SEC Form SC 13G filed by Quhuo Limited

$QH
Business Services
Consumer Discretionary
Get the next $QH alert in real time by email
SC 13G 1 d763587dsc13g.htm SCHEDULE 13G SCHEDULE 13G

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. )*

 

 

Quhuo Limited

(Name of Issuer)

Class A Ordinary Shares, par value US$0.0001 per share

Class B Ordinary Shares, par value US$0.0001 per share

(Title of Class of Securities)

74841Q 209

(CUSIP Number)

December 31, 2023

(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.

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 number 74841Q 209 has been assigned to the American Depositary Shares (“ADSs”) of the Issuer which are listed on the Nasdaq Global Market under the symbol “QH.” Each ADS represents ten Class A ordinary shares of the Issuer. No CUSIP number has been assigned to ordinary shares of the Issuer.

 

 

 


CUSIP No. 74841Q 209

 

 1.   

 Name of Reporting Person

 

 Baidu Online Network Technology (Beijing) Co., Ltd.

 2.  

 Check the Appropriate Box if a Member of a Group

 (a) ☐  (b) ☐

 

 3.  

 SEC Use Only

 

 4.  

 Citizenship or Place of Organization

 

 People’s Republic of China

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

   5.   

 Sole Voting Power

 

 5,950,290. See Item 4.

   6.  

 Shared Voting Power

 

 0

   7.  

 Sole Dispositive Power

 

 5,950,290. See Item 4.

   8.  

 Shared Dispositive Power

 

 0

 9.   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 5,950,290. See Item 4.

10.  

 Check if the Aggregate Amount in Row (9) Excludes Certain Shares

 

 ☐

11.  

 Percent of Class Represented by Amount in Row 9

 

9.6%* of total outstanding ordinary shares, assuming conversion of all outstanding Class B ordinary shares into the same number of Class A ordinary shares. See Item 4.

12.  

 Type of Reporting Person

 

 CO

 

*

Percentage calculated based on a total of 61,676,213 ordinary shares (consisting of 55,379,583 Class A ordinary shares and 6,296,630 Class B ordinary shares) of the Issuer outstanding as of April 10, 2023 as a single class, as reported in the Issuer’s Form 20-F for the fiscal year ended December 31, 2022 filed with the U.S. Securities and Exchange Commission on April 20, 2023. Holders of Class A ordinary shares are entitled to one vote per share, while holders of Class B ordinary shares are entitled to 15 votes per share. Accordingly, the ordinary shares beneficially owned by the Reporting Person represent approximately 4.0% of the aggregate voting power of the total issued and outstanding ordinary shares of the Issuer.

 

2


CUSIP No. 74841Q 209

 

 1.   

 Name of Reporting Person

 

 Baidu Holdings 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

 

 5,950,290. See Item 4.

   6.  

 Shared Voting Power

 

 0

   7.  

 Sole Dispositive Power

 

 5,950,290. See Item 4.

   8.  

 Shared Dispositive Power

 

 0

 9.   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 5,950,290. See Item 4.

10.  

 Check if the Aggregate Amount in Row (9) Excludes Certain Shares

 

 ☐

11.  

 Percent of Class Represented by Amount in Row 9

 

9.6%* of total outstanding ordinary shares, assuming conversion of all outstanding Class B ordinary shares into the same number of Class A ordinary shares. See Item 4.

12.  

 Type of Reporting Person

 

 CO

 

*

Percentage calculated based on a total of 61,676,213 ordinary shares (consisting of 55,379,583 Class A ordinary shares and 6,296,630 Class B ordinary shares) of the Issuer outstanding as of April 10, 2023 as a single class, as reported in the Issuer’s Form 20-F for the fiscal year ended December 31, 2022 filed with the U.S. Securities and Exchange Commission on April 20, 2023. Holders of Class A ordinary shares are entitled to one vote per share, while holders of Class B ordinary shares are entitled to 15 votes per share. Accordingly, the ordinary shares beneficially owned by the Reporting Person represent approximately 4.0% of the aggregate voting power of the total issued and outstanding ordinary shares of the Issuer.

 

3


CUSIP No. 74841Q 209

 

 1.   

 Name of Reporting Person

 

 Baidu, Inc.

 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

 

 5,950,290. See Item 4.

   6.  

 Shared Voting Power

 

 0

   7.  

 Sole Dispositive Power

 

 5,950,290. See Item 4.

   8.  

 Shared Dispositive Power

 

 0

 9.   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 5,950,290. See Item 4.

10.  

