Statistiche di base
| CIK | 1781753 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Youdao, Inc. - Depositary Receipt (Common Stock)
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2025 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China +86 |
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| August 14, 2025 |
Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] Piacente Financial Communications Helen Wu Tel: +86-10-6508-0677 E-mail: [email protected] In the United States: Piacente Financial Communications Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Repor |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2025 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China +86 05 |
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| May 15, 2025 |
Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] Piacente Financial Communications Helen Wu Tel: +86-10-6508-0677 E-mail: [email protected] In the United States: Piacente Financial Communications Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Repor |
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| April 15, 2025 |
EX-13.2 Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Youdao, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Yongwei Li, Vice President of Finance of the Company, certify, |
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| April 15, 2025 |
Exhibit 15.1 Date: April 15, 2025 To: Youdao, Inc. No. 399, Wangshang Road Binjiang District Hangzhou 310051 People’s Republic of China Dear Sir or Madam: We hereby consent to the reference to our firm in “Item 3. Key Information—Contractual Arrangements with the VIEs and the VIEs’ Respective Shareholders”, “Item 4. Information on the Company—4.C. Organizational Structure—Contractual Arrangements |
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| April 15, 2025 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 333-235688, No.333-271462) of Youdao, Inc. of our report dated April 15, 2025 relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in this Form 20-F. /s/ Pricewater |
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| April 15, 2025 |
EX-13.1 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Youdao, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Feng Zhou, Chief Executive Officer of the Company, certify, pu |
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| April 15, 2025 |
YOUDAO, INC. INSIDER TRADING POLICY (Adopted by the Board of Directors on November 17, 2020) Exhibit 11.2 YOUDAO, INC. INSIDER TRADING POLICY (Adopted by the Board of Directors on November 17, 2020) I. Introduction. Youdao, Inc. (the “Company”) has American depositary receipts, representing the Company’s ordinary shares, traded on the New York Stock Exchange (“NYSE”) in the United States. The laws of the U.S. prohibit “insider trading.” In view of the responsibilities and potential liabil |
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| April 15, 2025 |
EX-12.1 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Feng Zhou, certify that: 1. I have reviewed this annual report on Form 20-F of Youdao, Inc. (the “company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements |
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| April 15, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| April 15, 2025 |
EX-12.2 Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yongwei Li, certify that: 1. I have reviewed this annual report on Form 20-F of Youdao, Inc. (the “company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statement |
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| April 15, 2025 |
Youdao Filed 2024 Annual Report on Form 20-F Exhibit 99.1 Youdao Filed 2024 Annual Report on Form 20-F Hangzhou, China – April 15, 2025 – Youdao, Inc. (“Youdao” or the “Company”) (NYSE: DAO), an AI-powered solutions provider specializing in artificial intelligence applications for the learning and advertising verticals, today announced that the Company had filed its annual report on Form 20-F for the full year ended December 31, 2024 with th |
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| April 15, 2025 |
Exhibit 15.2 Our ref YCU/697248-000002/31431486v1 Youdao, Inc. No. 399, Wangshang Road Binjiang District Hangzhou 310051 People’s Republic of China 15 April 2025 Dear Sir and/or Madam Youdao, Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Youdao, Inc., an exempted limited liability company incorporated in the Cayman Islands (the “Company”), in connection with the f |
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| April 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2025 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China +86 |
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| February 20, 2025 |
EX-99.1 2 dp225079ex9901.htm EXHIBIT 99.1 Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] Piacente Financial Communications Helen Wu Tel: +86-10-6508-0677 E-mail: [email protected] In the United States: Piacente Financial Communications Brandi Piacente Tel: +1-212-481-2050 E-mail |
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| February 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China + |
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| November 26, 2024 |
As filed with the Securities and Exchange Commission on November 26, 2024 As filed with the Securities and Exchange Commission on November 26, 2024 Registration No. |
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| November 26, 2024 |
YOUDAO, INC. SECOND AMENDED AND RESTATED 2015 SHARE INCENTIVE PLAN Article I PURPOSE Exhibit 10.2 YOUDAO, INC. SECOND AMENDED AND RESTATED 2015 SHARE INCENTIVE PLAN Article I PURPOSE The purpose of this 2015 Share Incentive Plan (the “Plan”) is to promote the success and enhance the value of Youdao, Inc., an exempted company formed under the laws of the Cayman Islands (the “Company”) by linking the personal interests of the Directors, Employees, and Consultants to those of the sha |
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| November 14, 2024 |
Youdao, Inc. to Hold Annual General Meeting on December 12, 2024 Exhibit 99.1 Youdao, Inc. to Hold Annual General Meeting on December 12, 2024 Beijing, China – November 14, 2024 – Youdao, Inc. (“Youdao” or the “Company”) (NYSE: DAO), an intelligent learning company with industry-leading technology in China, today announced that it will hold its annual general meeting of shareholders (the "AGM") at its offices at Building No.7, West Zone, Zhongguancun Software P |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China + |
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| November 14, 2024 |
Exhibit 99.2 Youdao, Inc. (Incorporated in the Cayman Islands with limited liability) (NYSE Ticker: DAO) NOTICE OF ANNUAL GENERAL MEETING To be held on December 12, 2024 (or any adjourned or postponed meeting thereof) NOTICE IS HEREBY GIVEN that an annual general meeting (the “AGM”) of Youdao, Inc. (the “Company”) will be held at its offices at Building No.7, West Zone, Zhongguancun Software Park |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China + |
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| November 14, 2024 |
SC 13G/A 1 daoa10111424.htm ORBIS INVESTMENT MANAGEMENT LIMITED UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 10)* Youdao, Inc. (Name of Issuer) American Depositary Shares, each representing 1 Class A Ordinary Shares, par value US$0.0001 (Title of Class of Securities) 98741T104 (CUSIP Number) September |
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| November 14, 2024 |
Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] Piacente Financial Communications Helen Wu Tel: +86-10-6508-0677 E-mail: [email protected] In the United States: Piacente Financial Communications Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Repor |
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| August 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China +86 |
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| August 22, 2024 |
Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] Piacente Financial Communications Helen Wu Tel: +86-10-6508-0677 E-mail: [email protected] In the United States: Piacente Financial Communications Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Repor |
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| May 23, 2024 |
Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] Piacente Financial Communications Helen Wu Tel: +86-10-6508-0677 E-mail: [email protected] In the United States: Piacente Financial Communications Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Repor |
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| May 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China +86 05 |
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| April 25, 2024 |
Exhibit 15.1 Date: April 25, 2024 To: Youdao, Inc. No. 399, Wangshang Road Binjiang District Hangzhou 310051 People’s Republic of China Dear Sir or Madam: We hereby consent to the reference to our firm in “Item 3. Key Information—Contractual Arrangements with the VIEs and the VIEs’ Respective Shareholders”, “Item 4. Information on the Company—4.C. Organizational Structure—Contractual Arrangements |
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| April 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China +86 |
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| April 25, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-235688) and Form F-3 (No. 333-252936) of Youdao, Inc. of our report dated April 25, 2024 relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in this Form 20-F. |
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| April 25, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| April 25, 2024 |
EX-12.1 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Feng Zhou, certify that: 1. I have reviewed this annual report on Form 20-F of Youdao, Inc. (the “company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements |
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| April 25, 2024 |
Youdao Filed 2023 Annual Report on Form 20-F Exhibit 99.1 Youdao Filed 2023 Annual Report on Form 20-F Hangzhou, China – April 25, 2024 – Youdao, Inc. (“Youdao” or the “Company”) (NYSE: DAO), an intelligent learning company with industry-leading technology in China, today announced that the Company had filed its annual report on Form 20-F for the full year ended December 31, 2023 with the U.S. Securities and Exchange Commission. The annual r |
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| April 25, 2024 |
DATED September 12, 2023 USD300,000,000 REVOLVING LOAN FACILITY AGREEMENT YOUDAO, INC. NETEASE, INC. Exhibit 4.62 THE SYMBOL “[***]” OR “[REDACTED]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL DATED September 12, 2023 USD300,000,000 REVOLVING LOAN FACILITY AGREEMENT BETWEEN YOUDAO, INC. and NETEASE, INC. THIS FACILITY AGREEMENT is entered into |
