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UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 13D
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Under the Securities Exchange Act
of 1934
(Amendment No. 2)*
HURRAY!
HOLDING CO., LTD.
(Name of Issuer)
AMERICAN
DEPOSITORY SHARES
EACH
REPRESENTING ONE HUNDRED ORDINARY SHARES
(Title of Class of Securities)
(CUSIP Number)
Rosie
Yu
15/F,
Tower B, Gateway Plaza
No.
18 Xia Guang Li North Road
East
Third Ring, Chaoyang District
Beijing
100027, People’s Republic of China
(Name, Address and Telephone
Number of Person
Authorized to Receive Notices and Communications)
(Date of Event Which Requires
Filing of this Statement)
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition that is the subject of this Schedule 13D,
and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g),
check the following box.
x
Note
: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See §240.13d-7 for other parties
to whom copies are to be sent.
*
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 disclosures provided
in a prior cover page.
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
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CUSIP No.
447773 10 2
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1
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Name of Reporting Persons
Granite Global Ventures (Q.P.) L.P.
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2
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Check the Appropriate Box if
a Member of a Group*
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(a)
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o
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(b)
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x
(1)
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3
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SEC Use Only
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4
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Source of Funds*
WC
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5
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Check Box if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
o
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6
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Citizenship or Place of Organization
Delaware, United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7
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Sole Voting Power
0
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8
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Shared Voting Power
238,456 ADS representing 23,845,600 ordinary shares (2)
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9
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Sole Dispositive Power
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10
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Shared Dispositive Power
238,456 ADS representing 23,845,600 ordinary shares (2)
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11
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Aggregate Amount Beneficially
Owned by Each Reporting Person
238,456 ADS representing 23,845,600 ordinary shares (2)
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12
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Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
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13
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Percent of Class Represented
by Amount in Row (11)
1.09% (3)
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14
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Type of Reporting Person*
PN
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(1)
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This
Schedule is filed by Granite Global Ventures (Q.P.) L.P., Granite Global
Ventures L.P., Granite Global Ventures L.L.C., Granite Global Ventures III
L.P., GGV III Entrepreneurs Fund L.P., Granite Global Ventures III L.L.C.,
Messrs. Scott B. Bonham, Joel D. Kellman, Hany M. Nada, Thomas K. Ng, Jixun
Foo, Glenn Solomon, Ray A. Rothrock, Anthony Sun, and Ms. Jenny Lee
(collectively, the “Reporting Persons”).
The Reporting Persons expressly disclaim status as a “group” for
purposes of this Schedule 13D.
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(2)
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Consists
of 234,450 American Depository Shares (ADS) representing 23,445,000 ordinary
shares held by Granite Global Ventures (Q.P.) L.P., and 4,006 ADS
representing 400,600 ordinary shares held by Granite Global Ventures L.P.
Granite Global Ventures L.L.C. is the sole general partner of Granite Global
Ventures (Q.P.) L.P. and Granite Global Ventures L.P. Messrs. Scott B. Bonham, Joel D. Kellman,
Hany M. Nada, Thomas K. Ng, Anthony Sun and Ray Rothrock are members of the
investment committee of Granite Global Ventures L.L.C. and share voting and
dispositive power over all such shares held by Granite Global Ventures (Q.P.)
L.P. and Granite Global Ventures L.P.
These individuals disclaim beneficial ownership of the shares
beneficially owned by the above entities except to the extent of their
pecuniary interests therein.
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(3)
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This
percentage is calculated based upon 21,933,437.4 ADS (representing
2,193,343,740 ordinary shares) of the Issuer outstanding as set forth in the
Issuer’s Form 20-F, filed with the Securities and Exchange Commission on June
26, 2009.
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(4)
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In addition, Granite Global
Ventures (Q.P.) L.P. holds 11 ordinary shares (representing a fractional 0.11
ADS) and Granite Global Ventures L.P. holds 4 ordinary shares (representing a
fractional 0.04 ADS) for an aggregate total of 15 ordinary shares
(representing a fractional 0.15 ADS).
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2
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CUSIP No.
447773 10 2
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1
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Name of Reporting Persons
Granite Global Ventures L.P.
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2
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Check the Appropriate Box if
a Member of a Group*
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(a)
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o
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(b)
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x
(1)
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3
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SEC Use Only
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4
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Source of Funds*
WC
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5
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Check Box if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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6
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Citizenship or Place of Organization
Delaware, United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7
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Sole Voting Power
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8
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Shared Voting Power
238,456 ADS representing 23,845,600 ordinary shares (2)
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9
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Sole Dispositive Power
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10
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Shared Dispositive Power
238,456 ADS representing 23,845,600 ordinary shares (2)
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11
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Aggregate Amount Beneficially
Owned by Each Reporting Person
238,456 ADS representing 23,845,600 ordinary shares (2)
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12
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Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
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13
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Percent of Class Represented
by Amount in Row (11)
1.09% (3)
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14
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Type of Reporting Person*
PN
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(1)
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This Schedule is filed by
Granite Global Ventures (Q.P.) L.P., Granite Global Ventures L.P., Granite
Global Ventures L.L.C., Granite Global Ventures III L.P., GGV III
Entrepreneurs Fund L.P., Granite Global Ventures III L.L.C., Messrs. Scott B.
Bonham, Joel D. Kellman, Hany M. Nada, Thomas K. Ng, Jixun Foo, Glenn
Solomon, Ray A. Rothrock, Anthony Sun, and Ms. Jenny Lee (collectively, the
“Reporting Persons”). The Reporting
Persons expressly disclaim status as a “group” for purposes of this Schedule
13D.
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(2)
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Consists of 234,450
American Depository Shares (ADS) representing 23,445,000 ordinary shares held
by Granite Global Ventures (Q.P.) L.P., and 4,006 ADS representing 400,600
ordinary shares held by Granite Global Ventures L.P. Granite Global Ventures
L.L.C. is the sole general partner of Granite Global Ventures (Q.P.) L.P. and
Granite Global Ventures L.P. Messrs.
Scott B. Bonham, Joel D. Kellman, Hany M. Nada, Thomas K. Ng, Anthony Sun and
Ray Rothrock are members of the investment committee of Granite Global
Ventures L.L.C. and share voting and dispositive power over all such shares
held by Granite Global Ventures (Q.P.) L.P. and Granite Global Ventures
L.P. These individuals disclaim
beneficial ownership of the shares beneficially owned by the above entities
except to the extent of their pecuniary interests therein.
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(3)
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This percentage is
calculated based upon 21,933,437.4 ADS (representing 2,193,343,740 ordinary
shares) of the Issuer outstanding as set forth in the Issuer’s Form 20-F,
filed with the Securities and Exchange Commission on June 26, 2009.
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(4)
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In addition, Granite
Global Ventures (Q.P.) L.P. holds 11 ordinary shares (representing a
fractional 0.11 ADS) and Granite Global Ventures L.P. holds 4 ordinary shares
(representing a fractional 0.04 ADS) for an aggregate total of 15 ordinary
shares (representing a fractional 0.15 ADS).
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3
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CUSIP No.
447773 10 2
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1
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Name of Reporting Persons
Granite Global Ventures L.L.C.
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2
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Check the Appropriate Box
if a Member of a Group*
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(a)
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o
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(b)
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x
(1)
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3
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SEC Use Only
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4
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Source of Funds*
WC
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5
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Check Box if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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6
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Citizenship or Place of Organization
Delaware, United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7
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Sole Voting Power
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8
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Shared Voting Power
238,456 ADS representing 23,845,600 ordinary shares (2)
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9
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Sole Dispositive Power
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10
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Shared Dispositive Power
238,456 ADS representing 23,845,600 ordinary shares (2)
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11
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Aggregate Amount
Beneficially Owned by Each Reporting Person
238,456 ADS representing 23,845,600 ordinary shares (2)
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12
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Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
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13
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Percent of Class
Represented by Amount in Row (11)
1.09% (3)
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14
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Type of Reporting Person*
CO
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(1)
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This Schedule is filed by Granite Global Ventures
(Q.P.) L.P., Granite Global Ventures L.P., Granite Global Ventures L.L.C.,
Granite Global Ventures III L.P., GGV III Entrepreneurs Fund L.P., Granite
Global Ventures III L.L.C., Messrs. Scott B. Bonham, Joel D. Kellman, Hany M.
Nada, Thomas K. Ng, Jixun Foo, Glenn Solomon, Ray A. Rothrock, Anthony Sun,
and Ms. Jenny Lee (collectively, the “Reporting Persons”). The Reporting
Persons expressly disclaim status as a “group” for purposes of this Schedule
13D.
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(2)
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Consists of 234,450 American Depository Shares (ADS)
representing 23,445,000 ordinary shares held by Granite Global Ventures
(Q.P.) L.P., and 4,006 ADS representing 400,600 ordinary shares held by
Granite Global Ventures L.P. Granite Global Ventures L.L.C. is the sole
general partner of Granite Global Ventures (Q.P.) L.P. and Granite Global
Ventures L.P. Messrs. Scott B. Bonham, Joel D. Kellman, Hany M. Nada, Thomas
K. Ng, Anthony Sun and Ray Rothrock are members of the investment committee
of Granite Global Ventures L.L.C. and share voting and dispositive power over
all such shares held by Granite Global Ventures (Q.P.) L.P. and Granite
Global Ventures L.P. These individuals disclaim beneficial ownership of the
shares beneficially owned by the above entities except to the extent of their
pecuniary interests therein.
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(3)
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This percentage is calculated based upon
21,933,437.4 ADS (representing 2,193,343,740 ordinary shares) of the Issuer
outstanding as set forth in the Issuer’s Form 20-F, filed with the Securities
and Exchange Commission on June 26, 2009.
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(4)
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In addition, Granite Global Ventures (Q.P.) L.P.
holds 11 ordinary shares (representing a fractional 0.11 ADS) and Granite
Global Ventures L.P. holds 4 ordinary shares (representing a fractional 0.04
ADS) for an aggregate total of 15 ordinary shares (representing a fractional
0.15 ADS).
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4
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CUSIP No.
447773 10 2
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1
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Name of Reporting Persons
Granite Global Ventures III L.P.
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2
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Check the Appropriate Box
if a Member of a Group*
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(a)
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o
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(b)
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x
(1)
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3
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SEC Use Only
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4
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Source of Funds*
WC
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5
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Check Box if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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6
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Citizenship or Place of Organization
Delaware, United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7
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Sole Voting Power
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8
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Shared Voting Power
2,276,795 ADS representing 227,679,500 ordinary shares (2)
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9
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Sole Dispositive Power
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10
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Shared Dispositive Power
2,276,795 ADS representing 227,679,500 ordinary shares (2)
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11
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Aggregate Amount
Beneficially Owned by Each Reporting Person
2,276,795 ADS representing 227,679,500 ordinary shares (2)
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12
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Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
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13
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Percent of Class
Represented by Amount in Row (11)
10.38% (3)
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14
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Type of Reporting Person*
PN
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(1)
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This Schedule is filed by Granite Global Ventures
(Q.P.) L.P., Granite Global Ventures L.P., Granite Global Ventures L.L.C.,
Granite Global Ventures III L.P., GGV III Entrepreneurs Fund L.P., Granite
Global Ventures III L.L.C., Messrs. Scott B. Bonham, Joel D. Kellman, Hany M.
