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| LEI | 5493000573DS7005T657 |
| CIK | 1737806 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to PDD Holdings Inc. - Depositary Receipt (Common Stock)
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
| August 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark wh |
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| August 25, 2025 |
PDD Holdings Announces Second Quarter 2025 Unaudited Financial Results Exhibit 99.1 PDD Holdings Announces Second Quarter 2025 Unaudited Financial Results DUBLIN and SHANGHAI, August 25, 2025 (GLOBE NEWSWIRE) – PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the second quarter ended June 30, 2025. Second Quarter 2025 Highlights · Total revenues in the quarter were RMB103,984.8 million (US$114,515. |
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| August 25, 2025 |
Term Extension of 2015 Global Share Plan Exhibit 99.2 Term Extension of 2015 Global Share Plan The board of directors of PDD Holdings Inc. (the “Company”) and the compensation committee of the board of directors of the Company have approved and authorized an amendment to the Company’s 2015 Global Share Plan (the “2015 Plan”). The amendment extends the term of the 2015 Plan from 10 years to 20 years after its initial effective date. |
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| July 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark whet |
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| May 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark wheth |
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| May 27, 2025 |
PDD Holdings Announces First Quarter 2025 Unaudited Financial Results Exhibit 99.1 PDD Holdings Announces First Quarter 2025 Unaudited Financial Results DUBLIN and SHANGHAI, May 27, 2025 (GLOBE NEWSWIRE) – PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the first quarter ended March 31, 2025. First Quarter 2025 Highlights l Total revenues in the quarter were RMB95,672.2 million (US$1 13,184.0 mil |
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| April 28, 2025 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of PDD Holdings Inc. (the “Company”) on Form 20-F for the fiscal year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Lei Chen, Co-Chief Executive Officer of the Company, hereb |
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| April 28, 2025 |
Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jun Liu, certify that: 1.I have reviewed this annual report on Form 20-F of PDD Holdings Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the |
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| April 28, 2025 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of PDD Holdings Inc. (the “Company”) on Form 20-F for the fiscal year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jun Liu, Vice President of Finance of the Company, hereby |
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| April 28, 2025 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.2 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the following Registration Statements: (1) Registration Statement (Form S-8 No. 333-233897) pertaining to the 2015 Global Share Plan and the 2018 Share Incentive Plan of PDD Holdings Inc., and (2)Registration Statement (Form F-3 No. 333-250117) of PDD Holdings Inc.; of our reports |
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| April 28, 2025 |
Exhibit 4.8 Hangzhou Weimi Network Technology Co., Ltd Chen Lei Zhao Jiazhen and Hangzhou Aimi Network Technology Co., Ltd Seventh Amended and Restated Exclusive Option Agreement January 3, 2025 Seventh Amended and Restated Exclusive Option Agreement This Seventh Amended and Restated Exclusive Option Agreement (this “Agreement”) is executed by and among the following parties on January 3, 2025: 1. |
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| April 28, 2025 |
Exhibit 15.1 April 28, 2025 PDD Holdings Inc. First Floor, 25 St Stephen’s Green Dublin 2, D02 XF99 Ireland Dear Sirs, Re: Consent of People’s Republic of China Counsel We consent to the reference to our firm under the headings “Item 3. KEY INFORMATION” and “Item 4. INFORMATION ON THE COMPANY” in the annual report of PDD Holdings Inc. on Form 20-F for the year ended December 31, 2024 (the “Annual |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| April 28, 2025 |
Exhibit 4.5 Chen Lei Zhao Jiazhen Hangzhou Weimi Network Technology Co., Ltd and Hangzhou Aimi Network Technology Co., Ltd Seventh Amended and Restated Shareholders’ Voting Rights Proxy Agreement January 3, 2025 Seventh Amended and Restated Shareholders’ Voting Rights Proxy Agreement This Seventh Amended and Restated Shareholders’ Voting Rights Proxy Agreement (this “Agreement”) is executed by and |
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| April 28, 2025 |
Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Lei Chen, certify that: 1.I have reviewed this annual report on Form 20-F of PDD Holdings Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the |
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| April 28, 2025 |
Exhibit 2.6 Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) Class A ordinary shares, par value US$0.000005 per share, of PDD Holdings Inc. (“we,” “our,” “our company,” or “us”) are registered under Section 12(b) of the Exchange Act, and our American depositary shares (“ADSs”), each representing four Class A o |
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| April 28, 2025 |
Exhibit 4.9 Consent letter I, Zhang Zhuo (ID number: ***), am the legal spouse of Chen Lei (ID number: ***). I hereby unconditionally and irrevocably agree Chen Lei to sign the following documents (the “Transaction Documents”) on January 1, 2025, and agree to dispose of the equity interest in Hangzhou Aimi Network Technology Co., Ltd. held by and registered under Chen Lei in accordance with the pr |
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| April 28, 2025 |
Exhibit 4.10 Consent letter I, Zhao Zhen (ID number: ***), am the legal spouse of Zhao Jiazhen (ID number: ***). I hereby unconditionally and irrevocably agree Zhao Jiazhen to sign the following documents (the “Transaction Documents”) on January 3, 2025, and agree to dispose of the equity interest in Hangzhou Aimi Network Technology Co., Ltd. held by and registered under Zhao Jiazhen in accordance |
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| April 28, 2025 |
Exhibit 11.2 PDD HOLDINGS INC. AMENDED AND RESTATED STATEMENT OF POLICIES GOVERNING MATERIAL NON-PUBLIC INFORMATION AND THE PREVENTION OF INSIDER TRADING (As adopted by the Board of Directors of PDD Holdings Inc. on November 28, 2023) This Amended and Restated Statement of Policies Governing Material Non-Public Information and the Prevention of Insider Trading (this “Statement”) applies to all dir |
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| April 28, 2025 |
Exhibit 4.6 Chen Lei Zhao Jiazhen Hangzhou Weimi Network Technology Co., Ltd. and Hangzhou Aimi Network Technology Co., Ltd. Seventh Amended and Restated Equity Pledge Agreement January 3, 2025 Seventh Amended and Restated Equity Pledge Agreement This Seventh Amended and Restated Equity Pledge Agreement (this “Agreement”) is executed by and among the following parties on January 3, 2025 (1) Chen L |
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| March 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark whe |
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| March 20, 2025 |
PDD Holdings Announces Fourth Quarter 2024 and Fiscal Year 2024 Unaudited Financial Results Exhibit 99.1 PDD Holdings Announces Fourth Quarter 2024 and Fiscal Year 2024 Unaudited Financial Results DUBLIN and SHANGHAI, March 20, 2025 (GLOBE NEWSWIRE) – PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the fourth quarter ended and the fiscal year ended December 31, 2024. Fourth Quarter 2024 Highlights · Total revenues in |
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| January 28, 2025 |
Skadden, Arps, Slate, Meagher & Flom llp Skadden, Arps, Slate, Meagher & Flom llp One Manhattan West New York, NY 10001 TEL: (212) 735-3000 FAX: (212) 735-2000 www. |
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| January 3, 2025 |
Skadden, Arps, Slate, Meagher & Flom llp Skadden, Arps, Slate, Meagher & Flom llp One Manhattan West FIRM/AFFILIATE OFFICES New York, NY 10001 - BOSTON TEL: (212) 735-3000 CHICAGO FAX: (212) 735-2000 HOUSTON www. |
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| December 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark |
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| November 27, 2024 |
Exhibit 99.3 PDD Holdings Inc. (Incorporated in the Cayman Islands with limited liability) (NASDAQ Ticker: PDD) Form of Proxy for Annual General Meeting (or any adjournment or postponement thereof) held via live webcast and teleconference at 7:00 a.m., Irish Standard Time, on December 20, 2024. (Note 1) I/We, Please Print Name(s) of Please Print Address(es) the undersigned, being the registered ho |
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| November 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark |
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| November 27, 2024 |
EX-99.1 2 tm2429488d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 PDD Holdings Inc. (Incorporated in the Cayman Islands with limited liability) (NASDAQ Ticker: PDD) NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that an annual general meeting (the “2024 Annual Meeting”) of PDD Holdings Inc. (the “Company”) will be held at 7:00 a.m., Irish Standard Time, on December 20, 2024. To provide a consiste |
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| November 27, 2024 |
Exhibit 99.2 PDD Holdings Inc. (Incorporated in the Cayman Islands with limited liability) (NASDAQ Ticker: PDD) Proxy Statement for Annual General Meeting (or any adjournment or postponement thereof) held via live webcast and teleconference at 7:00 a.m., Irish Standard Time, on December 20, 2024. Introduction This proxy statement is furnished in connection with the solicitation by the board of dir |
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| November 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark |
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| November 21, 2024 |
PDD Holdings Announces Third Quarter 2024 Unaudited Financial Results Exhibit 99.1 PDD Holdings Announces Third Quarter 2024 Unaudited Financial Results DUBLIN and SHANGHAI, November 21, 2024 (GLOBE NEWSWIRE) – PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the third quarter ended September 30, 2024. Third Quarter 2024 Highlights ● Total revenues in the quarter were RMB99,354.4 million (US$114,1 |
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| September 30, 2024 |
One Manhattan West New York, NY 10001 TEL: (212) 735-3000 FAX: (212) 735-2000 www.skadden.com Skadden, Arps, Slate, Meagher & Flom llp One Manhattan West New York, NY 10001 TEL: (212) 735-3000 FAX: (212) 735-2000 www. |
