Schedule 13d

Filed by: LENOVO GROUP LTD
Subject Company: ASIAINFO HOLDINGS, INC.
Filed as of Date: 12/30/2009
View Original Filing on Edgar's

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OjLILHMvYeby6SlbjAYL3jUHM96OIaWFk6Yr0yUwRFquoIX3uX9I9jA4Uk8RA6gj GZklz5B6tVN5O24ezFm2xA== 0000950123-09-074048.txt : 20091230 0000950123-09-074048.hdr.sgml : 20091230 20091230060103 ACCESSION NUMBER: 0000950123-09-074048 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20091230 DATE AS OF CHANGE: 20091230 GROUP MEMBERS: LENOVO HOLDINGS (BVI) LIMITED GROUP MEMBERS: LENOVO IT ALLIANCE LIMITED GROUP MEMBERS: LENOVO SYSWARE LIMITED SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ASIAINFO HOLDINGS INC CENTRAL INDEX KEY: 0001100969 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 752506390 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-60757 FILM NUMBER: 091264915 BUSINESS ADDRESS: STREET 1: 4/F ZHONGDIAN INFORMATION TOWER 6 STREET 2: ZHONGGUANCUN SOUTH STREET HAIDIAN CITY: BEIJING STATE: F4 ZIP: 100086 BUSINESS PHONE: 00861082166688 MAIL ADDRESS: STREET 1: 4/F ZHONGDIAN INFORMATION TOWER 6 STREET 2: ZHONGGUANCUN SOUTH STREET HAIDIAN CITY: BEIJING STATE: F4 ZIP: 100086 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LENOVO GROUP LTD CENTRAL INDEX KEY: 0000932477 STANDARD INDUSTRIAL CLASSIFICATION: INTERNATIONAL AFFAIRS [9721] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 23/F LINCOLN HOUSE STREET 2: 979 KING'S ROAD CITY: QUARRY BAY STATE: K3 ZIP: 0852 BUSINESS PHONE: 2516 4700 MAIL ADDRESS: STREET 1: 23/F LINCOLN HOUSE STREET 2: 979 KING'S ROAD CITY: QUARRY BAY STATE: K3 ZIP: 0852 FORMER COMPANY: FORMER CONFORMED NAME: LEGEND GROUP LTD /FI DATE OF NAME CHANGE: 20020507 FORMER COMPANY: FORMER CONFORMED NAME: LEGEND HOLDINGS LTD /FI DATE OF NAME CHANGE: 19941107 SC 13D/A 1 f54489sc13dza.htm SC 13D/A sc13dza

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
SCHEDULE 13D/A
(Amendment No. 4)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
ASIAINFO HOLDINGS, INC.
 
(Name of Issuer)
Common Stock
 
(Title of Class of Securities)
04518A104
 
(CUSIP Number)
with copies to:
     
Eric Mok   John D. Tishler, Esq.
Lenovo Group   Louis P.A. Lehot, Esq.
23/F Lincoln House, Taikoo Place   Sheppard, Mullin, Richter & Hampton LLP
979 King’s Road   12275 El Camino Real
Quarry Bay   San Diego, California 92130
Hong Kong Special Administrative Region   (858) 720-8900
People’s Republic of China    
+852-2516-4819    
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
December 28, 2009
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 

 

                     
CUSIP No.
  
04518A104 
 SCHEDULE 13D/A Page  
2 
   of   
11 

 

           
1   NAME OF REPORTING PERSONS

Lenovo Group Limited

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON (ENTITIES ONLY)
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

  (a)   þ 
  (b)   o 
     
3   SEC USE ONLY
   
   
     
4   SOURCE OF FUNDS
   
  OO (not applicable)
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  Hong Kong, Special Administrative Region of the People’s Republic of China
       
  7   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 8   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   3,465,666
       
EACH 9   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH 10   SHARED DISPOSITIVE POWER
     
    3,465,666
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  3,465,666
     
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
   
  7.45%+
     
14   TYPE OF REPORTING PERSON
   
  CO
+   Calculated using the number of outstanding shares of common stock as of September 30, 2009 reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Commission on November 9, 2009.

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CUSIP No.
  