Nada, Thomas K. Ng, Jixun Foo, Glenn Solomon, Ray A. Rothrock, Anthony Sun,
and Ms. Jenny Lee (collectively, the “Reporting Persons”). The Reporting
Persons expressly disclaim status as a “group” for purposes of this Schedule
13D.
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(2)
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Consists of 43,976 ADS representing 4,397,600
ordinary shares held by GGV III Entrepreneurs Fund L.P., and 2,232,819 ADS
representing 223,281,900 ordinary shares held by Granite Global Ventures III
L.P. Granite Global Ventures III L.L.C. is the sole general partner of
Granite Global Ventures III L.P. and GGV III Entrepreneurs Fund L.P. Messrs.
Jixun Foo, Glenn Solomon, Scott B. Bonham, Joel D. Kellman, Hany M. Nada,
Thomas K. Ng, and Ms. Jenny Lee are members of the investment committee of
Granite Global Ventures III L.L.C. and share voting and dispositive power
over all such shares held by Granite Global Ventures III L.P. and GGV III
Entrepreneurs Fund L.P. These individuals disclaim beneficial ownership of
the shares beneficially owned by the above entities except to the extent of
their pecuniary interests therein.
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(3)
|
This percentage is calculated based upon 21,933,437.4
ADS (representing 2,193,343,740 ordinary shares) of the Issuer outstanding as
set forth in the Issuer’s Form 20-F, filed with the Securities and Exchange
Commission on June 26, 2009.
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5
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CUSIP No.
447773 10 2
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1
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Name of Reporting Persons
GGV III Entrepreneurs Fund L.P.
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2
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Check the Appropriate Box
if a Member of a Group*
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(a)
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o
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(b)
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x
(1)
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3
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SEC Use Only
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4
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Source of Funds*
WC
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5
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Check Box if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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6
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Citizenship or Place of Organization
Delaware, United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7
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Sole Voting Power
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|
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8
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Shared Voting Power
2,276,795 ADS representing 227,679,500 ordinary shares (2)
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9
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Sole Dispositive Power
|
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|
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10
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Shared Dispositive Power
2,276,795 ADS representing 227,679,500 ordinary shares (2)
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11
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Aggregate Amount
Beneficially Owned by Each Reporting Person
2,276,795 ADS representing 227,679,500 ordinary shares (2)
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12
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Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
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13
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Percent of Class
Represented by Amount in Row (11)
10.38% (3)
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14
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Type of Reporting Person*
PN
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(1)
|
This Schedule is filed by
Granite Global Ventures (Q.P.) L.P., Granite Global Ventures L.P., Granite
Global Ventures L.L.C., Granite Global Ventures III L.P., GGV III
Entrepreneurs Fund L.P., Granite Global Ventures III L.L.C., Messrs. Scott B.
Bonham, Joel D. Kellman, Hany M. Nada, Thomas K. Ng, Jixun Foo, Glenn
Solomon, Ray A. Rothrock, Anthony Sun, and Ms. Jenny Lee (collectively, the
“Reporting Persons”). The Reporting Persons expressly disclaim status as a
“group” for purposes of this Schedule 13D.
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(2)
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Consists of 43,976 ADS
representing 4,397,600 ordinary shares held by GGV III Entrepreneurs Fund
L.P., and 2,232,819 ADS representing 223,281,900 ordinary shares held by
Granite Global Ventures III L.P. Granite Global Ventures III L.L.C. is the
sole general partner of Granite Global Ventures III L.P. and GGV III
Entrepreneurs Fund L.P. Messrs. Jixun Foo, Glenn Solomon, Scott B. Bonham,
Joel D. Kellman, Hany M. Nada, Thomas K. Ng, and Ms. Jenny Lee are members of
the investment committee of Granite Global Ventures III L.L.C. and share
voting and dispositive power over all such shares held by Granite Global
Ventures III L.P. and GGV III Entrepreneurs Fund L.P. These individuals
disclaim beneficial ownership of the shares beneficially owned by the above
entities except to the extent of their
pecuniary interests therein.
|
|
|
|
|
(3)
|
This percentage is calculated based upon
21,933,437.4 ADS (representing 2,193,343,740 ordinary shares) of the Issuer
outstanding as set forth in the Issuer’s Form 20-F, filed with the Securities
and Exchange Commission on June 26, 2009.
|
6
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CUSIP No.
447773 10 2
|
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|
1
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Name of Reporting Persons
Granite Global Ventures III L.L.C.
|
|
|
|
|
2
|
Check the Appropriate Box
if a Member of a Group*
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
(1)
|
|
|
|
|
3
|
SEC Use Only
|
|
|
|
|
4
|
Source of Funds*
WC
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|
|
|
|
5
|
Check Box if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
|
|
|
|
|
6
|
Citizenship or Place of Organization
Delaware, United States of America
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7
|
Sole Voting Power
|
|
|
|
8
|
Shared Voting Power
2,276,795 ADS representing 227,679,500 ordinary shares (2)
|
|
|
|
9
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Sole Dispositive Power
|
|
|
|
10
|
Shared Dispositive Power
2,276,795 ADS representing 227,679,500 ordinary shares (2)
|
|
|
|
|
11
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
2,276,795 ADS representing 227,679,500 ordinary shares (2)
|
|
|
|
|
12
|
Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
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|
|
|
|
13
|
Percent of Class
Represented by Amount in Row (11)
10.38% (3)
|
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|
|
|
14
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Type of Reporting Person*
CO
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|
|
|
|
|
|
|
|
(1)
|
This Schedule is filed by Granite Global Ventures
(Q.P.) L.P., Granite Global Ventures L.P., Granite Global Ventures L.L.C.,
Granite Global Ventures III L.P., GGV III Entrepreneurs Fund L.P., Granite
Global Ventures III L.L.C., Messrs. Scott B. Bonham, Joel D. Kellman, Hany M.
Nada, Thomas K. Ng, Jixun Foo, Glenn Solomon, Ray A. Rothrock, Anthony Sun,
and Ms. Jenny Lee (collectively, the “Reporting Persons”). The Reporting
Persons expressly disclaim status as a “group” for purposes of this Schedule
13D.
|
|
|
|
|
(2)
|
Consists of 43,976 ADS representing 4,397,600
ordinary shares held by GGV III Entrepreneurs Fund L.P., and 2,232,819 ADS
representing 223,281,900 ordinary shares held by Granite Global Ventures III
L.P. Granite Global Ventures III L.L.C. is the sole general partner of
Granite Global Ventures III L.P. and GGV III Entrepreneurs Fund L.P. Messrs.
Jixun Foo, Glenn Solomon, Scott B. Bonham, Joel D. Kellman, Hany M. Nada,
Thomas K. Ng, and Ms. Jenny Lee are members of the investment committee of
Granite Global Ventures III L.L.C. and share voting and dispositive power
over all such shares held by Granite Global Ventures III L.P. and GGV III
Entrepreneurs Fund L.P. These individuals disclaim beneficial ownership of
the shares beneficially owned by the above entities except to the extent of
their pecuniary interests therein.
|
|
|
|
|
(3)
|
This percentage is calculated based upon
21,933,437.4 ADS (representing 2,193,343,740 ordinary shares) of the Issuer
outstanding as set forth in the Issuer’s Form 20-F, filed with the Securities
and Exchange Commission on June 26, 2009.
|
7
|
CUSIP No.
447773 10 2
|
|
|
|
|
1
|
Name of Reporting Persons
Scott B. Bonham
|
|
|
|
|
2
|
Check the Appropriate Box
if a Member of a Group*
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
(1)
|
|
|
|
|
3
|
SEC Use Only
|
|
|
|
|
4
|
Source of Funds*
WC
|
|
|
|
|
5
|
Check Box if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
|
|
|
|
|
6
|
Citizenship or Place of Organization
Canada
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7
|
Sole Voting Power
|
|
|
|
8
|
Shared Voting Power
2,515,251 ADS representing 251,525,100 ordinary shares (2)
|
|
|
|
9
|
Sole Dispositive Power
|
|
|
|
10
|
Shared Dispositive Power
2,515,251 ADS representing 251,525,100 ordinary shares (2)
|
|
|
|
|
11
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
2,515,251 ADS representing 251,525,100 ordinary shares (2)
|
|
|
|
|
12
|
Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
|
|
|
|
|
13
|
Percent of Class
Represented by Amount in Row (11)
11.47% (3)
|
|
|
|
|
14
|
Type of Reporting Person*
IN
|
|
|
|
|
|
|
|
|
(1)
|
This Schedule is filed by Granite Global Ventures
(Q.P.) L.P., Granite Global Ventures L.P., Granite Global Ventures L.L.C.,
Granite Global Ventures III L.P., GGV III Entrepreneurs Fund L.P., Granite
Global Ventures III L.L.C., Messrs. Scott B. Bonham, Joel D. Kellman, Hany M.
Nada, Thomas K. Ng, Jixun Foo, Glenn Solomon, Ray A. Rothrock, Anthony Sun,
and Ms. Jenny Lee (collectively, the “Reporting Persons”). The Reporting
Persons expressly disclaim status as a “group” for purposes of this Schedule
13D.
|
|
|
|
|
(2)
|
Consists of 234,450 American Depository Shares (ADS)
representing 23,445,000 ordinary shares held by Granite Global Ventures
(Q.P.) L.P., 4,006 ADS representing 400,600 ordinary shares held by Granite
Global Ventures L.P., 43,976 ADS representing 4,397,600 ordinary shares held
by GGV III Entrepreneurs Fund L.P., and 2,232,819 ADS representing
223,281,900 ordinary shares held by Granite Global Ventures III L.P. Granite
Global Ventures L.L.C. is the sole general partner of Granite Global Ventures
(Q.P.) L.P. and Granite Global Ventures L.P. Granite Global Ventures III
L.L.C. is the sole general partner of Granite Global Ventures III L.P. and
GGV III Entrepreneurs Fund L.P. Messrs. Scott B. Bonham, Joel D. Kellman,
Hany M. Nada and Thomas K. Ng are members of the investment committees for
both Granite Global Ventures L.L.C. and Granite Global Ventures III, L.L.C.
and share voting and dispositive power over all such shares. These
individuals disclaim beneficial ownership of the shares beneficially owned by
the above entities except to the extent of their pecuniary interests therein.
|
|
|
|
|
(3)
|
This percentage is calculated based upon
21,933,437.4 ADS (representing 2,193,343,740 ordinary shares) of the Issuer
outstanding as set forth in the Issuer’s Form 20-F, filed with the Securities
and Exchange Commission on June 26, 2009.
|
|
|
|
|
(4)
|
In addition, Granite Global Ventures (Q.P.) L.P.
holds 11 ordinary shares (representing a fractional 0.11 ADS) and Granite
Global Ventures L.P. holds 4 ordinary shares (representing a fractional 0.04
ADS) for an aggregate total of 15 ordinary shares (representing a fractional
0.15 ADS).
|
8
|
CUSIP No.