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| April 25, 2024 |
EX-13.1 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Youdao, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Feng Zhou, Chief Executive Officer of the Company, certify, pu |
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| April 25, 2024 |
EX-13.2 Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Youdao, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Yongwei Li, Vice President of Finance of the Company, certify, |
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| April 25, 2024 |
YOUDAO, INC. COMPENSATION RECOUPMENT POLICY Exhibit 97.1 YOUDAO, INC. COMPENSATION RECOUPMENT POLICY This Compensation Recoupment Policy (the “Policy”) has been adopted by the Board of Directors (the “Board”) of Youdao, Inc. (the “Company”) on August 23, 2023. This Policy provides for the recoupment of certain executive compensation in the event of an accounting restatement resulting from material noncompliance with financial reporting requ |
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| April 25, 2024 |
EX-12.2 Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yongwei Li, certify that: 1. I have reviewed this annual report on Form 20-F of Youdao, Inc. (the “company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statement |
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| April 25, 2024 |
Exhibit 15.2 Our ref KKZ/697248-000002/28891650v1 Youdao, Inc. No. 399, Wangshang Road Binjiang District Hangzhou 310051 People’s Republic of China 25 April 2024 Dear Sir and/or Madam Youdao, Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Youdao, Inc., an exempted limited liability company incorporated in the Cayman Islands (the “Company”), in connection with the fi |
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| February 29, 2024 |
Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] Piacente Financial Communications Helen Wu Tel: +86-10-6508-0677 E-mail: [email protected] In the United States: Piacente Financial Communications Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Repor |
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| February 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2024 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China + |
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| February 14, 2024 |
SC 13G/A 1 daoa921424.htm ORBIS INVESTMENT MANAGEMENT LIMITED UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 9)* Youdao, Inc. (Name of Issuer) American Depositary Shares, each representing 1 Class A Ordinary Shares, par value US$0.0001 (Title of Class of Securities) 98741T104 (CUSIP Number) December 31, |
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| November 17, 2023 |
Youdao, Inc. to Hold Annual General Meeting on December 14, 2023 Exhibit 99.1 Youdao, Inc. to Hold Annual General Meeting on December 14, 2023 Beijing, China – November 17, 2023 – Youdao, Inc. (“Youdao” or the “Company”) (NYSE: DAO), an intelligent learning company with industry-leading technology in China, today announced that it will hold its annual general meeting of shareholders (the "AGM") at its offices at Building No.7, West Zone, Zhongguancun Software P |
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| November 17, 2023 |
Exhibit 99.2 Youdao, Inc. (Incorporated in the Cayman Islands with limited liability) (NYSE Ticker: DAO) NOTICE OF ANNUAL GENERAL MEETING To be held on December 14, 2023 (or any adjourned or postponed meeting thereof) NOTICE IS HEREBY GIVEN that an annual general meeting (the “AGM”) of Youdao, Inc. (the “Company”) will be held at its offices at Building No.7, West Zone, Zhongguancun Software Park |
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| November 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China + |
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| November 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China + |
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| November 16, 2023 |
Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] Piacente Financial Communications Helen Wu Tel: +86-10-6508-0677 E-mail: [email protected] In the United States: Piacente Financial Communications Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Repor |
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| August 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China +86 |
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| August 24, 2023 |
For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. |
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| August 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8)* Youdao, Inc. (Name of Issuer) American Depositary Shares, each representing 1 Class A Ordinary Shares, par value US$0.0001 (Title of Class of Securities) 98741T104 (CUSIP Number) July 31, 2023 (Date of Event which Requires Filing of this Statement) Check |
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| August 3, 2023 |
August 3, 2023 Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Youdao, Inc. Form 20-F for the Year Ended December 31, 2022 Filed April 27, 2023 File No. 001-39087 Attn: Division of Corporation Finance Office of Trade & Services VIA EDGAR Dear Jimmy McNamara and Jennifer Gowetski: This letter sets forth the responses of Youdao, Inc. |
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| May 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China +86 05 |
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| May 25, 2023 |
Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] Piacente Financial Communications Helen Wu Tel: +86-10-6508-0677 E-mail: [email protected] In the United States: Piacente Financial Communications Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Repor |
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| April 27, 2023 |
Youdao Filed 2022 Annual Report on Form 20-F EX-99.1 Exhibit 99.1 Youdao Filed 2022 Annual Report on Form 20-F Hangzhou, China – April 27, 2023 – Youdao, Inc. (“Youdao” or the “Company”) (NYSE: DAO), a leading technology-focused intelligent learning company in China, today announced that the Company had filed its annual report on Form 20-F for the full year ended December 31, 2022 with the U.S. Securities and Exchange Commission. The annual |
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| April 27, 2023 |
EX-4.59 Exhibit 4.59 THE SYMBOL “[***]” OR “[REDACTED]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL EQUITY PLEDGE AGREEMENT This Equity Pledge Agreement (this “Agreement”) is entered into by and among the following parties on January 1, 2022: (1 |
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| April 27, 2023 |
EX-4.52 Exhibit 4.52 THE SYMBOL “[***]” OR “[REDACTED]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL SHAREHOLDER VOTING RIGHT TRUST AGREEMENT This Shareholder Voting Right Trust Agreement (this “Agreement”) is entered into as of January 1, 2022 b |
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| April 27, 2023 |
Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of C |
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| April 27, 2023 |
EX-4.56 Exhibit 4.56 THE SYMBOL “[***]” OR “[REDACTED]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL OPERATING AGREEMENT This Operating Agreement (this “Agreement”) is entered into among the following parties in Beijing as of January 1, 2022: Par |
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| April 27, 2023 |
EX-4.54 Exhibit 4.54 THE SYMBOL “[***]” OR “[REDACTED]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL EQUITY PLEDGE AGREEMENT This Equity Pledge Agreement (this “Agreement”) is entered into by and among the following parties on January 1, 2022: (1 |
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| April 27, 2023 |
Exhibit 15.4 April 27, 2023 Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Youdao, Inc. Submission under the Item 16I(a) of Form 20-F Attn: Division of Corporation Finance Office of Trade & Services VIA EDGAR Dear Sir/Madam, In compliance with the Holding Foreign Companies Accountable Act, Youdao, Inc. (the “Company”) is submitting |
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| April 27, 2023 |
Filing Fee Table (filed herewith) EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Youdao, Inc. |
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| April 27, 2023 |
EX-4.2 Exhibit 4.2 YOUDAO, INC. 2023 SHARE INCENTIVE PLAN ARTICLE I PURPOSE The purpose of this 2023 Share Incentive Plan (the “Plan”) is to promote the success and enhance the value of Youdao, Inc., an exempted company formed under the laws of the Cayman Islands (the “Company”) by linking the personal interests of the Directors, Employees, and Consultants to those of the shareholders of the Compa |
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| April 27, 2023 |
EX-4.57 Exhibit 4.57 THE SYMBOL “[***]” OR “[REDACTED]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL SHAREHOLDER VOTING RIGHT TRUST AGREEMENT This Shareholder Voting Right Trust Agreement (this “Agreement”) is entered into as of January 1, 2022 b |
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| April 27, 2023 |
EX-4.60 Exhibit 4.60 THE SYMBOL “[***]” OR “[REDACTED]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL EXCLUSIVE PURCHASE OPTION AGREEMENT This Exclusive Purchase Option Agreement (this “Agreement”) is entered into as of January 1, 2022 among the f |
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| April 27, 2023 |
EX-4.61 Exhibit 4.61 THE SYMBOL “[***]” OR “[REDACTED]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL OPERATING AGREEMENT This Operating Agreement (this “Agreement”) is entered into among the following parties in Beijing as of January 1, 2022: Par |
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| April 27, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| April 27, 2023 |
EX-13.1 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Youdao, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Feng Zhou, Chief Executive Officer of the Company, certify, pu |
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| April 27, 2023 |
Exhibit 15.1 Date: April 27, 2023 To: Youdao, Inc. No. 399, Wangshang Road Binjiang District Hangzhou 310051 People’s Republic of China Dear Sir or Madam: We hereby consent to the reference to our firm in “Item 3. Key Information—Contractual Arrangements with the VIEs and the VIEs’ Respective Shareholders”, “Item 4. Information on the Company—4.C. Organizational Structure—Contractual Arrangements |
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| April 27, 2023 |
EX-4.58 Exhibit 4.58 THE SYMBOL “[***]” OR “[REDACTED]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL LOAN AGREEMENT This Loan Agreement (this “Agreement”) is entered into by and among the following parties on January 1, 2022: (1) Netease Youdao I |