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| August 29, 2024 |
Skadden, Arps, Slate, Meagher & Flom llp One Manhattan West New York, NY 10001 Skadden, Arps, Slate, Meagher & Flom llp One Manhattan West New York, NY 10001 TEL: (212) 735-3000 FAX: (212) 735-2000 www. |
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| August 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark wh |
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| August 26, 2024 |
PDD Holdings Announces Second Quarter 2024 Unaudited Financial Results Exhibit 99.1 PDD Holdings Announces Second Quarter 2024 Unaudited Financial Results DUBLIN and SHANGHAI, August 26, 2024 (GLOBE NEWSWIRE) – PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the second quarter ended June 30, 2024. Second Quarter 2024 Highlights ● Total revenues in the quarter were RMB97,059.5 million (US$113,355.8 |
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| May 22, 2024 |
PDD Holdings Announces First Quarter 2024 Unaudited Financial Results Exhibit 99.1 PDD Holdings Announces First Quarter 2024 Unaudited Financial Results DUBLIN and SHANGHAI, May 22, 2024 (GLOBE NEWSWIRE) – PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the first quarter ended March 31, 2024. First Quarter 2024 Highlights · Total revenues in the quarter were RMB86,812.1 million (US$112,023.3 mill |
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| May 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark wheth |
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| April 25, 2024 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.2 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the following Registration Statements: (1) Registration Statement (Form S-8 No. 333-233897) pertaining to the 2015 Global Share Plan and the 2018 Share Incentive Plan of PDD Holdings Inc., and (2) Registration Statement (Form F-3 No. 333-250117) of PDD Holdings Inc.; of our reports |
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| April 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| April 25, 2024 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of PDD Holdings Inc. (the “Company”) on Form 20-F for the fiscal year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Lei Chen, Co-Chief Executive Officer of the Company, hereb |
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| April 25, 2024 |
Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jun Liu, certify that: 1.I have reviewed this annual report on Form 20-F of PDD Holdings Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the |
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| April 25, 2024 |
Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Lei Chen, certify that: 1.I have reviewed this annual report on Form 20-F of PDD Holdings Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the |
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| April 25, 2024 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of PDD Holdings Inc. (the “Company”) on Form 20-F for the fiscal year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jun Liu, Vice President of Finance of the Company, hereby |
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| April 25, 2024 |
Exhibit 15.1 April 25, 2024 PDD Holdings Inc. First Floor, 25 St Stephen’s Green Dublin 2, D02 XF99 Ireland Dear Sirs, Re: Consent of People’s Republic of China Counsel We consent to the reference to our firm under the headings “Item 3. KEY INFORMATION” and “Item 4. INFORMATION ON THE COMPANY” in the annual report of PDD Holdings Inc. on Form 20-F for the year ended December 31, 2023 (the “Annual |
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| April 25, 2024 |
PDD HOLDINGS INC. CLAWBACK POLICY Exhibit 97.1 PDD HOLDINGS INC. CLAWBACK POLICY The Board of Directors (the “Board”) of PDD Holdings Inc. (the “Company”) believes that it is appropriate for the Company to adopt this Clawback Policy (the “Policy”) to be applied to the Executive Officers of the Company and adopts this Policy to be effective as of the Effective Date. 1. Definitions For purposes of this Policy, the following definiti |
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| March 21, 2024 |
PDD Holdings Announces Fourth Quarter 2023 and Fiscal Year 2023 Unaudited Financial Results Exhibit 99.1 PDD Holdings Announces Fourth Quarter 2023 and Fiscal Year 2023 Unaudited Financial Results DUBLIN and SHANGHAI, March 20, 2024 (GLOBE NEWSWIRE) – PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the fourth quarter ended and the fiscal year ended December 31, 2023. Fourth Quarter 2023 Highlights · Total revenues in |
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| March 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark whe |
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| December 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO (Amendment No. |
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| December 4, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Schedule TO-I (Form Type) PDD Holdings Inc. |
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| November 28, 2023 |
PDD Holdings Announces Third Quarter 2023 Unaudited Financial Results Exhibit 99.1 PDD Holdings Announces Third Quarter 2023 Unaudited Financial Results DUBLIN and SHANGHAI, November 28, 2023 (GLOBE NEWSWIRE) – PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the third quarter ended September 30, 2023. Third Quarter 2023 Highlights ● Total revenues in the quarter were RMB68,840.4 million (US$19,43 |
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| November 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark |
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| November 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark |
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| November 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO (Amendment No. |
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| November 28, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Schedule TO-I (Form Type) PDD Holdings Inc. |
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| November 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO (Amendment No. |
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| November 7, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Schedule TO-I (Form Type) PDD Holdings Inc. |
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| November 7, 2023 |
Skadden, Arps, Slate, Meagher & Flom llp A Delaware Limited Liability Partnership Skadden, Arps, Slate, Meagher & Flom llp A Delaware Limited Liability Partnership DIRECT DIAL +86-21-61938225 EMAIL ADDRESS YUTING. |
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| October 26, 2023 |
Exhibit (a)(1) PUT RIGHT NOTICE TO HOLDERS OF 0.00% CONVERTIBLE SENIOR NOTES DUE 2025 ISSUED BY PDD HOLDINGS INC. CUSIP No. 722304AC61 Reference is made to that certain Supplemental Indenture, dated as of November 20, 2020 (the “Supplemental Indenture”), by and between PDD Holdings Inc. (f/k/a Pinduoduo Inc.) (the “Company”) and Deutsche Bank Trust Company Americas, as trustee and paying agent (th |
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| October 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 PDD Holdings Inc. |
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| October 26, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Schedule TO-I (Form Type) PDD Holdings Inc. |
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| September 27, 2023 |
Skadden, Arps, Slate, Meagher & Flom Skadden, Arps, Slate, Meagher & Flom DIRECT DIAL 世達國際律師事務所 42/F, EDINBURGH TOWER, THE LANDMARK 15 QUEEN’S ROAD CENTRAL, HONG KONG TEL: (852) 3740-4700 FAX: (852) 3740-4727 www. |
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| August 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark wh |
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| August 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark wh |
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| August 29, 2023 |
PDD Holdings Announces Second Quarter 2023 Unaudited Financial Results Exhibit 99.1 PDD Holdings Announces Second Quarter 2023 Unaudited Financial Results DUBLIN and SHANGHAI, August 29, 2023 (GLOBE NEWSWIRE) – PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the second quarter ended June 30, 2023. Second Quarter 2023 Highlights · Total revenues in the quarter were RMB52,280.7 million (US$17,209.8 |
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| May 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark wheth |
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| May 30, 2023 |
PDD Holdings Announces First Quarter 2023 Unaudited Financial Results Exhibit 99.1 PDD Holdings Announces First Quarter 2023 Unaudited Financial Results DUBLIN and SHANGHAI, May 26, 2023 (GLOBE NEWSWIRE) – PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the first quarter ended March 31, 2023. First Quarter 2023 Highlights ● Total revenues in the quarter were RMB37,637.1 million (US$15,480.4 milli |
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| April 26, 2023 |
Amended and Restated 2015 Global Share Plan Exhibit 4.1 PDD Holdings Inc. AMENDED AND RESTATED 2015 GLOBAL SHARE PLAN (amended by the Company’s Board of Directors on November 28, 2022) 1.Purposes of the Plan. The purposes of this Plan are to perfect the corporate governance structure and establish a mechanism to share both interest and risk among its shareholders, key employees and/or consultants; establish a long-term incentive and restrai |
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| April 26, 2023 |
Consent of Ernst & Young Hua Ming LLP, Independent Registered Public Accounting Firm Exhibit 15.2 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the following Registration Statements: (1)Registration Statement (Form S-8 No. 333-233897) pertaining to the 2015 Global Share Plan and the 2018 Share Incentive Plan; and (2)Registration Statement (Form F-3 No. 333-250117) of PDD Holdings Inc. of our reports dated April 26, 2023, w |
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| April 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| April 26, 2023 |
CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Lei Chen, certify that: 1.I have reviewed this annual report on Form 20-F of PDD Holdings Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the |
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| April 26, 2023 |
Registrant’s Specimen Certificate for Class A Ordinary Shares Exhibit 2.2 PDD Holdings Inc. NAME AND ADDRESS OF SHAREHOLDER CERTIFICATE NUMBER DISTINCTIVE NUMBERS PAR VALUE PER SHARE FROM TO USD 0.000005 Deutsche Bank Trust Company Americas 60 Wall Street, New York, NY 10005, United States of America DATE OF ISSUE NO. OF SHARES CONSIDERATION PAID Fully Paid SHARE CERTIFICATE OF PDD Holdings Inc. INCORPORATED IN THE CAYMAN ISLANDS The authorised share capital |
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| April 26, 2023 |
CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of PDD Holdings Inc. (the “Company”) on Form 20-F for the fiscal year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jun Liu, Vice President of Finance of the Company, hereby |
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| April 26, 2023 |
Exhibit 15.3 April 26, 2023 VIA EDGAR Division of Corporate Finance Office of Trade & Services U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: PDD Holdings Inc. Supplemental Submission Pursuant to Item 16I(a) of Form 20-F PDD Holdings Inc. (the “Company”) is submitting via EDGAR the following information as required under Item 16I(a) of Form 20-F. On May 26, 2022, |
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| April 26, 2023 |
Exhibit 2.8 Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) Class A ordinary shares, par value US$0.000005 per share, of PDD Holdings Inc. (“we,” “our,” “our company,” or “us”) are registered under Section 12(b) of the Exchange Act, and our American depositary shares (“ADSs”), each representing four Class A o |
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| April 26, 2023 |
CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jun Liu, certify that: 1.I have reviewed this annual report on Form 20-F of PDD Holdings Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the |
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| April 26, 2023 |
Amended and Restated 2018 Share Incentive Plan Exhibit 4.2 PDD HOLDINGS INC. AMENDED AND RESTATED 2018 SHARE INCENTIVE PLAN (amended by the Company’s Board of Directors on November 28, 2022) ARTICLE 1 PURPOSE The purpose of this 2018 Share Incentive Plan, as amended and restated from time to time (the “Plan”) is to promote the success and enhance the value of PDD Holdings Inc., an exempted company formed under the laws of the Cayman Islands (t |
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| April 26, 2023 |
Consent of King & Wood Mallesons Exhibit 15.1 April 26, 2023 PDD Holdings Inc. First Floor, 25 St Stephen’s Green Dublin 2, D02 XF99 Ireland Dear Sirs, Re: Consent of People’s Republic of China Counsel We consent to the reference to our firm under the headings “Item 3. KEY INFORMATION” and “Item 4. INFORMATION ON THE COMPANY” in the annual report of PDD Holdings Inc. on Form 20-F for the year ended December 31, 2022 (the “Annual |
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| April 26, 2023 |
CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of PDD Holdings Inc. (the “Company”) on Form 20-F for the fiscal year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Lei Chen, Co-Chief Executive Officer of the Company, hereb |
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| April 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-38591 PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark whe |
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| March 22, 2023 |
PDD Holdings Announces Fourth Quarter 2022 and Fiscal Year 2022 Unaudited Financial Results Exhibit 99.1 PDD Holdings Announces Fourth Quarter 2022 and Fiscal Year 2022 Unaudited Financial Results DUBLIN and SHANGHAI, March 20, 2023 (GLOBE NEWSWIRE) – PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the fourth quarter and the fiscal year ended December 31, 2022. Fourth Quarter 2022 Highlights · Total revenues in the qu |
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| March 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 - Commission File Number: 001-38591 - PDD Holdings Inc. First Floor, 25 St Stephen’s Green, Dublin 2, D02 XF99 Ireland (Address of principal executive offices) Indicate by check mark |
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| February 14, 2023 |
PDD / Pinduoduo Inc - ADR / SC US (TTGP), LTD. - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 2)* Pinduoduo Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.000005 per share (Title of Class of Securities) 722304102** (CUSIP Number) December 31, 2022 (Date of Ev |
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| February 13, 2023 |
EXHIBIT I 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 Class A ordinary shares of Pinduoduo Inc. |
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| February 13, 2023 |
PDD / Pinduoduo Inc - ADR / Banyan Partners Fund II, L.P. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d–102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2. (Amendment No.4) Pinduoduo Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000005 per share (Title of Class of Securities) 722304102 (CUSIP Number) |
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| February 10, 2023 |
Filed pursuant to Rule 424(b)(3) Registration Statement on Form F-6 Registration No. |
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| February 9, 2023 |
Exhibit 99.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS EXEMPTED COMPANY LIMITED BY SHARES TENTH AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF PDD HOLDINGS INC. (adopted by a Special Resolution passed on February 7, 2023) 1. The name of the Company is PDD Holdings Inc. 2. The Registered Office of the Company will be situated at the offices of Vistra (Cayman) Limited, P.O. Box 31119 G |
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| February 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2023 Commission File Number: 001-38591 PDD Holdings Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (Address of principal executive |
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| January 13, 2023 |
Exhibit 99.3 Pinduoduo Inc. (Incorporated in the Cayman Islands with limited liability) (NASDAQ Ticker: PDD) Form of Proxy for Annual General Meeting (or any adjournment thereof) held via live webcast and teleconference on February 8, 2023 at 9:00 a.m., China Standard Time, or on February 7, 2023 at 8:00 p.m., U.S. Eastern Time (Note 1) I/We, Please Print Name(s) of Please Print Address(es) the un |
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| January 13, 2023 |
Exhibit 99.2 Pinduoduo Inc. (Incorporated in the Cayman Islands with limited liability) (NASDAQ Ticker: PDD) Proxy Statement for Annual General Meeting (or any adjournment thereof) held via live webcast and teleconference on February 8, 2023 at 9:00 a.m., China Standard Time, or on February 7, 2023 at 8:00 p.m., U.S. Eastern Time Introduction This proxy statement is furnished in connection with th |
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| January 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2023 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (Address of principal executive offi |
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| January 13, 2023 |
Exhibit 99.1 Pinduoduo Inc. (Incorporated in the Cayman Islands with limited liability) (NASDAQ Ticker: PDD) NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that an annual general meeting (the “2023 Annual Meeting”) of Pinduoduo Inc. (the “Company”) will be held on February 8, 2023 at 9:00 a.m., China Standard Time, or on February 7, 2023 at 8:00 p.m., U.S. Eastern Time. To provide a consi |
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| December 8, 2022 |
Skadden, Arps, Slate, Meagher & Flom CORRESP 1 filename1.htm Skadden, Arps, Slate, Meagher & Flom DIRECT DIAL +86-21-61938200 EMAIL ADDRESS [email protected] Partners Geoffrey Chan * Shu Du * Andrew L. Foster * Chi T. Steve Kwok * Edward H.P. Lam ♦* Haiping Li * Rory McAlpine ♦ Jonathan B. Stone * Kai Sun Paloma P. Wang ♦ (Also Admitted in England & Wales) * (Also Admitted in New York) 世達國際律師事務所 42/F, EDINBURGH TOWER, THE LANDMAR |
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| November 29, 2022 |
6-K 1 tm2231522d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (A |
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| November 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (Address of principal executive off |
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| November 28, 2022 |
PDD Announces Third Quarter 2022 Unaudited Financial Results Exhibit 99.1 PDD Announces Third Quarter 2022 Unaudited Financial Results SHANGHAI, November 28, 2022 (GLOBE NEWSWIRE) – PDD (the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the third quarter ended September 30, 2022. Third Quarter 2022 Highlights ● Total revenues in the quarter were RMB35,504.3 million (US$14,991.1 million), an increase of 65% from RMB21,505.8 mi |
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| October 12, 2022 |
Skadden, Arps, Slate, Meagher & Flom CORRESP 1 filename1.htm Skadden, Arps, Slate, Meagher & Flom DIRECT DIAL +86-21-61938200 EMAIL ADDRESS [email protected] Partners Geoffrey Chan * Shu Du * Andrew L. Foster * Chi T. Steve Kwok * Edward H.P. Lam ¨* 世達國際律師事務所 42/F, EDINBURGH TOWER, THE LANDMARK 15 QUEEN’S ROAD CENTRAL, HONG KONG TEL: (852) 3740-4700 FAX: (852) 3740-4727 www.skadden.com AFFILIATE OFFICES BOSTON CHICAGO HOUSTON LOS |
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| October 4, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Schedule TO-I (Form Type) Pinduoduo Inc. |
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| October 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO (Amendment No. |
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| September 20, 2022 |
Skadden, Arps, Slate, Meagher & Flom CORRESP 1 filename1.htm Skadden, Arps, Slate, Meagher & Flom DIRECT DIAL +86-21-61938200 EMAIL ADDRESS [email protected] Partners Geoffrey Chan * Shu Du * Andrew L. Foster * Chi T. Steve Kwok * Edward H.P. Lam ¨* Haiping Li * Rory McAlpine ¨ Jonathan B. Stone * Kai Sun Paloma P. Wang ¨ (Also Admitted in England & Wales) * (Also Admitted in New York) 世達國際律師事務所 42/F, EDINBURGH TOWER, THE LANDMAR |
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| September 19, 2022 |
Amendment to the Put Right Notice, dated as of September 19, 2022 Exhibit (a)(1)(A) AMENDMENT TO PUT RIGHT NOTICE TO HOLDERS OF 0% CONVERTIBLE SENIOR NOTES DUE 2024 ISSUED BY PINDUODUO INC. |
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| September 19, 2022 |
SC TO-I/A 1 tm2226132d1sctoia.htm SC TO-I/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO (Amendment No. 1) (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Pinduoduo Inc. (Name of Subject Company (Issuer)) Pinduoduo Inc. (Name of Filing Person (Issuer)) 0% Convertible Senior Notes due 2024 (Title of |
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| September 19, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Schedule TO-I (Form Type) Pinduoduo Inc. |
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| September 2, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Schedule TO-I (Form Type) Pinduoduo Inc. |
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| September 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE TO (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Pinduoduo Inc. |
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| September 2, 2022 |
Exhibit (a)(1) PUT RIGHT NOTICE TO HOLDERS OF 0% CONVERTIBLE SENIOR NOTES DUE 2024 ISSUED BY PINDUODUO INC. |