447773 10 2
|
|
|
|
|
1
|
Name of Reporting Persons
Joel D. Kellman
|
|
|
|
|
2
|
Check the Appropriate Box
if a Member of a Group*
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
(1)
|
|
|
|
|
3
|
SEC Use Only
|
|
|
|
|
4
|
Source of Funds*
WC
|
|
|
|
|
5
|
Check Box if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
|
|
|
|
|
6
|
Citizenship or Place of Organization
United States of America
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7
|
Sole Voting Power
|
|
|
|
8
|
Shared Voting Power
2,515,251 ADS representing 251,525,100 ordinary shares (2)
|
|
|
|
9
|
Sole Dispositive Power
|
|
|
|
10
|
Shared Dispositive Power
2,515,251 ADS representing 251,525,100 ordinary shares (2)
|
|
|
|
|
11
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
2,515,251 ADS representing 251,525,100 ordinary shares (2)
|
|
|
|
|
12
|
Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
|
|
|
|
|
13
|
Percent of Class
Represented by Amount in Row (11)
11.47% (3)
|
|
|
|
|
14
|
Type of Reporting Person*
IN
|
|
|
|
|
|
|
|
|
(1)
|
This Schedule is filed by Granite Global Ventures
(Q.P.) L.P., Granite Global Ventures L.P., Granite Global Ventures L.L.C.,
Granite Global Ventures III L.P., GGV III Entrepreneurs Fund L.P., Granite
Global Ventures III L.L.C., Messrs. Scott B. Bonham, Joel D. Kellman, Hany M.
Nada, Thomas K. Ng, Jixun Foo, Glenn Solomon, Ray A. Rothrock, Anthony Sun,
and Ms. Jenny Lee (collectively, the “Reporting Persons”). The Reporting
Persons expressly disclaim status as a “group” for purposes of this Schedule
13D.
|
|
|
|
|
(2)
|
Consists of 234,450 American Depository Shares (ADS)
representing 23,445,000 ordinary shares held by Granite Global Ventures
(Q.P.) L.P., 4,006 ADS representing 400,600 ordinary shares held by Granite
Global Ventures L.P., 43,976 ADS representing 4,397,600 ordinary shares held
by GGV III Entrepreneurs Fund L.P., and 2,232,819 ADS representing
223,281,900 ordinary shares held by Granite Global Ventures III L.P. Granite
Global Ventures L.L.C. is the sole general partner of Granite Global Ventures
(Q.P.) L.P. and Granite Global Ventures L.P. Granite Global Ventures III L.L.C.
is the sole general partner of Granite Global Ventures III L.P. and GGV III
Entrepreneurs Fund L.P. Messrs. Scott B. Bonham, Joel D. Kellman, Hany M.
Nada and Thomas K. Ng are members of the investment committees for both
Granite Global Ventures L.L.C. and Granite Global Ventures III, L.L.C. and
share voting and dispositive power over all such shares. These individuals
disclaim beneficial ownership of the shares beneficially owned by the above
entities except to the extent of their pecuniary interests therein.
|
|
|
|
|
(3)
|
This percentage is calculated based upon
21,933,437.4 ADS (representing 2,193,343,740 ordinary shares) of the Issuer
outstanding as set forth in the Issuer’s Form 20-F, filed with the Securities
and Exchange Commission on June 26, 2009.
|
|
|
|
|
(4)
|
In addition, Granite Global Ventures (Q.P.) L.P.
holds 11 ordinary shares (representing a fractional 0.11 ADS) and Granite
Global Ventures L.P. holds 4 ordinary shares (representing a fractional 0.04
ADS) for an aggregate total of 15 ordinary shares (representing a fractional
0.15 ADS).
|
9
|
CUSIP No.
447773 10 2
|
|
|
|
|
1
|
Name of Reporting Persons
Hany M. Nada
|
|
|
|
|
2
|
Check the Appropriate Box
if a Member of a Group*
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
(1)
|
|
|
|
|
3
|
SEC Use Only
|
|
|
|
|
4
|
Source of Funds*
WC
|
|
|
|
|
5
|
Check Box if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
|
|
|
|
|
6
|
Citizenship or Place of Organization
United States of America
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7
|
Sole Voting Power
|
|
|
|
8
|
Shared Voting Power
2,515,251 ADS representing 251,525,100 ordinary shares (2)
|
|
|
|
9
|
Sole Dispositive Power
|
|
|
|
10
|
Shared Dispositive Power
2,515,251 ADS representing 251,525,100 ordinary shares (2)
|
|
|
|
|
11
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
2,515,251 ADS representing 251,525,100 ordinary shares (2)
|
|
|
|
|
12
|
Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
|
|
|
|
|
13
|
Percent of Class
Represented by Amount in Row (11)
11.47% (3)
|
|
|
|
|
14
|
Type of Reporting Person*
IN
|
|
|
|
|
|
|
|
|
(1)
|
This Schedule is filed by Granite Global Ventures
(Q.P.) L.P., Granite Global Ventures L.P., Granite Global Ventures L.L.C.,
Granite Global Ventures III L.P., GGV III Entrepreneurs Fund L.P., Granite
Global Ventures III L.L.C., Messrs. Scott B. Bonham, Joel D. Kellman, Hany M.
Nada, Thomas K. Ng, Jixun Foo, Glenn Solomon, Ray A. Rothrock, Anthony Sun,
and Ms. Jenny Lee (collectively, the “Reporting Persons”). The Reporting
Persons expressly disclaim status as a “group” for purposes of this Schedule
13D.
|
|
|
|
|
(2)
|
Consists of 234,450 American Depository Shares (ADS)
representing 23,445,000 ordinary shares held by Granite Global Ventures
(Q.P.) L.P., 4,006 ADS representing 400,600 ordinary shares held by Granite
Global Ventures L.P., 43,976 ADS representing 4,397,600 ordinary shares held
by GGV III Entrepreneurs Fund L.P., and 2,232,819 ADS representing
223,281,900 ordinary shares held by Granite Global Ventures III L.P. Granite
Global Ventures L.L.C. is the sole general partner of Granite Global Ventures
(Q.P.) L.P. and Granite Global Ventures L.P. Granite Global Ventures III
L.L.C. is the sole general partner of Granite Global Ventures III L.P. and
GGV III Entrepreneurs Fund L.P. Messrs. Scott B. Bonham, Joel D. Kellman,
Hany M. Nada and Thomas K. Ng are members of the investment committees for
both Granite Global Ventures L.L.C. and Granite Global Ventures III, L.L.C.
and share voting and dispositive power over all such shares. These
individuals disclaim beneficial ownership of the shares beneficially owned by
the above entities except to the extent of their pecuniary interests therein.
|
|
|
|
|
(3)
|
This percentage is calculated based upon
21,933,437.4 ADS (representing 2,193,343,740 ordinary shares) of the Issuer
outstanding as set forth in the Issuer’s Form 20-F, filed with the Securities
and Exchange Commission on June 26, 2009.
|
|
|
|
|
(4)
|
In addition, Granite Global Ventures (Q.P.) L.P.
holds 11 ordinary shares (representing a fractional 0.11 ADS) and Granite
Global Ventures L.P. holds 4 ordinary shares (representing a fractional 0.04
ADS) for an aggregate total of 15 ordinary shares (representing a fractional
0.15 ADS).
|
10
|
CUSIP No.
447773 10 2
|
|
|
|
|
1
|
Name of Reporting Persons
Thomas K. Ng
|
|
|
|
|
2
|
Check the Appropriate Box
if a Member of a Group*
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
(1)
|
|
|
|
|
3
|
SEC Use Only
|
|
|
|
|
4
|
Source of Funds*
WC
|
|
|
|
|
5
|
Check Box if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
|
|
|
|
|
6
|
Citizenship or Place of Organization
United States of America
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7
|
Sole Voting Power
|
|
|
|
8
|
Shared Voting Power
2,515,251 ADS representing 251,525,100 ordinary shares (2)
|
|
|
|
9
|
Sole Dispositive Power
|
|
|
|
10
|
Shared Dispositive Power
2,515,251 ADS representing 251,525,100 ordinary shares (2)
|
|
|
|
|
11
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
2,515,251 ADS representing 251,525,100 ordinary shares (2)
|
|
|
|
|
12
|
Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
|
|
|
|
|
13
|
Percent of Class
Represented by Amount in Row (11)
11.47% (3)
|
|
|
|
|
14
|
Type of Reporting Person*
IN
|
|
|
|
|
|
|
|
|
(1)
|
This Schedule is filed by Granite Global Ventures
(Q.P.) L.P., Granite Global Ventures L.P., Granite Global Ventures L.L.C.,
Granite Global Ventures III L.P., GGV III Entrepreneurs Fund L.P., Granite
Global Ventures III L.L.C., Messrs. Scott B. Bonham, Joel D. Kellman, Hany M.
Nada, Thomas K. Ng, Jixun Foo, Glenn Solomon, Ray A. Rothrock, Anthony Sun,
and Ms. Jenny Lee (collectively, the “Reporting Persons”). The Reporting
Persons expressly disclaim status as a “group” for purposes of this Schedule
13D.
|
|
|
|
|
(2)
|
Consists of 234,450 American Depository Shares (ADS)
representing 23,445,000 ordinary shares held by Granite Global Ventures
(Q.P.) L.P., 4,006 ADS representing 400,600 ordinary shares held by Granite
Global Ventures L.P., 43,976 ADS representing 4,397,600 ordinary shares held
by GGV III Entrepreneurs Fund L.P., and 2,232,819 ADS representing
223,281,900 ordinary shares held by Granite Global Ventures III L.P. Granite
Global Ventures L.L.C. is the sole general partner of Granite Global Ventures
(Q.P.) L.P. and Granite Global Ventures L.P. Granite Global Ventures III
L.L.C. is the sole general partner of Granite Global Ventures III L.P. and
GGV III Entrepreneurs Fund L.P. Messrs. Scott B. Bonham, Joel D. Kellman,
Hany M. Nada and Thomas K. Ng are members of the investment committees for
both Granite Global Ventures L.L.C. and Granite Global Ventures III, L.L.C.
and share voting and dispositive power over all such shares. These
individuals disclaim beneficial ownership of the shares beneficially owned by
the above entities except to the extent of their pecuniary interests therein.
|
|
|
|
|
(3)
|
This percentage is calculated based upon
21,933,437.4 ADS (representing 2,193,343,740 ordinary shares) of the Issuer
outstanding as set forth in the Issuer’s Form 20-F, filed with the Securities
and Exchange Commission on June 26, 2009.
|
|
|
|
|
(4)
|
In addition, Granite Global Ventures (Q.P.) L.P.
holds 11 ordinary shares (representing a fractional 0.11 ADS) and Granite
Global Ventures L.P. holds 4 ordinary shares (representing a fractional 0.04
ADS) for an aggregate total of 15 ordinary shares (representing a fractional
0.15 ADS).
|
11
|
CUSIP No.
