SC 13D 1 eh2000889_13d-hutch.htm SCHEDULE 13D


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
Under the Securities Exchange Act of 1934
Hutchison China MediTech Limited
(Name of Issuer)

Ordinary shares, par value US$0.10 per share
(Title of Class of Securities)

44842L 103**
(CUSIP Number)

Michael Gosk
c/o General Atlantic Service Company, L.P.
55 East 52nd Street, 33rd Floor
New York, New York 10055
(212) 715-4000
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)

June 25, 2020
(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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d‑1(e), 1(f) or 1(g), check the following box .
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d‑1(a) for other parties to whom copies are to be sent.
*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.
**This CUSIP number applies to Hutchison China MediTech Limited’s American Depositary Shares, each representing five ordinary shares.
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 (the “Exchange Act”) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act (however, see the Notes).


CUSIP No. 44842L103
 
SCHEDULE 13D
Page 2 of 24


1
NAME OF REPORTING PERSON
 
General Atlantic Singapore HCM Pte. Ltd.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Singapore
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
CO
 
 

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 3 of 24


1
NAME OF REPORTING PERSON
 
General Atlantic Singapore Fund Pte. Ltd.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Singapore
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
CO
 
 

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 4 of 24
 
1
NAME OF REPORTING PERSON
 
General Atlantic Singapore Interholdco Ltd.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Bermuda
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
CO
 
 

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 5 of 24
 
1
NAME OF REPORTING PERSON
 
General Atlantic Partners (Bermuda) IV, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Bermuda
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
PN
 


CUSIP No. 44842L103
 
SCHEDULE 13D
Page 6 of 24
 
1
NAME OF REPORTING PERSON
 
General Atlantic Partners (Bermuda) EU, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Bermuda
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
PN
 
 

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 7 of 24
 
1
NAME OF REPORTING PERSON
 
General Atlantic Partners (Lux) SCSp, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Luxembourg
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
PN
 
 

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 8 of 24
 
1
NAME OF REPORTING PERSON
 
General Atlantic GenPar (Lux) SCSp, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b) 
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Luxembourg
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
PN
 
 

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 9 of 24
 
1
NAME OF REPORTING PERSON
 
General Atlantic (Lux) S.à r.l.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Luxembourg
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
CO
 
 

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 10 of 24
 
1
NAME OF REPORTING PERSON
 
General Atlantic GenPar (Bermuda), L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Bermuda
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
PN
 
 

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 11 of 24
 
1
NAME OF REPORTING PERSON
 
GAP (Bermuda) Limited
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Bermuda
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
CO
 
 

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 12 of 24
 
1
NAME OF REPORTING PERSON
 
General Atlantic LLC
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
OO
 
 

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 13 of 24
 
1
NAME OF REPORTING PERSON
 
GAP Coinvestments III, LLC
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
OO
 
 

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 14 of 24
 
1
NAME OF REPORTING PERSON
 
GAP Coinvestments IV, LLC
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
OO
 


CUSIP No. 44842L103
 
SCHEDULE 13D
Page 15 of 24
 
1
NAME OF REPORTING PERSON
 
GAP Coinvestments V, LLC
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
OO
 
 

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 16 of 24
 
1
NAME OF REPORTING PERSON
 
GAP Coinvestments CDA, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
 
 
4
SOURCE OF FUNDS
 
OO
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
0
8
SHARED VOTING POWER
 
36,666,670
9
SOLE DISPOSITIVE POWER
 
0
10
SHARED DISPOSITIVE POWER
 
36,666,670
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
36,666,670
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.0%
 
14
TYPE OF REPORTING PERSON
 
PN
 
 