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| April 27, 2023 |
Power of Attorney (included on the signature page of this Registration Statement) Form S-8 As filed with the Securities and Exchange Commission on April 27, 2023 Registration No. |
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| April 27, 2023 |
Consent of Maples and Calder (Hong Kong) LLP EX-15.2 Exhibit 15.2 Our ref KON/697248-000002/21823170v1 Youdao, Inc. No. 399, Wangshang Road Binjiang District Hangzhou 310051 People’s Republic of China 27 April 2023 Dear Sir and/or Madam Youdao, Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Youdao, Inc., an exempted limited liability company incorporated in the Cayman Islands (the “Company”), in connection with |
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| April 27, 2023 |
Consent of PricewaterhouseCoopers Zhong Tian LLP, Independent Registered Public Accounting Firm Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-235688) and Form F-3 (No. 333-252936) of Youdao, Inc. of our report dated April 27, 2023 relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in this Form 20-F. |
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| April 27, 2023 |
EX-4.51 Exhibit 4.51 THE SYMBOL “[***]” OR “[REDACTED]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL Cooperation Agreement Party A:Youdao (Guangzhou) Computer System Co., Ltd.(有道（广州）计算机系统有限公司) Address: Room 204, Building A, No.5, Siyun Road, Tian |
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| April 27, 2023 |
The 2023 Share Incentive Plan (filed herewith) EX-10.1 Exhibit 10.1 YOUDAO, INC. 2023 SHARE INCENTIVE PLAN ARTICLE I PURPOSE The purpose of this 2023 Share Incentive Plan (the “Plan”) is to promote the success and enhance the value of Youdao, Inc., an exempted company formed under the laws of the Cayman Islands (the “Company”) by linking the personal interests of the Directors, Employees, and Consultants to those of the shareholders of the Com |
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| April 27, 2023 |
EX-12.1 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Feng Zhou, certify that: 1. I have reviewed this annual report on Form 20-F of Youdao, Inc. (the “company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements |
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| April 27, 2023 |
EX-4.55 Exhibit 4.55 THE SYMBOL “[***]” OR “[REDACTED]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL EXCLUSIVE PURCHASE OPTION AGREEMENT This Exclusive Purchase Option Agreement (this “Agreement”) is entered into as of January 1, 2022 among the f |
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| April 27, 2023 |
EX-12.2 Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yongwei Li, certify that: 1. I have reviewed this annual report on Form 20-F of Youdao, Inc. (the “company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statement |
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| April 27, 2023 |
EX-4.53 Exhibit 4.53 THE SYMBOL “[***]” OR “[REDACTED]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL LOAN AGREEMENT This Loan Agreement (this “Agreement”) is entered into by and among the following parties on January 1, 2022: (1) Netease Youdao I |
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| April 27, 2023 |
EX-13.2 Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Youdao, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Yongwei Li, Vice President of Finance of the Company, certify, |
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| April 25, 2023 |
Exhibit 99.2 Youdao, Inc. (Incorporated in the Cayman Islands with limited liability) (NYSE Ticker: DAO) NOTICE OF ANNUAL GENERAL MEETING To be held on May 16, 2023 (or any adjourned or postponed meeting thereof) NOTICE IS HEREBY GIVEN that an annual general meeting (the “AGM”) of Youdao, Inc. (the “Company”) will be held at its offices at Building No.7, West Zone, Zhongguancun Software Park (Phas |
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| April 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission file number: 001-38423 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China +86 |
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| April 25, 2023 |
Youdao, Inc. to Hold Annual General Meeting on May 16, 2023 Exhibit 99.1 Youdao, Inc. to Hold Annual General Meeting on May 16, 2023 Beijing, China – April 25, 2023 – Youdao, Inc. (“Youdao” or the “Company”) (NYSE: DAO), a leading technology-focused intelligent learning company in China, today announced that it will hold its annual general meeting of shareholders (the “2022 AGM”) at its offices at Building No.7, West Zone, Zhongguancun Software Park (Phase |
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| February 23, 2023 |
EXHIBIT 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] The Piacente Group, Inc. Emilie Wu Tel: +86-21-6039-8363 E-mail: [email protected] In the United States: The Piacente Group, Inc. Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Reports Fourth Quarter |
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| February 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February, 2023. Commission file number 001-39087 Youdao, Inc. (Exact name of registrant as specified in its charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of Chi |
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| February 14, 2023 |
SC 13G/A 1 daoa721423.htm ORBIS INVESTMENT MANAGEMENT LIMITED UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7)* Youdao, Inc. (Name of Issuer) American Depositary Shares, each representing 1 Class A Ordinary Shares, par value US$0.0001 (Title of Class of Securities) 98741T104 (CUSIP Number) December 31, |
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| February 9, 2023 |
DAO / Youdao Inc. ADR / NetEase, Inc. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. 2) Youdao, Inc. (Name of Issuer) Class A ordinary shares, $0.0001 par value per share (Title of Class of Securities) 98741T104(1) (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of This Statement) Check the appropriate bo |
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| January 5, 2023 |
DAO / Youdao Inc. ADR / Coronation Asset Management (Pty) Ltd. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| November 30, 2022 |
Youdao, Inc. Announces Rescheduling of Annual General Meeting Exhibit 99.1 Youdao, Inc. Announces Rescheduling of Annual General Meeting Beijing, China ? November 30, 2022 ? Youdao, Inc. (?Youdao? or the ?Company?) (NYSE: DAO), a leading technology-focused intelligent learning company in China, today announced that due to the challenges related to the COVID-19 pandemic, it will postpone its previously announced annual general meeting of shareholders (the ?20 |
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| November 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November, 2022. Commission file number 001-39087 Youdao, Inc. (Exact name of registrant as specified in its charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of Chi |
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| November 17, 2022 |
Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] The Piacente Group, Inc. Emilie Wu Tel: +86-21-6039-8363 E-mail: [email protected] In the United States: The Piacente Group, Inc. Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Reports Third Quarter |
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| November 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November, 2022. Commission file number 001-39087 Youdao, Inc. (Exact name of registrant as specified in its charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of Chi |
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| November 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November, 2022. Commission file number 001-39087 Youdao, Inc. (Exact name of registrant as specified in its charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of Chi |
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| November 3, 2022 |
EXHIBIT 99.2 Youdao, Inc. (Incorporated in the Cayman Islands with limited liability) (NYSE Ticker: DAO) NOTICE OF ANNUAL GENERAL MEETING To be held on December 1, 2022 (or any adjourned or postponed meeting thereof) NOTICE IS HEREBY GIVEN that an annual general meeting (the ?AGM?) of Youdao, Inc. (the ?Company?) will be held at its offices at Building No.7, West Zone, Zhongguancun Software Park ( |
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| November 3, 2022 |
Youdao, Inc. to Hold Annual General Meeting on December 1, 2022 EXHIBIT 99.1 Youdao, Inc. to Hold Annual General Meeting on December 1, 2022 Beijing, China ? November 3, 2022 ? Youdao, Inc. (?Youdao? or the ?Company?) (NYSE: DAO), a leading technology-focused intelligent learning company in China, today announced that it will hold its annual general meeting of shareholders (the "AGM") at its offices at Building No.7, West Zone, Zhongguancun Software Park (Phas |
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| September 23, 2022 |
CORRESP 1 filename1.htm September 23, 2022 Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Youdao, Inc. Form 20-F for the Year Ended December 31, 2021 Filed April 28, 2022 File No. 001-39087 Attn: Division of Corporation Finance Office of Trade & Services VIA EDGAR Dear Nicholas Nalbantian and Mara Ransom: This letter sets forth the |
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| September 19, 2022 |
September 19, 2022 VIA EDGAR Division of Corporation Finance Office of Trade & Services U. |
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| September 9, 2022 |
September 9, 2022 Division of Corporation Finance Office of Trade & Services U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Youdao, Inc. Post-Effective Amendment No. 5 to Form F-3 Filed August 26, 2022 File No. 333-252936 Attn: Division of Corporation Finance Office of Trade & Services VIA EDGAR Dear Nicholas Nalbantian and Mara Ransom: This letter sets forth the |
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| September 9, 2022 |
As filed with the Securities and Exchange Commission on September 9, 2022 Table of Contents As filed with the Securities and Exchange Commission on September 9, 2022 Registration No. |
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| August 26, 2022 |
As filed with the Securities and Exchange Commission on August 26, 2022 Table of Contents As filed with the Securities and Exchange Commission on August 26, 2022 Registration No. |
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| August 26, 2022 |