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| August 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (Address of principal executive offic |
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| August 30, 2022 |
Pinduoduo Announces Second Quarter 2022 Unaudited Financial Results Exhibit 99.1 Pinduoduo Announces Second Quarter 2022 Unaudited Financial Results SHANGHAI, CHINA, August 29, 2022 (GLOBE NEWSWIRE) ? Pinduoduo Inc. (?Pinduoduo? or the ?Company?) (NASDAQ: PDD), China?s largest agriculture platform, today announced its unaudited financial results for the second quarter ended June 30, 2022. Second Quarter 2022 Highlights l Total revenues in the quarter were RMB31,43 |
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| August 22, 2022 |
CORRESP 1 filename1.htm Skadden, Arps, Slate, Meagher & Flom DIRECT DIAL +86-21-61938200 EMAIL ADDRESS [email protected] Partners Geoffrey Chan * Shu Du * Andrew L. Foster * Chi T. Steve Kwok * Edward H.P. Lam ♦* Haiping Li * Rory McAlpine ♦ Jonathan B. Stone * Kai Sun Paloma P. Wang ♦ (Also Admitted in England & Wales) * (Also Admitted in New York) 世達國際律師事務所 42/F, EDINBURGH TOWER, THE LANDMAR |
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| August 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (Address of principal executive offic |
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| July 19, 2022 |
Skadden, Arps, Slate, Meagher & Flom CORRESP 1 filename1.htm Skadden, Arps, Slate, Meagher & Flom Partners Geoffrey Chan * Shu Du * Andrew L. Foster * Chi T. Steve Kwok * Edward H.P. Lam ¨* Haiping Li * Rory McAlpine ¨ Jonathan B. Stone * Kai Sun Paloma P. Wang ¨ (Also Admitted in England & Wales) * (Also Admitted in New York) 42/F, EDINBURGH TOWER, THE LANDMARK 15 QUEEN’S ROAD CENTRAL, HONG KONG TEL: (852) 3740-4700 FAX: (852) 3740- |
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| July 8, 2022 |
Exhibit 99.2 Pinduoduo Inc. (Incorporated in the Cayman Islands with limited liability) (NASDAQ Ticker: PDD) Proxy Statement for Annual General Meeting (or any adjournment thereof) held via live webcast and teleconference on July 31, 2022 at 9:00 a.m., China Standard Time, or on July 30, 2022 at 9:00 p.m., U.S. Eastern Time Introduction This proxy statement is furnished in connection with the soli |
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| July 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2022 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (Address of principal executive offices |
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| July 8, 2022 |
Exhibit 99.1 Pinduoduo Inc. (Incorporated in the Cayman Islands with limited liability) (NASDAQ Ticker: PDD) NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that an annual general meeting (the ?2022 Annual Meeting?) of Pinduoduo Inc. (the ?Company?) will be held on July 31, 2022 at 9:00 a.m., China Standard Time, or on July 30, 2022 at 9:00 p.m., U.S. Eastern Time. To provide a consistent |
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| May 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (Address of principal executive offices) |
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| May 31, 2022 |
Pinduoduo Announces First Quarter 2022 Unaudited Financial Results Exhibit 99.1 Pinduoduo Announces First Quarter 2022 Unaudited Financial Results SHANGHAI, CHINA, May 27, 2022 (GLOBE NEWSWIRE) ? Pinduoduo Inc. (?Pinduoduo? or the ?Company?) (NASDAQ: PDD), China?s largest agriculture platform, today announced its unaudited financial results for the first quarter ended March 31, 2022. First Quarter 2022 Highlights ? Total revenues in the quarter were RMB23,793.7 m |
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| April 25, 2022 |
CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.1 ? Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 ? I, Lei Chen, certify that: ? 1.I have reviewed this annual report on Form 20-F of Pinduoduo Inc.; ? 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a mate?rial fact necessary to make the statements made, in light |
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| April 25, 2022 |
CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.1 ? Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ? In connection with the Annual Report of Pinduoduo Inc. (the ?Company?) on Form 20-F for the fiscal year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Lei Chen, Chief Executive Officer of the Company, hereby |
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| April 25, 2022 |
Consent of King & Wood Mallesons Exhibit 15.1 ? April 25, 2022 ? Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District, Shanghai 200051 People's Republic of China ? Dear Sirs, ? Re: Consent of People?s Republic of China Counsel ? We consent to the reference to our firm under the headings ?Item 3. KEY INFORMATION? and ?Item 4. INFORMATION ON THE COMPANY? in the annual report of Pinduoduo Inc. on Form 20-F for the year |
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| April 25, 2022 |
Consent of Ernst & Young Hua Ming LLP, Independent Registered Public Accounting Firm Exhibit 15.2 ? Consent of Independent Registered Public Accounting Firm ? We consent to the incorporation by reference in the following Registration Statements: ? (1)Registration Statement (Form S-8 No. 333-233897) pertaining to the 2015 Global Share Plan and the 2018 Share Incentive Plan (2) Registration Statement (Form F-3 No. 333-250117) of Pinduoduo Inc. ? of our reports dated April 25, 2022, |
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| April 25, 2022 |
Exhibit 2.8 Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the ?Exchange Act?) Class A ordinary shares, par value US$0.000005 per share, of Pinduoduo Inc. (?we,? ?our,? ?our company,? or ?us?) are registered under Section 12(b) of the Exchange Act, and our American depositary shares (?ADSs?), each representing four Class A ordi |
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| April 25, 2022 |
CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.2 ? Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ? In connection with the Annual Report of Pinduoduo Inc. (the ?Company?) on Form 20-F for the fiscal year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Jun Liu, Vice President of Finance of the Company, hereby |
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| April 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 25, 2022 |
CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.2 ? Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 ? I, Jun Liu, certify that: ? 1.I have reviewed this annual report on Form 20-F of Pinduoduo Inc.; ? 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a mate?rial fact necessary to make the statements made, in light o |
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| March 22, 2022 |
Pinduoduo Announces Fourth Quarter 2021 and Fiscal Year 2021 Unaudited Financial Results Exhibit 99.1 Pinduoduo Announces Fourth Quarter 2021 and Fiscal Year 2021 Unaudited Financial Results SHANGHAI, CHINA, March 21, 2022 (GLOBE NEWSWIRE) ? Pinduoduo Inc. (?Pinduoduo? or the ?Company?) (NASDAQ: PDD), China?s largest agriculture and interactive commerce platform, today announced its unaudited financial results for the fourth quarter and the fiscal year ended December 31, 2021. Fourth |
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| March 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2022 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (Address of principal executive office |
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| February 14, 2022 |
PDD / Pinduoduo Inc - ADR / SC US (TTGP), LTD. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1)* Pinduoduo Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.000005 per share (Title of Class of Securities) 722304102** (CUSIP Number) December 31, 2021 (Date of Event Which |
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| February 11, 2022 |
PDD / Pinduoduo Inc - ADR / Banyan Partners Fund II, L.P. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d?102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ?240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ?240.13d-2. (Amendment No. 3) Pinduoduo Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000005 per share (Title of Class of Securities) 722304102 (CUSIP Number |
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| December 30, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (Address of principal executive off |
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| December 3, 2021 |
6-K 1 tm2134544d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (A |
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| December 3, 2021 |
Pinduoduo Announces Third Quarter 2021 Unaudited Financial Results Exhibit 99.1 Pinduoduo Announces Third Quarter 2021 Unaudited Financial Results SHANGHAI, CHINA, November 26, 2021 (GLOBE NEWSWIRE) ? Pinduoduo Inc. (?Pinduoduo? or the ?Company?) (NASDAQ: PDD), China?s largest agriculture and interactive commerce platform, today announced its unaudited financial results for the third quarter ended September 30, 2021. Third Quarter 2021 Highlights ? Total revenues |
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| September 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (Address of principal executive of |
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| September 1, 2021 |
Exhibit 99.2 Pinduoduo Inc. (Incorporated in the Cayman Islands with limited liability) (NASDAQ Ticker: PDD) ?????? Proxy Statement for Extraordinary General Meeting (or any adjournment thereof) held via live webcast and teleconference on September 29, 2021 at 9:00 a.m., China Standard Time, or on September 28, 2021 at 9:00 p.m., U.S. Eastern Time Introduction This proxy statement is furnished in |
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| September 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (Address of principal executive of |
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| September 1, 2021 |
Exhibit 99.1 Pinduoduo Inc. (Incorporated in the Cayman Islands with limited liability) (NASDAQ Ticker: PDD) ?????? NOTICE OF Extraordinary GENERAL MEETING NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the ?EGM?) of Pinduoduo Inc. (the ?Company?) will be held on September 29, 2021 at 9:00 a.m., China Standard Time, or on September 28, 2021 at 9:00 p.m., U.S. Eastern Time. To provid |
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| August 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (Address of principal executive offic |
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| August 25, 2021 |
Pinduoduo Announces Second Quarter 2021 Unaudited Financial Results Exhibit 99.1 Pinduoduo Announces Second Quarter 2021 Unaudited Financial Results SHANGHAI, CHINA, August 24, 2021 (GLOBE NEWSWIRE) ? Pinduoduo Inc. (?Pinduoduo? or the ?Company?) (NASDAQ: PDD), China?s largest agriculture and interactive commerce platform, today announced its unaudited financial results for the second quarter ended June 30, 2021. Second Quarter 2021 Highlights ? Total revenues in |