04518A104 
 SCHEDULE 13D/A Page  
3 
   of   
11 

 

           
1   NAME OF REPORTING PERSONS

Lenovo Holdings (BVI) Limited

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON (ENTITIES ONLY)
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

  (a)   þ 
  (b)   o 
     
3   SEC USE ONLY
   
   
     
4   SOURCE OF FUNDS
   
  OO (not applicable)
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  British Virgin Islands
       
  7   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 8   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   3,465,666
       
EACH 9   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH 10   SHARED DISPOSITIVE POWER
     
    3,465,666
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  3,465,666
     
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
   
  7.45%+
     
14   TYPE OF REPORTING PERSON
   
  CO
+   Calculated using the number of outstanding shares of common stock as of September 30, 2009 reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Commission on November 9, 2009.

- -3-

 

                     
CUSIP No.
  
04518A104 
 SCHEDULE 13D/A Page  
4 
   of   
11 

 

           
1   NAME OF REPORTING PERSONS

Lenovo Sysware Limited

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON (ENTITIES ONLY)
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

  (a)   þ 
  (b)   o 
     
3   SEC USE ONLY
   
   
     
4   SOURCE OF FUNDS
   
  OO (not applicable)
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  British Virgin Islands
       
  7   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 8   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   3,465,666
       
EACH 9   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH 10   SHARED DISPOSITIVE POWER
     
    3,465,666
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  3,465,666
     
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
   
  7.45%+
     
14   TYPE OF REPORTING PERSON
   
  CO
+   Calculated using the number of outstanding shares of common stock as of September 30, 2009 reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Commission on November 9, 2009.

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CUSIP No.
  
04518A104 
 SCHEDULE 13D/A Page  
5 
   of   
11 

 

           
1   NAME OF REPORTING PERSONS

Lenovo IT Alliance Limited

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON (ENTITIES ONLY)
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

  (a)   þ 
  (b)   o 
     
3   SEC USE ONLY
   
   
     
4   SOURCE OF FUNDS
   
  OO (not applicable)
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  British Virgin Islands
       
  7   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 8   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   3,465,666
       
EACH 9   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH 10   SHARED DISPOSITIVE POWER
     
    3,465,666
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  3,465,666
     
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
   
  7.45%+
     
14   TYPE OF REPORTING PERSON
   
  CO
+   Calculated using the number of outstanding shares of common stock as of September 30, 2009 reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Commission on November 9, 2009.

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CUSIP No. 04518A104   SCHEDULE 13D/A   Page 6 of 11
AMENDMENT NO. 4 TO SCHEDULE 13D
     This Amendment No. 4 (the “Schedule 13D/A”) amends and supplements the statement on Schedule 13D as filed on February 21, 2006 (the “Original Schedule 13D”), as amended on September 26, 2006 (“Amendment No. 1”), February 13, 2007 (“Amendment No. 2”) and February 23, 2007 (“Amendment No. 3”). This Schedule 13D/A is being filed to report a change in the percentage of outstanding shares of common stock, $0.01 par value per share (the “Common Stock”), of AsiaInfo Holdings, Inc., a Delaware corporation (the “Issuer”), beneficially owned by the Reporting Persons (as defined herein) which occurred as a result of the transfer of 500,000 shares of Common Stock of the Issuer by Lenovo IT Alliance Limited pursuant to a Stock Purchase Agreement, dated as of December 28, 2009 (the “Stock Purchase Agreement”). The total number of outstanding shares of Common Stock of the Issuer was 46,552,089 as of September 30, 2009, as reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Commission on November 9, 2009 and the percentages of Common Shares of the Issuer beneficially held by the Reporting Persons have changed as presented in Item 5 of this Schedule 13D/A.
     The Original Schedule 13D, as amended by Amendment No. 1, Amendment No. 2 and Amendment No. 3, relating to the Common Stock of the Issuer, is hereby amended to furnish the information set forth herein. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the previously filed Original Schedule 13D. Except as indicated herein, the information set forth in the Schedule 13D remains unchanged.
     This Schedule 13D/A is being filed by: (i) Lenovo Group Limited, a company organized and existing under the laws of the Hong Kong Special Administrative Region of the People’s Republic of China (“Lenovo”); (ii) Lenovo Holdings (BVI) Limited, a corporation organized and existing under the laws of the British Virgin Islands (“Lenovo Holdings”); (iii) Lenovo Sysware Limited, a corporation organized and existing under the laws of the British Virgin Islands (“Lenovo Sysware”); and (iv) Lenovo IT Alliance Limited, a corporation organized and existing under the laws of the British Virgin Islands (“Lenovo IT Alliance”). Lenovo, Lenovo Holdings, Lenovo Sysware and Lenovo IT Alliance are hereinafter sometimes collectively referred to as the “Reporting Persons”.
ITEM 2. IDENTIFY AND BACKGROUND
     Certain information regarding members of the board of directors of Lenovo, Lenovo Holdings, Lenovo Sysware and Lenovo IT Alliance and executive officers is set forth on Annex A, which is incorporated by reference herein, and which amends the Original Schedule 13D. Annex A of the Schedule 13D is amended and restated in its entirety to read as the Annex A attached to this Amendment No. 4.
     During the last five years, none of Lenovo, Lenovo Holdings, Lenovo Sysware or Lenovo IT Alliance, or to the knowledge of Lenovo, Lenovo Holdings, Lenovo Sysware or Lenovo IT Alliance, any of the persons named on Annex A have been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding were or are subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
ITEM 4. PURPOSE OF TRANSACTION
     Item 4 is hereby amended to add the following final paragraphs as follows:
     After the date of filing Amendment No. 3 and more than sixty days prior to the date hereof, Lenovo IT Alliance sold a total of 147,361 shares of Common Stock of the Issuer.
     On December 2, 2009, the Issuer announced that Lenovo-designee Mr. Qingtong Zhou had resigned from the Issuer’s Board of Directors on November 25, 2009. None of the Reporting Persons currently has a designated director on the Issuer’s Board of Directors.
     On December 28, 2009, Goldman Sachs (Asia) L.L.C. (“Purchaser”) and Lenovo IT Alliance Limited, a British Virgin Islands corporation (“Lenovo IT Alliance”), entered into the Stock Purchase Agreement, pursuant to