August 26, 2022 Division of Corporation Finance Office of Trade & Services U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Youdao, Inc. Post-Effective Amendment No. 4 to Form F-3 Filed July 26, 2022 File No. 333-252936 Attn: Division of Corporation Finance Office of Trade & Services VIA EDGAR Dear Nicholas Nalbantian and Mara Ransom: This letter sets forth the res |
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| August 18, 2022 |
6-K 1 dp1788506k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August, 2022. Commission file number 001-39087 Youdao, Inc. (Translation of registrant’s name into English) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, Peo |
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| August 18, 2022 |
Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] The Piacente Group, Inc. Emilie Wu Tel: +86-21-6039-8363 E-mail: [email protected] In the United States: The Piacente Group, Inc. Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Reports Second Quarter |
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| July 26, 2022 |
As filed with the Securities and Exchange Commission on July 26, 2022 Table of Contents As filed with the Securities and Exchange Commission on July 26, 2022 Registration No. |
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| July 26, 2022 |
July 26, 2022 Division of Corporation Finance Office of Trade & Services U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Youdao, Inc. Post-Effective Amendment No. 3 to Form F-3 Filed June 14, 2022 File No. 333-252936 Attn: Division of Corporation Finance Office of Trade & Services VIA EDGAR Dear Nicholas Nalbantian and Mara Ransom: This letter sets forth the respo |
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| June 14, 2022 |
June 14, 2022 Division of Corporation Finance Office of Trade & Services U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Youdao, Inc. Post-Effective Amendment No. 2 to the Registration Statement on Form F-3 Filed April 28, 2022 File No. 333-252936 Attn: Division of Corporation Finance Office of Trade & Services VIA EDGAR Dear Stacey K. Peikin and Mara Ransom: This |
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| June 14, 2022 |
As filed with the Securities and Exchange Commission on June 14, 2022 POS AM 1 d367099dposam.htm POST-EFFECTIVE AMENDMENT NO. 3 TO FORM F-3 Table of Contents As filed with the Securities and Exchange Commission on June 14, 2022 Registration No. 333-252936 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 3 to FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Youdao, Inc. (Exact Name of Registrant as Specified in It |
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| May 24, 2022 |
Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] The Piacente Group, Inc. Emilie Wu Tel: +86-21-6039-8363 E-mail: [email protected] In the United States: The Piacente Group, Inc. Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Reports First Quarter |
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| May 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May, 2022. Commission file number 001-39087 Youdao, Inc. (Translation of registrant?s name into English) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China +86 0571- |
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| May 9, 2022 |
May 9, 2022 Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Youdao, Inc. Form 20-F for the Year Ended December 31, 2020 Filed April 28, 2021 Correspondence submitted March, 29, 2022 File No. 001-39087 Attn: Division of Corporation Finance Office of Trade & Services VIA EDGAR Dear Amy Geddes and Lyn Shenk: This letter sets forth the |
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| April 28, 2022 |
As filed with the Securities and Exchange Commission on April 28, 2022 Table of Contents As filed with the Securities and Exchange Commission on April 28, 2022 Registration No. |
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| April 28, 2022 |
Consent of Maples and Calder (Hong Kong) LLP Exhibit 15.2 Our ref KKZ/697248-000002/19042425v1 Youdao, Inc. No. 399, Wangshang Road Binjiang District Hangzhou 310051 People?s Republic of China April 28, 2022 Dear Sir and/or Madam Youdao, Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Youdao, Inc., an exempted limited liability company incorporated in the Cayman Islands (the ?Company?), in connection with the fil |
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| April 28, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| April 28, 2022 |
Calculation of Filing Fee Table Exhibit 107 Calculation of Filing Fee Tables Post?Effective Amendment to Form F?3ASR (Form Type) Youdao, Inc. |
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| April 28, 2022 |
As filed with the Securities and Exchange Commission on April 28, 2022 Table of Contents As filed with the Securities and Exchange Commission on April 28, 2022 Registration No. |
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| April 28, 2022 |
EX-12.2 Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yongwei Li, certify that: 1. I have reviewed this annual report on Form 20-F of Youdao, Inc. (the “company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statement |
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| April 28, 2022 |
EX-13.2 Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Youdao, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Yongwei Li, Vice President of Finance of the Company, certify, |
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| April 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April, 2022 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China +86 |
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| April 28, 2022 |
EX-13.1 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Youdao, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Feng Zhou, Chief Executive Officer of the Company, certify, pu |
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| April 28, 2022 |
Exhibit 15.1 To: Youdao, Inc. Date: April 28, 2022 No. 399, Wangshang Road Binjiang District Hangzhou 310051 People?s Republic of China Dear Sir or Madam: We hereby consent to the reference to our firm in ?Item 3. Key Information?Contractual Arrangements with the VIEs and the VIEs? Respective Shareholders?, ?Item 4. Information on the Company?4.C. Organizational Structure?Contractual Arrangements |
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| April 28, 2022 |
Exhibit 4.49 THE SYMBOL ?[***]? OR ?[REDACTED]? DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL DATED 1 April 2021 USD300,000,000 REVOLVING LOAN FACILITY AGREEMENT BETWEEN YOUDAO, INC. and NETEASE, INC. THIS FACILITY AGREEMENT is entered into on 1 A |
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| April 28, 2022 |
Consent of PricewaterhouseCoopers Zhong Tian LLP, Independent Registered Public Accounting Firm Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-235688) and Form F-3 (No. 333-252936) of Youdao, Inc. of our report dated April 28, 2022 relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in this Form 20-F. |
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| April 28, 2022 |
EX-12.1 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Feng Zhou, certify that: 1. I have reviewed this annual report on Form 20-F of Youdao, Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements |
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| April 28, 2022 |
Youdao Filed 2021 Annual Report on Form 20-F Exhibit 99.1 Youdao Filed 2021 Annual Report on Form 20-F Hangzhou, China ? April 28, 2022 ? Youdao, Inc. (?Youdao? or the ?Company?) (NYSE: DAO), a leading technology-focused intelligent learning company in China, today announced that the Company had filed its annual report on Form 20-F for the full year ended December 31, 2021 with the U.S. Securities and Exchange Commission. The annual report i |
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| March 29, 2022 |
CORRESP 1 filename1.htm March 29, 2022 Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Youdao, Inc. Form 20-F for the Year Ended December 31, 2020 Filed April 28, 2021 Form 6-K Furnished to the U.S. Securities & Exchange Commission on August 19, 2021 File No. 001-39087 Attn: Division of Corporation Finance Office of Trade & Services |
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| February 24, 2022 |
EXHIBIT 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] The Piacente Group, Inc. Emilie Wu Tel: +86-21-6039-8363 E-mail: [email protected] In the United States: The Piacente Group, Inc. Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Reports Fourth Quarter |
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| February 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2022 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China + |
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| February 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6)* Youdao, Inc. (Name of Issuer) American Depositary Shares, each representing 1 Class A Ordinary Shares, par value US$0.0001 (Title of Class of Securities) 98741T104 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) C |
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| February 11, 2022 |
DAO / Youdao Inc. ADR / NetEase, Inc. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. 1) Youdao, Inc. (Name of Issuer) Class A ordinary shares, $0.0001 par value per share (Title of Class of Securities) 98741T104(1) (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate bo |
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| February 10, 2022 |
DAO / Youdao Inc. ADR / Coronation Asset Management (Pty) Ltd. Passive Investment SC 13G/A 1 coronation-dao123121a2.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Youdao, Inc. (Name of Issuer) American depositary shares, each ADS represents one Class A ordinary share, par value US$0.0001 per share (Title of Class of Securities) 98741T104 (CUSIP Number) December 31, 2021 (Date |
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| December 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* Youdao, Inc. (Name of Issuer) American Depositary Shares, each representing 1 Class A Ordinary Shares, par value US$0.0001 (Title of Class of Securities) 98741T104 (CUSIP Number) November 30, 2021 (Date of Event which Requires Filing of this Statement) C |
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| November 17, 2021 |
Youdao to be Added to MSCI China All Shares Small Cap Index Exhibit 99.1 Youdao to be Added to MSCI China All Shares Small Cap Index Hangzhou, China ? November 17, 2021 ? Youdao, Inc. (?Youdao? or the ?Company?) (NYSE: DAO), a leading intelligent learning company in China, announced today that the Company?s stock will be added to the MSCI China All Shares Small Cap Index, effective as of market close on November 30, 2021. The MSCI China Small Cap Index is |
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| November 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China + |
