SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No. __ )*
 

HUYA Inc.

(Name of Issuer)
 

Class A Ordinary Shares par value of $0.0001 per share

(Title of Class of Securities)
 

44852D108**

(CUSIP Number)
 

May 31, 2018

(Date of Event Which Requires Filing of This Statement)
 
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
ý Rule 13d-1(b)
¨ Rule 13d-1(c)
¨ Rule 13d-1(d)
 
(Page 1 of 6 Pages)

 

______________________________

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

**There is no CUSIP number assigned to the Class A Ordinary Shares. CUSIP number 44852D108 has been assigned to the American Depositary Shares of the Company, which are quoted on the New York Stock Exchange under the symbol "HUYA." Each American Depositary Share represents 1 Class A Ordinary Share.

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

 

CUSIP No. 44852D108 13G Page 2 of 6 Pages

 

1

NAME OF REPORTING PERSON

Hillhouse Capital Management, Ltd.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH: 		5

SOLE VOTING POWER

7,585,294 Class A Ordinary Shares*

6

SHARED VOTING POWER

-0-

7

SOLE DISPOSITIVE POWER

7,585,294 Class A Ordinary Shares*

8

SHARED DISPOSITIVE POWER

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

7,585,294 Class A Ordinary Shares*

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

17.89%

12

TYPE OF REPORTING PERSON

IA

         

 

*Consists of (i) 6,985,294 Class A Ordinary Shares and (ii) 600,000 American Depositary Shares representing 600,000 Class A Ordinary Shares.

 

CUSIP No. 44852D108 13G Page 3 of 6 Pages

 

 

Item 1(a). NAME OF ISSUER
   
  The name of the issuer is HUYA Inc. (the " Company ").

 

Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
   
  The Company's principal executive office is located at Building B-1, North Block of Wanda Plaza, No. 79 Wanbo 2nd Road, Panyu District, Guangzhou 511442, People's Republic of China.

 

Item 2(a). NAME OF PERSON FILING
   
  This statement is filed by Hillhouse Capital Management, Ltd., an exempted Cayman Islands company (" Hillhouse Capital " or the " Reporting Person "), with respect to the Class A Ordinary Shares (as defined in Item 2(d) below) held by HHHY Holdings Limited (" HHHY ") and the Class A Ordinary Shares represented by American Depositary Shares held by Gaoling Fund, L.P. (" Gaoling ") and YHG Investment, L.P. (" YHG ").  HHHY is owned by Hillhouse Fund IV, L.P. (" Fund IV "). Hillhouse Capital acts as the sole management company of Fund IV and Gaoling, and the sole general partner of YHG.  Hillhouse Capital is hereby deemed to be the sole beneficial owner of, and to solely control the voting and investment power of, the Class A Ordinary Shares held by HHHY and the Class A Ordinary Shares represented by American Depositary Shares held by Gaoling and YHG.  

 

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
   
  The address of the business office of the Reporting Person is Suite 1608, One Exchange Square, 8 Connaught Place, Hong Kong.

 

Item 2(c). CITIZENSHIP
   
  Cayman Islands

 

Item 2(d). TITLE OF CLASS OF SECURITIES
   
  Class A Ordinary Shares, par value of $0.0001 per share (the " Class A Ordinary Shares ").

 

Item 2(e). CUSIP NUMBER
   
  There is no CUSIP number assigned to the Class A Ordinary Shares.  CUSIP number 44852D108 has been assigned to the American Depositary Shares of the Company, which are quoted on the New York Stock Exchange under the symbol "HUYA."  Each American Depositary Share represents 1 Class A Ordinary Share.

 

Item 3. IF THIS STATEMENT IS FILED PURSUANT TO Rules 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
   
  (a) ¨ Broker or dealer registered under Section 15 of the Act;
  (b) ¨ Bank as defined in Section 3(a)(6) of the Act;

 

 

CUSIP No. 44852D108 13G Page 4 of 6 Pages

  

  (c) ¨ Insurance company as defined in Section 3(a)(19) of the Act;
  (d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940;
  (e) ý An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
  (f) ¨ An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
  (g) ¨ A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
  (h) ¨ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
  (i) ¨ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
  (j) ¨ A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
  (k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
  If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please
  specify the type of institution:    
           

 

Item 4. OWNERSHIP
   
  The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 42,389,737 Class A Ordinary Shares reported to be outstanding in the Company's Rule 424(b)(4) Prospectus filed with the Securities and Exchange Commission on May 11, 2018 after the consummation of the transactions reported therein.
   
  The information required by Items 4(a) - (c) is set forth in Rows 5 - 11 of the cover page for the Reporting Person and is incorporated herein by reference.

 

Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
   
  Not applicable.

 

Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
   
  See Item 2.

 

Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON
   
  Not applicable.

 

 

CUSIP No. 44852D108 13G Page 5 of 6 Pages

 

 

Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
   
  Not applicable.

 

Item 9. NOTICE OF DISSOLUTION OF GROUP
   
  Not applicable.

 

Item 10. CERTIFICATION  
     
  The Reporting Person hereby makes the following certification:
   
  By signing below the Reporting Person certifies that, to the best of its knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

CUSIP No. 44852D108 13G Page 6 of 6 Pages

 

SIGNATURES

After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

DATE: June 11, 2018

 

HILLHOUSE CAPITAL MANAGEMENT, LTD.  
   
   
/s/ Richard A. Hornung  
Name: Richard A. Hornung  
Title: General Counsel and Chief Compliance Officer  

 

 

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