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 17 of 24


Item 1. Security and Issuer.
This Schedule 13D (the “Statement”) relates to the ordinary shares, par value US$0.10 per share (the “ordinary shares”) of Hutchison China MediTech Limited, an exempted company incorporated in the Cayman Islands (the “Company”), whose principal executive offices are located at 48th Floor, Cheung Kong Center, 2 Queen’s Road Central, Hong Kong.
The Company’s American depositary shares (the “ADSs”), each representing five ordinary shares, are listed on the Nasdaq Global Market under the symbol “HCM.” The Reporting Persons (as defined below) own only ordinary shares and do not own any ADSs.
Item 2. Identity and Background.
(a)-(c), (f) This Statement is being filed by a “group,” as defined in Rule 13d‑5 of the General Rules and Regulations promulgated under the Exchange Act. The members of the group are:
(i) General Atlantic Singapore HCM Pte Ltd. (“GAS HCM”);
(ii) General Atlantic Singapore Fund Pte. Ltd. (“GASF”);
(iii) General Atlantic Singapore Interholdco Ltd. (“GAS Interholdco”);
(iv) General Atlantic Partners (Bermuda) IV, L.P. (“GAP Bermuda IV”);
(v) General Atlantic Partners (Bermuda) EU, L.P. (“GAP Bermuda EU”);
(vi) General Atlantic Partners (Lux) SCSp, L.P. (“GAP Lux”);
(vii) General Atlantic GenPar (Lux) SCSp, L.P. (“GenPar Lux”);
(viii) General Atlantic (Lux) S.à r.l. (“GA Lux Sarl”);
(ix) General Atlantic GenPar (Bermuda), L.P. (“GenPar Bermuda”);
(x) GAP (Bermuda) Limited (“GAP (Bermuda) Limited”);
(xi) General Atlantic LLC (“GA LLC”);
(xii) GAP Coinvestments III, LLC (“GAPCO III”);
(xiii) GAP Coinvestments IV, LLC (“GAPCO IV”);
(xiv) GAP Coinvestments V, LLC (“GAPCO V”); and
(xv) GAP Coinvestments CDA, L.P. (“GAPCO CDA”).
Each of the foregoing is referred to as a Reporting Person and collectively as the “Reporting Persons.” GAP Bermuda IV, GAP Bermuda EU, GAP Lux, GAPCO III, GAPCO IV, GAPCO V and GAPCO CDA are collectively referred to as the “GA Funds.”
The principal address of each of the Reporting Persons (other than GAS HCM, GASF, GAP Lux, GenPar Lux and GA Lux Sarl) is c/o General Atlantic Service Company, L.P., 55 East 52nd Street, 33rd Floor, New York, NY 10055. The principal address of GAS HCM and GASF is 8 Marina View, #41-04, Asia Square Tower 1, Singapore 018960.  The principal address of GAP Lux, GenPar Lux and GA Lux Sarl is 412F, route d’Esch, L-2086 Luxembourg, Grand Duchy of Luxembourg.