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| November 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China + |
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| November 16, 2021 |
Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] The Piacente Group, Inc. Emilie Wu Tel: +86-21-6039-8363 E-mail: [email protected] In the United States: The Piacente Group, Inc. Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Reports Third Quarter |
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| November 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China + |
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| November 1, 2021 |
Youdao, Inc. to Hold Annual General Meeting on December 9, 2021 Exhibit 99.1 Youdao, Inc. to Hold Annual General Meeting on December 9, 2021 Beijing, China ? November 1, 2021 ? Youdao, Inc. (?Youdao? or the ?Company?) (NYSE: DAO), a leading intelligent learning company in China, today announced that it will hold its annual general meeting of shareholders (the "AGM") at its offices at Building No.7, West Zone, Zhongguancun Software Park (Phase II), No.10 Xibeiw |
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| October 22, 2021 |
Taxation Scenario(1) Statutory Tax and Standard Rates October 22, 2021 Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Youdao, Inc. Form 20-F for the Year Ended December 31, 2020 Filed April 28, 2021 Form 6-K Furnished to the U.S. Securities & Exchange Commission on August 19, 2021 File No. 001-39087 Attn: Division of Corporation Finance Office of Trade & Services VIA EDGAR Dear Amy Ge |
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| September 30, 2021 |
Exhibit 99.1 Youdao Announces Plan to Dispose of its Academic AST Business Hangzhou, China ? September 30, 2021 - Youdao, Inc. (?Youdao? or the ?Company?) (NYSE: DAO), a leading intelligent learning company in China, today announced its plan to dispose of its after-school tutoring services for academic subjects included in China?s compulsory education system (the ?Academic AST Business?), as part |
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| September 30, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China |
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| September 30, 2021 |
Davis Polk & Wardwell Hong Kong Solicitors The Hong Kong Club Building 3A Chater Road Hong Kong davispolk. |
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| August 31, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China +86 |
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| August 31, 2021 |
Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] The Piacente Group, Inc. Emilie Wu Tel: +86-21-6039-8363 E-mail: [email protected] In the United States: The Piacente Group, Inc. Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Reports Second Quarter |
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| August 19, 2021 |
Hangzhou, China – August 19, 2021 – Youdao, Inc. (“ Exhibit 99.1 Youdao Provides Further Update on Regulatory Development Hangzhou, China ? August 19, 2021 ? Youdao, Inc. (?Youdao? or the ?Company?) (NYSE: DAO), a leading intelligent learning company in China, noted that the Beijing Municipality Government and the Beijing Municipal Committee of the Communist Party of China jointly issued the Beijing Municipality's Measures to Further Reduce the Bur |
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| August 19, 2021 |
6-K 1 dp1564946k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, |
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| July 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2021 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China +86 0 |
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| July 26, 2021 |
Youdao Provides Update on PRC Regulatory Policy Exhibit 99.1 Youdao Provides Update on PRC Regulatory Policy Hangzhou, China ? July 26, 2021 ? Youdao, Inc. (?Youdao? or the ?Company?) (NYSE: DAO), a leading intelligent learning company in China, noted that the General Office of the Communist Party of China Central Committee and the General Office of the State Council jointly issued a set of guidelines on July 24, 2021, aiming to ease the burden |
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| May 18, 2021 |
YOUDAO, INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (RMB and USD in thousands) Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8163 ext. 89980 E-mail: [email protected] The Piacente Group, Inc. Emilie Wu Tel: +86-21-6039-8363 E-mail: [email protected] In the United States: The Piacente Group, Inc. Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Reports First Quarter |
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| May 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2021 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China +86 05 |
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| April 28, 2021 |
Consent of PricewaterhouseCoopers Zhong Tian LLP, Independent Registered Public Accounting Firm EX-15.3 Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-235688) and Form F-3 (No. 333-252936) of Youdao, Inc. of our report dated April 28, 2021 relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in this For |
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| April 28, 2021 |
EX-15.1 Exhibit 15.1 TIAN YUAN LAW FIRM 10/F, CPIC Plaza, 28 Fengsheng Lane, Xicheng District Beijing 100032, P. R. China Tel: (8610) 5776-3888; Fax: (8610) 5776-3777 Date: April 28, 2021 No. 399, Wangshang Road Binjiang District Hangzhou 310051 People’s Republic of China Dear Sir or Madam: We hereby consent to the reference to our firm in “Item 4. Information on the Company—4.C. Organizational St |
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| April 28, 2021 |
EX-12.1 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Feng Zhou, certify that: 1. I have reviewed this annual report on Form 20-F of Youdao, Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements |
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| April 28, 2021 |
Exhibit 12.2 Certification by the Principal Accounting Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yongwei Li, certify that: 1. I have reviewed this annual report on Form 20-F of Youdao, Inc. (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, |
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| April 28, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| April 28, 2021 |
Exhibit 13.2 Certification by the Principal Accounting Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Youdao Inc. (the ?Company?) on Form 20-F for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Yongwei Li, Vice President of Finance of the Company, certify, pursuan |
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| April 28, 2021 |
Current Report of Foreign Issuer - FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2021 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China +86 |
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| April 28, 2021 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Youdao, Inc. (the ?Company?) on Form 20-F for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Feng Zhou, Chief Executive Officer of the Company, certify, pursuant t |
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| April 28, 2021 |
Consent of Maples and Calder (Hong Kong) LLP EX-15.2 Exhibit 15.2 Our ref KKZ/697248-000002/19042425v1 Youdao, Inc. No. 399, Wangshang Road Binjiang District Hangzhou 310051 People’s Republic of China April 28, 2021 Dear Sir and/or Madam Youdao, Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Youdao, Inc., an exempted limited liability company incorporated in the Cayman Islands (the “Company”), in connection with |
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| April 28, 2021 |
Youdao Filed 2020 Annual Report on Form 20-F Exhibit 99.1 Youdao Filed 2020 Annual Report on Form 20-F Hangzhou, China ? April 28, 2021 ? Youdao, Inc. (?Youdao? or the ?Company?) (NYSE: DAO), a leading intelligent learning company in China, today announced that the Company had filed its annual report on Form 20-F for the full year ended December 31, 2020 with the U.S. Securities and Exchange Commission. The annual report is available on the |
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| March 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Youdao, Inc. (Name of Issuer) American Depositary Shares, each representing 1 Class A Ordinary Shares, par value US$0.0001 (Title of Class of Securities) 98741T104 (CUSIP Number) February 28, 2021 (Date of Event which Requires Filing of this Statement) C |
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| February 25, 2021 |
YOUDAO, INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (RMB and USD in thousands) Exhibit 99.1 For investor and media inquiries, please contact: In China: Jeffrey Wang Youdao, Inc. Tel: +86-10-8255-8963 E-mail: [email protected] The Piacente Group, Inc. Emilie Wu Tel: +86-21-6039-8363 E-mail: [email protected] In the United States: The Piacente Group, Inc. Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Reports Fourth Quarter and Fiscal |
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| February 25, 2021 |
Current Report of Foreign Issuer - FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2021 Commission file number: 001-38423 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China + |
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| February 23, 2021 |
Exhibit 99.1 JOINT FILING STATEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A ordinary shares, par value $0.0001 per share, of Youdao, Inc., a company organized under the laws o |
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| February 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Youdao, Inc. (Name of Issuer) Class A ordinary shares, $0.0001 par value per share (Title of Class of Securities) 98741T104(1) (CUSIP Number) William Lei Ding NetEase Building, No. 599 Wangshang Road, Binjiang District, Hangzhou, 310052 People’s Republic |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Youdao, Inc. (Name of Issuer) American Depositary Shares, each representing 1 Class A Ordinary Shares, par value US$0.0001 (Title of Class of Securities) 98741T104 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) C |
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| February 16, 2021 |
Current Report of Foreign Issuer - FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2021 Commission file number: 001-38423 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China + |
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| February 16, 2021 |
EX-99.1 2 d340671dex991.htm EX-99.1 Exhibit 99.1 Youdao Announces Closing of Follow-on Public Offering of American Depositary Shares HANGZHOU, China, February 16, 2021 – Youdao, Inc. (“Youdao” or the “Company”) (NYSE:DAO), a leading intelligent learning company in China, today announced the closing of its public offering of 7,000,000 American Depositary Shares (“ADSs”), each representing one ordin |
