SCHEDULE 13G/A: Timeswell LLC and Chunyu Bao Disclose 7.25% Beneficial Ownership in NaaS Technology Inc.
Beneficial Ownership Report (Schedule 13G Amendment)
Timeswell LLC and its sole owner, Chunyu Bao, have filed an amended Schedule 13G, disclosing a beneficial ownership of 7.25% of NaaS Technology Inc.'s ordinary shares as of March 31, 2025.
Summary
- Timeswell LLC and Chunyu Bao, its sole owner, have filed an Amendment No. 1 to Schedule 13G regarding their beneficial ownership in NaaS Technology Inc.
- As of March 31, 2025, the reporting persons beneficially own an aggregate of 348,260,000 Class A ordinary shares, which are held in the form of 1,741,300 American Depositary Shares (ADSs).
- This ownership represents 7.25% of the total ordinary shares issued and outstanding of NaaS Technology Inc. as of March 28, 2025.
- The total outstanding ordinary shares used for calculation are 4,802,246,843, comprising 3,494,699,071 Class A, 195,969,844 Class B, and 1,111,577,928 Class C ordinary shares.
- The calculation excludes certain shares, including those reserved for future ADS issuances (At-the-Market Offering and share incentive plans), ADSs issuable from a convertible note to LMR Multi-Strategy Master Fund Limited (dated October 16, 2024), and ADSs issuable under Share Subscription Facility Agreements (dated December 16, 2024, and December 23, 2024).
Sentiment
Score: 5
Explanation: The document is a factual disclosure of beneficial ownership, which is neutral in sentiment. It does not contain positive or negative operational or financial news.
Future Outlook
This Schedule 13G filing is a disclosure of beneficial ownership and does not contain forward-looking statements or guidance regarding NaaS Technology Inc.'s future business operations or financial performance.
Management Comments
- Chunyu Bao, as Chief Executive Officer of Timeswell LLC, certified that the securities were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer, nor in connection with any transaction having that purpose or effect, other than activities solely in connection with a nomination under Rule 14a-11.
Industry Context
This filing is a standard regulatory disclosure of a significant ownership stake in a publicly traded company. It does not provide specific insights into broader industry trends or competitive dynamics within the electric vehicle charging or energy solutions sector where NaaS Technology Inc. operates, beyond confirming a substantial investor's continued interest.
Stakeholder Impact
- Shareholders: Provides transparency regarding a significant ownership stake held by Timeswell LLC and Chunyu Bao, which can influence perceptions of stability and investor confidence.
Key Dates
| Date | Description |
|---|---|
| 2024-10-04 | Date of convertible note exchange agreement with LMR Multi-Strategy Master Fund Limited. |
| 2024-10-16 | Date of convertible note issuance to LMR Multi-Strategy Master Fund Limited. |
| 2024-12-16 | Date of a Share Subscription Facility Agreement. |
| 2024-12-23 | Date of another Share Subscription Facility Agreement. |
| 2025-03-28 | Date as of which the total ordinary shares issued and outstanding of the Issuer were determined for percentage calculation. |
| 2025-03-31 | Date of event which requires filing of this statement (beneficial ownership snapshot). |
| 2025-05-13 | Date of filing of this Schedule 13G Amendment No. 1. |
Keywords
NaaS Technology Inc., Timeswell LLC, Chunyu Bao, Schedule 13G, Beneficial Ownership, Class A Ordinary Shares, ADSs, SEC Filing, Shareholding, Investment
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