 Check if the Aggregate Amount in Row (9) Excludes Certain Shares

 

 ☐

11.  

 Percent of Class Represented by Amount in Row 9

 

9.6%* of total outstanding ordinary shares, assuming conversion of all outstanding Class B ordinary shares into the same number of Class A ordinary shares. See Item 4.

12.  

 Type of Reporting Person

 

 CO

 

*

Percentage calculated based on a total of 61,676,213 ordinary shares (consisting of 55,379,583 Class A ordinary shares and 6,296,630 Class B ordinary shares) of the Issuer outstanding as of April 10, 2023 as a single class, as reported in the Issuer’s Form 20-F for the fiscal year ended December 31, 2022 filed with the U.S. Securities and Exchange Commission on April 20, 2023. Holders of Class A ordinary shares are entitled to one vote per share, while holders of Class B ordinary shares are entitled to 15 votes per share. Accordingly, the ordinary shares beneficially owned by the Reporting Person represent approximately 4.0% of the aggregate voting power of the total issued and outstanding ordinary shares of the Issuer.

 

4


Item 1(a).   

Name of Issuer:

 

Quhuo Limited (the “Issuer”)

Item 1(b).   

Address of Issuer’s Principal Executive Offices:

 

3rd Floor, Block A, Tonghui Building

No. 1132 Huihe South Street

Chaoyang District, Beijing 100020

The People’s Republic of China

Item 2(a).   

Name of Person Filing:

 

Baidu Online Network Technology (Beijing) Co., Ltd., Baidu Holdings Limited and Baidu, Inc. (collectively, the “Reporting Persons”)

Item 2(b).   

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

 

For each of the Reporting Persons:

No. 10 Shangdi 10th Street

Haidian District, Beijing 100085

The People’s Republic of China

Item 2(c).   

Citizenship:

 

Baidu Online Network Technology (Beijing) Co., Ltd. – People’s Republic of China

 

Baidu Holdings Limited – British Virgin Islands

 

Baidu, Inc. – Cayman Islands

Item 2(d).   

Title of Class of Securities:

 

Class A ordinary shares, par value US$0.0001 per share, of the Issuer.

 

The Issuer’s ordinary shares consist of Class A ordinary shares and Class B ordinary shares. Each holder of Class A ordinary shares is entitled to one vote per share and each holder of Class B ordinary shares is entitled to 15 votes per share on all matters submitted to them for a vote. Class B ordinary shares are convertible at any time by the holder thereof into Class A ordinary shares on a one-for-one basis. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances.

Item 2(e).   

CUSIP Number:

 

74841Q 209

Item 3.   

If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the persons filing is a:

 

Not applicable

 

5


Item 4.

Ownership

 

Reporting Person:

   Amount
beneficially
owned(1):
    Percent
of class:
    Percent of
aggregate
voting
power(2):
    Sole power to
vote or direct
the vote:
     Shared
power to
vote or
to
direct
the
vote:
     Sole power
to
dispose or to
direct the
disposition
of:
     Shared
power to
dispose or to
direct the
disposition
of:
 

Baidu Online Network Technology (Beijing) Co., Ltd.

     5,950,290  (3)      9.6     4.0     5,950,290        0        5,950,290        0  

Baidu Holdings Limited

     5,950,290  (3)      9.6     4.0     5,950,290        0        5,950,290        0  

Baidu, Inc.

     5,950,290  (3)      9.6     4.0     5,950,290        0        5,950,290        0  

 

(1)

The percentage of class of securities beneficially owned by each Reporting Person is based on a total of 61,676,213 ordinary shares (consisting of 55,379,583 Class A ordinary shares and 6,296,630 Class B ordinary shares) of the Issuer outstanding as of April 10, 2023 as a single class, as reported in the Issuer’s Form 20-F for the fiscal year ended December 31, 2022 filed with the U.S. Securities and Exchange Commission on April 20, 2023.

(2)

For each Reporting Person, percentage of aggregate voting power is calculated by dividing the voting power beneficially owned by such Reporting Person by the voting power of all of the Issuer’s Class A and Class B ordinary shares as a single class. Each holder of Class A ordinary shares is entitled to one vote per share and each holder of Class B ordinary shares is entitled to 15 votes per share on all matters submitted to them for a vote.

(3)

Represents 5,950,290 Class A ordinary shares of the Issuer directly held by Baidu Online Network Technology (Beijing) Co., Ltd., which is a wholly-owned subsidiary of Baidu Holdings Limited. Baidu Holdings Limited is in turn a wholly-owned subsidiary of Baidu, Inc., a Cayman Island company listed on the Nasdaq Global Select Market under the symbol “BIDU” and the Stock Exchange of Hong Kong Limited under the stock code “9888.”