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 18 of 24


Each of the Reporting Persons is engaged in acquiring, holding and disposing of interests in various companies for investment purposes.
GAS HCM is wholly owned by GASF. The majority shareholder of GASF is GAS Interholdco. The members of GAS Interholdco that share beneficial ownership of the ordinary shares held of record by GAS HCM are the GA Funds. The general partner of each of GAP Bermuda IV and GAP Bermuda EU is GenPar Bermuda, and the general partner of GenPar Bermuda is GAP (Bermuda) Limited. The general partner of GAP Lux is GenPar Lux, and the general partner of GenPar Lux is GA Lux Sarl. GenPar Bermuda is the sole shareholder of GA Lux Sarl and the sole limited partner of GenPar Lux.  GA LLC is the managing member of GAPCO III, GAPCO IV and GAPCO V and the general partner of GAPCO CDA. There are eight members of the management committee of GA LLC (the “GA Management Committee”) as of the date hereof. The members of the GA Management Committee are also the members of the management committee of GAP (Bermuda) Limited. Each of the members of the GA Management Committee disclaims ownership of the ordinary shares except to the extent he or she has a pecuniary interest therein. The information required by General Instruction C to Schedule 13D is attached hereto as Schedule A and is hereby incorporated by reference. The present principal occupation or employment of each of the members of the GA Management Committee is as a managing director of GA LLC. The present principal occupation or employment of each of the directors of GAS HCM, GASF and GAS Interholdco is set forth on Schedule A.
 (d)-(e) None of the Reporting Persons and none of the individuals listed on Schedule A have, during the last five years, 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 was or is 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 3. Source and Amount of Funds or Other Consideration.
On June 25, 2020, GAS HCM entered into a Securities Subscription Agreement with the Company (the “Subscription Agreement”; a copy of which is attached hereto as Exhibit 2) to (i) purchase an aggregate of 20,000,000 newly issued ordinary shares from the Company, at price of US$5.00 per share, for an aggregate purchase price of US$100,000,000 in a private placement and (ii) acquire warrants to acquire an additional 16,666,670 ordinary shares, at an exercise price of US$6.00 per share (the “Warrants”). GAS HCM completed the acquisition of the securities in two closings on July 2, 2020 and July 3, 2020.
GAS HCM obtained the funds to purchase the ordinary shares from contributions from the GA Funds.
Item 4. Purpose of Transaction.
The Reporting Persons acquired the ordinary shares reported herein for investment purposes. Consistent with such purposes, the Reporting Persons may engage in communications with, without limitation, one or more shareholders of the Company, management of the Company, one or more members of the board of directors of the Company, and may make suggestions concerning the Company’s operations, prospects, business and financial strategies, strategic transactions, assets and liabilities, business and financing alternatives, the composition of the board of directors of the Company and such other matters as the Reporting Persons may deem relevant to their investment in the ordinary shares or the ADSs. The Reporting Persons expect that they will, from time to time, review their investment position in the ordinary shares or the Company and may, depending on the Company’s performance and other market conditions, increase or decrease their investment position in the ordinary shares or the ADSs. The Reporting Persons may, from time to time, make additional purchases of ordinary shares or ADSs either in the open market or in privately-negotiated transactions, depending upon the Reporting Persons’ evaluation of the Company’s business, prospects and financial condition, the market for the ordinary shares or the ADSs, other opportunities available to the Reporting Persons, general economic conditions, stock market conditions and other factors. Depending upon the factors noted above, the Reporting Persons may also decide to hold or dispose of all or part of their investments in the ordinary shares or the ADSs and/or enter into derivative transactions with institutional counterparties with respect to the Company’s securities, including the ordinary shares or the ADSs.

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 19 of 24


Under the Subscription Agreement, (i) following the initial acquisition of the ordinary shares, GAS HCM has the right, but not the obligation, to appoint a nominee to act as a management advisor to the Company, (ii) unless the Company has already voluntarily allowed an individual to act as a nonvoting observer to the board of directors on behalf of GAS HCM, if GAS HCM and its affiliates in the aggregate hold at least 4.625% of the issued and outstanding ordinary shares (either in the form of ordinary shares or ADSs) of the Company, GAS HCM has the right, but not the obligation, to appoint a nominee to act as a nonvoting observer to the board of directors, and (iii) unless the Company has already voluntarily allowed an individual to act as a member of the board of directors on behalf of GAS HCM, if GAS HCM and its affiliates in the aggregate hold at least 8.5% of the issued and outstanding ordinary shares (either in the form of ordinary shares or ADSs) of the Company, GAS HCM has the right, but not the obligation, to appoint a nominee to act as a non-executive director to the to the board of directors. Each of these rights are subject to further specified conditions as set forth in the Subscription Agreement.
Except as set forth in this Item 4 or Item 6 below, the Reporting Persons have no present plans or proposals that relate to, or that would result in, any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D of the Exchange Act.
Item 5. Interest in Securities of the Issuer.
(a) The percentages used herein are calculated based upon on an aggregate of 727,241,435 ordinary shares (690,574,675 ordinary shares issued and outstanding as represented by the Company in the Subscription Agreement plus 20,000,000 ordinary shares issued pursuant to the transactions in the Subscription Agreement and 16,666,670 ordinary shares issuable upon the full exercise of the Warrants as discussed in Item 3 above).
As of the date hereof, each of the Reporting Persons may be deemed to beneficially own 36,666,670 ordinary shares, or approximately 5.04% of the aggregate 727,241,435 ordinary shares.
By virtue of the fact that (i) GASF owns all of GAS HCM’s voting shares, (ii) GAS Interholdco owns a majority of GASF’s voting shares, (iii) the GA Funds contributed the capital to GAS Interholdco to fund GAS HCM’s purchases of the ordinary shares and acquisition of the Warrants and may direct GAS Interholdco with respect to its shares of GASF, (iv) GAP (Bermuda) Limited is the general partner of GenPar Bermuda and GenPar Bermuda is the general partner of GAP Bermuda IV and GAP Bermuda EU, (v) GAP Lux has appointed Carne Global Fund Management (Luxembourg) S.A. (the “AIFM”) as the alternative investment fund manager of GAP Lux pursuant to an alternative investment fund management agreement to undertake all functions required of an external alternative investment fund manager under the Luxembourg law of 12 July 2013 on alternative investment fund managers, as amended from time to time and GAP Lux has also entered into a delegated portfolio management and distribution agreement with the AIFM and General Atlantic Service Company, L.P. (“GASC”) in order to appoint GASC to act as the portfolio manager of GAP Lux, (vi) GA LLC is the managing member of GAPCO III, GAPCO IV and GAPCO V and is the general partner of GAPCO CDA, and (vii) the members of the GA Management Committee control the investment decisions of GAP (Bermuda) Limited, GA LLC and, with respect to GAP Lux, GASC, the Reporting Persons may be deemed to have the power to vote and direct the disposition of the ordinary shares owned of record by GAS HCM. As a result, as of the date hereof, each of the Reporting Persons may be deemed to beneficially own an aggregate of 36,666,670 ordinary shares, or approximately 5.04 % of the aggregate 727,241,435 ordinary shares as described above.

