SCHEDULE 13G

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No.     )*

 

 

Athenex, Inc.

(Name of Issuer)

Common stock, $0.001 par value per share

(Title of Class of Securities)

04685N103

(CUSIP Number)

June 14, 2017

(Date of Event Which Requires Filing of this Statement)

 

 

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

☐ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ Rule 13d-1(d)

 

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

 

 

 


CUSIP No. 04685N103   Page 2 of 7 pages

 

  1   

Name of Reporting Person

 

Huateng Ma

  2  

Check the Appropriate Box if a Member of a Group

(a)  ☐        (b)  ☐

 

  3  

SEC Use Only

 

  4  

Citizenship or Place of Organization

 

People’s Republic of China

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

     

Sole Voting Power

 

6,524,032

   6   

Shared Voting Power

 

0

   7   

Sole Dispositive Power

 

6,524,032

   8   

Shared Dispositive Power

 

0

  9  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

6,524,032

10  

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

 

11  

Percent of Class Represented by Amount in Row 9

 

11.6%

12  

Type of Reporting Person

 

IN

 


CUSIP No. 04685N103   Page 3 of 7 pages

 

  1   

Name of Reporting Person

 

Advance Data Services Limited

  2  

Check the Appropriate Box if a Member of a Group

(a)  ☐        (b)  ☐

 

  3  

SEC Use Only

 

  4  

Citizenship or Place of Organization

 

British Virgin Islands

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

     

Sole Voting Power

 

6,444,032

   6   

Shared Voting Power

 

0

   7   

Sole Dispositive Power

 

6,444,032

   8   

Shared Dispositive Power

 

0

  9  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

6,444,032

10  

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

 

11  

Percent of Class Represented by Amount in Row 9

 

11.5%

12  

Type of Reporting Person

 

CO

 


CUSIP No. 04685N103   Page 4 of 7 pages

 

Item 1(a).   

Name of Issuer:

 

Athenex, Inc. (the “Issuer”)

Item 1(b).   

Address of Issuer’s Principal Executive Offices:

 

1001 Main Street, Suite 600, Buffalo, NY 14203

Item 2(a).   

Name of Person Filing:

 

Huateng Ma and Advance Data Services Limited (collectively, the “Reporting Persons”)

Item 2(b).   

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

 

The address of the Reporting Persons is 29/F Three Pacific Place, 1 Queen’s Road East, Wanchai, Hong Kong.

Item 2(c)   

Citizenship:

 

Huateng Ma is a citizen of the People Republic of China. Advance Data Services Limited is a British Virgin Islands company solely owned by Huateng Ma.

Item 2(d).   

Title of Class of Securities:

 

Common stock, $0.001 par value per share (the “Shares”)

Item 2(e).   

CUSIP Number:

 

04685N103

Item 3.   

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

 

   Not applicable
Item 4.    Ownership:

 

Reporting Person

   Amount
beneficially
owned:
     Percent of
class:
    Sole power to
vote or direct
the vote:
     Shared power
to vote or to
direct the vote:
     Sole power to
dispose or to
direct the
disposition of:
     Shared power
to dispose or to
direct the
disposition of:
 

Huateng Ma

     6,524,032        11.6 %(1)      6,524,032        0        6,524,032        0  

Advance Data Services Limited

     6,444,032        11.5 %(1)      6,444,032        0        6,444,032        0  

 

(1) The percentage of Shares beneficially owned by each Reporting Person is based on 56,044,023 Shares outstanding at the completion of the initial public filing of the Issuer in the United States, assuming no exercise of underwriters’ option to purchase additional Shares, as indicated in the Issuer’s prospectus filed with the Securities and Exchange Commission on June 13, 2017.

 

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

 

  

 

Not applicable

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

 

  

 

Not applicable


CUSIP No. 04685N103   Page 5 of 7 pages

 

Item 7.    Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Controlling Person:

 

   Not applicable
Item 8.    Identification and Classification of Members of the Group:

 

   Not applicable
Item 9.    Notice of Dissolution of Group:

 

   Not applicable
Item 10.    Certifications:

 

   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.


CUSIP No. 04685N103   Page 6 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.

Dated: July 13, 2017

 

HUATENG MA

/s/ Huateng Ma

ADVANCE DATA SERVICES LIMITED
By:  

/s/ Huateng Ma

Name:   Huateng Ma
Title:   Director


CUSIP No. 04685N103   Page 7 of 7 pages

 

LIST OF EXHIBITS

 

Exhibit
No.

  

Description

A    Joint Filing Agreement
EX-99.(A)

Exhibit A

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the shares of common stock, par value of $0.001 per share, of Athenex, Inc., a Delaware company, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of July 13, 2017.

 

HUATENG MA

/s/ Huateng Ma

ADVANCE DATA SERVICES LIMITED
By:  

/s/ Huateng Ma

Name:   Huateng Ma
Title:   Director