447773 10 2
|
|
|
|
|
1
|
Name of Reporting Persons
Jixun Foo
|
|
|
|
|
2
|
Check the Appropriate Box
if a Member of a Group*
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
(1)
|
|
|
|
|
3
|
SEC Use Only
|
|
|
|
|
4
|
Source of Funds*
WC
|
|
|
|
|
5
|
Check Box if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
|
|
|
|
|
6
|
Citizenship or Place of Organization
Singapore
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7
|
Sole Voting Power
|
|
|
|
8
|
Shared Voting Power
2,276,795 ADS representing 227,679,500 ordinary shares (2)
|
|
|
|
9
|
Sole Dispositive Power
|
|
|
|
10
|
Shared Dispositive Power
2,276,795 ADS representing 227,679,500 ordinary shares (2)
|
|
|
|
|
11
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
2,276,795 ADS representing 227,679,500 ordinary shares (2)
|
|
|
|
|
12
|
Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
|
|
|
|
|
13
|
Percent of Class
Represented by Amount in Row (11)
10.38% (3)
|
|
|
|
|
14
|
Type of Reporting Person*
IN
|
|
|
|
|
|
|
|
|
(1)
|
This Schedule is filed by Granite Global Ventures (Q.P.)
L.P., Granite Global Ventures L.P., Granite Global Ventures L.L.C., Granite
Global Ventures III L.P., GGV III Entrepreneurs Fund L.P., Granite Global
Ventures III L.L.C., Messrs. Scott B. Bonham, Joel D. Kellman, Hany M. Nada,
Thomas K. Ng, Jixun Foo, Glenn Solomon, Ray A. Rothrock, Anthony Sun, and Ms.
Jenny Lee (collectively, the “Reporting Persons”). The Reporting Persons
expressly disclaim status as a “group” for purposes of this Schedule 13D.
|
|
|
|
|
(2)
|
Consists of 43,976 ADS representing 4,397,600 ordinary
shares held by GGV III Entrepreneurs Fund L.P., and 2,232,819 ADS
representing 223,281,900 ordinary shares held by Granite Global Ventures III
L.P. Granite Global Ventures III L.L.C. is the sole general partner of
Granite Global Ventures III L.P. and GGV III Entrepreneurs Fund L.P. Messrs.
Jixun Foo, Glenn Solomon, Scott B. Bonham, Joel D. Kellman, Hany M. Nada,
Thomas K. Ng, and Ms. Jenny Lee are members of the investment committee of
Granite Global Ventures III L.L.C. and share voting and dispositive power
over all such shares held by Granite Global Ventures III L.P. and GGV III
Entrepreneurs Fund L.P. These individuals disclaim beneficial ownership of
the shares beneficially owned by the above entities except to the extent of
their pecuniary interests therein.
|
|
|
|
|
(3)
|
This percentage is calculated based upon
21,933,437.4 ADS (representing 2,193,343,740 ordinary shares) of the Issuer
outstanding as set forth in the Issuer’s Form 20-F, filed with the Securities
and Exchange Commission on June 26, 2009.
|
12
|
CUSIP No.
447773 10 2
|
|
|
|
|
1
|
Name of Reporting Persons
Glenn Solomon
|
|
|
|
|
2
|
Check the Appropriate Box if
a Member of a Group*
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
(1)
|
|
|
|
|
3
|
SEC Use Only
|
|
|
|
|
4
|
Source of Funds*
WC
|
|
|
|
|
5
|
Check Box if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
o
|
|
|
|
|
6
|
Citizenship or Place of Organization
United States of America
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7
|
Sole Voting Power
|
|
|
|
8
|
Shared Voting Power
2,276,795 ADS representing 227,679,500 ordinary shares (2)
|
|
|
|
9
|
Sole Dispositive Power
|
|
|
|
10
|
Shared Dispositive Power
2,276,795 ADS representing 227,679,500 ordinary shares (2)
|
|
|
|
|
11
|
Aggregate Amount Beneficially
Owned by Each Reporting Person
2,276,795 ADS representing 227,679,500 ordinary shares (2)
|
|
|
|
|
12
|
Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
|
|
|
|
|
13
|
Percent of Class Represented
by Amount in Row (11)
10.38% (3)
|
|
|
|
|
14
|
Type of Reporting Person*
IN
|
|
|
|
|
|
|
|
|
(1)
|
|
This
Schedule is filed by Granite Global Ventures (Q.P.) L.P., Granite Global
Ventures L.P., Granite Global Ventures L.L.C., Granite Global Ventures III
L.P., GGV III Entrepreneurs Fund L.P., Granite Global Ventures III L.L.C.,
Messrs. Scott B. Bonham, Joel D. Kellman, Hany M. Nada, Thomas K. Ng, Jixun
Foo, Glenn Solomon, Ray A. Rothrock, Anthony Sun, and Ms. Jenny Lee
(collectively, the “Reporting Persons”).
The Reporting Persons expressly disclaim status as a “group” for
purposes of this Schedule 13D.
|
|
|
|
|
|
(2)
|
|
Consists
of 43,976 ADS representing 4,397,600 ordinary shares held by GGV III
Entrepreneurs Fund L.P., and 2,232,819 ADS representing 223,281,900 ordinary
shares held by Granite Global Ventures III L.P. Granite Global Ventures III L.L.C. is the
sole general partner of Granite Global Ventures III L.P. and GGV III
Entrepreneurs Fund L.P. Messrs. Jixun
Foo, Glenn Solomon, Scott B. Bonham, Joel D. Kellman, Hany M. Nada, Thomas K.
Ng, and Ms. Jenny Lee are members of the investment committee of Granite
Global Ventures III L.L.C. and share voting and dispositive power over all
such shares held by Granite Global Ventures III L.P. and GGV III
Entrepreneurs Fund L.P. These
individuals disclaim beneficial ownership of the shares beneficially owned by
the above entities except to the extent of their pecuniary interests therein.
|
|
|
|
|
|
(3)
|
|
This percentage is
calculated based upon 21,933,437.4 ADS (representing 2,193,343,740 ordinary
shares) of the Issuer outstanding as set forth in the Issuer’s Form 20-F,
filed with the Securities and Exchange Commission on June 26, 2009.
|
13
|
CUSIP No.
447773 10 2
|
|
|
|
|
1
|
Name of Reporting Persons
Jenny Lee
|
|
|
|
|
2
|
Check the Appropriate Box if
a Member of a Group*
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
(1)
|
|
|
|
|
3
|
SEC Use Only
|
|
|
|
|
4
|
Source of Funds*
WC
|
|
|
|
|
5
|
Check Box if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
o
|
|
|
|
|
6
|
Citizenship or Place of Organization
Singapore
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7
|
Sole Voting Power
|
|
|
|
8
|
Shared Voting Power
2,276,795 ADS representing 227,679,500 ordinary shares (2)
|
|
|
|
9
|
Sole Dispositive Power
|
|
|
|
10
|
Shared Dispositive Power
2,276,795 ADS representing 227,679,500 ordinary shares (2)
|
|
|
|
|
11
|
Aggregate Amount Beneficially
Owned by Each Reporting Person
2,276,795 ADS representing 227,679,500 ordinary shares (2)
|
|
|
|
|
12
|
Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
|
|
|
|
|
13
|
Percent of Class Represented
by Amount in Row (11)
10.38% (3)
|
|
|
|
|
14
|
Type of Reporting Person*
IN
|
|
|
|
|
|
|
|
|
(1)
|
|
This
Schedule is filed by Granite Global Ventures (Q.P.) L.P., Granite Global
Ventures L.P., Granite Global Ventures L.L.C., Granite Global Ventures III
L.P., GGV III Entrepreneurs Fund L.P., Granite Global Ventures III L.L.C.,
Messrs. Scott B. Bonham, Joel D. Kellman, Hany M. Nada, Thomas K. Ng, Jixun
Foo, Glenn Solomon, Ray A. Rothrock, Anthony Sun, and Ms. Jenny Lee
(collectively, the “Reporting Persons”).
The Reporting Persons expressly disclaim status as a “group” for
purposes of this Schedule 13D.
|
|
|
|
|
|
(2)
|
|
Consists
of 43,976 ADS representing 4,397,600 ordinary shares held by GGV III
Entrepreneurs Fund L.P., and 2,232,819 ADS representing 223,281,900 ordinary
shares held by Granite Global Ventures III L.P. Granite Global Ventures III L.L.C. is the
sole general partner of Granite Global Ventures III L.P. and GGV III
Entrepreneurs Fund L.P. Messrs. Jixun
Foo, Glenn Solomon, Scott B. Bonham, Joel D. Kellman, Hany M. Nada, Thomas K.
Ng, and Ms. Jenny Lee are members of the investment committee of Granite
Global Ventures III L.L.C. and share voting and dispositive power over all
such shares held by Granite Global Ventures III L.P. and GGV III
Entrepreneurs Fund L.P. These individuals
disclaim beneficial ownership of the shares beneficially owned by the above
entities except to the extent of their pecuniary interests therein.
|
|
|
|
|
|
(3)
|
|
This percentage is
calculated based upon 21,933,437.4 ADS (representing 2,193,343,740 ordinary
shares) of the Issuer outstanding as set forth in the Issuer’s Form 20-F,
filed with the Securities and Exchange Commission on June 26, 2009.
|
14
|
CUSIP No.
447773 10 2
|
|
|
|
|
1
|
Name of Reporting Persons
Ray A. Rothrock
|
|
|
|
|
2
|
Check the Appropriate Box if
a Member of a Group*
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
(1)
|
|
|
|
|
3
|
SEC Use Only
|
|
|
|
|
4
|
Source of Funds*
WC
|
|
|
|
|
5
|
Check Box if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
o
|
|
|
|
|
6
|
Citizenship or Place of Organization
United States of America
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7
|
Sole Voting Power
|
|
|
|
8
|
Shared Voting Power
238,456 ADS representing 23,845,600 ordinary shares (2)
|
|
|
|
9
|
Sole Dispositive Power
|
|
|
|
10
|
Shared Dispositive Power
238,456 ADS representing 23,845,600 ordinary shares (2)
|
|
|
|
|
11
|
Aggregate Amount Beneficially
Owned by Each Reporting Person
238,456 ADS representing 23,845,600 ordinary shares (2)
|
|
|
|
|
12
|
Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
|
|
|
|
|
13
|
Percent of Class Represented
by Amount in Row (11)
1.09% (3)
|
|
|
|
|
14
|
Type of Reporting Person
IN
|
|
|
|
|
|
|
|
|
(1)
|
|
This
Schedule is filed by Granite Global Ventures (Q.P.) L.P., Granite Global
Ventures L.P., Granite Global Ventures L.L.C., Granite Global Ventures III
L.P., GGV III Entrepreneurs Fund L.P., Granite Global Ventures III L.L.C.,
Messrs. Scott B. Bonham, Joel D. Kellman, Hany M. Nada, Thomas K. Ng, Jixun
Foo, Glenn Solomon, Ray A. Rothrock, Anthony Sun, and Ms. Jenny Lee
(collectively, the “Reporting Persons”).