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CUSIP No. 04518A104   SCHEDULE 13D/A   Page 7 of 11
which, Purchaser acquired an aggregate of 500,000 shares of Common Stock of the Issuer from Lenovo IT Alliance at $30.00 per share. The transaction decreased Lenovo IT Alliance’s direct beneficial ownership, as well as the indirect beneficial ownership of Lenovo Group Limited (“Lenovo”), Lenovo Holdings (BVI) Limited (“Lenovo Holdings”), and Lenovo Sysware Limited (“Lenovo Sysware”), to 3,465,666 shares of Common Stock of the Issuer respectively. The foregoing description of the Stock Purchase Agreement is a summary and all statements made herein related to the Stock Purchase Agreement are qualified in their entirety by reference to the complete text of the Stock Purchase Agreement, which is filed as Exhibit G hereto and is incorporated herein by reference.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
     Item 5 is hereby amended and restated as follows:
     The information set forth in Item 4 hereof is hereby incorporated by reference into this Item 5.
     (a)-(b) Set forth in the table below is the number and percentage of shares of Common Stock of the Issuer beneficially owned by each Reporting Person as of December 28, 2009.
                                 
            NUMBER OF SHARES        
    NUMBER OF SHARES   BENEFICIALLY   AGGREGATE    
    BENEFICIALLY OWNED   OWNED WITH   NUMBER OF SHARES   PERCENTAGE OF
    WITH SOLE VOTING AND   SHARED VOTING AND   BENEFICIALLY   CLASS BENEFICIALLY
NAME   DISPOSITIVE POWER   DISPOSITIVE POWER   OWNED   OWNED (1)
Lenovo (2)
     0       3,465,666       3,465,666       7.45 %
Lenovo Holdings (3)
     0       3,465,666       3,465,666       7.45 %
Lenovo Sysware (4)
     0       3,465,666       3,465,666       7.45 %
Lenovo IT Alliance
     0       3,465,666       3,465,666       7.45 %
 
(1)   The percentages of Common Stock indicated in this table are based on the number of outstanding shares of Common Stock as of September 30, 2009 reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Commission on November 9, 2009.
 
(2)   Lenovo may be deemed to be the beneficial owner of the shares of Common Stock of the Issuer because Lenovo IT Alliance, which is the record owner of the shares of Common Stock, is Lenovo’s indirect wholly-owned subsidiary.
 
(3)   Lenovo Holdings may be deemed to be the beneficial owner of the shares of Common Stock of the Issuer because Lenovo IT Alliance, which is the record owner of the shares of Common Stock, is Lenovo Holdings’ indirect wholly-owned subsidiary.
 