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| July 26, 2021 |
6-K 1 tm2123211d26k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2021 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (Addre |
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| July 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2021 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People?s Republic of China (Address of principal executive offices |
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| July 6, 2021 |
Exhibit 99.1 Pinduoduo Inc. (Incorporated in the Cayman Islands with limited liability) (NASDAQ Ticker: PDD) NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that an annual general meeting (the ?2021 Annual Meeting?) of Pinduoduo Inc. (the ?Company?) will be held on July 25, 2021 at 9:00 a.m., China Standard Time, or on July 24, 2021 at 9:00 p.m., U.S. Eastern Time. To provide a consistent |
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| July 6, 2021 |
Exhibit 99.2 Pinduoduo Inc. (Incorporated in the Cayman Islands with limited liability) (NASDAQ Ticker: PDD) ?????? Proxy Statement for Annual General Meeting (or any adjournment thereof) held via live webcast and teleconference on July 25, 2021 at 9:00 a.m., China Standard Time, or on July 24, 2021 at 9:00 p.m., U.S. Eastern Time Introduction This proxy statement is furnished in connection with t |
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| June 1, 2021 |
Exhibit 99.1 Pinduoduo Announces First Quarter 2021 Unaudited Financial Results SHANGHAI, CHINA, May 26, 2021 (GLOBE NEWSWIRE) ? Pinduoduo Inc. (?Pinduoduo? or the ?Company?) (NASDAQ: PDD), China?s largest agriculture and interactive commerce platform, today announced its unaudited financial results for the first quarter ended March 31, 2021. First Quarter 2021 Highlights ? Total revenues in the q |
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| June 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2021 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address of principal executive offices |
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| April 30, 2021 |
Exhibit 4.8 ? ? ? Hangzhou Weimi Network Technology Co., Ltd ? Zhu Jianchong ? Chen Lei ? and ? Hangzhou Aimi Network Technology Co., Ltd ? Fifth Amended and Restated Exclusive Option Agreement ? ? ? July 15, 2020 ? ? ? Fifth Amended and Restated Exclusive Option Agreement ? This Fifth Amended and Restated Exclusive Option Agreement (this ?Agreement?) is executed by and among the following parties |
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| April 30, 2021 |
Consent of King & Wood Mallesons Exhibit 15.1 ? April 30, 2021 ? Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District, Shanghai 200051 People's Republic of China ? Dear Sirs, ? Re: Consent of People?s Republic of China Counsel ? We consent to the reference to our firm under the headings ?Item 3. KEY INFORMATION? and ?Item 4. INFORMATION ON THE COMPANY? in the annual report of Pinduoduo Inc. on Form 20-F for the year |
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| April 30, 2021 |
Exhibit 2.7 ? Execution Version ? ? ? ? ? ? ? ? PINDUODUO INC. AND DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee SUPPLEMENTAL INDENTURE Dated as of November 20, 2020 to Indenture dated as of November 20, 2020 0.00% Convertible Senior Notes due 2025 ? ? ? ? ? ? ? ? ? TABLE OF CONTENTS ? ? ? ? ? Page ? ? ? Article 1 ? DEFINITIONS ? ? ? ? Section 1.01 Definitions 2 Section 1.02 Rules of Constructi |
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| April 30, 2021 |
CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Pinduoduo Inc. (the “Company”) on Form 20-F for the fiscal year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jing Ma, Vice President of Finance of the Company, hereby cer |
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| April 30, 2021 |
Exhibit 2.6 ? Execution version ? ? INDENTURE Dated as of November 20, 2020 Between PINDUODUO INC. as Company and DEUTSCHE BANK TRUST COMPANY AMERICAS as Trustee DEBT SECURITIES ? ? ? ? ? ? TABLE OF CONTENTS ? Page ? ? ARTICLE I ? ? DEFINITIONS ? ? Section 1.01 Definitions. 1 ? ? ? Section 1.02 Rules of Construction 9 ? ? ? ARTICLE II ? ? FORMS OF SECURITIES ? ? ? Section 2.01 Form Generally. 9 ? |
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| April 30, 2021 |
CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.2 ? Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 ? I, Jing Ma, certify that: 1.I have reviewed this annual report on Form 20-F of Pinduoduo Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a mate?rial fact necessary to make the statements made, in light of th |
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| April 30, 2021 |
CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Pinduoduo Inc. (the “Company”) on Form 20-F for the fiscal year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Lei Chen, Chief Executive Officer of the Company, hereby cert |
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| April 30, 2021 |
Exhibit 4.9 ? Consent letter ? I, Zhang Zhuo (ID number: ***), am the legal spouse of Chen Lei (ID number: ***). I hereby unconditionally and irrevocably agree Chen Lei to sign the following documents (the ?Transaction Documents?) on April 25, 2018, and agree to dispose of the equity interest in Hangzhou Aimi Network Technology Co., Ltd. held by and registered under Chen Lei in accordance with the |
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| April 30, 2021 |
Exhibit 4.5 ? ? ? Zhu Jianchong ? Chen Lei ? Hangzhou Weimi Network Technology Co., Ltd ? and ? Hangzhou Aimi Network Technology Co., Ltd ? Fifth Amended and Restated Shareholders? Voting Rights Proxy Agreement ? ? ? July 15, 2020 ? ? Fifth Amended and Restated Shareholders? Voting Rights Proxy Agreement ? This Fifth Amended and Restated Shareholders? Voting Rights Proxy Agreement (this ?Agreement |
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| April 30, 2021 |
CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Lei Chen, certify that: 1.I have reviewed this annual report on Form 20-F of Pinduoduo Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the ci |
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| April 30, 2021 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 30, 2021 |
Exhibit 4.6 ? ? ? Zhu Jianchong ? Chen Lei ? Hangzhou Weimi Network Technology Co., Ltd. ? and ? Hangzhou Aimi Network Technology Co., Ltd. ? Fifth Amended and Restated Equity Pledge Agreement ? ? ? July 15, 2020 ? ? Fifth Amended and Restated Equity Pledge Agreement ? This Fifth Amended and Restated Equity Pledge Agreement (this ?Agreement?) is executed by and among the following parties on July |
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| April 30, 2021 |
Consent of Ernst & Young Hua Ming LLP, Independent Registered Public Accounting Firm Exhibit 15.2 ? Consent of Independent Registered Public Accounting Firm ? We consent to the incorporation by reference in the following Registration Statements: ? (1) Registration Statement (Form S-8 No. 333-233897) pertaining to the 2015 Global Share Plan and the 2018 Share Incentive Plan (2) Registration Statement (Form F-3 No. 333-250117) of Pinduoduo Inc. ? of our reports dated April 30, 2021, |
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| April 30, 2021 |
Amended and Restated 2018 Share Incentive Plan Exhibit 4.2 ? PINDUODUO INC. ? AMENDED AND RESTATED 2018 SHARE INCENTIVE PLAN ? ARTICLE 1 ? PURPOSE ? The purpose of this 2018 Share Incentive Plan, as amended and restated from time to time (the ?Plan?) is to promote the success and enhance the value of Pinduoduo Inc., an exempted company formed under the laws of the Cayman Islands (the ?Company?), by linking the personal interests of the Directo |
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| March 24, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Pinduoduo Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.000005 per share (Title of Class of Securities) 722304102 (CUSIP Number)** Tencent Holdings Limited 29/F., Three Pacific Place, No. 1 Queen’s Road East, Wanchai, Hong Kong Telephone: + |
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| March 18, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* Pinduoduo Inc. (Name of Issuer) Class A ordinary shares, $0.000005 par value per share (Title of Class of Securities) 722304 102** (CUSIP Number) March 17, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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| March 18, 2021 |
Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2021 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People?s Republic of China (Address of principal executive office |
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| March 18, 2021 |
Leadership transition at Pinduoduo: CEO Chen Lei appointed Chairman EX-99.2 3 a21-100441ex99d2.htm EX-99.2 Exhibit 99.2 Leadership transition at Pinduoduo: CEO Chen Lei appointed Chairman March 17, 2021 · MAU hits 719.9 million in 4Q, annual active buyers reached 788.4 million · 4Q total revenue rose 146% to RMB 26,547.7 million (US$ 4,068.6 million) SHANGHAI, China, March 17, 2021 (GLOBE NEWSWIRE) — Pinduoduo Inc. announced that its Board of Directors has appoint |
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| March 18, 2021 |
Pinduoduo Announces Fourth Quarter and Fiscal Year 2020 Unaudited Financial Results EX-99.1 2 a21-100441ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Announces Fourth Quarter and Fiscal Year 2020 Unaudited Financial Results SHANGHAI, CHINA, March 17, 2021 (GLOBE NEWSWIRE) — Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), China’s largest agriculture and interactive commerce platform, today announced its unaudited financial results for the fourth quarter and the fiscal yea |
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| March 18, 2021 |
Pinduoduo: 2021 Shareholder Letter Exhibit 99.3 Pinduoduo: 2021 Shareholder Letter March 17, 2021 SHANGHAI, China, March 17, 2021 (GLOBE NEWSWIRE) ? This year?s shareholder letter comes slightly earlier than usual so that we can keep everyone updated on some new developments. At our Board meeting earlier today, the Board approved my resignation as the Chairman of the Board. Lei will take over as Chairman with immediate effect while |
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| February 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d–102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2. (Amendment No.2) Pinduoduo Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000005 per share (Title of Class of Securities) 722304102 (CUSIP Number) |
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| December 22, 2020 |
Current Report of Foreign Issuer - 6-K 6-K 1 a20-3914416k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2020 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address |
