0001193125-22-034664.txt : 20220210 0001193125-22-034664.hdr.sgml : 20220210 20220210171703 ACCESSION NUMBER: 0001193125-22-034664 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20220210 DATE AS OF CHANGE: 20220210 GROUP MEMBERS: GIC SPECIAL INVESTMENTS PRIVATE LTD GROUP MEMBERS: OWAP INVESTMENT PRIVATE LTD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Burning Rock Biotech Ltd CENTRAL INDEX KEY: 0001792267 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEDICAL LABORATORIES [8071] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-92114 FILM NUMBER: 22615330 BUSINESS ADDRESS: STREET 1: UNITS 201, 202, 2/F, NO.7 LUOXUAN 4TH RD STREET 2: INTERNATIONAL BIO ISLAND CITY: HUANGPU DISTRICT, GUANGZHOU STATE: F4 ZIP: 510005 BUSINESS PHONE: 86 18501641666 MAIL ADDRESS: STREET 1: UNITS 201, 202, 2/F, NO.7 LUOXUAN 4TH RD STREET 2: INTERNATIONAL BIO ISLAND CITY: HUANGPU DISTRICT, GUANGZHOU STATE: F4 ZIP: 510005 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GIC Private Ltd CENTRAL INDEX KEY: 0000936828 IRS NUMBER: 000000000 STATE OF INCORPORATION: U0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 168 ROBINSON ROAD STREET 2: #37-01 CAPITAL TOWER CITY: SINGAPORE STATE: U0 ZIP: 068912 BUSINESS PHONE: 065-6889-8888 MAIL ADDRESS: STREET 1: 168 ROBINSON ROAD STREET 2: #37-01 CAPITAL TOWER CITY: SINGAPORE STATE: U0 ZIP: 068912 FORMER COMPANY: FORMER CONFORMED NAME: GOVERNMENT OF SINGAPORE INVESTMENT CORP PTE LTD DATE OF NAME CHANGE: 20130110 FORMER COMPANY: FORMER CONFORMED NAME: GOVERNMENT OF SINGAPORE INVESTMENT CORP PTE LTD ET AL DATE OF NAME CHANGE: 19950614 SC 13G/A 1 d306899dsc13ga.htm SC 13G/A SC 13G/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1) *

 

 

Burning Rock Biotech Limited

(Name of Issuer)

American depositary shares, each representing one Class A ordinary shares,

par value US$0.0002 per share

(Title of Class of Securities)

12233L107

(CUSIP Number)

December 31, 2021

(Date of the Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed :

 

  ☐

Rule 13d-1(b)

 

  ☒

Rule 13d-1(c)

 

  ☐

Rule 13d-1(d)

 

*

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provision of the Act (however, see the Notes.)

 

 

 

SCHEDULE 13G

 

CUSIP No. 12233L107    Page 2 of 7 Pages

 

  1    

  NAME OF REPORTING PERSONS

 

  GIC Private Limited

  2  

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

  (a)  ☐        (b)  ☐

 

  3  

  SEC USE ONLY

 

  4  

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  Republic of Singapore

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

  SOLE VOTING POWER

 

  974,728

   6  

  SHARED VOTING POWER

 

  4,111,932

   7  

  SOLE DISPOSITIVE POWER

 

  974,728

   8  

  SHARED DISPOSITIVE POWER

 

  4,111,932

  9    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  5,086,660

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)

 

  5.83% (1)

12  

  TYPE OF REPORTING PERSON (See Instructions)

 

  CO

 

(1) 

Based on 87,223,641 Class A ordinary shares outstanding as of December 31, 2020, according to the Form 20-F filed by the Issuer with the Securities and Exchange Commission on March 23, 2021.

SCHEDULE 13G

 

CUSIP No. 12233L107    Page 3 of 7 Pages

 

  1    

  NAME OF REPORTING PERSONS

 

  GIC Special Investments Private Limited

  2  

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

  (a)  ☐        (b)  ☐

 

  3  

  SEC USE ONLY

 

  4  

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  Republic of Singapore

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

  SOLE VOTING POWER

 

  0

   6  

  SHARED VOTING POWER

 

  3,760,650

   7  

  SOLE DISPOSITIVE POWER

 

  0

   8  

  SHARED DISPOSITIVE POWER

 

  3,760,650

  9    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  3,760,650

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)

 

  4.31% (1)

12  

  TYPE OF REPORTING PERSON (See Instructions)

 

  CO

 

(1) 

Based on 87,223,641 Class A ordinary shares outstanding as of December 31, 2020, according to the Form 20-F filed by the Issuer with the Securities and Exchange Commission on March 23, 2021.