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| February 11, 2021 |
EX-99.1 Exhibit 99.1 7,000,000 American Depositary Shares Youdao, Inc. Representing 7,000,000 Class A Ordinary Shares, Par Value US$0.0001 Per Share UNDERWRITING AGREEMENT February [●], 2021 China International Capital Corporation Hong Kong Securities Limited 29th Floor, One International Finance Centre 1 Harbour View Street Central, Hong Kong Citigroup Global Markets Inc. 388 Greenwich Street New |
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| February 11, 2021 |
EX-99.1 Exhibit 99.1 Youdao Announces Pricing of Follow-on Public Offering of American Depositary Shares HANGZHOU, China, February 11, 2021 – Youdao, Inc. (“Youdao” or the “Company”) (NYSE:DAO), a leading intelligent learning company in China, today announced the pricing of a public offering of 7,000,000 American Depositary Shares (“ADSs”), each representing one ordinary share of the Company, at a |
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| February 11, 2021 |
Current Report of Foreign Issuer - FORM 6-K Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2021 Commission file number: 001-38423 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic o |
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| February 11, 2021 |
Current Report of Foreign Issuer - FORM 6-K Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2021 Commission file number: 001-38423 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic o |
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| February 11, 2021 |
424(B)(5) Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-252936 CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered(1) Amount to be registered(2) Offering price per share(3) Aggregate offering price(3) Amount of registration fee(3) Class A ordinary shares, par value $0.0001 per share 8,050,000 US$34.00 US$273,700,000 US$29,860.67 (1) The Clas |
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| February 10, 2021 |
Current Report of Foreign Issuer - FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2021 Commission file number: 001-38423 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China + |
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| February 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 10, 2021 |
SUBJECT TO COMPLETION, DATED February 10, 2021 424(B)(5) Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-252936 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLE |
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| February 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Youdao, Inc. (Name of Issuer) American Depositary Shares, each representing 1 Class A Ordinary Shares, par value US$0.0001 (Title of Class of Securities) 98741T104 (CUSIP Number) January 31, 2021 (Date of Event which Requires Filing of this Statement) Ch |
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| February 10, 2021 |
EX-99.2 Exhibit 99.2 Non-GAAP Financial Measure We consider and use non-GAAP financial measures, such as gross billings and non-GAAP net income/(loss) attributable to the Company’s ordinary shareholders and non-GAAP basic and diluted earnings/(loss) per ADS, as supplemental metrics in reviewing and assessing its operating performance and formulating its business plan. We define gross billings for |
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| February 10, 2021 |
Form F-3 Table of Contents As filed with the Securities and Exchange Commission on February 10, 2021 REGISTRATION NO. |
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| February 10, 2021 |
Current Report of Foreign Issuer - FORM 6-K Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2021 Commission file number: 001-38423 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic o |
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| February 10, 2021 |
Exhibit 99.1 INDEX TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Unaudited Interim Condensed Consolidated Balance Sheets as of December 31, 2019 and September 30, 2020 F-2 Unaudited Interim Condensed Consolidated Statements of Operations and Comprehensive Loss for the nine months ended September 30, 2019 and 2020 F-4 Unaudited Interim Condensed Consolidated Statements of Changes |
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| February 10, 2021 |
EX-99.1 Exhibit 99.1 Youdao Announces Proposed Follow-on Public Offering of American Depositary Shares HANGZHOU, China, February 10, 2021 – Youdao, Inc. (“Youdao” or the “Company”) (NYSE:DAO), a leading intelligent learning company in China, today announced that it intends to offer and sell 7,000,000 American Depositary Shares (“ADSs”), each representing one ordinary share of the Company, subject |
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| February 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Youdao Inc (Name of Issuer) American Depositary Shares (Title of Class of Securities) 98741T104 (CUSIP Number) December 31, 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 |
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| December 9, 2020 |
DAO / Youdao Inc. ADR / Coronation Asset Management (Pty) Ltd. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| November 19, 2020 |
YOUDAO, INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (RMB and USD in thousands) Exhibit 99.1 For investor and media inquiries, please contact: In China: Regina Wang Youdao, Inc. Tel: +86-10-8255-8963 E-mail: [email protected] The Piacente Group, Inc. Emilie Wu Tel: +86-21-6039-8363 E-mail: [email protected] In the United States: The Piacente Group, Inc. Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Reports Third Quarter 2020 Unaudit |
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| November 19, 2020 |
Current Report of Foreign Issuer - FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2020 Commission file number: 001-38423 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China + |
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| November 18, 2020 |
Exhibit 99.2 Youdao, Inc. (Incorporated in the Cayman Islands with limited liability) (NYSE Ticker: DAO) NOTICE OF ANNUAL GENERAL MEETING To be held on December 3, 2020 (or any adjourned or postponed meeting thereof) NOTICE IS HEREBY GIVEN that an annual general meeting (the ?AGM?) of Youdao, Inc. (the ?Company?) will be held at its offices at Building No.7, West Zone, Zhongguancun Software Park ( |
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| November 18, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2020 Commission file number: 001-38423 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China + |
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| November 18, 2020 |
Youdao, Inc. to Hold Annual General Meeting on December 3, 2020 Exhibit 99.1 Youdao, Inc. to Hold Annual General Meeting on December 3, 2020 Beijing, China ? November 18, 2020 ? Youdao, Inc. (?Youdao? or the ?Company?) (NYSE: DAO), a leading intelligent learning company in China, today announced that it will hold its annual general meeting of shareholders (the "AGM") at its offices at Building No.7, West Zone, Zhongguancun Software Park (Phase II), No.10 Xibei |
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| November 4, 2020 |
KY:98741T104 / YOUDAO INC ADR / NetEase, Inc. - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. ) Youdao, Inc. (Name of Issuer) Class A ordinary shares, $0.0001 par value per share (Title of Class of Securities) 98741T104(1) (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of This Statement) Check the appropriate box |
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| October 13, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Youdao, Inc. (Name of Issuer) American Depositary Shares, each representing 1 Class A Ordinary Shares, par value US$0.0001 (Title of Class of Securities) 98741T104 (CUSIP Number) October 30, 2020 (Date of Event which Requires Filing of this Statement) Ch |
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| September 1, 2020 |
Youdao Reports Summer Business Updates Exhibit 99.1 Youdao Reports Summer Business Updates Beijing, China – September 1, 2020 – Youdao, Inc. (“Youdao” or the “Company”) (NYSE: DAO), a leading intelligent learning company in China, today announced its summer business updates. Summer Business Updates Summer is a popular season for Chinese students to enroll in after-school tutoring courses for the coming academic year. Today, the Company |
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| September 1, 2020 |
Current Report of Foreign Issuer - FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2020 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China |
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| August 13, 2020 |
YOUDAO, INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (RMB and USD in thousands) Exhibit 99.1 For investor and media inquiries, please contact: In China: Pei Du Youdao, Inc. Tel: +86-10-8255-8907 E-mail: [email protected] The Piacente Group, Inc. Emilie Wu Tel: +86-21-6039-8363 E-mail: [email protected] In the United States: The Piacente Group, Inc. Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Reports Second Quarter 2020 Unaudited F |
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| August 13, 2020 |
Current Report of Foreign Issuer - FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2020 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China +86 |
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| May 20, 2020 |
YOUDAO, INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (RMB and USD in thousands) Exhibit 99.1 For investor and media inquiries, please contact: In China: Pei Du Youdao, Inc. Tel: +86-10-8255-8907 E-mail: [email protected] The Piacente Group, Inc. Emilie Wu Tel: +86-21-6039-8363 E-mail: [email protected] In the United States: The Piacente Group, Inc. Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Reports First Quarter 2020 Unaudited Fi |
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| May 20, 2020 |
Current Report of Foreign Issuer - FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2020 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China +86 05 |
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| April 29, 2020 |
Youdao Filed 2019 Annual Report on Form 20-F Exhibit 99.1 Youdao Filed 2019 Annual Report on Form 20-F Hangzhou, China – April 29, 2020 – Youdao, Inc. (“Youdao” or the “Company”) (NYSE: DAO), a leading intelligent learning company in China, today announced that the Company had filed its annual report on Form 20-F for the full year ended December 31, 2019 with the U.S. Securities and Exchange Commission. The annual report is available on the |