The Reporting Persons expressly disclaim status as a “group” for
purposes of this Schedule 13D.
|
|
|
|
|
|
(2)
|
|
Consists
of 234,450 American Depository Shares (ADS) representing 23,445,000 ordinary
shares held by Granite Global Ventures (Q.P.) L.P., and 4,006 ADS
representing 400,600 ordinary shares held by Granite Global Ventures
L.P. Granite Global Ventures L.L.C. is
the sole general partner of Granite Global Ventures (Q.P.) L.P. and Granite
Global Ventures L.P. Messrs. Scott B.
Bonham, Joel D. Kellman, Hany M. Nada, Thomas K. Ng, Anthony Sun and Ray
Rothrock are members of the investment committee of Granite Global Ventures
L.L.C. and share voting and dispositive power over the shares held by Granite
Global Ventures (Q.P.) L.P. and Granite Global Ventures, L.P. These individuals disclaim beneficial
ownership of the shares beneficially owned by the above entities except to
the extent of their pecuniary interests therein.
|
|
|
|
|
|
(3)
|
|
This
percentage is calculated based upon 21,933,437.4 ADS (representing
2,193,343,740 ordinary shares) of the Issuer outstanding as set forth in the
Issuer’s Form 20-F, filed with the Securities and Exchange Commission on June
26, 2009.
|
|
|
|
|
|
(4)
|
|
In addition, Granite Global
Ventures (Q.P.) L.P. holds 11 ordinary shares (representing a fractional 0.11
ADS) and Granite Global Ventures L.P. holds 4 ordinary shares (representing a
fractional 0.04 ADS) for an aggregate total of 15 ordinary shares
(representing a fractional 0.15 ADS).
|
15
|
CUSIP No.
447773 10 2
|
|
|
|
|
1
|
Name of Reporting Persons
Anthony Sun
|
|
|
|
|
2
|
Check the Appropriate Box
if a Member of a Group*
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
(1)
|
|
|
|
|
3
|
SEC Use Only
|
|
|
|
|
4
|
Source of Funds*
WC
|
|
|
|
|
5
|
Check Box if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
|
|
|
|
|
6
|
Citizenship or Place of Organization
United States of America
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7
|
Sole Voting Power
|
|
|
|
8
|
Shared Voting Power
238,456 ADS representing 23,845,600 ordinary shares (2)
|
|
|
|
9
|
Sole Dispositive Power
|
|
|
|
10
|
Shared Dispositive Power
238,456 ADS representing 23,845,600 ordinary shares (2)
|
|
|
|
|
11
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
238,456 ADS representing 23,845,600 ordinary shares (2)
|
|
|
|
|
12
|
Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares*
o
|
|
|
|
|
13
|
Percent of Class
Represented by Amount in Row (11)
1.09% (3)
|
|
|
|
|
14
|
Type of Reporting Person*
IN
|
|
|
|
|
|
|
|
|
(1)
|
This
Schedule is filed by Granite Global Ventures (Q.P.) L.P., Granite Global
Ventures L.P., Granite Global Ventures L.L.C., Granite Global Ventures III
L.P., GGV III Entrepreneurs Fund L.P., Granite Global Ventures III L.L.C.,
Messrs. Scott B. Bonham, Joel D. Kellman, Hany M. Nada, Thomas K. Ng, Jixun
Foo, Glenn Solomon, Ray A. Rothrock, Anthony Sun, and Ms. Jenny Lee
(collectively, the “Reporting Persons”). The Reporting Persons expressly
disclaim status as a “group” for purposes of this Schedule 13D.
|
|
|
|
|
(2)
|
Consists
of 234,450 American Depository Shares (ADS) representing 23,445,000
ordinary shares held by Granite Global Ventures (Q.P.) L.P., and 4,006 ADS
representing 400,600 ordinary shares held by Granite Global Ventures L.P.
Granite Global Ventures L.L.C. is the sole general partner of Granite Global
Ventures (Q.P.) L.P. and Granite Global Ventures L.P. Messrs. Scott B.
Bonham, Joel D. Kellman, Hany M. Nada, Thomas K. Ng, Anthony Sun and Ray
Rothrock are members of the investment committee of Granite Global Ventures
L.L.C. and share voting and dispositive power over the shares held by Granite
Global Ventures (Q.P.) L.P. and Granite Global Ventures, L.P. These
individuals disclaim beneficial ownership of the shares beneficially owned by
the above entities except to the extent of their pecuniary interests therein.
|
|
|
|
|
(3)
|
This
percentage is calculated based upon 21,933,437.4 ADS (representing
2,193,343,740 ordinary shares) of the Issuer outstanding as set forth in the
Issuer’s Form 20-F, filed with the Securities and Exchange Commission on
June 26, 2009.
|
|
|
|
|
(4)
|
In addition, Granite Global
Ventures (Q.P.) L.P. holds 11 ordinary shares (representing a fractional 0.11
ADS) and Granite Global Ventures L.P. holds 4 ordinary shares (representing a
fractional 0.04 ADS) for an aggregate total of 15 ordinary shares
(representing a fractional 0.15 ADS).
|
16
Introductory Note
: This
Amendment No. 2 (the “Amendment”) amends the statement on Schedule 13D
filed with the Securities and Exchange Commission (the “Commission”) on August 18,
2009 (the “Amended Schedule 13D”), and is being filed on behalf of the
Reporting Persons (as defined herein) with respect to the American Depository
Shares (“ADS”), each ADS representing one hundred ordinary shares (“Ordinary
Shares”), of Hurray! Holding Co., Ltd. (the “Issuer”), to report the
acquisition of Ordinary Shares in the form of ADS by certain Reporting
Persons. As of December 31, 2008,
there are 21,933,437.4 ADS, representing 2,193,343,740 Ordinary Shares, of the
Issuer outstanding, as set forth in the Issuer’s Form 20-F filed with the
Commission on June 26, 2009.
Accordingly, the number of securities beneficially owned by certain
Reporting Persons has increased.
Items
3, 4, 5 and 7 of the Amended Schedule 13D are hereby amended and supplemented
to the extent hereinafter expressly set forth.
All capitalized terms used in this Amendment but not defined herein
shall have the meanings ascribed thereto in the Amended Schedule 13D.
Item 1. Security and Issuer
(a) This statement relates to the ADS each representing
Ordinary Shares of the Issuer.
(b) The address of the Issuer’s principal executive office is
15/F, Tower B, Gateway Plaza, No. 18 Xia Guang Li North Road, East Third
Ring, Chaoyang District, Beijing 100027, People’s Republic of China.
Item 2. Identity and Background
(a) The name of the
reporting persons are Granite Global Ventures L.P. (“GGV”), Granite Global
Ventures (Q.P.) L.P. (“GGV QP”), Granite Global Ventures III L.P. (“GGV III”),
GGV III Entrepreneurs Fund L.P. (“GGV III Entrepreneurs”), Granite Global
Ventures L.L.C., (“GGV LLC”), Granite Global Ventures III L.L.C. (“GGV III LLC”)
(collectively, the “GGV Entities”), Messrs. Ray A. Rothrock, Anthony Sun,
Scott B. Bonham, Joel D. Kellman, Juxon Foo, Glenn Solomon, Hany M. Nada,
Thomas K. Ng and Ms. Jenny Lee
(collectively with the GGV Entities, the “Reporting Persons”). A copy of their agreement in writing to file
this statement of behalf of each of them is attached hereto as Exhibit A. GGV, GGV QP, GGV III and GGV III
Entrepreneurs are limited partnerships organized under the laws of the State of
Delaware. GGV LLC and GGV III LLC are
limited liability companies organized under the laws of the State of
Delaware. GGV LLC is the General Partner
of GGV and GGV QP. GGV III LLC is the
General Partner of GGV III and GGV III Entrepreneurs. Messrs. Ray A. Rothrock, Anthony Sun,
Scott B. Bonham, Joel D. Kellman, Hany M. Nada, and Thomas K. Ng are members of
the investment committee of GGV LLC. Messrs. Scott
B. Bonham, Joel D. Kellman, Hany M. Nada, Thomas K. Ng, Jixun Foo, Glenn
Solomon and Ms. Jenny Lee are
members of the investment committee of GGV III LLC.
(b) The business address
for GGV, GGV QP, GGV III, GGV III Entrepreneurs, GGV LLC, GGV III LLC, and Messrs. Scott
B. Bonham, Joel D. Kellman, Hany M. Nada, Thomas K. Ng, Jixun Foo, Glenn
Solomon and Ms. Jenny Lee is 2494
Sand Hill Road, Suite 100, Menlo Park, CA 94025.
The
business address for Messrs. Ray A. Rothrock and Anthony Sun is 3340
Hillview Ave., Palo Alto, CA 94304.
(c) Messrs. Scott B.
Bonham, Joel D. Kellman, Hany M. Nada, and Thomas K. Ng are managing members
and investment committee members of GGV LLC.
Messrs. Scott B. Bonham, Joel D. Kellman, Hany M. Nada, Thomas K.
Ng, Jixun Foo, Glenn Solomon and Ms. Jenny Lee are managing members and
investment committee members of GGV III LLC.
The principal business for each of the forgoing reporting persons is the
venture capital investment business.
The
address for Messrs. Scott B. Bonham, Joel D. Kellman, Jiixun Foo, Glenn
Solomon, Hany M. Nada, Thomas K. Ng, and Ms. Jenny Lee is 2494 Sand Hill
Road, Suite 100, Menlo Park, CA 94025.
Messrs. Ray
A. Rothrock and Anthony Sun are managing members of Venrock Associates and investment
committee members of GGV LLC. The
address for Messrs. Ray A. Rothrock and Anthony Sun is 3340 Hillview Ave.,
Palo Alto, CA 94304. The principal
business for each of the forgoing reporting persons is the venture capital
investment business.
(d) During the last five
years, none of the Reporting Persons, to the knowledge of the Reporting
Persons, has been convicted in any criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) During the last five
years, none of the Reporting Persons, to the knowledge of the Reporting
17
Persons,
has been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is subject to
a judgment, decree, or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws.
(f) GGV, GGV QP, GGV III
and GGV III Entrepreneurs are limited partnerships organized under the laws of
the State of Delaware. GGV LLC and GGV
III LLC are limited liability companies organized under the laws of the State
of Delaware. Messrs. Joel D. Kellman,
Hany M. Nada, Thomas K. Ng, Anthony Sun, Ray A. Rothrock and Glenn Solomon are
citizens of the United States of America.
Mr. Scott B. Bonham is a Canadian citizen. Mr. Jixun Foo and Ms. Jenny Lee are
citizens of Singapore.
Item 3. Source and Amount of
Funds or Other Considerations
Item 3 of the Amended Schedule 13D is hereby amended
and supplemented as follows:
Prior
to the date of the Amended Schedule 13D, a total of 23,445,000 Ordinary Shares,
in the form of ADS were held by GGV QP, 400,600 Ordinary Shares, in the form of
ADS were held by GGV, 135,524,800 Ordinary Shares, in the form of ADS were held
by GGV III, and 2,970,500 Ordinary Shares, in the form of ADS were held by GGV
III Entrepreneurs.