SCHEDULE 13G

 

CUSIP No. 12233L107    Page 4 of 7 Pages

 

  1    

  NAME OF REPORTING PERSONS

 

  Owap Investment Private Limited

  2  

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

  (a)  ☐        (b)  ☐

 

  3  

  SEC USE ONLY

 

  4  

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  Republic of Singapore

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

  SOLE VOTING POWER

 

  0

   6  

  SHARED VOTING POWER

 

  3,760,650

   7  

  SOLE DISPOSITIVE POWER

 

  0

   8  

  SHARED DISPOSITIVE POWER

 

  3,760,650

  9    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  3,760,650

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)

 

  4.31% (1)

12  

  TYPE OF REPORTING PERSON (See Instructions)

 

  CO

 

(1) 

Based on 87,223,641 Class A ordinary shares outstanding as of December 31, 2020, according to the Form 20-F filed by the Issuer with the Securities and Exchange Commission on March 23, 2021.

SCHEDULE 13G

 

CUSIP No. 12233L107    Page 5 of 7 Pages

 

Item 1(a) Name of Issuer

Burning Rock Biotech Limited

Item 1(b) Address of Issuer’s Principal Executive Offices

601, 6/F, Building 3, Standard Industrial Unit 2

No. 7, Luoxuan 4th Road, International Bio Island, Guangzhou, 510005

The People’s Republic of China

Item 2(a) Name of Persons Filing

GIC Private Limited

GIC Special Investments Private Limited

Owap Investment Private Limited

Item 2(b) Address of Principal Business Office or, if none, Residence

168 Robinson Road

#37-01 Capital Tower

Singapore 068912

Item 2(c) Citizenship

GIC Private Limited – Republic of Singapore

GIC Special Investments Private Limited – Republic of Singapore

Owap Investment Private Limited – Republic of Singapore

Item 2(d) Title of Class of Securities

American depositary shares, each representing one Class A ordinary shares, par value US$0.0002 per share

Item 2(e) CUSIP Number

12233L107

Item 3 If this statement in filed pursuant to §§240.13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

Not applicable.

Item 4 Ownership

Ownership information with respect to GIC Private Limited, GIC Special Investments Private Limited and Owap Investment Private Limited are incorporated by reference through items (5) through (9) and (11) of the cover page for each entity.

Owap Investment Private Limited shares the power to vote and the power to dispose of 3,760,650 American depositary shares held directly by it with GIC Special Investments Private Limited and GIC Private Limited. GIC Special Investments Private Limited is wholly owned by GIC Private Limited and is the private equity investment arm of GIC Private Limited.

SCHEDULE 13G

 

CUSIP No. 12233L107    Page 6 of 7 Pages

 

GIC Private Limited is a fund manager and only has two clients – the Government of Singapore (“GoS”) and the Monetary Authority of Singapore (“MAS”). Under the investment management agreement with GoS, GIC Private Limited has been given the sole discretion to exercise the voting rights attached to, and the disposition of, any shares managed on behalf of GoS. As such, GIC Private Limited has the sole power to vote and power to dispose of the 974,728 American depositary shares beneficially owned by it. GIC Private Limited shares power to vote and dispose of 351,282 American depositary shares beneficially owned by it with MAS.

Item 5 Ownership of Five Percent or Less of a Class

This statement is being filed to report the fact that as of the date hereof, each of GIC Special Investments Private Limited and Owap Investments Private Limited has ceased to be the beneficial owner of more than 5 percent of Class A Ordinary Shares.

Item 6 Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company

Not applicable.

Item 8 Identification and Classification of Members of the Group

Not applicable.

Item 9 Notice of Dissolution of Group

Not applicable.

Item 10 Certifications

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, other than activities solely in connection with a nomination under §240.14a-11.

SCHEDULE 13G

 

CUSIP No. 12233L107    Page 7 of 7 Pages

 

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 as of the date below.

 

GIC PRIVATE LIMITED
By:  

/s/Diane Liang Weishan

Name: Diane Liang Weishan
Title: Senior Vice President
Date: February 10, 2022
By:  

/s/Toh Tze Meng

Name: Toh Tze Meng
Title: Senior Vice President
Date: February 10, 2022
GIC SPECIAL INVESTMENTS PRIVATE LIMITED
By:  

/s/Chan Hoe Yin

Name: Chan Hoe Yin
Title: Director
Date: February 10, 2022
OWAP INVESTMENT PRIVATE LIMITED
By:  

/s/ Holger Dirk Michaelis

Name: Holger Dirk Michaelis
Title: Director
Date: February 10, 2022