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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

 

(Amendment No.   )*

 

Luckin Coffee Inc.

(Name of Issuer)

 

Class A Ordinary Shares, par value US$0.000002

(Title of Class of Securities)

 

54951L109

(CUSIP Number)

 

May 17, 2019

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

□: Rule 13d-1(b)

☑: Rule 13d-1(c)

□: Rule 13d-1(d)

* 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.

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).

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*	Represented by 44,256,000 Class B Shares, each of which are convertible into one Class A Ordinary Share at any time by the holder thereof.

 

ITEM 1

(a)	Name of Issuer

 

Luckin Coffee Inc. (the “Issuer”)

(b)	Address of Issuer's Principal Executive Offices

17F Block A, Tefang Portman Tower

No. 81 Zhanhong Road

Siming District, Xiamen, Fujian

People’s Republic of China, 361008

 

ITEM 2

 

(a)	Names of Persons Filing

GIC Private Limited

GIC Special Investments Pte. Ltd.

Carob Investment Pte. Ltd.

 

(b)	Address of Principal Business Office or, if none, Residence

The address for GIC Private Limited, GIC Special Investments Pte. Ltd. and Carob Investment Pte. Ltd. is as follows:

168 Robinson Road

#37-01 Capital Tower

Singapore 068912

Republic of Singapore

 

(c)	Citizenship

GIC Private Limited – Republic of Singapore

GIC Special Investments Pte. Ltd. – Republic of Singapore

Carob Investment Pte. Ltd. – Republic of Singapore

 

(d)	Title of Class of Securities

Class A Ordinary Shares, par value US$0.000002 per share

(e)	CUSIP Number

54951L109

 

ITEM 3

If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Not applicable.

 

 

Carob Investment Pte. Ltd. shares the power to vote and the power to dispose of 44,256,000 Class B shares held directly by it with GIC Special Investments Pte. Ltd. and GIC Private Limited.  GIC Special Investments Pte. Ltd. is wholly owned by GIC Private Limited and is the private equity investment arm of GIC Private Limited.

GIC Private Limited is a fund manager and only has two clients – the Government of Singapore (“GoS”) and the Monetary Authority of Singapore (“MAS”).  Under the investment management agreement with GoS, GIC Private Limited has been given the sole discretion to exercise the voting rights attached to, and the disposition of, any shares managed on behalf of GoS.  As such, GIC Private Limited has the sole power to vote and power to dispose of the 1,551,392 Class A Shares beneficially owned by it.  GIC Private Limited shares power to vote and dispose of 448,608 Class A Shares beneficially owned by it with MAS.

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

Not applicable.

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.

ITEM 8          Identification and Classification of Members of the Group

Not applicable.

ITEM 9

Notice of Dissolution of Group

Not applicable.

 

ITEM 10

Certifications

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held 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.

 

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.

 

	June 3, 2019
	GIC PRIVATE LIMITED
	By:	/s/ Celine Loh Sze Ling
	Name:	Celine Loh Sze Ling
	Title:	Senior Vice President

 

	By:	/s/ Toh Tze Meng
	Name:	Toh Tze Meng
	Title:	Senior Vice President

 

LIST OF EXHIBITS

 

Exhibit No.		Description
A		Joint Filing Agreement

          

 

          

Exhibit A

Joint Filing Agreement

In accordance with Rule 13d-1(k) promulgated under the U.S. Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other reporting persons on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A Ordinary Shares, par value $0.000002 per share, of Luckin Coffee Inc., a Cayman Islands company, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of June 3, 2019.