(b) Each of the Reporting Persons has the shared power to vote or direct the vote and the shared power to dispose or to direct the disposition of the 36,666,670 ordinary shares that may be deemed to be beneficially owned by each of them.
(c) Except as set forth in Item 3, or otherwise herein, to the knowledge of the Reporting Persons with respect to the persons named in response to Item 5(a), none of the persons named in response to Item 5(a) has effected any transactions in the 36,666,670 ordinary shares during the past 60 days.
(d) No person other than the persons listed is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any securities owned by any member of the group.

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 20 of 24


(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to the Issuer.
The information disclosed under Item 3 and Item 4 above is hereby incorporated by reference into this Item 6.
As noted in Item 3 above, on June 25, 2020, GAS HCM entered into the Subscription Agreement to purchase 20,000,000 ordinary shares and the Warrants to acquire an additional 16,666,670 ordinary shares from the Company.
During the one year period following July 2, 2020, under the agreed upon lock-up provision, GAS HCM and its affiliates are prohibited, without the prior consent of the Company, directly or indirectly, from disposing any newly issued ordinary shares, together with any ordinary shares, ADSs or ordinary share equivalents (any securities of the Company which would entitle the holder thereof to acquire at any time ordinary shares or ADSs, including, without limitation, any debt, preferred shares, rights, options, Warrants or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, ordinary Shares or ADSs). GAS HCM and its affiliates may, however, transfer any of the securities to their affiliates, provided that such affiliates are bound by the balance of the lock-up period.
As specified in the Subscription Agreement, the Company has an obligation to provide certain registration rights for GAS HCM, and the Company has agreed to file a prospectus supplement or a registration statement for that purpose.
Please see Item 5(a), which is hereby incorporated by reference. The GA Funds and the members of the GA Management Committee may, from time to time, consult among themselves and coordinate the voting and disposition of ordinary shares held of record by GAS HCM as well as such other action taken on behalf of the Reporting Persons with respect to the ordinary shares and the Warrants held by the Reporting Persons as they deem to be in the collective interest of the Reporting Persons.
The Reporting Persons entered into a Joint Filing Agreement on July 6, 2020 (the “Joint Filing Agreement”), pursuant to which they have agreed to file this Statement jointly in accordance with the provisions of Rule 13d‑1(k)(1) under the Exchange Act. A copy of the Joint Filing Agreement is attached hereto as Exhibit 1.
Except as described above or elsewhere in this Statement or incorporated by reference in this Statement, there are no contracts, arrangements, understandings or relationships (legal or otherwise) between the Reporting Persons or, to the best of their knowledge, any of the persons named in Schedule A hereto and any other person with respect to any securities of the Company, including, but not limited to, transfer or voting of any securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies.
Item 7. Materials to be Filed as Exhibits.
Exhibit 1:
Agreement relating to the filing of joint acquisition statements as required by Rule 13d‑1(k)(1) under the Exchange Act.
   