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| April 29, 2020 |
EX-12.2 Exhibit 12.2 Certification by the Principal Accounting Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yongwei Li, certify that: 1. I have reviewed this annual report on Form 20-F of Youdao, Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statemen |
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| April 29, 2020 |
EX-15.1 Exhibit 15.1 TIAN YUAN LAW FIRM 10/F, CPIC Plaza, 28 Fengsheng Lane, Xicheng District Beijing 100032, P. R. China Tel: (8610) 5776-3888; Fax: (8610) 5776-3777 Date: April 29, 2020 No. 399, Wangshang Road Binjiang District Hangzhou 310051 People’s Republic of China Dear Sir or Madam: We hereby consent to the reference to our firm in “Item 4. Information on the Company—4.C. Organizational St |
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| April 29, 2020 |
EX-13.1 Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Youdao, Inc. (the “Company”) on Form 20-F for the year ended December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Feng Zhou, Chief Executive Officer of the Company, certify, pu |
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| April 29, 2020 |
FORM 20-F Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 29, 2020 |
Consent of Maples and Calder (Hong Kong) LLP EX-15.2 Exhibit 15.2 Our ref KKZ/697248-000002/16476926v2 Youdao, Inc. No. 399, Wangshang Road Binjiang District Hangzhou 310051 People’s Republic of China 29 April 2020 Dear Sir and/or Madam Youdao, Inc. We have acted as legal advisers as to the laws of the Cayman Islands to Youdao, Inc., an exempted limited liability company incorporated in the Cayman Islands (the “Company”), in connection with |
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| April 29, 2020 |
EX-13.2 Exhibit 13.2 Certification by the Principal Accounting Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of Youdao Inc. (the “Company”) on Form 20-F for the year ended December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Yongwei Li, Vice President of Finance of the Company, certify, |
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| April 29, 2020 |
Current Report of Foreign Issuer - FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2020 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People’s Republic of China +86 |
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| April 29, 2020 |
Consent of PricewaterhouseCoopers Zhong Tian LLP, Independent Registered Public Accounting Firm Exhibit 15.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-235688 ) of Youdao, Inc. of our report dated April 29, 2020 relating to the financial statements, which appears in this Form 20-F. /s/ PricewaterhouseCoopers Zhong Tian LLP PricewaterhouseCoopers Zhong Tian LLP Beijing, the Peo |
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| April 29, 2020 |
Description of Registrant’s Securities EX-2.4 Exhibit 2.4 Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) American Depositary Shares (“ADSs”) each representing one Class A ordinary share of Youdao, Inc. (“we,” “our,” “our company,” or “us”) are listed and traded on the New York Stock Exchange (“NYSE”) and, in connection therewith, the Class A ordi |
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| April 29, 2020 |
EX-12.1 Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Feng Zhou, certify that: 1. I have reviewed this annual report on Form 20-F of Youdao, Inc. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements |
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| March 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Youdao, Inc. (Name of Issuer) American Depositary Shares, each representing 1 Class A Ordinary Shares, par value US$0.0001 (Title of Class of Securities) 98741T104 (CUSIP Number) February 29, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriat |
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| February 27, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2020 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China + |
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| February 27, 2020 |
For the year ended December 31 Exhibit 99.1 For investor and media inquiries, please contact: In China: Pei Du Youdao, Inc. Tel: +86-10-8255-8907 E-mail: [email protected] The Piacente Group, Inc. Emilie Wu Tel: +86-21-6039-8363 E-mail: [email protected] In the United States: The Piacente Group, Inc. Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Reports Fourth Quarter and |
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| February 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Youdao, Inc. (Name of Issuer) Class A Ordinary Shares, par value US$0.0001 per share (Title of Class of Securities) ** (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| December 23, 2019 |
As filed with the Securities and Exchange Commission on December 23, 2019 As filed with the Securities and Exchange Commission on December 23, 2019 Registration No. |
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| December 2, 2019 |
EX-99.1 2 a19-242461ex99d1.htm EX-99.1 Exhibit 99.1 JOINT FILING STATEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A ordinary shares, par value $0.0001 per share, of Youdao, Inc |
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| December 2, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) Youdao, Inc. (Name of Issuer) Class A ordinary shares, $0.0001 par value per share (Title of Class of Securities) 98741T104(1) (CUSIP Number) William Lei Ding Building No. 7, West Zone Zhongguancun Software Park (Phase II) No. 10 Xibeiwang East Road, Haidi |
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| November 21, 2019 |
YOUDAO, INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (RMB and USD in thousands) Exhibit 99.1 For investor and media inquiries, please contact: In China: Pei Du Youdao, Inc. Tel: +86-10-8255-8907 E-mail: [email protected] The Piacente Group, Inc. Emilie Wu Tel: +86-21-6039-8363 E-mail: [email protected] In the United States: The Piacente Group, Inc. Brandi Piacente Tel: +1-212-481-2050 E-mail: [email protected] Youdao Reports Third Quarter 2019 |
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| November 21, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2019 Commission file number: 001-39087 Youdao, Inc. (Exact Name of Registrant as Specified in Its Charter) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China + |
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| October 25, 2019 |
5,600,000 American Depositary Shares Youdao, Inc. Representing 5,600,000 Class A Ordinary Shares Table of Contents Filled Pursuant to Rule 424(b)(4) Registration No. 333-234009 5,600,000 American Depositary Shares Youdao, Inc. Representing 5,600,000 Class A Ordinary Shares This is an initial public offering of American depositary shares, or ADSs, representing Class A ordinary shares of Youdao, Inc. We are offering a total of 5,600,000 ADSs, each representing one of our Class A ordinary shares |
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| October 22, 2019 |
Citigroup Global Markets Inc. 388 Greenwich Street New York, NY 10013 United States of America Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 U.S.A. Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010-3629 United States As representatives of the prospective underwriters VIA EDGAR October 22, 2019 Securities and Exchange Commission Division of Corporation Finance |
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| October 22, 2019 |
October 22, 2019 VIA EDGAR Mr. Joshua Shainess Ms. Kathleen Krebs Mr. Joseph Cascarano Mr. Robert S. Littlepage Office of Telecommunications Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Youdao, Inc. (CIK: 0001781753) Registration Statement on Form F-1, as amended (File No. 333-234009) Registration Statement on Form 8-A (File No. 0 |
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| October 18, 2019 |
As filed with the Securities and Exchange Commission on October 18, 2019. Table of Contents As filed with the Securities and Exchange Commission on October 18, 2019. |
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| October 18, 2019 |
Form of Underwriting Agreement Exhibit 1.1 5,600,000 American Depositary Shares Youdao, Inc. Representing 5,600,000 Class A Ordinary Shares, Par Value US$0.0001 Per Share UNDERWRITING AGREEMENT [●], 2019 Citigroup Global Markets Inc. 388 Greenwich Street New York, NY 10013 United States of America Morgan Stanley & Co. LLC 1585 Broadway, New York, NY 10036, U.S.A. Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York |
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| October 15, 2019 |
Exhibit 4.2 YOUDAO, INC. Number Class A Ordinary Share(s) Incorporated under the laws of the Cayman Islands Share capital is US$50,000 divided into (i) 200,000,000 Class A Ordinary Shares of a par value of US$0.0001 each, (ii) 100,000,000 Class B Ordinary Shares of a par value of US$0.0001 each, and (iii) 200,000,000 shares of a par value of US$0.0001 each of such Class or Classes (however designa |
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| October 15, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Youdao, Inc. (Exact name of Registrant as specified in its charter) Cayman Islands Not Applicable (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) |
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| October 15, 2019 |
As filed with the Securities and Exchange Commission on October 15, 2019. Table of Contents As filed with the Securities and Exchange Commission on October 15, 2019. |
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| October 15, 2019 |
Exhibit 4.3 YOUDAO, INC. AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement , 2019 TABLE OF CONTENTS ARTICLE 1. DEFINITIONS 1 SECTION 1.1. American Depositary Shares. 1 SECTION 1.2. Commission. 2 SECTION 1.3. Company. 2 SECTION 1.4. Custodian. 2 SECTION 1.5. Deliver; Surrender. 2 SECTION 1.6. Deposit Agreement. 3 SECTION 1.7. Deposi |
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| September 30, 2019 |
Consent of Harry Heung Yeung Shum Exhibit 99.4 September 30, 2019 Youdao, Inc. (the ?Company?) No. 399, Wangshang Road, Binjiang District Hangzhou 310051, People?s Republic of China Ladies and Gentlemen: Pursuant to Rule 438 under the Securities Act of 1933, as amended, I hereby consent to the reference of my name as a director of the Company, effective immediately upon the effectiveness of the Company?s registration statement on |
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| September 30, 2019 |
Exhibit 10.41 EXECUTION VERSION SHARE PURCHASE AGREEMENT This Share Purchase Agreement (this ?Agreement?) is made as of September 30, 2019 by and between: (1) Youdao, Inc., a company incorporated in the Cayman Islands (the ?Company?); and (2) Orbis SICAV Emerging Markets Equity Fund, a variable capital investment company established under the laws of Luxembourg (the ?Purchaser?). Each of the Compa |