(4)   Lenovo Sysware may be deemed to be the beneficial owner of the shares of Common Stock of the Issuer because Lenovo IT Alliance, which is the record owner of the shares of Common Stock, is Lenovo Sysware’s wholly-owned subsidiary.
     To the knowledge of the Reporting Persons, based on a review of filings made in the past three calendar years pursuant to Sections 13 and 16 under the Securities Exchange Act of 1934, as amended, in respect of beneficial ownership of the Issuer’s Common Stock, none of the other persons named in Schedule A referenced in Item 2 above owns any Common Stock of the Issuer, other than as reported thereon.
ITEM 6
     Item 6 is hereby amended and restated as follows:
     The information set forth in Item 4 hereof is incorporated herein by reference. The foregoing description of the Stock Purchase Agreement is a summary and all statements made herein related to the Stock Purchase

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CUSIP No. 04518A104   SCHEDULE 13D/A   Page 8 of 11
Agreement are qualified in their entirety by reference to the complete text of the Stock Purchase Agreement, which is filed as Exhibit F hereto and is incorporated herein by reference.
ITEM 7
     Item 7 is hereby amended and restated as follows:
EXHIBIT INDEX
Exhibit A — Agreement among Lenovo Group Limited, Lenovo Holdings (BVI) Limited, Lenovo Sysware Limited and Lenovo IT Alliance Limited, dated February 21, 2006, to file this Statement jointly on behalf of each of them.+
Exhibit B — Acquisition Agreement, dated as of July 27, 2004, by and between AsiaInfo Holdings, Inc. and Lenovo Group Limited.+
Exhibit C — Supplement and Amendment No. 1 to Acquisition Agreement, dated October 1, 2004, by and between AsiaInfo Holdings, Inc. and Lenovo Group Limited.+
Exhibit D — Forward Contract, dated as of October 19, 2004, by and between Bonson Information Technology Limited and Lenovo IT Alliance Limited.+
Exhibit E — Settlement Agreement, dated as of January 24, 2007, by and between AsiaInfo Holdings, Inc. and Lenovo Group Limited.++
Exhibit F — Stock Purchase Agreement, dated as of February 16, 2007, by and among Fidelity Asia Ventures Fund L.P. and Fidelity Asia Principals Fund L.P., and Lenovo IT Alliance Limited.+++
Exhibit G — Stock Purchase Agreement, dated as of December 28, 2009, by and between Goldman Sachs (Asia) L.L.C. and Lenovo IT Alliance Limited.
 
+   Filed with the Securities and Exchange Commission as an exhibit to the Statement on Schedule 13D on February 21, 2006 and incorporated by reference herewith.
 
++   Filed with the Securities and Exchange Commission as an exhibit to Amendment No. 2 to the Statement on Schedule 13D on February 13, 2007 and incorporated by reference herewith.
 
+++   Filed with the Securities and Exchange Commission as an exhibit to Amendment No. 3 to the Statement on Schedule 13D on February 23, 2007 and incorporated by reference herewith.

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CUSIP No. 04518A104   SCHEDULE 13D/A   Page 9 of 11
SIGNATURE
     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
         
Dated: December 30, 2009
  LENOVO GROUP LIMITED    
 
        
 
  /s/ Eric Mok    
 
 
 
    
 
  Name: Eric Mok    
 
  Title: Company Secretary    
 
        
 
  LENOVO HOLDINGS (BVI) LIMITED    
 
        
 
  /s/ Eric Mok    
 
       
 
  Name: Eric Mok    
 
  Title: Company Secretary    
 
        
 
  LENOVO SYSWARE LIMITED    
 
        
 
  /s/ Eric Mok    
 
       
 
  Name: Eric Mok    
 
  Title: Company Secretary    
 
        
 
  LENOVO IT ALLIANCE LIMITED    
 
        
 
  /s/ Eric Mok    
 
       
 
  Name: Eric Mok    
 
  Title: Company Secretary    

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CUSIP No. 04518A104   SCHEDULE 13D/A   Page 10 of 11
SCHEDULE A
     The following table sets forth the name, citizenship and present principal occupation or employment, and the name, principal business and address of any corporation or other organization in which such occupation or employment is conducted of each director and executive officer of Lenovo, Lenovo Holdings, Lenovo Sysware and Lenovo IT Alliance.
             