Since
the date of the Amended Schedule 13D, 87,757,100 Ordinary Shares, in the form
of ADS were purchased by GGV III for an aggregate consideration of $3,485,371
of its working capital, and 1,427,100
Ordinary Shares, in the form of ADS were purchased by GGV III Entrepreneurs for
an aggregate consideration of $56,679 of its working capital.
GGV
QP, GGV, GGV III, and GGV III Entrepreneurs received the funds to acquire all
securities described herein through contributions of capital from their
respective limited partners. No part of
any purchase by the aforementioned entities was financed with borrowed funds.
Item 4. Purpose of the
Transaction
Item 4 of the Amended Schedule 13D is hereby amended
and supplemented as follows:
In a series of private transactions from September 4, 2009 to September 15,
2009, pursuant to the terms of those certain letter agreements (each, a “Purchase
Agreement”) by and between GGV III and GGV III Entrepreneurs (together, the “Purchasers”)
and various existing holders of Issuer’s Ordinary Shares (collectively, the “Sellers”),
the Purchasers acquired an aggregate of 80,175,200 Ordinary Shares (the “Purchased
Shares”), in the form of ADS, at a price of $4.00 per share.
Since the date of the Amended Schedule 13D, the Purchasers acquired an
additional 90,090 ADS in open market transactions, at an average price per
share of $3.69.
The Purchasers agreed to acquire the securities described herein for
investment purposes with the aim of increasing the value of their
investments. The funds used by the
Purchasers to acquire such securities were obtained from capital contributions
by their partners and from direct capital commitments by GGV III and GGV
Entrepreneurs.
Subject
to applicable legal requirements, one or more of the GGV Entities may purchase
additional securities of the Issuer from time to time in open market or private
transactions, depending on their evaluation of the Issuer’s business, prospects
and financial condition, the market for the Issuer’s securities, other
developments concerning the Issuer, the reaction of the Issuer to the GGV
Entities’ ownership of the Issuer’s securities, other opportunities available
to the GGV Entities, and general economic, money market and stock market
conditions. In addition, depending upon the factors referred to above, the GGV
Entities may dispose of all or a portion of their securities of the Issuer at
any time. Each of the GGV Entities reserves the right to increase or decrease
its holdings on such terms and at such times as each may decide.
Other than as described above in this Item 4, none of the GGV Entities
have any plan or proposal relating to or that would result in: (a) the
acquisition by any person of additional securities of the Issuer or the
disposition of securities of the Issuer; (b) an extraordinary corporate
transaction, such as a merger, reorganization or liquidation, involving the
Issuer or any of its subsidiaries; (c) a sale or transfer of a material
amount of assets of the Issuer or any of its subsidiaries; (d) any change
in the Board of Directors or management of the Issuer, including any plans or
proposals to change the number or terms of directors or to fill any existing
vacancies on the Board of Directors of the Issuer; (e) any material change
in the present capitalization or dividend policy of the Issuer; (f) any
other material change in the Issuer’s business or corporate structure; (g) any
changes in the
18
Issuer’s charter, by-laws or instruments corresponding thereto or other
actions which may impede the acquisition of control of the Issuer by any
person; (h) a class of securities of the Issuer being delisted from a
national securities exchange or ceasing to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association; (i) a
class of equity securities of the Issuer becoming eligible for termination of
registration pursuant to Section 12(g)(4) of the Exchange Act; or (j) any
action similar to those enumerated above.
References to and descriptions of the Purchased Shares as set forth in
this Item 4 are qualified in their entirety by reference to the form of
Purchase Agreement, which is filed as an exhibit to the Schedule and is
incorporated by reference herein.
Item 5. Interest in Securities
of the Issuer
Item 5 of the Amended Schedule 13D is hereby amended
and supplemented as follows:
The following information with respect to the ownership of the ADS of
the Issuer by the persons filing this Statement is provided as of September 15,
2009:
|
|
|
Shares Held
Directly
|
|
Sole
Voting
Power
|
|
Shared
Voting
Power
|
|
Sole
Dispositive
Power
|
|
Shared
Dispositive
Power
|
|
Beneficial
Ownership
|
|
Percentage
of Class (2)
|
|
|
Granite Global Ventures (Q.P.) L.P.
|
|
234,450
|
|
0
|
|
238,456
|
|
0
|
|
238,456
|
|
238,456
|
|
1.09
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Granite Global Ventures L.P.
|
|
4,006
|
|
0
|
|
238,456
|
|
0
|
|
238,456
|
|
238,456
|
|
1.09
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Granite Global Ventures L.L.C.
|
|
0
|
|
0
|
|
238,456
|
|
0
|
|
238,456
|
|
238,456
|
|
1.09
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Granite Global Ventures III L.P.
|
|
2,232,819
|
|
0
|
|
2,276,795
|
|
0
|
|
2,276,795
|
|
2,276,795
|
|
10.38
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GGV III Entrepreneurs Fund L.P.
|
|
43,976
|
|
0
|
|
2,276,795
|
|
0
|
|
2,276,795
|
|
2,276,795
|
|
10.38
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Granite Global Ventures III L.L.C.
|
|
0
|
|
0
|
|
2,276,795
|
|
0
|
|
2,276,795
|
|
2,276,795
|
|
10.38
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Joel D. Kellman
|
|
0
|
|
0
|
|
2,515,251
|
|
0
|
|
2,515,251
|
|
2,515,251
|
|
11.47
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Scott B. Bonham
|
|
0
|
|
0
|
|
2,515,251
|
|
0
|
|
2,515,251
|
|
2,515,251
|
|
11.47
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hany M. Nada
|
|
0
|
|
0
|
|
2,515,251
|
|
0
|
|
2,515,251
|
|
2,515,251
|
|
11.47
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Thomas K. Ng
|
|
0
|
|
0
|
|
2,515,251
|
|
0
|
|
2,515,251
|
|
2,515,251
|
|
11.47
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jixun Foo
|
|
0
|
|
0
|
|
2,276,795
|
|
0
|
|
2,276,795
|
|
2,276,795
|
|
10.38
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Glenn Solomon
|
|
0
|
|
0
|
|
2,276,795
|
|
0
|
|
2,276,795
|
|
2,276,795
|
|
10.38
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jenny Lee
|
|
0
|
|
0
|
|
2,276,795
|
|
0
|
|
2,276,795
|
|
2,276,795
|
|
10.38
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ray A. Rothrock
|
|
0
|
|
0
|
|
238,456
|
|
0
|
|
238,456
|
|
238,456
|
|
1.09
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Anthony Sun
|
|
0
|
|
0
|
|
238,456
|
|
0
|
|
238,456
|
|
238,456
|
|
1.09
|
%
|
(1)
This percentage is calculated based upon 21,933,437.4 ADS (representing
2,193,343,740 ordinary shares) of the Issuer outstanding as set forth in the
Issuer’s Form 20-F, filed with the Securities and Exchange Commission on June 26,
2009.
The
information provided and incorporated by reference in Items 3 and 4 is hereby
incorporated by reference.
19
Item 6. Contracts,
Arrangements, Understandings or Relationships with Respect to Securities of the
Issuer
The
information provided and incorporated by reference in Items 3, 4 and 5 is
hereby incorporated by reference.
Other
than as described in this Schedule 13D, to the best of the Reporting Persons’
knowledge, there are no other contracts, arrangements, understandings or
relationships (legal or otherwise) among the persons named in Item 2 and
between such persons and any person with respect to any securities of the
Issuer.
Item 7. Material to be filed as
Exhibits
Exhibit A
— Joint Filing Agreement
Exhibit B
— Form of Purchase Agreement
Exhibit C
— Power of Attorney
20
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.
|
September 22, 2009
|
GRANITE GLOBAL VENTURES (Q.P.) L.P.
|
|
|
GRANITE GLOBAL VENTURES L.P.
|
|
|
|
|
|
BY:
|
GRANITE
GLOBAL VENTURES L.L.C.
|
|
|
ITS:
|
GENERAL
PARTNER
|
|
|
|
|
|
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada
|
|
|
|
Manager
|
|
|
|
|
|
September 22,
2009
|
GRANITE
GLOBAL VENTURES III L.P.
|
|
|
GGV
III ENTREPRENEURS FUND L.P.
|
|
|
|
|
|
BY:
|
GRANITE
GLOBAL VENTURES III L.L.C.
|
|
|
ITS:
|
GENERAL
PARTNER
|
|
|
|
|
|
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada
|
|
|
|
Manager
|
|
|
|
|
|
September 22,
2009
|
GRANITE
GLOBAL VENTURES L.L.C.
|
|
|
|
|
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada
|
|
|
|
Manager
|
|
|
|
|
|
September 22,
2009
|
GRANITE
GLOBAL VENTURES III L.L.C.
|
|
|
|
|
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada
|
|
|
|
Manager
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada as Attorney-in-fact for Ray A. Rothrock
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada as Attorney-in-fact for Anthony Sun
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada as Attorney-in-fact for Scott B. Bonham
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada as Attorney-in-fact for Joel D. Kellman
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada as Attorney-in-fact for Thomas K. Ng
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada as Attorney-in-fact for Jixun Foo
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada as Attorney-in-fact for Glenn Solomon
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany M. Nada as Attorney-in-fact for
Jenny Lee
|
EXHIBIT
A
AGREEMENT
JOINT
FILING OF SCHEDULE 13D
Pursuant to Rule 13d-1(k)(l) promulgated pursuant to the
Securities Exchange Act of 1934, as amended, the undersigned agree that the
attached Schedule 13D is being filed on behalf of each of the undersigned.
|
September 22, 2009
|
GRANITE GLOBAL VENTURES (Q.P.) L.P.
|
|
|
GRANITE GLOBAL VENTURES L.P.
|
|
|
|
|
|
BY:
|
GRANITE
GLOBAL VENTURES L.L.C.
|
|
|
ITS:
|
GENERAL
PARTNER
|
|
|
|
|
|
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada
|
|
|
|
Manager
|
|
|
|
|
|
September 22,
2009
|
GRANITE
GLOBAL VENTURES III L.P.
|
|
|
GGV
III ENTREPRENEURS FUND L.P.
|
|
|
|
|
|
BY:
|
GRANITE
GLOBAL VENTURES III L.L.C.
|
|
|
ITS:
|
GENERAL
PARTNER
|
|
|
|
|
|
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada
|
|
|
|
Manager
|
|
|
|
|
|
September 22,
2009
|
GRANITE
GLOBAL VENTURES L.L.C.
|
|
|
|
|
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada
|
|
|
|
Manager
|
|
|
|
|
|
September 22,
2009
|
GRANITE
GLOBAL VENTURES III L.L.C.
|
|
|
|
|
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada
|
|
|
|
Manager
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada as Attorney-in-fact for Ray A. Rothrock
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada as Attorney-in-fact for Anthony Sun
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada as Attorney-in-fact for Scott B. Bonham
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada as Attorney-in-fact for Joel D. Kellman
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada as Attorney-in-fact for Thomas K. Ng
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada as Attorney-in-fact for Jixun Foo
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany
M. Nada as Attorney-in-fact for Glenn Solomon
|
|
|
|
|
|
September 22,
2009
|
By:
|
/s/
Hany M. Nada
|
|
|
|
Hany M. Nada as Attorney-in-fact for
Jenny Lee
|
EXHIBIT
B
FORM OF
PURCHASE AGREEMENT
***
September 2, 2009
Granite
Global Ventures III L.P.