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| December 22, 2020 |
Pinduoduo Announces Private Placement to a Global Institutional Investor Exhibit 99.1 Pinduoduo Announces Private Placement to a Global Institutional Investor SHANGHAI, China, Dec. 21, 2020 (GLOBE NEWSWIRE) — Pinduoduo Inc. (the “Company”) (NASDAQ: PDD), today announced that a global institutional investor will purchase through a private placement close to US$500 million of newly issued Class A ordinary shares of the Company, representing approximately 0.3% of the Comp |
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| December 14, 2020 |
SKADDEN, ARPS, SLATE, MEAGHER & FLOM PARTNERS CHRISTOPHER W. BETTS GEOFFREY CHAN * SHU DU * ANDREW L. FOSTER * CHI T. STEVE KWOK * EDWARD H.P. LAM ?* HAIPING LI * RORY MCALPINE ? JONATHAN B. STONE * PALOMA P. WANG ? (ALSO ADMITTED IN ENGLAND & WALES) * (ALSO ADMITTED IN NEW YORK) REGISTERED FOREIGN LAWYER Z. JULIE GAO (CALIFORNIA) ????????? 42/F, EDINBURGH TOWER, THE LANDMARK 15 QUEEN?S ROAD CENTR |
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| November 25, 2020 |
PDD / Pinduoduo Inc. / Tencent Holdings Ltd - FORM SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Pinduoduo Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.000005 per share (Title of Class of Securities) 722304102 (CUSIP Number)** Tencent Holdings Limited 29/F., Three Pacific Place, No. 1 Queen’s Road East, Wanchai, Hong Kong Telephone: + |
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| November 19, 2020 |
424B5 1 a2242661z424b5.htm 424B5 Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-250117 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Maximum Aggregate Offering Price Amount of Registration Fee(1) 0.00% Convertible Senior Notes due 2025 $2,000,000,000 $218 |
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| November 19, 2020 |
Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. |
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| November 18, 2020 |
Filed pursuant to Rule 433 Registration No. 333-250117 Issuer Free Writing Prospectus, dated November 18, 2020 Relating to Preliminary Prospectus Supplements dated November 16, 2020 to Prospectus dated November 16, 2020 PRICING TERM SHEET November 17, 2020 Pinduoduo Inc. Offerings of 28,700,000 American depositary shares US$1,750,000,000 0.00% Convertible Senior Notes due 2025 convertible into Ame |
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| November 18, 2020 |
EX-99.1 2 a20-3511210ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Announces Pricing of its Offering of US$1,750,000,000 Convertible Senior Notes due 2025 and its Upsized Offering of 28,700,000 American Depositary Shares SHANGHAI, China, November 18, 2020 — Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), an innovative and fast-growing technology platform and one of the leading Chinese e-c |
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| November 18, 2020 |
Current Report of Foreign Issuer - 6-K 6-K 1 a20-35112106k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2020 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Addres |
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| November 17, 2020 |
US$[ ] [ ]% Convertible Senior Notes Due 2025 PINDUODUO INC. UNDERWRITING AGREEMENT EX-1.2 3 a20-351127ex1d2.htm EX-1.2 Exhibit 1.2 US$[ ] [ ]% Convertible Senior Notes Due 2025 PINDUODUO INC. UNDERWRITING AGREEMENT [ ], 2020 GOLDMAN SACHS (ASIA) L.L.C. BOFA SECURITIES, INC. As Representatives of the Underwriters named in Schedule A hereto c/o Goldman Sachs (Asia) L.L.C. 68th Floor, Cheung Kong Center 2 Queen’s Road, Central, Hong Kong c/o BofA Securities, Inc. One Bryant Park Ne |
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| November 17, 2020 |
EX-1.1 2 a20-351127ex1d1.htm EX-1.1 Exhibit 1.1 [ ] American Depositary Shares Representing [ ] Class A Ordinary Shares (par value US$0.000005 per share) PINDUODUO INC. UNDERWRITING AGREEMENT [ ], 2020 GOLDMAN SACHS (ASIA) L.L.C. BOFA SECURITIES, INC. As Representatives of the Several Underwriters c/o Goldman Sachs (Asia) L.L.C. 68th Floor, Cheung Kong Center 2 Queens’s Road, Central, Hong Kong c/ |
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| November 17, 2020 |
EX-99.1 4 a20-351127ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Announces Proposed Offering of Convertible Senior Notes and Proposed Offering of American Depositary Shares SHANGHAI, China, November 17, 2020 — Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), an innovative and fast-growing technology platform and one of the leading Chinese e-commerce players, today announced the proposed r |
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| November 17, 2020 |
Current Report of Foreign Issuer - 6-K 6-K 1 a20-3511276k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2020 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address |
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| November 16, 2020 |
SUBJECT TO COMPLETION, DATED NOVEMBER 16, 2020 424B5 1 a2242655z424b5.htm 424B5 Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-250117 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement is not an offer to sell these securities and it is not soliciting an off |
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| November 16, 2020 |
SUBJECT TO COMPLETION, DATED NOVEMBER 16, 2020 424B5 1 a2242654z424b5.htm 424B5 Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-250117 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement is not an offer to sell these securities and it is not soliciting an off |
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| November 16, 2020 |
Form of Debt Security (included in Exhibit 4.4) EX-4.4 2 a2242653zex-44.htm EX-4.4 Exhibit 4.4 INDENTURE Dated as of , 2020 Between PINDUODUO INC. as Company and DEUTSCHE BANK TRUST COMPANY AMERICAS as Trustee DEBT SECURITIES TABLE OF CONTENTS Page ARTICLE I DEFINITIONS Section 1.01 Definitions 1 Section 1.02 Rules of Construction 9 ARTICLE II FORMS OF SECURITIES Section 2.01 Form Generally 9 Section 2.02 Form of Trustee’s Certificate of Authen |
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| November 16, 2020 |
EX-25.1 6 a2242653zex-251.htm EX-25.1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM T-1 o STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE o CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) DEUTSCHE BANK TRUST COMPANY AMERICAS (formerly BANKERS TRUST CO |
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| November 16, 2020 |
Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents As filed with the Securities and Exchange Commission on November 16, 2020 REGISTRATION NO. |
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| November 16, 2020 |
all exhibits to our current report on Form 6-K furnished to the SEC on November 16, 2020; UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2020 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People's Republic of China (Address of principal executive off |
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| November 16, 2020 |
Table of Contents Exhibit 99.1 PINDUODUO INC. UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2019 AND 2020 Table of Contents PINDUODUO INC. Index to Condensed Consolidated Financial Statements Contents Page(s) Condensed Consolidated Balance Sheets as of December 31, 2019 and September 30, 2020 1 –2 Unaudited Interim Condensed Consolidated Stat |
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| November 13, 2020 |
Pinduoduo Announces Third Quarter 2020 Unaudited Financial Results EX-99.1 2 a20-359251ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Announces Third Quarter 2020 Unaudited Financial Results SHANGHAI, CHINA, November 12, 2020 (GLOBE NEWSWIRE) — Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), an innovative and fast growing technology platform and one of the leading Chinese e-commerce players, today announced its unaudited financial results for the third qu |
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| November 13, 2020 |
Current Report of Foreign Issuer - 6-K 6-K 1 a20-3592516k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2020 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address |
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| August 24, 2020 |
Current Report of Foreign Issuer - 6-K 6-K 1 a20-2917016k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2020 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address o |
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| August 24, 2020 |
Pinduoduo Announces Second Quarter 2020 Unaudited Financial Results EX-99.1 2 a20-291701ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Announces Second Quarter 2020 Unaudited Financial Results SHANGHAI, CHINA, August 21, 2020 (GLOBE NEWSWIRE) — Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), an innovative and fast growing technology platform and one of the leading Chinese e-commerce players, today announced its unaudited financial results for the second qu |
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| July 22, 2020 |
Current Report of Foreign Issuer - 6-K 6-K 1 a20-2537016k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2020 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address of |
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| July 6, 2020 |
EX-1 2 a20-236342ex1.htm EX-1 Exhibit 1 JOINT FILING AGREEMENT This Joint Filing Agreement hereby confirms the agreement by and among the undersigned that the Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Class A Ordinary Shares, par value $0.000005 per share, of Pinduoduo Inc. is being |
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| July 6, 2020 |
PDD / Pinduoduo Inc. / Qubit GP Ltd - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Pinduoduo Inc. (Name of Issuer) Class A ordinary shares, par value US$0.000005 per share (Title of Class of Securities) 722304 102** (CUSIP Number) Qubit GP Limited 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of C |
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| July 2, 2020 |
Exhibit 99.2 Pinduoduo Inc. (Incorporated in the Cayman Islands with limited liability) (NASDAQ Ticker: PDD) Proxy Statement for Annual General Meeting (or any adjournment thereof) held via teleconference and Internet on July 22, 2020 at 9:00 a.m. (China Standard Time) Introduction This Proxy Statement is furnished in connection with the solicitation by the board of directors of Pinduoduo Inc., a |
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| July 2, 2020 |
Current Report of Foreign Issuer - 6-K 6-K 1 a20-2391226k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2020 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address of |
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| July 2, 2020 |
