0000919574-15-008329.txt : 20151119 0000919574-15-008329.hdr.sgml : 20151119 20151119170857 ACCESSION NUMBER: 0000919574-15-008329 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20151119 DATE AS OF CHANGE: 20151119 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Vipshop Holdings Ltd CENTRAL INDEX KEY: 0001529192 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-86788 FILM NUMBER: 151244329 BUSINESS ADDRESS: STREET 1: No. 20 Huahai Street STREET 2: Liwan district, CITY: Guangzhou STATE: F4 ZIP: 510370 BUSINESS PHONE: 86 (20) 2233-0000 MAIL ADDRESS: STREET 1: No. 20 Huahai Street STREET 2: Liwan district, CITY: Guangzhou STATE: F4 ZIP: 510370 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TIGER GLOBAL MANAGEMENT LLC CENTRAL INDEX KEY: 0001167483 IRS NUMBER: 134167110 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET STREET 2: 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-984-8847 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET STREET 2: 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: TIGER TECHNOLOGY MANAGEMENT LLC DATE OF NAME CHANGE: 20020214 SC 13G 1 d6904745_sc13g.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No.)*


Vipshop Holdings Limited
(Name of Issuer)


Class A Ordinary Shares, par value $0.0001 per share1
(Title of Class of Securities)


92763W103
(CUSIP Number)


November 18, 2015
(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[_]  Rule 13d-1(b)

[X]  Rule 13d-1(c)

[_]  Rule 13d-1(d)

__________
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).



1 The Reporting Persons hold American Depositary Shares ("ADS").   Each ADS represents 0.2 Class A ordinary share, par value $0.0001 per share.


CUSIP No
92763W103
   

1.
NAME OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
     
 
Tiger Global Investments, L.P.
 
     
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
   
(a)  [_]
   
(b)  [X]
     
3.
SEC USE ONLY
 
     
     
     
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
     
 
Cayman Islands
 
     
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     
5.
SOLE VOTING POWER
 
     
 
0
 
     
6.
SHARED VOTING POWER
 
     
 
6,570,465
 
     
7.
SOLE DISPOSITIVE POWER
 
     
 
0
 
     
8.
SHARED DISPOSITIVE POWER
 
     
 
6,570,465
 
     
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
 
6,570,4652
 
     
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
   
[_]
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
     
 
6.61%2
 
     
12.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
 



2 Represented by 32,852,326 ADS.  Each ADS represents 0.2 Class A Ordinary Share, par value $0.0001.


CUSIP No
92763W103
   

1.
NAME OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
     
 
Tiger Global Performance, LLC
 
     
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
   
(a)  [_]
   
(b)  [X]
     
3.
SEC USE ONLY
 
     
     
     
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
     
 
Delaware
 
     
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     
5.
SOLE VOTING POWER
 
     
 
0
 
     
6.
SHARED VOTING POWER
 
     
 
9,900,000
 
     
7.
SOLE DISPOSITIVE POWER
 
     
 
0
 
     
8.
SHARED DISPOSITIVE POWER
 
     
 
9,900,000
 
     
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
 
9,900,0003
 
     
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
   
[_]
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
     
 
9.96%3
 
     
12.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
 



3 Represented by 49,500,000 ADS.  Each ADS represents 0.2 Class A Ordinary Share, par value $0.0001.

 
CUSIP No
92763W103
   
 
1.
NAME OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
     
 
Tiger Global Management, LLC
 
     
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
   
(a)  [_]
   
(b)  [X]
     
3.
SEC USE ONLY
 
     
     
     
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
     
 
Delaware
 
     
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     
5.
SOLE VOTING POWER
 
     
 
0
 
     
6.
SHARED VOTING POWER
 
     
 
9,900,000
 
     
7.
SOLE DISPOSITIVE POWER
 
     
 
0
 
     
8.
SHARED DISPOSITIVE POWER
 
     
 
9,900,000
 
     
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
 
9,900,0004
 
     
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
   
[_]
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
     
 
9.96%4
 
     
12.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO, IA
 

 

4 Represented by 49,500,000 ADS.  Each ADS represents 0.2 Class A Ordinary Share, par value $0.0001.


CUSIP No
92763W103
   
 
1.
NAME OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
     
 
Charles P. Coleman III
 
     
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
   
(a)  [_]
   
(b)  [X]
3.
SEC USE ONLY
 
     
     
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
     
 
United States
 
     
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     
5.
SOLE VOTING POWER
 
     
 
