuer's common stock are held directly by Winsave and (iii) 379,345 shares of the Issuer's common stock are held directly by Radiant. The sole shareholder of Champion River is Prime Tech Global Limited ("Prime Tech"), the sole shareholder of Prime Tech is Mayspin Management Limited ("Mayspin"), and the sole shareholder of Mayspin is Li Ka Shing. Alpha is the sole shareholder of each of Winsave and Radiant, Apex Dynasty Limited ("Apex") is the sole shareholder of Alpha, and Li Ka Shing is the sole shareholder of Apex.

F2 · balance_after: Of the reported shares (i) 7,940,937 shares of the Issuer's common stock are held directly by Champion River Ventures Limited ("Champion River"), (ii) 3,088,433 shares of the Issuer's common stock are held directly by Winsave and (iii) 379,345 shares of the Issuer's common stock are held directly by Radiant. The sole shareholder of Champion River is Prime Tech Global Limited ("Prime Tech"), the sole shareholder of Prime Tech is Mayspin Management Limited ("Mayspin"), and the sole shareholder of Mayspin is Li Ka Shing. Alpha is the sole shareholder of each of Winsave and Radiant, Apex Dynasty Limited ("Apex") is the sole shareholder of Alpha, and Li Ka Shing is the sole shareholder of Apex.

F2 · ownership.direct: Of the reported shares (i) 7,940,937 shares of the Issuer's common stock are held directly by Champion River Ventures Limited ("Champion River"), (ii) 3,088,433 shares of the Issuer's common stock are held directly by Winsave and (iii) 379,345 shares of the Issuer's common stock are held directly by Radiant. The sole shareholder of Champion River is Prime Tech Global Limited ("Prime Tech"), the sole shareholder of Prime Tech is Mayspin Management Limited ("Mayspin"), and the sole shareholder of Mayspin is Li Ka Shing. Alpha is the sole shareholder of each of Winsave and Radiant, Apex Dynasty Limited ("Apex") is the sole shareholder of Alpha, and Li Ka Shing is the sole shareholder of Apex.

F2 · ownership.nature: Of the reported shares (i) 7,940,937 shares of the Issuer's common stock are held directly by Champion River Ventures Limited ("Champion River"), (ii) 3,088,433 shares of the Issuer's common stock are held directly by Winsave and (iii) 379,345 shares of the Issuer's common stock are held directly by Radiant. The sole shareholder of Champion River is Prime Tech Global Limited ("Prime Tech"), the sole shareholder of Prime Tech is Mayspin Management Limited ("Mayspin"), and the sole shareholder of Mayspin is Li Ka Shing. Alpha is the sole shareholder of each of Winsave and Radiant, Apex Dynasty Limited ("Apex") is the sole shareholder of Alpha, and Li Ka Shing is the sole shareholder of Apex.

SEC source: 0000899243-17-027134 · doc4.xml · nonDerivative · entry 1

Champion River Ventures Ltd · CIK 0001705321 · 10% owner

Prime Tech Global Ltd · CIK 0001706084 · 10% owner

Mayspin Management Ltd · CIK 0001706083 · 10% owner

Li Ka Shing · CIK 0001686621 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,500,937

F1 · shares: On November 17, 2017, Champion River Ventures Limited ("Champion River") acquired 731,707 shares of the Issuer's common stock pursuant to the transactions contemplated by the Securities Purchase Agreement, dated November 3, 2017 (the "SPA"), by and among the Issuer, Champion River and various other purchasers named therein.

F2 · ownership.direct: The shares are held directly by Champion River. The sole shareholder of Champion River is Prime Tech Global Limited ("Prime Tech"), the sole shareholder of Prime Tech is Mayspin Management Limited ("Mayspin"), and the sole shareholder of Mayspin is Li Ka Shing ("Li Ka Shing"). Each of Prime Tech, Mayspin and Li Ka Shing disclaims Section 16 beneficial ownership of the securities held by Champion River, except to the extent of its or his pecuniary interest therein, if any.

F3 · ownership.direct: Winsave Resources Limited, a company organized under the laws of British Virgin Islands ("Winsave"), acquired 1,219,512 shares pursuant to the SPA. All of the equity of Winsave is owned by Li Ka Shing (Overseas) Foundation, a company incorporated under the laws of the Cayman Islands (the "Foundation"). Investment decisions by the Foundation are made by the majority vote of a board of directors currently consisting of 14 persons, of which Li Ka Shing is the Chairman. Investment decisions by Winsave are made by the majority vote of a board of directors currently consisting of five persons. Li Ka Shing is not a director or officer of Winsave. Li Ka Shing disclaims Section 16 beneficial ownership of the securities held by the Foundation, except to the extent of his pecuniary interest therein, if any.

SEC source: 0000899243-17-020794 · doc4.xml · nonDerivative · entry 1

Champion River Ventures Ltd · CIK 0001705321 · 10% owner

Prime Tech Global Ltd · CIK 0001706084 · 10% owner

Mayspin Management Ltd · CIK 0001706083 · 10% owner

Li Ka Shing · CIK 0001686621 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,769,230

F1 · shares: Champion River Ventures Limited ("Champion River") acquired 1,179,250 shares of the Issuer's common stock at the closing of the third tranche on August 18, 2017, pursuant to the Securities Purchase Agreement, dated April 26, 2017 (the "SPA"), by and among the Issuer, Champion River and Pioneer Step Holdings Limited ("Pioneer Step"), as amended by the First Amendment to Securities Purchase Agreement, dated May 24, 2017 (the "First Amendment"), by and among the Issuer, Champion River and Pioneer Step.

F2 · ownership.direct: The shares are held directly by Champion River. The sole shareholder of Champion River is Prime Tech Global Limited ("Prime Tech"), the sole shareholder of Prime Tech is Mayspin Management Limited ("Mayspin"), and the sole shareholder of Mayspin is Li Ka Shing ("Li Ka Shing"). Each of Prime Tech, Mayspin and Li Ka Shing disclaims Section 16 beneficial ownership of the securities held by Champion River, except to the extent of its pecuniary interest therein, if any.

SEC source: 0000899243-17-014476 · doc4.xml · nonDerivative · entry 1

Champion River Ventures Ltd · CIK 0001705321 · 10% owner

Prime Tech Global Ltd · CIK 0001706084 · 10% owner

Mayspin Management Ltd · CIK 0001706083 · 10% owner

Li Ka Shing · CIK 0001686621 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,589,980

F1 · shares: Champion River Ventures Limited ("Champion River") acquired 3,782,288 shares of the Issuer's common stock at the closing of the second tranche pursuant to the Securities Purchase Agreement, dated April 26, 2017 the ("SPA"), by and among the Issuer, Champion River and Pioneer Step Holdings Limited ("Pioneer Step"), as amended by the First Amendment to Securities Purchase Agreement, dated May 24, 2017 (the "First Amendment"), by and among the Issuer, Champion River and Pioneer Step.

F2 · ownership.direct: The shares are held directly by Champion River. The sole shareholder of Champion River is Prime Tech Global Limited ("Prime Tech"), the sole shareholder of Prime Tech is Mayspin Management Limited ("Mayspin"), and the sole shareholder of Mayspin is Li Ka Shing ("Li Ka Shing"). Each of Prime Tech, Mayspin and Li Ka Shing disclaims Section 16 beneficial ownership of the securities held by Champion River, except to the extent of its pecuniary interest therein, if any.