SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 1 )*

Luckin Coffee Inc.

(Name of Issuer)

American Depositary Shares, Each Representing Eight (8) Class A Ordinary Shares, Par Value US$0.000002 Per Share

(Title of Class of Securities)

54951L109  

(CUSIP Number)

January 9, 2020

(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)

X

Rule 13d-1(c)

☐

Rule 13d-1(d)

(Page 1 of 13 Pages)

1

NAME OF REPORTING PERSON

Lone Pine Capital LLC

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☐

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:

5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

        10,345,069 American Depositary Shares, Representing 82,760,552 Class A Ordinary Shares

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

        10,345,069 American Depositary Shares, Representing 82,760,552 Class A Ordinary Shares

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         10,345,069 American Depositary Shares, Representing 82,760,552 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)

       10.6%

12

TYPE OF REPORTING PERSON

       OO

1

NAME OF REPORTING PERSON

Lone Cypress, 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

0

6

SHARED VOTING POWER

      5,107,264 American Depositary Shares, Representing 40,858,112 Class A Ordinary Shares

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

        5,107,264 American Depositary Shares, Representing 40,858,112 Class A Ordinary Shares

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

  5,107,264 American Depositary Shares, Representing 40,858,112 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)

5.2%

12

TYPE OF REPORTING PERSON

OO

1

NAME OF REPORTING PERSON

David F. Craver

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☐

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States of America

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:

5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

 10,345,069 American Depositary Shares, Representing 82,760,552 Class A Ordinary Shares

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

10,345,069 American Depositary Shares, Representing 82,760,552 Class A Ordinary Shares

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10,345,069 American Depositary Shares, Representing 82,760,552 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)

10.6%

12

TYPE OF REPORTING PERSON

IN

NAME OF ISSUER

Luckin Coffee Inc. (the "Issuer")

Item 1(b).

ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES

17F BLOCK A, TEFANG PORTMAN TOWER

NO. 81 ZHANHONG ROAD, SIMING DISTRICT

XIAMEN, FUJIAN F4 361008

NAME OF PERSON FILING

This statement is filed by:

 

Lone Pine Capital LLC, a Delaware limited liability company ("Lone Pine Capital"), which serves as investment manager to Lone Spruce, L.P., a Delaware limited partnership ("Lone Spruce"), Lone Cascade, L.P., a Delaware limited partnership ("Lone Cascade"), Lone Sierra, L.P., a Delaware limited partnership ("Lone Sierra"), Lone Cypress, Ltd., a Cayman Islands exempted company ("Lone Cypress"), and Lone Monterey Master Fund, Ltd., a Cayman Islands exempted company ("Lone Monterey Master Fund", and together with Lone Spruce, Lone Cascade, Lone Sierra, Lone Cypress and Lone Monterey Master Fund, the "Lone Pine Funds"), with respect to the American Depositary Shares directly held by each of the Lone Pine Funds. Lone Pine Capital has the authority to dispose of and vote the shares of American Depositary Shares directly held by the Lone Pine Funds.

 

Lone Cypress, Ltd., a Cayman Islands exempted company.

 

David F. Craver ("Mr. Craver"), Brian F. Doherty ("Mr. Doherty"), Mala Gaonkar ("Ms. Gaonkar"), Kelly A. Granat ("Ms. Granat"), and Kerry A. Tyler ("Ms. Tyler"), each an Executive Committee Member of Lone Pine Managing Member LLC, which is the Managing Member of Lone Pine Capital, with respect to the American Depositary Shares directly held by each of the Lone Pine Funds.

 

Stephen F. Mandel, Jr. ("Mr. Mandel"), the Managing Member of Lone Pine Managing Member LLC, which is the Managing Member of Lone Pine Capital, with respect to the American Depositary Shares directly held by each of the Lone Pine Funds.

 

The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons".  Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. None of the Reporting Persons directly own any shares of American Depositary Shares.

Item 2(b).

ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE

The address of the business office of each of the Reporting Persons is Two Greenwich Plaza, Greenwich, Connecticut 06830.

Item 2(c).

CITIZENSHIP 

Lone Pine Capital is a limited liability company organized under the laws of the State of Delaware.  Mr. Craver, Mr. Doherty, Ms. Gaonkar, Ms. Granat, Mr. Mandel, Ms. Tyler are United States citizens. 

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;

(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)

☐

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

 

A.  Lone Pine Capital LLC, David F. Craver, Brian F. Doherty, Mala Gaonkar, Kelly A. Granat, Stephen F. Mandel, Jr. and Kerry A. Tyler

 

(a) Amount beneficially owned:  10,345,069 American Depositary Shares, Representing 82,760,552 Class A Ordinary Shares

(b) Percent of class: 10.6%.  The percentages set forth in this Item 4 and in the rest of this Schedule 13G/A are based upon a total of 775,087,728 Class A ordinary shares issued and outstanding by the Issuer as of January 10, 2020 in its Form 424B4 filed on January 10, 2020.

(c)(i) Sole power to vote or direct the vote: -0-

(ii) Shared power to vote or direct the vote:  10,345,069 American Depositary Shares, Representing 82,760,552 Class A Ordinary Shares

(iii) Sole power to dispose or direct the disposition: -0-

(iv) Shared power to dispose or direct the disposition:  10,345,069 American Depositary Shares, Representing 82,760,552 Class A Ordinary Shares

 

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.

CERTIFICATION

Each of the Reporting Persons hereby makes the following certification:

By signing below each Reporting Person certifies that, to the best of his or its 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.

 

 

 

 

 

By:  /s/ David F. Craver

 

 

David F. Craver, individually and as an

 

 

Executive Committee Member of Lone Pine Managing Member LLC,  as Managing Member of Lone Pine Capital LLC, which also serves as investment manager to Lone Cypress, Ltd.

By:  /s/ Brian F. Doherty