GGV
III Entrepreneurs Fund L.P.
2494
Sand Hill Road, Suite 100
Menlo
Park, CA 94025 U.S.A.
Ladies
and Gentlemen:
The
undersigned (“
Seller
”) hereby
sells, assigns and transfers to
Granite
Global Ventures III L.P.
or
GGV
III Entrepreneurs Fund L.P.
(“
Purchasers
”)
all right, title and interest in and to all the following American Depositary
Shares, each representing 100 ordinary shares of Hurray! Holding Co., Ltd. (the
“
ADS
”) for the purchase price of
US$4.00 per ADS, in accordance with the DTC Instructions set forth below:
|
Purchaser
|
|
DTC Instructions
|
|
Number of ADS
|
|
Purchase Price
|
|
|
Granite Global Ventures III L.P
|
|
Piper
Jaffray & Co.
|
|
***
|
|
US$
|
***.00
|
|
|
|
|
DTC
#0311
|
|
|
|
|
|
|
|
|
Account
# 28000039
|
|
|
|
|
|
|
GGV III Entrepreneurs Fund L.P.
|
|
Piper
Jaffray & Co.
|
|
***
|
|
***.00
|
|
|
|
|
DTC
#0311
|
|
|
|
|
|
|
|
|
Account
# 28003850
|
|
|
|
|
|
|
|
|
TOTAL
|
|
***
|
|
US$
|
***.00
|
|
|
|
|
|
|
|
|
|
|
|
|
The
undersigned hereby represents and warrants that the undersigned has full power
and authority to sell, assign and transfer the ADS and that Purchasers will
acquire good and unencumbered title thereto, free and clear of all liens,
restrictions, charges and encumbrances and not subject to any adverse claims. All consents, approvals, authorizations and
orders required for the transfer of the ADS have been obtained by the
undersigned and are in full force and effect.
The undersigned will, upon request, execute and deliver any additional
documents deemed by the Purchasers to be necessary or desirable to complete the
sale, assignment and transfer of the ADS.
All
authority herein conferred or agreed to be conferred shall survive the death or
incapacity of the undersigned, and any obligation of the undersigned hereunder
shall be binding upon the heirs, personal representatives, successors and
assigns of the undersigned.
Upon
confirmation of receipt of the ADS by Piper Jaffray & Co., the
aggregate purchase price of US$***.00, which is currently on deposit in the
client trust account of Fenwick & West LLP, will be paid to the
account of the Seller in accordance with the wire transfer instructions set
forth below the signature line.
|
|
Very
Truly Yours,
|
|
|
|
|
|
***
|
|
|
|
|
|
|
|
|
By:
|
|
|
|
|
|
|
|
Name
(please print):
|
|
|
|
|
|
|
|
Title:
|
|
|
|
|
|
|
|
|
WIRE
TRANSFER INSTRUCTIONS:
|
|
|
|
|
|
***
|
|
A MARK OF *** IN THE TEXT OF
THIS EXHIBIT INDICATES THAT CONFIDENTIAL MATERIAL HAS BEEN OMITTED.
EXHIBIT
C
POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS
, that the
undersigned hereby constitutes and appoints each of Hany M. Nada and Stephen A.
Hyndman, signing individually, the undersigned’s true and lawful attorneys-in
fact and agents to:
(i)
prepare, execute and file,
for and on behalf of the undersigned, a holder of a registered class of
securities of Hurray Holdings Co., Ltd. (the “Company”), any and all documents
and filings that are required or advisable to be made with the United States
Securities and Exchange Commission, any stock exchange or similar authority,
under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and
the rules and regulations promulgated thereunder, including without
limitation (a) any Joint Filing Agreement under Rule 13d-1(k) of
the Exchange Act (or any successor provision thereunder), Schedule 13D and
Schedule 13G (or any successor schedules or forms adopted under the Exchange
Act) and any amendments thereto in accordance with Section 13 of the
Exchange Act and the rules thereunder, and (b) Forms 3, 4 and 5 and
any amendments thereto in accordance with Section 16(a) of the
Exchange Act and the rules thereunder; and
(ii)
take any other action of any
nature whatsoever in connection with the foregoing which, in the opinion of
such attorney-in-fact, may be of benefit, in the best interest of, or legally
required by, the undersigned, it being understood that the documents executed
by such attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and conditions as
such attorney-in-fact may approve in such attorney-in-fact’s discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The
undersigned acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is GGV
Capital assuming, any of the undersigned’s responsibilities to comply with the
Exchange Act, including without limitation Sections 13 and 16 of the Exchange
Act.
This Power of Attorney shall
remain in full force and effect until the earliest to occur of (a) the
undersigned is no longer required to file any form or document with respect to
the undersigned’s holdings of and transactions in securities issued by the
Company, (b) revocation by the undersigned in a signed writing delivered
to the foregoing attorney-in-fact or (c) as to any attorney-in-fact
individually, until such attorney-in-fact shall no longer be employed by GGV
Capital.
IN WITNESS WHEREOF
, the
undersigned has cause this Power of Attorney to be executed as of this 17
th
day of September, 2009.
|
|
/s/ Ray A. Rothrock
|
|
|
Ray A. Rothrock
|
POWER OF
ATTORNEY
KNOW ALL BY THESE PRESENTS
, that the
undersigned hereby constitutes and appoints each of Hany M. Nada and Stephen A.
Hyndman, signing individually, the undersigned’s true and lawful attorneys-in
fact and agents to:
(i)
prepare, execute and file,
for and on behalf of the undersigned, a holder of a registered class of
securities of Hurray Holdings Co., Ltd. (the “Company”), any and all documents
and filings that are required or advisable to be made with the United States
Securities and Exchange Commission, any stock exchange or similar authority,
under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and
the rules and regulations promulgated thereunder, including without
limitation (a) any Joint Filing Agreement under Rule 13d-1(k) of
the Exchange Act (or any successor provision thereunder), Schedule 13D and
Schedule 13G (or any successor schedules or forms adopted under the Exchange
Act) and any amendments thereto in accordance with Section 13 of the
Exchange Act and the rules thereunder, and (b) Forms 3, 4 and 5 and
any amendments thereto in accordance with Section 16(a) of the
Exchange Act and the rules thereunder; and
(ii)
take any other action of any
nature whatsoever in connection with the foregoing which, in the opinion of
such attorney-in-fact, may be of benefit, in the best interest of, or legally
required by, the undersigned, it being understood that the documents executed
by such attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and conditions as
such attorney-in-fact may approve in such attorney-in-fact’s discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The
undersigned acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is GGV
Capital assuming, any of the undersigned’s responsibilities to comply with the
Exchange Act, including without limitation Sections 13 and 16 of the Exchange
Act.
This Power of Attorney shall
remain in full force and effect until the earliest to occur of (a) the
undersigned is no longer required to file any form or document with respect to
the undersigned’s holdings of and transactions in securities issued by the
Company, (b) revocation by the undersigned in a signed writing delivered
to the foregoing attorney-in-fact or (c) as to any attorney-in-fact
individually, until such attorney-in-fact shall no longer be employed by GGV
Capital.
IN WITNESS WHEREOF
,
the undersigned has cause this Power of Attorney to be executed as of this 16
th
day of September, 2009.
|
|
/s/ Anthony Sun
|
|
|
Anthony Sun
|
POWER OF
ATTORNEY
KNOW ALL BY THESE PRESENTS
, that the
undersigned hereby constitutes and appoints each of Hany M. Nada and Stephen A.
Hyndman, signing individually, the undersigned’s true and lawful attorneys-in
fact and agents to:
(i)
prepare, execute and file,
for and on behalf of the undersigned, a holder of a registered class of
securities of Hurray Holdings Co., Ltd. (the “Company”), any and all documents
and filings that are required or advisable to be made with the United States
Securities and Exchange Commission, any stock exchange or similar authority,
under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and
the rules and regulations promulgated thereunder, including without
limitation (a) any Joint Filing Agreement under Rule 13d-1(k) of
the Exchange Act (or any successor provision thereunder), Schedule 13D and Schedule
13G (or any successor schedules or forms adopted under the Exchange Act) and
any amendments thereto in accordance with Section 13 of the Exchange Act
and the rules thereunder, and (b) Forms 3, 4 and 5 and any amendments
thereto in accordance with Section 16(a) of the Exchange Act and the rules thereunder;
and
(ii)
take any other action of any
nature whatsoever in connection with the foregoing which, in the opinion of
such attorney-in-fact, may be of benefit, in the best interest of, or legally
required by, the undersigned, it being understood that the documents executed
by such attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and conditions as
such attorney-in-fact may approve in such attorney-in-fact’s discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The
undersigned acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is GGV
Capital assuming, any of the undersigned’s responsibilities to comply with the
Exchange Act, including without limitation Sections 13 and 16 of the Exchange
Act.
This Power of Attorney shall
remain in full force and effect until the earliest to occur of (a) the
undersigned is no longer required to file any form or document with respect to
the undersigned’s holdings of and transactions in securities issued by the
Company, (b) revocation by the undersigned in a signed writing delivered
to the foregoing attorney-in-fact or (c) as to any attorney-in-fact
individually, until such attorney-in-fact shall no longer be employed by GGV
Capital.
IN WITNESS WHEREOF
,
the undersigned has cause this Power of Attorney to be executed as of this 16
th
day of September, 2009.
|
|
/s/ Scott B. Bonham
|
|
|
Scott B. Bonham
|
POWER OF
ATTORNEY
KNOW ALL BY THESE PRESENTS
, that the
undersigned hereby constitutes and appoints each of Hany M. Nada and Stephen A.
Hyndman, signing individually, the undersigned’s true and lawful attorneys-in
fact and agents to:
(i)
prepare, execute and file,
for and on behalf of the undersigned, a holder of a registered class of
securities of Hurray Holdings Co., Ltd. (the “Company”), any and all documents
and filings that are required or advisable to be made with the United States
Securities and Exchange Commission, any stock exchange or similar authority,
under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and
the rules and regulations promulgated thereunder, including without
limitation (a) any Joint Filing Agreement under Rule 13d-1(k) of
the Exchange Act (or any successor provision thereunder), Schedule 13D and
Schedule 13G (or any successor schedules or forms adopted under the Exchange
Act) and any amendments thereto in accordance with Section 13 of the
Exchange Act and the rules thereunder, and (b) Forms 3, 4 and 5 and
any amendments thereto in accordance with Section 16(a) of the
Exchange Act and the rules thereunder; and
(ii)
take any other action of any
nature whatsoever in connection with the foregoing which, in the opinion of
such attorney-in-fact, may be of benefit, in the best interest of, or legally
required by, the undersigned, it being understood that the documents executed
by such attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and conditions as
such attorney-in-fact may approve in such attorney-in-fact’s discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The
undersigned acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is GGV
Capital assuming, any of the undersigned’s responsibilities to comply with the
Exchange Act, including without limitation Sections 13 and 16 of the Exchange
Act.