 

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 or Control Person:

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:

Not applicable

 

6


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.

Dated: February 1, 2024    

 

 

Baidu Online Network Technology

(Beijing) Co., Ltd.

By:  

/s/ Shanshan Cui

Name:   Shanshan Cui
Title:   Authorized Representative
  Baidu Holdings Limited
By:  

/s/ Robin Yanhong Li

Name:   Robin Yanhong Li
Title:   Director
  Baidu, Inc.
By:  

/s/ Robin Yanhong Li

Name:   Robin Yanhong Li
Title:   Chief Executive Officer

 

7


LIST OF EXHIBITS

 

Exhibit No.

  

Description

99.1    Joint Filing Agreement

 

 

8

Get the next $QH alert in real time by email

Chat with this insight

Save time and jump to the most important pieces.

Recent Analyst Ratings for
$QH

DatePrice TargetRatingAnalyst
12/28/2021$8.00 → $3.00Buy
Roth Capital
More analyst ratings

$QH
Press Releases

Fastest customizable press release news feed in the world

See more
  • Quhuo International Partners with Panasonic Navinfo to Strengthen NEV Export Assurance

    BEIJING, Nov. 14, 2024 /PRNewswire/ -- During the 7th China International Import Expo (CIIE), Quhuo International, the overseas division of Quhuo Limited (NASDAQ:QH), announced a strategic partnership with Panasonic Navinfo Mobility Technology Service (Beijing) Co., Ltd. ("Panasonic Navinfo"), a joint venture company. The collaboration aims to strengthen export support for new energy vehicles (NEVs) through technological and service innovation, improve full-process management, and help Chinese NEVs excel in the global market. The used NEV market holds vast potential but faces challenges such as difficulty in assessing battery conditions, lack of transaction security, and limited after-sales

    $QH
    Business Services
    Consumer Discretionary
  • Quhuo's Homestay Sector Hits New Highs During National Day with Multiple Initiatives to Enhance Guest Experience

    BEIJING, Oct. 30, 2024 /PRNewswire/ -- Quhuo Limited (NASDAQ:QH), a leading gig economy platform focusing on local life services in China, reported strong performance from its homestay division, Chengtu Home ("Chengtu"), during the National Day holiday. According to data released by Quhuo, GMV for the 7-day period was up 92% year-over-year, with average daily GMV up 123%. Peak occupancy reached 90% of available rooms. According to estimates from the Ministry of Culture and Tourism of China, approximately 765 million domestic trips were made during the National Day holiday in 2024, a 5.9% increase year-over-year. In response to this travel surge, Chengtu initiated an early business upgrade i

    $QH
    Business Services
    Consumer Discretionary
  • Quhuo Regains Compliance with Nasdaq Continued Listing Requirements

    BEIJING, Oct. 17, 2024 /PRNewswire/ -- Quhuo Limited (NASDAQ:QH) ("Quhuo" or the "Company"), a leading gig economy platform focusing on local life services in China, today announced that it received notification from The Nasdaq Stock Market LLC ("Nasdaq") confirming the Company has regained compliance with Nasdaq's minimum market value of publicly held shares requirement under Nasdaq Listing Rule 5450(b)(1)(C) and minimum bid price requirement under Nasdaq Listing Rule 5450(a)(1). The Company is now in compliance with all Nasdaq continued listing criteria. About Quhuo Limited Quhuo Limited is a leading gig economy platform focusing on local life services in China. Leveraging Quhuo+, its pro

    $QH
    Business Services
    Consumer Discretionary

$QH
Analyst Ratings

Analyst ratings in real time. Analyst ratings have a very high impact on the underlying stock. See them live in this feed.

See more

$QH
SEC Filings

See more

$QH
Leadership Updates

Live Leadership Updates

See more
  • Cheche Announces Appointment of Executive Officers

    BEIJING, Feb. 28, 2024 /PRNewswire/ -- Cheche Group Inc. (NASDAQ:CCG) ("Cheche", "the Company" or "we"), China's leading auto insurance technology platform, today announced the appointment of two executive officers. The board of directors of the Company has appointed Ms. Wenting Ji as the chief financial officer of the Company and Ms. Yanjun Liu as the chief operating officer of the Company, both effective from February 28, 2024. Prior to joining the Company, Ms. Wenting Ji served as the chief financial officer of Xiaoyezi Music Technology Group from July 2022 to August 2023. Prior to that, Ms. Ji served as the chief financial officer of Quhuo Limited (NASDAQ:QH) from January 2019 to July 2

