SEC FORM 3/A

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Boundless Meadow Ltd

(Last)

(First)

(Middle)

C/O BOYU CAPITAL ADVISORY CO. LIMITED,

SUITE 1518, TWO PACIFIC PL, 88 QUEENSWAY

(Street)

HONG KONG

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/02/2019

3. Issuer Name and Ticker or Trading Symbol
Viela Bio, Inc. [ VIE ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)
10/02/2019

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A-2 Preferred Stock⁽¹⁾	⁽²⁾	⁽³⁾	Common Stock	6,800,000	⁽⁴⁾	D⁽⁵⁾⁽⁶⁾
Series A-3 Preferred Stock⁽¹⁾	⁽²⁾	⁽³⁾	Common Stock	1,882,353	⁽⁴⁾	D⁽⁵⁾⁽⁶⁾

1. Name and Address of Reporting Person^*

Boundless Meadow Ltd

(Last)

(First)

(Middle)

C/O BOYU CAPITAL ADVISORY CO. LIMITED,

SUITE 1518, TWO PACIFIC PL, 88 QUEENSWAY

(Street)

HONG KONG

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Boyu Capital Fund III, L.P.

(Last)

(First)

(Middle)

C/O BOYU CAPITAL ADVISORY CO. LIMITED,

SUITE 1518, TWO PACIFIC PL, 88 QUEENSWAY

(Street)

HONG KONG

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Boyu Capital General Partner III, L.P.

(Last)

(First)

(Middle)

C/O BOYU CAPITAL ADVISORY CO. LIMITED,

SUITE 1518, TWO PACIFIC PL, 88 QUEENSWAY

(Street)

HONG KONG

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Boyu Capital General Partner III, Ltd.

(Last)

(First)

(Middle)

C/O BOYU CAPITAL ADVISORY CO. LIMITED,

SUITE 1518, TWO PACIFIC PL, 88 QUEENSWAY

(Street)

HONG KONG

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Boyu Capital Group Holdings Ltd.

(Last)

(First)

(Middle)

C/O BOYU CAPITAL ADVISORY CO. LIMITED,

SUITE 1518, TWO PACIFIC PL, 88 QUEENSWAY

(Street)

HONG KONG

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

XYXY Holdings Ltd.

(Last)

(First)

(Middle)

C/O BOYU CAPITAL ADVISORY CO. LIMITED,

SUITE 1518, TWO PACIFIC PL, 88 QUEENSWAY

(Street)

HONG KONG

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Tong Xiaomeng

(Last)

(First)

(Middle)

C/O BOYU CAPITAL ADVISORY CO. LIMITED,

SUITE 1518, TWO PACIFIC PL, 88 QUEENSWAY

(Street)

HONG KONG

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. This amendment is being filed solely to include Boyu Capital Fund III, L.P., Boyu Capital General Partner III, L.P., Boyu Capital General Partner III, Ltd., Boyu Capital Group Holdings Ltd., XYXY Holdings Ltd. and Mr. Xiaomeng Tong as additional reporting persons (together with Boundless Meadow Limited, collectively, the "Reporting Persons") to the Form 3 filed by Boundless Meadow Limited on October 2, 2019. The Reporting Persons are re-reporting the transactions reported on October 2, 2019.

2. The shares of preferred stock will automatically convert into the Issuer's common stock in accordance with the Issuer's Restated Certificate of Incorporation, as amended, immediately upon completion of the Issuer's initial public offering.

3. Not applicable.

4. The shares of preferred stock will automatically convert into the Issuer's common stock on a 1-for-1 basis immediately upon completion of the Issuer's initial public offering.

5. The securities reported herein are owned by Boundless Meadow Limited. Each of Boyu Capital Fund III, L.P., Boyu Capital General Partner III, L.P., Boyu Capital General Partner III, Ltd., Boyu Capital Group Holdings Ltd., XYXY Holdings Ltd. and Mr. Xiaomeng Tong may be deemed to beneficially own the securities reported herein. Boundless Meadow Limited is wholly owned by Boyu Capital Fund III, L.P. Boyu Capital General Partner III, L.P. is the general partner of Boyu Capital Fund III, L.P. Boyu Capital General Partner III, Ltd. is the general partner of Boyu Capital General Partner III, L.P.

6. (Continued from footnote (5)) Boyu Capital Group Holdings Ltd. holds 100% of the outstanding shares of Boyu Capital General Partner III, Ltd. XYXY Holdings Ltd. is the controlling shareholder of Boyu Capital Group Holdings Ltd. Mr. Xiaomeng Tong holds 100% of the outstanding shares of XYXY Holdings Ltd. Each of Boyu Capital Fund III, L.P., Boyu Capital General Partner III, L.P., Boyu Capital General Partner III, Ltd., Boyu Capital Group Holdings Ltd., XYXY Holdings Ltd. and Mr. Xiaomeng Tong disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, if any.

	Boundless Meadow Limited By: /s/ Xiao Wang, as Attorney-in-Fact	10/25/2019
	Boyu Capital Fund III, L.P. By: /s/ Xiao Wang, as Attorney-in-Fact	10/25/2019
	Boyu Capital General Partner III, L.P. By: /s/ Xiao Wang, as Attorney-in-Fact	10/25/2019
	Boyu Capital General Partner III, Ltd. By: /s/ Xiao Wang, as Attorney-in-Fact	10/25/2019
	Boyu Capital Group Holdings Ltd. By: /s/ Xiao Wang, as Attorney-in-Fact	10/25/2019
	XYXY Holdings Ltd. By: /s/ Xiao Wang, as Attorney-in-Fact	10/25/2019
	Xiaomeng TONG By: /s/ Xiao Wang, as Attorney-in-Fact	10/25/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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