This Power of Attorney shall
remain in full force and effect until the earliest to occur of (a) the
undersigned is no longer required to file any form or document with respect to
the undersigned’s holdings of and transactions in securities issued by the
Company, (b) revocation by the undersigned in a signed writing delivered
to the foregoing attorney-in-fact or (c) as to any attorney-in-fact
individually, until such attorney-in-fact shall no longer be employed by GGV
Capital.
IN WITNESS WHEREOF
,
the undersigned has cause this Power of Attorney to be executed as of this 16
th
day of September, 2009.
|
|
/s/ Joel D. Kellman
|
|
|
Joel D. Kellman
|
POWER OF
ATTORNEY
KNOW ALL BY THESE PRESENTS
, that the
undersigned hereby constitutes and appoints Stephen A. Hyndman, signing
individually, the undersigned’s true and lawful attorney-in fact and agent to:
(i)
prepare, execute and file,
for and on behalf of the undersigned, a holder of a registered class of
securities of Hurray Holdings Co., Ltd. (the “Company”), any and all documents
and filings that are required or advisable to be made with the United States
Securities and Exchange Commission, any stock exchange or similar authority,
under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and
the rules and regulations promulgated thereunder, including without
limitation (a) any Joint Filing Agreement under Rule 13d-1(k) of
the Exchange Act (or any successor provision thereunder), Schedule 13D and
Schedule 13G (or any successor schedules or forms adopted under the Exchange
Act) and any amendments thereto in accordance with Section 13 of the
Exchange Act and the rules thereunder, and (b) Forms 3, 4 and 5 and
any amendments thereto in accordance with Section 16(a) of the
Exchange Act and the rules thereunder; and
(ii)
take any other action of any
nature whatsoever in connection with the foregoing which, in the opinion of
such attorney-in-fact, may be of benefit, in the best interest of, or legally
required by, the undersigned, it being understood that the documents executed
by such attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and conditions as
such attorney-in-fact may approve in such attorney-in-fact’s discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The
undersigned acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is GGV
Capital assuming, any of the undersigned’s responsibilities to comply with the
Exchange Act, including without limitation Sections 13 and 16 of the Exchange
Act.
This Power of Attorney shall
remain in full force and effect until the earliest to occur of (a) the
undersigned is no longer required to file any form or document with respect to
the undersigned’s holdings of and transactions in securities issued by the
Company, (b) revocation by the undersigned in a signed writing delivered
to the foregoing attorney-in-fact or (c) as to any attorney-in-fact
individually, until such attorney-in-fact shall no longer be employed by GGV
Capital.
IN WITNESS WHEREOF
,
the undersigned has cause this Power of Attorney to be executed as of this 17
th
day of September, 2009.
|
|
/s/ Hany M. Nada
|
|
|
Hany M. Nada
|
POWER OF
ATTORNEY
KNOW ALL BY THESE PRESENTS
, that the
undersigned hereby constitutes and appoints each of Hany M. Nada and Stephen A.
Hyndman, signing individually, the undersigned’s true and lawful attorneys-in
fact and agents to:
(i)
prepare,
execute and file, for and on behalf of the undersigned, a holder of a
registered class of securities of Hurray Holdings Co., Ltd. (the “Company”),
any and all documents and filings that are required or advisable to be made
with the United States Securities and Exchange Commission, any stock exchange
or similar authority, under the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), and the rules and regulations promulgated
thereunder, including without limitation (a) any Joint Filing Agreement
under Rule 13d-1(k) of the Exchange Act (or any successor provision
thereunder), Schedule 13D and Schedule 13G (or any successor schedules or forms
adopted under the Exchange Act) and any amendments thereto in accordance with Section 13
of the Exchange Act and the rules thereunder, and (b) Forms 3, 4 and
5 and any amendments thereto in accordance with Section 16(a) of the
Exchange Act and the rules thereunder; and
(ii)
take any other
action of any nature whatsoever in connection with the foregoing which, in the opinion
of such attorney-in-fact, may be of benefit, in the best interest of, or
legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-fact’s
discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of substitution
or revocation, hereby ratifying and confirming all that such attorney-in-fact,
or such attorney-in-fact’s substitute or substitutes, shall lawfully do or
cause to be done by virtue of this power of attorney and the rights and powers
herein granted. The undersigned
acknowledges that the foregoing attorneys-in-fact, in serving in such capacity
at the request of the undersigned, are not assuming, nor is GGV Capital
assuming, any of the undersigned’s responsibilities to comply with the Exchange
Act, including without limitation Sections 13 and 16 of the Exchange Act.
This Power of Attorney shall
remain in full force and effect until the earliest to occur of (a) the
undersigned is no longer required to file any form or document with respect to
the undersigned’s holdings of and transactions in securities issued by the
Company, (b) revocation by the undersigned in a signed writing delivered
to the foregoing attorney-in-fact or (c) as to any attorney-in-fact
individually, until such attorney-in-fact shall no longer be employed by GGV
Capital.
IN WITNESS WHEREOF
,
the undersigned has cause this Power of Attorney to be executed as of this 17
th
day of September, 2009.
|
|
/s/ Thomas K. Ng
|
|
|
Thomas K. Ng
|
POWER OF
ATTORNEY
KNOW ALL BY THESE PRESENTS
, that the
undersigned hereby constitutes and appoints each of Hany M. Nada and Stephen A.
Hyndman, signing individually, the undersigned’s true and lawful attorneys-in
fact and agents to:
(i)
prepare,
execute and file, for and on behalf of the undersigned, a holder of a
registered class of securities of Hurray Holdings Co., Ltd. (the “Company”),
any and all documents and filings that are required or advisable to be made
with the United States Securities and Exchange Commission, any stock exchange
or similar authority, under the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), and the rules and regulations promulgated
thereunder, including without limitation (a) any Joint Filing Agreement
under Rule 13d-1(k) of the Exchange Act (or any successor provision
thereunder), Schedule 13D and Schedule 13G (or any successor schedules or forms
adopted under the Exchange Act) and any amendments thereto in accordance with Section 13
of the Exchange Act and the rules thereunder, and (b) Forms 3, 4 and
5 and any amendments thereto in accordance with Section 16(a) of the
Exchange Act and the rules thereunder; and
(ii)
take any other
action of any nature whatsoever in connection with the foregoing which, in the
opinion of such attorney-in-fact, may be of benefit, in the best interest of,
or legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-fact’s
discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The
undersigned acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is GGV
Capital assuming, any of the undersigned’s responsibilities to comply with the
Exchange Act, including without limitation Sections 13 and 16 of the Exchange
Act.
This Power of Attorney shall
remain in full force and effect until the earliest to occur of (a) the
undersigned is no longer required to file any form or document with respect to
the undersigned’s holdings of and transactions in securities issued by the
Company, (b) revocation by the undersigned in a signed writing delivered
to the foregoing attorney-in-fact or (c) as to any attorney-in-fact
individually, until such attorney-in-fact shall no longer be employed by GGV
Capital.
IN WITNESS WHEREOF
,
the undersigned has cause this Power of Attorney to be executed as of this 16
th
day of September, 2009.
POWER OF
ATTORNEY
KNOW ALL BY THESE PRESENTS
, that the
undersigned hereby constitutes and appoints each of Hany M. Nada and Stephen A.
Hyndman, signing individually, the undersigned’s true and lawful attorneys-in
fact and agents to:
(i)
prepare,
execute and file, for and on behalf of the undersigned, a holder of a
registered class of securities of Hurray Holdings Co., Ltd. (the “Company”),
any and all documents and filings that are required or advisable to be made
with the United States Securities and Exchange Commission, any stock exchange
or similar authority, under the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), and the rules and regulations promulgated thereunder,
including without limitation (a) any Joint Filing Agreement under Rule 13d-1(k) of
the Exchange Act (or any successor provision thereunder), Schedule 13D and
Schedule 13G (or any successor schedules or forms adopted under the Exchange
Act) and any amendments thereto in accordance with Section 13 of the
Exchange Act and the rules thereunder, and (b) Forms 3, 4 and 5 and
any amendments thereto in accordance with Section 16(a) of the Exchange
Act and the rules thereunder; and
(ii)
take any other
action of any nature whatsoever in connection with the foregoing which, in the
opinion of such attorney-in-fact, may be of benefit, in the best interest of,
or legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-fact’s
discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The
undersigned acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is GGV
Capital assuming, any of the undersigned’s responsibilities to comply with the
Exchange Act, including without limitation Sections 13 and 16 of the Exchange
Act.
This Power of Attorney shall
remain in full force and effect until the earliest to occur of (a) the
undersigned is no longer required to file any form or document with respect to
the undersigned’s holdings of and transactions in securities issued by the
Company, (b) revocation by the undersigned in a signed writing delivered
to the foregoing attorney-in-fact or (c) as to any attorney-in-fact
individually, until such attorney-in-fact shall no longer be employed by GGV
Capital.
IN WITNESS WHEREOF
,
the undersigned has cause this Power of Attorney to be executed as of this 16
th
day of September, 2009.
|
|
/s/ Glenn Solomon
|
|
|
Glenn Solomon
|
POWER OF
ATTORNEY
KNOW ALL BY THESE PRESENTS
, that the
undersigned hereby constitutes and appoints each of Hany M. Nada and Stephen A.
Hyndman, signing individually, the undersigned’s true and lawful attorneys-in
fact and agents to:
(i)
prepare,
execute and file, for and on behalf of the undersigned, a holder of a
registered class of securities of Hurray Holdings Co., Ltd. (the “Company”),
any and all documents and filings that are required or advisable to be made
with the United States Securities and Exchange Commission, any stock exchange
or similar authority, under the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), and the rules and regulations promulgated
thereunder, including without limitation (a) any Joint Filing Agreement
under Rule 13d-1(k) of the Exchange Act (or any successor provision
thereunder), Schedule 13D and Schedule 13G (or any successor schedules or forms
adopted under the Exchange Act) and any amendments thereto in accordance with Section 13
of the Exchange Act and the rules thereunder, and (b) Forms 3, 4 and
5 and any amendments thereto in accordance with Section 16(a) of the
Exchange Act and the rules thereunder; and
(ii)
take any other
action of any nature whatsoever in connection with the foregoing which, in the
opinion of such attorney-in-fact, may be of benefit, in the best interest of,
or legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-fact’s
discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The
undersigned acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is GGV
Capital assuming, any of the undersigned’s responsibilities to comply with the
Exchange Act, including without limitation Sections 13 and 16 of the Exchange
Act.
This Power of Attorney shall
remain in full force and effect until the earliest to occur of (a) the
undersigned is no longer required to file any form or document with respect to
the undersigned’s holdings of and transactions in securities issued by the
Company, (b) revocation by the undersigned in a signed writing delivered
to the foregoing attorney-in-fact or (c) as to any attorney-in-fact
individually, until such attorney-in-fact shall no longer be employed by GGV
Capital.
IN WITNESS WHEREOF
,
the undersigned has cause this Power of Attorney to be executed as of this 17
th
day of September, 2009.
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