0
 
     
6.
SHARED VOTING POWER
 
     
 
9,900,000
 
     
7.
SOLE DISPOSITIVE POWER
 
     
 
0
 
     
8.
SHARED DISPOSITIVE POWER
 
     
 
9,900,000
 
     
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
 
9,900,0005
 
     
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
   
[_]
     
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
     
 
9.96%5
 
     
12.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
IN, HC
 

 

5 Represented by 49,500,000 ADS.  Each ADS represents 0.2 Class A Ordinary Share, par value $0.0001.


CUSIP No
92763W103
   
 
1.
NAME OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
     
 
Scott Shleifer
 
     
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
   
(a)  [_]
   
(b)  [X]
3.
SEC USE ONLY
 
     
     
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
 
     
 
United States
 
     
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     
5.
SOLE VOTING POWER
 
     
 
0
 
     
6.
SHARED VOTING POWER
 
     
 
9,900,000
 
     
7.
SOLE DISPOSITIVE POWER
 
     
 
0
 
     
8.
SHARED DISPOSITIVE POWER
 
     
 
9,900,000
 
     
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
 
9,900,0006
 
     
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
   
[_]
     
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
     
 
9.96%6
 
     
12.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
IN, HC
 
 

6 Represented by 49,500,000 ADS.  Each ADS represents 0.2 Class A Ordinary Share, par value $0.0001.

Item 1.
(a).
Name of Issuer:
 
       
   
Vipshop Holdings Limited
 

 
(b).
Address of Issuer's Principal Executive Offices:
 
       
   
No. 20 Huahai Street
Liwan District, Guangzhou 510370
People's Republic of China
 

Item 2.
(a).
Name of Person Filing:
 
       
   
Tiger Global Investments, L.P.
Tiger Global Performance, LLC
Tiger Global Management, LLC
Charles P. Coleman III
Scott Shleifer
 
 
 
(b).
Address of Principal Business Office, or if None, Residence:
 
       
   
Tiger Global Investments, L.P.
c/o Citco Fund Services (Cayman Islands) Limited
P.O. Box 31106
89 Nexus Way
Camana Bay, Grand Cayman KY1-1205
Cayman Islands
 
Tiger Global Performance, LLC
Tiger Global Management, LLC
9 West 57th Street
35th Floor
New York, New York 10019
 
Charles P. Coleman III
c/o Tiger Global Management, LLC
9 West 57th Street
35th Floor
New York, New York 10019
 
Scott Shleifer
c/o Tiger Global Management, LLC
9 West 57th Street
35th Floor
New York, New York 10019
 


 
(c).
Citizenship:
 
Tiger Global Investments, L.P. – Cayman Islands limited partnership
Tiger Global Performance, LLC – Delaware limited liability company
Tiger Global Management, LLC – Delaware limited liability company
Charles P. Coleman III – United States citizen
Scott Shleifer – United States citizen
 
(d).
Title of Class of Securities:
 
       
   
Class A Ordinary Shares, par value $0.0001 per share
 

 
(e).
CUSIP Number:
 
       
   
92763W103
 

Item 3.
 
If This Statement is filed pursuant to ss.240.13d-1(b) or 240.13d-2(b), or (c), check whether the person filing is a

 
(a)
[_]
Broker or dealer registered under Section 15 of the Exchange Act (15 U.S.C. 78c).

 
(b)
[_]
Bank as defined in Section 3(a)(6) of the Exchange Act (15 U.S.C. 78c).

 
(c)
[_]
Insurance company as defined in Section 3(a)(19) of the Exchange Act (15 U.S.C. 78c).

 
(d)
[_]
Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

 
(e)
[_]
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

 
(f)
[_]
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);

 
(g)
[_]
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

 
(h)
[_]
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813);

 
(i)
[_]
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 
(j)
[_]
Group, in accordance with s.240.13d-1(b)(1)(ii)(J).