Exhibit 99.1 Pinduoduo Inc. (Incorporated in the Cayman Islands with limited liability) (NASDAQ Ticker: PDD) NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that an annual general meeting (the “AGM”) of Pinduoduo Inc. (the “Company”) will be held via teleconference and Internet on July 22, 2020 at 9:00 a.m. (China Standard Time), for the purposes of considering and, if thought fit, passing |
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| July 1, 2020 |
PDD / Pinduoduo Inc. / Huang Zheng - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Pinduoduo Inc. (Name of Issuer) Class A ordinary shares, $0.000005 par value per share (Title of Class of Securities) 722304 102** (CUSIP Number) June 30, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs |
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| July 1, 2020 |
Pinduoduo Names New CEO, General Counsel and VP of Finance Exhibit 99.1 Pinduoduo Names New CEO, General Counsel and VP of Finance Shanghai, July 1, 2020 (GLOBE NEWSWIRE) — Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD) announced today that its Board of Directors has appointed Mr. Lei Chen as Chief Executive Officer, effective immediately. Mr. Zheng Huang, the Company’s Chairman and former Chief Executive Officer, will remain as Chairman of t |
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| July 1, 2020 |
Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2020 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address of principal executive offices |
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| May 26, 2020 |
Current Report of Foreign Issuer - 6-K 6-K 1 a20-2089116k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2020 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address of p |
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| May 26, 2020 |
Pinduoduo Announces First Quarter 2020 Unaudited Financial Results EX-99.1 2 a20-208911ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Announces First Quarter 2020 Unaudited Financial Results SHANGHAI, CHINA, May 22, 2020 (GLOBE NEWSWIRE) — Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), an innovative and fast growing technology platform and one of the leading Chinese e-commerce players, today announced its unaudited financial results for the first quarter |
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| April 24, 2020 |
Consent of Ernst & Young Hua Ming LLP, Independent Registered Public Accounting Firm Exhibit 15.2 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-233897) pertaining to the 2015 Global Share Plan and the 2018 Share Incentive Plan of Pinduoduo Inc. of our reports dated April 24, 2020, with respect to the consolidated financial statements of Pinduoduo Inc., and the effectiveness of i |
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| April 24, 2020 |
CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Pinduoduo Inc. (the “Company”) on Form 20-F for the fiscal year ended December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Zheng Huang, Chief Executive Officer of the Company, hereby c |
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| April 24, 2020 |
Consent of King & Wood Mallesons EX-15.1 12 pdd-20191231xex15d1.htm EX-15.1 Exhibit 15.1 April 24, 2020 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District, Shanghai 200051 People's Republic of China Dear Sirs, Re: Consent of People’s Republic of China Counsel We consent to the reference to our firm under the headings “Item 3. KEY INFORMATION” and “Item 4. INFORMATION ON THE COMPANY” in the annual report of Pinduodu |
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| April 24, 2020 |
EX-4.6 5 pdd-20191231xex4d6.htm EX-4.6 Exhibit 4.6 Sun Qin Chen Lei Hangzhou Weimi Network Technology Co., Ltd. and Hangzhou Aimi Network Technology Co., Ltd. Fourth Amended and Restated Equity Pledge Agreement September 23, 2019 Fourth Amended and Restated Equity Pledge Agreement This Fourth Amended and Restated Equity Pledge Agreement (this “Agreement”) is executed by and among the following par |
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| April 24, 2020 |
Exhibit 2.6 Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) Class A ordinary shares, par value US$0.000005 per share, of Pinduoduo Inc. (“we,” “our,” “our company,” or “us”) are registered under Section 12(b) of the Exchange Act, and our American depositary shares (“ADSs”), each representing four Class A ordi |
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| April 24, 2020 |
CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Zheng Huang, certify that: 1. I have reviewed this annual report on Form 20-F of Pinduoduo Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of t |
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| April 24, 2020 |
Exhibit 4.5 Sun Qin Chen Lei Hangzhou Weimi Network Technology Co., Ltd and Hangzhou Aimi Network Technology Co., Ltd Fourth Amended and Restated Shareholders’ Voting Rights Proxy Agreement September 23, 2019 Fourth Amended and Restated Shareholders’ Voting Rights Proxy Agreement This Fourth Amended and Restated Shareholders’ Voting Rights Proxy Agreement (this “Agreement”) is executed by and amon |
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| April 24, 2020 |
CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Zheng Huang, certify that: 1. I have reviewed this annual report on Form 20-F of Pinduoduo Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of t |
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| April 24, 2020 |
Exhibit 4.8 Hangzhou Weimi Network Technology Co., Ltd Sun Qin Chen Lei and Hangzhou Aimi Network Technology Co., Ltd Fourth Amended and Restated Exclusive Option Agreement September 23, 2019 Fourth Amended and Restated Exclusive Option Agreement This Fourth Amended and Restated Exclusive Option Agreement (this “Agreement”) is executed by and among the following parties on September 23, 2019: 1. H |
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| April 24, 2020 |
CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Pinduoduo Inc. (the “Company”) on Form 20-F for the fiscal year ended December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Zheng Huang, Chief Executive Officer of the Company, hereby c |
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| April 24, 2020 |
Exhibit 2.5 PINDUODUO INC. AND DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee INDENTURE Dated as of September 27, 2019 0% Convertible Senior Notes due 2024 TABLE OF CONTENTS Page Article 1 DEFINITIONS Section 1.01 Definitions 1 Section 1.02 References to Interest 15 Article 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01 Designation and Amount 15 Section 2.02 For |
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| April 24, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| April 20, 2020 |
PDD / Pinduoduo Inc. 6-K - Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2020 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address of principal executive office |
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| April 20, 2020 |
Pinduoduo Subscribes to US$200 million in GOME Convertible Bonds in Strategic Partnership EX-99.1 2 a20-163471ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Subscribes to US$200 million in GOME Convertible Bonds in Strategic Partnership · CBs are convertible at HK$1.215 per share, or approx. 5.6% of GOME shareholding · PDD will bring GOME’s entire product range onto the e-commerce platform and help with its digitization strategy Shanghai, China, April 19, 2020 (GLOBE NEWSWIRE) — Pinduoduo I |
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| April 3, 2020 |
PDD / Pinduoduo Inc. / Tencent Holdings Ltd - FORM SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Pinduoduo Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.000005 per share (Title of Class of Securities) 722304102 (CUSIP Number)** Tencent Holdings Limited 29/F., Three Pacific Place, No. 1 Queen’s Road East, Wanchai, Hong Kong Telephone: + |
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| April 3, 2020 |
EX-99.4 2 dp125556ex04.htm EXHIBIT 4 EXHIBIT 4 SHARE SUBSCRIPTION AGREEMENT dated as of March 30, 2020 by and between PINDUODUO INC. and TENCENT MOBILITY LIMITED TABLE OF CONTENTS 1. DEFINITIONS 1 2. PURCHASE AND SALE OF SECURITIES 3 3. REPRESENTATIONS AND WARRANTIES OF THE PURCHASER 4 4. REPRESENTATIONS AND WARRANTIES OF THE COMPANY 7 5. ADDITIONAL AGREEMENTS 9 6. TERMINATION 10 7. MISCELLANEOUS |
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| March 31, 2020 |
PDD / Pinduoduo Inc. 6-K - Current Report of Foreign Issuer - 6-K 6-K 1 a20-1430516k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2020 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address of |
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| March 31, 2020 |
Pinduoduo Announces Private Placement to Certain Long-Term Investors EX-99.1 2 a20-143051ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Announces Private Placement to Certain Long-Term Investors SHANGHAI, China, Mar. 31, 2020 (GLOBE NEWSWIRE) — Pinduoduo Inc. (“Pinduoduo”) (NASDAQ: PDD), an innovative and fast growing technology platform and one of the leading Chinese e-commerce players, today announced that certain long-term investors have agreed to purchase through a |
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| March 12, 2020 |
Pinduoduo Announces Fourth Quarter and Fiscal Year 2019 Unaudited Financial Results EX-99.1 2 a20-125141ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Announces Fourth Quarter and Fiscal Year 2019 Unaudited Financial Results SHANGHAI, CHINA, March 11, 2020 (GLOBE NEWSWIRE) — Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), an innovative and fast growing technology platform and one of the leading Chinese e-commerce players, today announced its unaudited financial results fo |
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| March 12, 2020 |
PDD / Pinduoduo Inc. 6-K - Current Report of Foreign Issuer - 6-K 6-K 1 a20-1251416k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2020 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address of |
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| February 5, 2020 |
PDD / Pinduoduo Inc. / Banyan Partners Fund Ii, L.p. - SCHEDULE 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d–102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2. (Amendment No. 1) Pinduoduo Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.000005 per share (Title of Class of Securities) 722304102 (CUSIP Number |
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| November 27, 2019 |
PDD / Pinduoduo Inc. CORRESP - - CORRESP 1 filename1.htm Pinduoduo Inc. 28/F, No. 533 Loushanguan Road Changning District, Shanghai, 200051 People’s Republic of China November 27, 2019 VIA EDGAR Bill Thompson, Branch Chief Robyn Manuel, Staff Accountant Division of Corporation Finance Office of Consumer Products Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Pinduoduo Inc. (the “Company”) Form 20 |
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| November 21, 2019 |