Exhibit 2:
Securities Subscription Agreement between Hutchison China MediTech Limited and General Atlantic Singapore HCM Pte. Ltd., dated as of June 25, 2020.



CUSIP No. 44842L103
 
SCHEDULE 13D
Page 21 of 24
 
 SIGNATURES
 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: July 6, 2020

 
GENERAL ATLANTIC SINGAPORE HCM PTE. LTD.
 
 
 
 
 
 
 
By:
/s/ Ong Yu Huat
 
 
 
Name:
Ong Yu Huat
 
 
 
Title:
Director
 
 
 
 
 
 
 
 
 
 
 
  GENERAL ATLANTIC SINGAPORE FUND PTE. LTD.  
         
  By:
/s/ Ong Yu Huat  
    Name:
Ong Yu Huat
 
    Title:
Director
 
         
         
 
GENERAL ATLANTIC SINGAPORE INTERHOLDCO LTD.
 
 
 
 
 
 
 
By:
/s/ Michael Gosk
 
 
 
Name:
Michael Gosk
 
 
 
Title:
Director
 
 
 
 
 
 

  GENERAL ATLANTIC PARTNERS (BERMUDA) IV, L.P.  
       
 
By:
General Atlantic GenPar (Bermuda), L.P., its General Partner
 
       
 
By: 
GAP (Bermuda) Limited, its General Partner
 
 
 
 
 
 
 
By:
/s/ Michael Gosk
 
 
 
Name:
Michael Gosk
 
 
 
Title:
Director
 
 

CUSIP No. 44842L103
 
SCHEDULE 13D
Page 22 of 24

 
GENERAL ATLANTIC PARTNERS (BERMUDA) EU, L.P.
 
 
 
 
 
 
By:
General Atlantic GenPar (Bermuda), L.P., its General Partner
 
       
 
By: 
GAP (Bermuda) Limited, its General Partner
 
 
 
 
 
 
 
By:
/s/ Michael Gosk
 
 
 
Name:
Michael Gosk
 
    Title:
Director
 
         

 
GENERAL ATLANTIC PARTNERS (LUX) SCSP, L.P.
 
 
 
 
 
 
 
By:
General Atlantic GenPar (Lux) SCSp, L.P., its General Partner
 
       
  By:
General Atlantic (Lux) S.à r.l., its General Partner
 
 
 
 
 
 
 
By:
/s/ Ingrid van der Hoorn
 
 
 
Name:
Ingrid van der Hoorn
 
 
 
Title:
Manager A
 
         
  By:
/s/ Peter Klinker
 
    Name:
Peter Klinker
 
 
 
Title:
Manager B
 
         
 
 
 
 
 
 
GENERAL ATLANTIC GENPAR (LUX) SCSP, L.P.
 
 
 
 
 
 
  By:
General Atlantic (Lux) S.à r.l., its General Partner
 
         
 
By:
/s/ Ingrid van der Hoorn
 
 
 
Name:
Ingrid van der Hoorn
 
 
 
Title:
Manager A
 
         
  By:
/s/ Peter Klinker
 
    Name:
Peter Klinker
 
    Title:
Manager B
 
 
 
 
 
 



CUSIP No. 44842L103
 
SCHEDULE 13D
Page 23 of 24
 
 
GENERAL ATLANTIC (LUX) S.À R.L.
 