Item 4.
Ownership.7
 
 
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 
(a)
Amount beneficially owned:

   
6,570,465 shares deemed beneficially owned by Tiger Global Investments, L.P.
9,900,000 shares deemed beneficially owned by Tiger Global Performance, LLC
9,900,000 shares deemed beneficially owned by Tiger Global Management, LLC
9,900,000 shares deemed beneficially owned by Charles P. Coleman III
9,900,000 shares deemed beneficially owned by Scott Shleifer

 
(b)
Percent of class:

   
6.61% deemed beneficially owned by Tiger Global Investments, L.P.
9.96% deemed beneficially owned by Tiger Global Performance, LLC
9.96% deemed beneficially owned by Tiger Global Management, LLC
9.96% deemed beneficially owned by Charles P. Coleman III
9.96% deemed beneficially owned by Scott Shleifer

 
(c)
Number of shares as to which Tiger Global Investments, L.P. has:

   
(i)
Sole power to vote or to direct the vote
0
         
   
(ii)
Shared power to vote or to direct the vote
6,570,465
         
   
(iii)
Sole power to dispose or to direct the disposition of
0
         
   
(iv)
Shared power to dispose or to direct the disposition of
6,570,465

   
Number of shares as to which Tiger Global Performance, LLC has:
     
   
(i)
Sole power to vote or to direct the vote
0
         
   
(ii)
Shared power to vote or to direct the vote
9,900,000
         
   
(iii)
Sole power to dispose or to direct the disposition of
0
         
   
(iv)
Shared power to dispose or to direct the disposition of
9,900,000

   
Number of shares as to which Tiger Global Management, LLC has:
     
   
(i)
Sole power to vote or to direct the vote
0
         
   
(ii)
Shared power to vote or to direct the vote
9,900,000
         
   
(iii)
Sole power to dispose or to direct the disposition of
0
         
   
(iv)
Shared power to dispose or to direct the disposition of
9,900,000
 
 

7 Represented by 32,852,326 and 49,500,000 ADS, respectively.  Each ADS represents 0.2 Class A Ordinary Share, par value $0.0001.
 
 

 
   
Number of shares as to which Charles P. Coleman III has:

   
(i)
Sole power to vote or to direct the vote
0
         
   
(ii)
Shared power to vote or to direct the vote
9,900,000
         
   
(iii)
Sole power to dispose or to direct the disposition of
0
         
   
(iv)
Shared power to dispose or to direct the disposition of
9,900,000

   
Number of shares as to which Scott Shleifer has:

   
(i)
Sole power to vote or to direct the vote
0
         
   
(ii)
Shared power to vote or to direct the vote
9,900,000
         
   
(iii)
Sole power to dispose or to direct the disposition of
0
         
   
(iv)
Shared power to dispose or to direct the disposition of
9,900,000

Item 5.
Ownership of Five Percent or Less of a Class.

 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [_].
 
 
N/A
 

Item 6.
Ownership of More Than Five Percent on Behalf of Another Person.
 
 
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified.  A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
 
 
All securities reported in this Schedule 13G are owned by advisory clients of Tiger Global Management, LLC and/or its related persons' proprietary accounts.  With the exception of Tiger Global Investments, L.P., none of such persons individually own more than 5% of the Issuer's outstanding shares.
   
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

 
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary.  If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
 
 
N/A
   
 

 
Item 8.
Identification and Classification of Members of the Group.

 
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group.  If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
 
N/A
   

Item 9.
Notice of Dissolution of Group.

 
Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity.  See Item 5.
 
 
N/A
   
Item 10.
Certification.

 
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.



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.

 
November 19, 2015
 
(Date)
     
Tiger Global Investments, L.P.
By Tiger Global Performance, LLC
Its General Partner
 
/s/ Anil L. Crasto
Signature

Anil L. Crasto
Chief Operating Officer
 
Tiger Global Performance, LLC
 
/s/ Anil L. Crasto
Signature

Anil L. Crasto
Chief Operating Officer
     
Tiger Global Management, LLC
 
/s/ Anil L. Crasto
Signature

Anil L. Crasto
Chief Operating Officer
     
Charles P. Coleman III
 
/s/ Charles P. Coleman III
Signature
     
Scott Shleifer
 
/s/ Scott Shleifer
Signature



Exhibit A
AGREEMENT
The undersigned agree that this Schedule 13G dated November 19, 2015 relating to the Class A Ordinary Shares, par value $0.0001 per share of Vipshop Holdings Limited shall be filed on behalf of the undersigned.

Tiger Global Investments, L.P.
By Tiger Global Performance, LLC
Its General Partner
 
/s/ Anil L. Crasto
Signature

Anil L. Crasto
Chief Operating Officer
 
Tiger Global Performance, LLC
 
/s/ Anil L. Crasto
Signature

Anil L. Crasto
Chief Operating Officer
     
Tiger Global Management, LLC
 
/s/ Anil L. Crasto
Signature

Anil L. Crasto
Chief Operating Officer
     
Charles P. Coleman III
 
/s/ Charles P. Coleman III
Signature
     
Scott Shleifer
 
/s/ Scott Shleifer
Signature