PDD / Pinduoduo Inc. 6-K - Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2019 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address of principal executive off |
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| November 21, 2019 |
Pinduoduo Announces Third Quarter 2019 Unaudited Financial Results EX-99.1 2 a19-235871ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Announces Third Quarter 2019 Unaudited Financial Results SHANGHAI, CHINA, November 20, 2019 (GLOBE NEWSWIRE) — Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), an innovative and fast growing technology platform and one of the leading Chinese e-commerce players, today announced its unaudited financial results for the third qu |
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| September 30, 2019 |
Pinduoduo Announces Closing of US$1 Billion Convertible Senior Notes Offering EX-99.1 2 a19-189397ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Announces Closing of US$1 Billion Convertible Senior Notes Offering SHANGHAI, China, September 29, 2019—Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), an innovative and fast growing “new e-commerce” platform and one of the leading Chinese e-commerce players, today announced that it closed the offering (the “Notes Offering” |
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| September 30, 2019 |
PDD / Pinduoduo Inc. 6-K - Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2019 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address of principal executive of |
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| September 25, 2019 |
Pinduoduo Prices Offering of US$875 Million Convertible Senior Notes Exhibit 99.1 Pinduoduo Prices Offering of US$875 Million Convertible Senior Notes SHANGHAI, China, September 25, 2019—Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), an innovative and fast growing “new e-commerce” platform and one of the leading Chinese e-commerce players, today announced the pricing of its previously announced offering (the “Notes Offering”) of US$875 million in aggr |
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| September 25, 2019 |
PDD / Pinduoduo Inc. 6-K - Current Report of Foreign Issuer - 6-K 6-K 1 a19-1893966k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2019 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Addres |
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| September 23, 2019 |
Pinduoduo Announces Proposed Offering of US$875 Million Convertible Senior Notes EX-99.1 2 a19-189393ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Announces Proposed Offering of US$875 Million Convertible Senior Notes SHANGHAI, China, September 24, 2019—Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), an innovative and fast growing “new e-commerce” platform and one of the leading Chinese e-commerce players, today announced the proposed offering (the “Notes Offering”) o |
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| September 23, 2019 |
PDD / Pinduoduo Inc. 6-K - Current Report of Foreign Issuer - 6-K 6-K 1 a19-1893936k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2019 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Addres |
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| September 23, 2019 |
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS EX-99.1 2 a2239752zex-991.htm EX-99.1 QuickLinks - Click here to rapidly navigate through this document Exhibit 99.1 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations in conjunction with our audited consolidated financial statements for the years ended Dece |
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| September 23, 2019 |
Exhibit 99.2 PINDUODUO INC. UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS PERIODS ENDED JUNE 30, 2018 AND 2019 PINDUODUO INC. Index to Condensed Consolidated Financial Statements Contents Page(s) Unaudited Interim Condensed Consolidated Balance Sheets as of December 31, 2018 and June 30, 2019 1 - 2 Unaudited Interim Condensed Consolidated Statements of Comprehens |
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| September 23, 2019 |
PDD / Pinduoduo Inc. 6-K - Current Report of Foreign Issuer - 6-K 6-K 1 a2239752z6-k.htm 6-K QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2019 Commission File Number: 001- 38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Cha |
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| September 23, 2019 |
PDD / Pinduoduo Inc. S-8 - - S-8 S-8 1 a19-189421s8.htm S-8 As filed with the Securities and Exchange Commission on September 23, 2019 Registration No. 333- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Pinduoduo Inc. (Exact name of registrant as specified in its charter) Cayman Islands Not Applicable (State or other jurisdiction of (I.R.S. Employer inco |
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| August 22, 2019 |
PDD / Pinduoduo Inc. 6-K - Current Report of Foreign Issuer - 6-K 6-K 1 a19-1746716k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2019 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address o |
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| August 22, 2019 |
EX-99.1 2 a19-174671ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Announces Second Quarter 2019 Unaudited Financial Results and Appoints New Independent Director SHANGHAI, CHINA, August 21, 2019 (GLOBE NEWSWIRE) — Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), an innovative and fast growing “new e-commerce” platform and one of the leading Chinese e-commerce players, today announced its u |
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| July 30, 2019 |
Exhibit 99.1 Pinduoduo Announces Board of Director Changes to Comply with NASDAQ Requirements for Majority Independent Board Shanghai, July 26, 2019 — The Board of Directors of Pinduoduo Inc. (“Pinduoduo”, or the “Company”) (NASDAQ: PDD) announced changes today to comply with NASDAQ requirements for a majority independent board. “Pinduoduo is committed to becoming the gold standard in corporate go |
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| July 30, 2019 |
PDD / Pinduoduo Inc. 6-K - Current Report of Foreign Issuer - 6-K 6-K 1 a19-1624816k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2019 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address of |
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| May 21, 2019 |
PDD / Pinduoduo Inc. 6-K - Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2019 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address of principal executive offices) |
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| May 21, 2019 |
Pinduoduo Announces First Quarter 2019 Unaudited Financial Results EX-99.1 2 a19-103211ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Announces First Quarter 2019 Unaudited Financial Results SHANGHAI, CHINA, May 20, 2019 (GLOBE NEWSWIRE) — Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), an innovative and fast growing “new e-commerce” platform and one of the leading Chinese e-commerce players, today announced its unaudited financial results for the first q |
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| April 30, 2019 |
PDD / Pinduoduo Inc. 6-K (Current Report of Foreign Issuer) 6-K 6-K 1 a19-912916k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2019 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address of |
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| April 24, 2019 |
CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Pinduoduo Inc. (the “Company”) on Form 20-F for the fiscal year ended December 31, 2018 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Zheng Huang, Chief Executive Officer of the Company, hereby c |
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| April 24, 2019 |
CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Zheng Huang, certify that: 1. I have reviewed this annual report on Form 20-F of Pinduoduo Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of t |
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| April 24, 2019 |
CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Pinduoduo Inc. (the “Company”) on Form 20-F for the fiscal year ended December 31, 2018 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Tian Xu, Vice President of Finance of the Company, hereby cer |
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| April 24, 2019 |
20-F 1 a19-5195120f.htm 20-F Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) o REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018. OR o TRANSITION REPORT PUR |
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| April 24, 2019 |
Consent of King & Wood Mallesons EX-15.1 7 a19-51951ex15d1.htm EX-15.1 Exhibit 15.1 April 24, 2019 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District, Shanghai 200051 People’s Republic of China Dear Sirs, Re: Consent of People’s Republic of China Counsel We consent to the reference to our firm under the headings “Item 3. KEY INFORMATION” and “Item 4. INFORMATION ON THE COMPANY” in the annual report of Pinduoduo Inc |
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| April 24, 2019 |
CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Tian Xu, certify that: 1. I have reviewed this annual report on Form 20-F of Pinduoduo Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the c |
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| March 15, 2019 |
PDD / Pinduoduo Inc. 6-K (Current Report of Foreign Issuer) 6-K 1 a19-653816k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2019 Commission File Number: 001-38591 Pinduoduo Inc. 28/F, No. 533 Loushanguan Road, Changning District Shanghai, 200051 People’s Republic of China (Address of |
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| March 15, 2019 |
Pinduoduo Announces Fourth Quarter and Fiscal Year 2018 Results EX-99.1 2 a19-65381ex99d1.htm EX-99.1 Exhibit 99.1 Pinduoduo Announces Fourth Quarter and Fiscal Year 2018 Results SHANGHAI, CHINA, March 13, 2019 — Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), an innovative and fast growing “new e-commerce” platform and one of the leading Chinese e-commerce players, today announced its unaudited financial results for the fourth quarter and fiscal |
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| February 22, 2019 |
PDD / Pinduoduo Inc. / Tencent Holdings Ltd - AMENDMENT NO. 1 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Pinduoduo Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.000005 per share (Title of Class of Securities) 722304102 (CUSIP Number) Tencent Holdings Limited 29/F., Three Pacific Place, No. 1 Queen’s Road East, Wanchai, Hong Kong Telephone: +852 |
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| February 14, 2019 |
SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. )* Pinduoduo Inc. (Name of Issuer) Class A Ordinary Shares, par value $0.000005 per share (Title of Class of Securities) 722304102** (CUSIP Number) December 31, 2018 (Date of Event |
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| February 13, 2019 |
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 Class A ordinary shares, par value of $0. |