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| September 30, 2019 |
Table of Contents Exhibit 10.38 INTELLECTUAL PROPERTY LICENSE AGREEMENT Between NETEASE, INC. And YOUDAO, INC. Dated as of September 27, 2019 Table of Contents TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 1 ARTICLE 2 GRANT AND SCOPE OF LICENSE 4 ARTICLE 3 AGREEMENT ON SHARING OF INFORMATION AND DATA 6 ARTICLE 4 MAINTENANCE AND SUPPORT 7 ARTICLE 5 IMPROVEMENTS; DELIVERY 7 ARTICLE 6 TERM AND TERMINATION |
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| September 30, 2019 |
New York Northern California Washington DC S?o Paulo London Paris Madrid Hong Kong Beijing Tokyo Resident Hong Kong Partners Davis Polk & Wardwell Hong Kong Solicitors The Hong Kong Club Building 3A Chater Road Hong Kong 852 2533 3300 tel William F. |
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| September 30, 2019 |
Exhibit 10.6 Execution Version GOOD SPIRIT LIMITED (??????) NETEASE, INC. NET DEPTH HOLDINGS, INC. YOUDAO, INC. SUBSCRIPTION AGREEMENT FOR SERIES A PREFERRED SHARES IN YOUDAO, INC. CONTENTS Clause Page 1.??Interpretation 1 2.??Subscription of Shares 10 3.??Conditions 10 4.??Completion 12 5.??Warranties 14 6.??The Investor?s Remedies 15 7.??Confidential Information 16 8.??Announcements 17 9.??Costs |
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| September 30, 2019 |
Code of Business Conduct and Ethics of the Registrant Exhibit 99.1 Youdao, Inc. (the ?Company?) Code of Business Conduct and Ethics Adopted on September 27, 2019 Introduction This Code of Business Conduct and Ethics (the ?Code?) has been adopted by our Board of Directors (the ?Board?) and summarizes the standards that must guide our actions. Although they cover a wide range of business practices and procedures, these standards cannot and do not cover |
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| September 30, 2019 |
Exhibit 3.1 THE COMPANIES LAW (2018 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES THIRD AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF YOUDAO, INC. (adopted by a special resolution passed on September 25, 2019) THE COMPANIES LAW (2018 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES THIRD AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF YOUDAO, INC. (adopted b |
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| September 30, 2019 |
Exhibit 21.1 List of Significant Subsidiaries and VIEs of the Registrant Significant Subsidiaries Place of Incorporation Youdao (Hong Kong) Limited Hong Kong NetEase Youdao Information Technology (Beijing) Co., Ltd. PRC NetEase Youdao Information Technology (Hangzhou) Co., Ltd. PRC NetEase Langsheng (Beijing) Technology Development Co., Ltd. PRC VIEs Place of Incorporation Beijing NetEase Youdao C |
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| September 30, 2019 |
Exhibit 10.7 Cooperation Agreement Party A: Beijing Netease Youdao Computer System Co., Ltd. (???????????????) Address: Room 207, Building No.3, Garden No.1, Zhongguancun East Road, Haidian District, Beijing Party B: Netease Youdao Information Technology (Beijing) Co., Ltd. (????????(??)???? ) Address: Room 206, Building No.3, Qinghua Technology Garden, No.1 Zhongguancun East Road, Haidian Distric |
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| September 30, 2019 |
Exhibit 10.42 EXECUTION VERSION SHARE PURCHASE AGREEMENT This Share Purchase Agreement (this ?Agreement?) is made as of September 30, 2019 by and between: (1) Youdao, Inc., a company incorporated in the Cayman Islands (the ?Company?); and (2) Orbis SICAV Global Equity Fund, a variable capital investment company established under the laws of Luxembourg (the ?Purchaser?). Each of the Company and the |
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| September 30, 2019 |
Exhibit 10.40 EXECUTION VERSION SHARE PURCHASE AGREEMENT This Share Purchase Agreement (this ?Agreement?) is made as of September 30, 2019 by and between: (1) Youdao, Inc., a company incorporated in the Cayman Islands (the ?Company?); and (2) Orbis Institutional Emerging Markets Equity L.P., a limited partnership organized under the laws of Delaware (the ?Purchaser?). Each of the Company and the P |
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| September 30, 2019 |
Exhibit 10.33 ENTRUSTED LOAN AGREEMENT Agreement No.: Huamao 2014 Entrusted Loan No. 18 Type of Loan: Entity Entrusted Loan Borrower (Party A): NetEase Youdao Information Technology (Beijing) Co., Ltd. Tel: [ ] Fax: Address: Room 206, Building No. 3, Tsinghua Science Park, No. 1 East Zhongguancun Road, Haidian District, Beijing Legal Representative (Responsible Person): DING Lei Zip Code:100084 En |
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| September 30, 2019 |
Exhibit 10.30 Assets Transfer Agreement Between NetEase (Hangzhou) Network Co., Ltd. (??(??)??????) and Netease Youdao Information Technology (Hangzhou) Co., Ltd. (????????(??)????) April 30, 2019 ASSETS TRANSFER AGREEMENT This Assets Transfer Agreement (?this Agreement?) is entered into as of April 30, 2019 by and between NetEase (Hangzhou) Network Co., Ltd. (??(??)??????), a company incorporated |
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| September 30, 2019 |
Exhibit 10.13 SHAREHOLDER VOTING RIGHT TRUST AGREEMENT This Shareholder Voting Right Trust Agreement (this ?Agreement?) is entered into as of November 20, 2017 between the following two parties in Beijing. Party A: NetEase Youdao Information Technology (Beijing) Co., Ltd., a Wholly foreign owned enterprise registered in Beijing, PRC under the laws of the PRC Party B: Feng Zhou (ID Number: ******** |
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| September 30, 2019 |
Exhibit 10.10 EQUITY PLEDGE AGREEMENT This Equity Pledge Agreement (this ?Agreement?) is entered into by and among the following parties on September 26, 2016: (1) NetEase Youdao Information Technology (Beijing) Co., Ltd. (the ?Pledgee?), a Wholly foreign owned enterprise registered in Beijing, People?s Republic of China (?PRC?) with its address at 1/F, Tower C, Building No. 7, West Zone Zhongguan |
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| September 30, 2019 |
Cooperation Framework Agreement dated September 27, 2019 between NetEase, Inc. and the Registrant Table of Contents Exhibit 10.37 COOPERATION FRAMEWORK AGREEMENT Between NETEASE, INC. And YOUDAO, INC. Dated as of September 27, 2019 Table of Contents TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 1 ARTICLE 2 COOPERATION 2 ARTICLE 3 REPRESENTATIONS AND WARRANTIES 3 ARTICLE 4 TERM 3 ARTICLE 5 NOTICES 4 ARTICLE 6 DEFAULTING LIABILITY 4 ARTICLE 7 FORCE MAJEURE 5 ARTICLE 8 MISCELLANEOUS 5 i Table of Conten |
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| September 30, 2019 |
Master Transaction Agreement dated September 27, 2019 between NetEase, Inc. and the Registrant Table of Contents Exhibit 10.34 MASTER TRANSACTION AGREEMENT Between NETEASE, INC. And YOUDAO, INC. Dated as of September 27, 2019 Table of Contents TABLE OF CONTENTS ARTICLE 1 DEFINITIONS Section 1.1 Defined Terms 1 ARTICLE 2 DOCUMENTS AND ITEMS TO BE DELIVERED PRIOR TO F-1 FILING Section 2.1 Documents to be delivered by NetEase 5 Section 2.2 Documents to be delivered by Youdao 6 ARTICLE 3 THE IP |
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| September 30, 2019 |
Exhibit 10.24 SHAREHOLDER VOTING RIGHT TRUST AGREEMENT This Shareholder Voting Right Trust Agreement (this ?Agreement?) is entered into as of March 25, 2019 between the following two parties in Beijing. Party A: NetEase Youdao Information Technology (Beijing) Co., Ltd., a wholly foreign owned enterprise registered in Beijing, PRC under the laws of the PRC Party B: Feng Zhou (ID Number: *********** |
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| September 30, 2019 |
Exhibit 10.18 Cooperation Agreement Party A: Hangzhou Netease Linjiedian Education Technology Co., Ltd. (???????????????) Address: Room 508, No. 599 Changhe Road, Changhe Street, Binjiang District, Hangzhou, Zhejiang Province Party B: Netease Youdao Information Technology (Beijing) Co., Ltd. (????????(??)???? ) Address: Floor 1, Building A, Building No. 7, West Zone, Zhongguancun Software Park, No |
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| September 30, 2019 |
Exhibit 10.16 EXCLUSIVE PURCHASE OPTION AGREEMENT This Exclusive Purchase Option Agreement (this ?Agreement?) is entered into as of November 20, 2017 among the following parties in Beijing: Party A: NetEase Youdao Information Technology (Beijing) Co., Ltd. Legal Address: 1/F, Tower C, Building No. 7, West Zone Zhongguancun Software Park (Phase II) No. 10 Xibeiwang East Road, Haidian District Party |
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| September 30, 2019 |
Exhibit 10.15 EQUITY PLEDGE AGREEMENT This Equity Pledge Agreement (this ?Agreement?) is entered into by and among the following parties on November 20, 2017: (1) NetEase Youdao Information Technology (Beijing) Co., Ltd.(the ?Pledgee?), a Wholly foreign owned enterprise registered in Beijing, People?s Republic of China (?PRC?) with its address at 1/F, Tower C, Building No. 7, West Zone Zhongguancu |
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| September 30, 2019 |
Exhibit 10.48 EXECUTION VERSION SHARE PURCHASE AGREEMENT This Share Purchase Agreement (this ?Agreement?) is made as of September 30, 2019 by and between: (1) Youdao, Inc., a company incorporated in the Cayman Islands (the ?Company?); and (2) Orbis OEIC, an open ended investment company with variable capital incorporated with limited liability and registered in England and Wales (the ?Purchaser?). |
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| September 30, 2019 |
Form of Employment Agreement between the Registrant and an executive officer of the Registrant Exhibit 10.3 EMPLOYMENT AGREEMENT This Employment Agreement (the ?Agreement?), dated as of [MONTH DATE], 2019, is entered between Youdao, Inc., a company incorporated in the Cayman Islands (the ?Company? and, together with its subsidiaries and consolidated affiliated entities, the ?Youdao Group?) and [NAME] (the ?Executive?). WHEREAS, the Company and the Executive wish to enter into an employment |
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| September 30, 2019 |
Exhibit 10.25 LOAN AGREEMENT This Loan Agreement (this ?Agreement?) is entered into by and among the following parties on March 25, 2019: (1) NetEase Youdao Information Technology (Beijing) Co., Ltd.(?Lender?), a Wholly foreign owned enterprise registered in Beijing, People?s Republic of China (?PRC?) with its address at 1/F, Tower C, Building No. 7, West Zone Zhongguancun Software Park (Phase II) |