 
 
 
 
 
 
By:
/s/ Ingrid van der Hoorn
 
 
 
Name:
Ingrid van der Hoorn
 
 
 
Title:
Manager A
 
         
  By:
/s/ Peter Klinker  
    Name:
Peter Klinker  
    Title:
Manager B
 
         
         
 
GENERAL ATLANTIC GENPAR (BERMUDA), L.P.
 
 
 
 
 
 
 
By:
GAP (Bermuda) Limited, its General Partner
 
 
 
 
 
 
 
By:
/s/ Michael Gosk
 
 
 
Name:
Michael Gosk
 
 
 
Title:
Director
 
 
 
 
 
 
 
 
 
 
 
 
GAP (BERMUDA) LIMITED
 
 
 
 
 
 
 
By:
/s/ Michael Gosk
 
 
 
Name:
Michael Gosk
 
 
 
Title:
Director
 
 
 
 
 
 
 
 
 
 
 
 
GENERAL ATLANTIC LLC
 
 
 
 
 
 
 
By:
/s/ Michael Gosk
 
 
 
Name:
Michael Gosk
 
 
 
Title:
Director
 
 
 
 
 
 
 
 
 
 
 
 
GAP COINVESTMENTS III, LLC
 
 
 
 
 
By:
General Atlantic LLC, its Managing Member
 
 
 
 
 
 
 
By:
/s/ Michael Gosk
 
 
 
Name:
Michael Gosk
 
 
 
Title:
Director
 
         
         


CUSIP No. 44842L103
 
SCHEDULE 13D
Page 24 of 24
 
  GAP COINVESTMENTS IV, LLC
 
         
  By:
General Atlantic LLC, its Managing Member  
         
  By:
/s/ Michael Gosk
 
    Name:
Michael Gosk
 
    Title:
Director
 
         
         
  GAP COINVESTMENTS V, LLC
 
         
  By:
General Atlantic LLC, its Managing Member  
         
  By:
/s/ Michael Gosk
 
    Name:
Michael Gosk
 
    Title:
Director
 
         

 
GAP COINVESTMENTS CDA, L.P.
 
 
 
 
 
 
 
By:
General Atlantic LLC, its Managing Member
 
 
 
 
 
 
 
By:
/s/ Michael Gosk
 
 
 
Name:
Michael Gosk
 
 
 
Title:
Director
 
 
 
 
 
 



SCHEDULE A
Members of the GA Management Committee (as of the date hereof)
Name
Business Address
Citizenship
William E. Ford
(Chief Executive Officer)
55 East 52nd Street
33rd Floor
New York, New York 10055
United States
Gabriel Caillaux
23 Savile Row
London W1S 2ET
United Kingdom
France
Andrew Crawford
55 East 52nd Street
33rd Floor
New York, New York 10055
United States
Martin Escobari
55 East 52nd Street
33rd Floor
New York, New York 10055
Bolivia and Brazil
Anton J. Levy
55 East 52nd Street
33rd Floor
New York, New York 10055
United States
Sandeep Naik
Level 19, Birla Aurora
Dr. Annie Besant Road
Worli, Mumbai 400 030
India
United States
Graves Tompkins
55 East 52nd Street
33rd Floor
New York, New York 10055
United States
Robbert Vorhoff
55 East 52nd Street
33rd Floor
New York, New York 10055
United States

Directors of General Atlantic Singapore Fund Pte. Ltd. and General Atlantic Singapore HCM Pte. Ltd.
(as of the date hereof)

Name
Business Address
Citizenship
Ong Yu Huat
Asia Square Tower 1
8 Marina View, #41-04
Singapore 018960
Malaysia
Izkandar Edward Heylett
Asia Square Tower 1
8 Marina View, #41-04
Singapore 018960
Malaysia


Schedule A – Page 1

Directors of General Atlantic Singapore Interholdco Ltd.
(as of the date hereof)

Name
Business Address
Citizenship
J. Frank Brown
55 East 52nd Street
33rd Floor
New York, New York 10055
United States
Michael Gosk
55 East 52nd Street
33rd Floor
New York, New York 10055
United States
Christopher G. Lanning
55 East 52nd Street
33rd Floor
New York, New York 10055
United States





Schedule A – Page 2