        PRESENT PRINCIPAL    
        OCCUPATION OR    
NAME   CITIZENSHIP   EMPLOYMENT   BUSINESS ADDRESS
Mr. Liu Chuanzhi
  Chinese   Mr. Liu is the Chairman of the Board of Directors and a Non-Executive Director of Lenovo.   23/F., Lincoln House, Taikoo
Place, 979 King’s Road,
Quarry Bay, Hong Kong
 
            
Mr. Yang Yuanqing
  Chinese   Mr. Yang is the Chief Executive Officer and an Executive Director of Lenovo   23/F., Lincoln House, Taikoo
Place, 979 King’s Road,
Quarry Bay, Hong Kong
 
            
Mr. Zhu Linan
  Chinese   Mr. Zhu is a Non-Executive Director of Lenovo.   23/F., Lincoln House, Taikoo
Place, 979 King’s Road,
Quarry Bay, Hong Kong
 
            
Ms. Ma Xuezheng
  Chinese   Ms. Ma is a Non-Executive Director and Vice-Chairman of Lenovo   23/F., Lincoln House, Taikoo
Place, 979 King’s Road,
Quarry Bay, Hong Kong
 
            
Mr. James G. Coulter
  American   Mr. Coulter is a Non-Executive Director of Lenovo.   23/F., Lincoln House, Taikoo
Place, 979 King’s Road,
Quarry Bay, Hong Kong
 
            
Mr. William O. Grabe
  American   Mr. Grabe is a Non-Executive Director of Lenovo.   23/F., Lincoln House, Taikoo
Place, 979 King’s Road,
Quarry Bay, Hong Kong
 
            
Dr. Wu Yibing
  Chinese   Mr. Wu is a Non-Executive Director of Lenovo.   23/F., Lincoln House, Taikoo
Place, 979 King’s Road,
Quarry Bay, Hong Kong
 
            
Professor Woo Chia-Wei
  Chinese   Professor Woo is a Non-Executive Director of Lenovo.   23/F., Lincoln House, Taikoo
Place, 979 King’s Road,
Quarry Bay, Hong Kong
 
            
Mr. Ting Lee San
  American   Mr. Ting is a Non-Executive Director of Lenovo.   23/F., Lincoln House, Taikoo
Place, 979 King’s Road,
Quarry Bay, Hong Kong
 
            
Mr. John W. Barter III
  American   Mr. Barter is a Non-Executive Director of Lenovo.   23/F., Lincoln House, Taikoo
Place, 979 King’s Road,
Quarry Bay, Hong Kong

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CUSIP No. 04518A104   SCHEDULE 13D/A   Page 11 of 11
             
        PRESENT PRINCIPAL    
        OCCUPATION OR    
NAME   CITIZENSHIP   EMPLOYMENT   BUSINESS ADDRESS
Dr. Tian Suning
  Chinese   Dr. Tian is a Non-Executive Director of Lenovo.

Dr. Tian is also a non-executive director of the Issuer1 		  23/F., Lincoln House, Taikoo
Place, 979 King’s Road,
Quarry Bay, Hong Kong
 
            
Mr. Nicholas C. Allen
  British   Mr. Allen is a Non-Executive Director of Lenovo   23/F Lincoln House, Taikoo
Place, 979 King’s Road,
Quarry Bay, Hong Kong
 
            
Mr. Wong Wai Ming
  Chinese   Mr. Wong is a Chief Financial Officer of Lenovo and director of Lenovo Holdings, Lenovo Sysware and Lenovo IT Alliance   23/F., Lincoln House, Taikoo
Place, 979 King’s Road,
Quarry Bay, Hong Kong
 
            
Mr. Zhou Qingtong
  Chinese   Mr. Zhou is a director of Lenovo Holdings, Lenovo Sysware and Lenovo IT Alliance.   23/F., Lincoln House, Taikoo
Place, 979 King’s Road,
Quarry Bay, Hong Kong
 
1   According to a Form 4 filed by Dr. Tian on December 28, 2009, Dr. Tian declared:
 
•   direct ownership of 3,033,871 shares of Common Stock of the Issuer,
 
•   2,087,704 shares indirectly held by Jean Qin Kong, Dr. Tian’s wife,
 
•   4,000 shares in revocable trust for the benefit of Stephanie Tian
 
•   2,235,632 shares held through PacificInfo Limited, which is wholly owned by Dr. Tian
 
•   direct ownership of 6,750 restricted stock units (including the right to acquire Common Stock) that expire on January 13, 2010 and
 
•   indirect ownership of 741,689 shares of Common Stock through PacificInfo Limited that are subject to a pre-paid variable delivery forward contract that matures on May 5, 2011.

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