    $CCG
    $QH
    $SFUN
    Specialty Insurers
    Finance
    Business Services
    Consumer Discretionary
  • Quhuo Limited Announces Results of 2023 Annual General Meeting

    BEIJING, Feb. 20, 2024 /PRNewswire/ -- Quhuo Limited ("Quhuo" or the "Company") (NASDAQ:QH), a leading gig economy platform focusing on local life services in China, today announced the results of the Company's 2023 annual general meeting of shareholders ("2023 AGM") held on February 19, 2024 at 10:00 a.m. (local time) in Beijing, China. The proposals submitted for shareholder approval at the 2023 AGM have been approved. Specifically, the shareholders have passed the resolutions approving (1) the ratification of the appointment of Marcum Asia CPAs LLP as the independent registered public accounting firm for the fiscal year ended December 31, 2023; (2) the increase of the Company's authorized

    $QH
    Business Services
    Consumer Discretionary
  • Quhuo to Hold 2023 Annual General Meeting on February 19, 2024

    BEIJING, Jan. 17, 2024 /PRNewswire/ -- Quhuo Limited ("Quhuo" or the "Company") (NASDAQ:QH), a leading gig economy platform focusing on local life services in China, today announced that it will hold its 2023 annual general meeting of shareholders at 3rd Floor, Block A, Tonghui Building, No. 1132 Huihe South Street, Chaoyang District, Beijing 100020, The People's Republic of China on February 19, 2024, at 10:00 a.m. (local time). The proposals to be submitted for shareholders' approval at the annual general meeting include (1) by way of an ordinary resolution, the ratification of the appointment of Marcum Asia CPAs LLP as the independent registered public accounting firm for the fiscal year

    $QH
    Business Services
    Consumer Discretionary

$QH
Financials

Live finance-specific insights

See more
  • Quhuo Reports Unaudited Financial Results for the First Half of 2024

    BEIJING, Aug. 28, 2024 /PRNewswire/ -- Quhuo Limited (NASDAQ:QH) ("Quhuo," the "Company," "we" or "our"), a leading gig economy platform focusing on local life services in China, today reported its unaudited financial results for the six months ended June 30, 2024. Financial and Operational Highlights for the First Half of 2024  Revenues from mobility service solutions were RMB 100.5 million (US$13.8 million), representing an increase of 71.7% year-over-year.General and administrative expenses were RMB70.9 million (US$9.8 million), representing a decrease of 13.2% year-over-year.Quhuo International has signed service contracts for over 3,000 units of vehicles under its vehicle export soluti

    $QH
    Business Services
    Consumer Discretionary
  • Quhuo to Report Unaudited Financial Results for the First Half of 2024 on August 28, 2024

    BEIJING, Aug. 26, 2024 /PRNewswire/ -- Quhuo Limited (NASDAQ:QH) ("Quhuo," the "Company," "we" or "our"), a leading gig economy platform focusing on life services in China, today announced that it will report unaudited financial results for the first half of 2024 before the open of the U.S. markets on Wednesday, August 28, 2024. The Company's management will hold a conference call on Wednesday, August 28, 2024, at 8:00 a.m. U.S. Eastern Time (8:00 p.m. Beijing/Hong Kong time on the same day) to discuss the unaudited financial results. Dial-in details for the earnings conference call are as follows: PARTICIPANT DIAL IN (TOLL FREE): 1-888-346-8982 PARTICIPANT INTERNATIONAL DIAL IN: 1-412-902-

    $QH
    Business Services
    Consumer Discretionary
  • Quhuo Announced the Unaudited Financial Results for the 2023H2 and Full Year: Second Growth Curve Broadens New Growth Space

    Vehicle export service contracts for 3,000 units have been signed, of which over 1,900 units have been shipped and generated revenues of RMB 154.5 million.SaaS+ services empowered housekeeping and accommodation solutions and other services, driving a significant increase in profitability.BEIJING, April 3, 2024 /PRNewswire/ -- Quhuo Limited (NASDAQ:QH) ("Quhuo," the "Company", "we" or "our"), a leading gig economy platform focusing on local life services in China, today reported its unaudited financial results for the six months and full year ended December 31, 2023, with significant financial results and successful identifying the company's second growth curve which were vehicle export solut

    $QH
    Business Services
    Consumer Discretionary

$QH
Large Ownership Changes

This live feed shows all institutional transactions in real time.

See more