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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------
SCHEDULE 13D/A
(Amendment No.1)
Under the Securities Exchange Act of 1934
ASIAINFO HOLDINGS, INC.
-----------------------
(Name of Issuer)
Common Stock
------------------------------
(Title of Class of Securities)
04518A104
--------------
(CUSIP Number)
with copies to:
Eric Mok Laura Sizemore
23/F Lincoln House, Taikoo Place White & Case LLP
979 King's Road 1155 Avenue of the Americas
Quarry Bay, Hong Kong New York, NY 10036
+852-2516-4819 (212) 819-8200
--------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
August 9, 2006
-------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box
[ ].
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SCHEDULE 13D/A
-------------------
CUSIP No. 04518A104
-------------------
------ -------------------------------------------------------------------------
1 NAME OF REPORTING PERSONS
Lenovo Group Limited
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON (ENTITIES ONLY)
------ -------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
------ -------------------------------------------------------------------------
3 SEC USE ONLY
------ -------------------------------------------------------------------------
4 SOURCE OF FUNDS
OO
------ -------------------------------------------------------------------------
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
------ -------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Hong Kong Special Administrative Region of the People's Republic of China
------ -------------------------------------------------------------------------
NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED 0
BY EACH REPORTING ------- ------------------------------------------
PERSON WITH 8 SHARED VOTING POWER
5,472,414
------- ------------------------------------------
9 SOLE DISPOSITIVE POWER
0
------- ------------------------------------------
10 SHARED DISPOSITIVE POWER
5,472,414
------ -------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,472,414
------ -------------------------------------------------------------------------
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
------ -------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.95%(+)
------ -------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
CO
------ -------------------------------------------------------------------------
(+) Calculated using the number of outstanding shares of common stock as of
August 7, 2006 reported in the Issuer's most recent Form 10-Q filed with the
U.S. Securities and Exchange Commission on August 9, 2006.
2
SCHEDULE 13D/A
-------------------
CUSIP No. 04518A104
-------------------
------ -------------------------------------------------------------------------
1 NAME OF REPORTING PERSONS
Lenovo Holdings (BVI) Limited
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON (ENTITIES ONLY)
------ -------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
------ -------------------------------------------------------------------------
3 SEC USE ONLY
------ -------------------------------------------------------------------------
4 SOURCE OF FUNDS
OO
------ -------------------------------------------------------------------------
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
------ -------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands
------ -------------------------------------------------------------------------
NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED 0
BY EACH REPORTING ------- ------------------------------------------
PERSON WITH 8 SHARED VOTING POWER
5,472,414
------- ------------------------------------------
9 SOLE DISPOSITIVE POWER
0
------- ------------------------------------------
10 SHARED DISPOSITIVE POWER
5,472,414
------ -------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,472,414
------ -------------------------------------------------------------------------
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
------ -------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.95%(+)
------ -------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
CO
------ -------------------------------------------------------------------------
(+) Calculated using the number of outstanding shares of common stock as of
August 7, 2006 reported in the Issuer's most recent Form 10-Q filed with the
U.S. Securities and Exchange Commission on August 9, 2006.
3
SCHEDULE 13D/A
-------------------
CUSIP No. 04518A104
-------------------
------ -------------------------------------------------------------------------
1 NAME OF REPORTING PERSONS
Lenovo Sysware Limited
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON (ENTITIES ONLY)
------ -------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
------ -------------------------------------------------------------------------
3 SEC USE ONLY
------ -------------------------------------------------------------------------
4 SOURCE OF FUNDS
OO
------ -------------------------------------------------------------------------
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
------ -------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands
------ -------------------------------------------------------------------------
NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED 0
BY EACH REPORTING ------- ------------------------------------------
PERSON WITH 8 SHARED VOTING POWER
5,472,414
------- ------------------------------------------
9 SOLE DISPOSITIVE POWER
0
------- ------------------------------------------
10 SHARED DISPOSITIVE POWER
5,472,414
------ -------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,472,414
------ -------------------------------------------------------------------------
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
------ -------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.95%(+)
------ -------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
CO
------ -------------------------------------------------------------------------
(+) Calculated using the number of outstanding shares of common stock as of
August 7, 2006 reported in the Issuer's most recent Form 10-Q filed with the
U.S. Securities and Exchange Commission on August 9, 2006.
4
SCHEDULE 13D/A
-------------------
CUSIP No. 04518A104
-------------------
------ -------------------------------------------------------------------------
1 NAME OF REPORTING PERSONS
Lenovo IT Alliance Limited
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON (ENTITIES ONLY)
------ -------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
------ -------------------------------------------------------------------------
3 SEC USE ONLY
------ -------------------------------------------------------------------------
4 SOURCE OF FUNDS
OO
------ -------------------------------------------------------------------------
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
------ -------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands
------ -------------------------------------------------------------------------
NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED 0
BY EACH REPORTING ------- ------------------------------------------
PERSON WITH 8 SHARED VOTING POWER
5,472,414
------- ------------------------------------------
9 SOLE DISPOSITIVE POWER
0
------- ------------------------------------------
10 SHARED DISPOSITIVE POWER
5,472,414
------ -------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,472,414
------ -------------------------------------------------------------------------
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
------ -------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.95%(+)
------ -------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
CO
------ -------------------------------------------------------------------------
(+) Calculated using the number of outstanding shares of common stock as of
August 7, 2006 reported in the Issuer's most recent Form 10-Q filed with the
U.S. Securities and Exchange Commission on August 9, 2006.
5
EXPLANATORY NOTE
This Amendment No. 1 to Schedule 13D (the "Schedule 13D/A") is being filed
to report a change in the percentage of outstanding Common Shares (as defined
herein) beneficially owned by the Reporting Persons (as defined herein), which
occurred as a result of the repurchase of Common Shares by the Issuer (as
defined herein) pursuant to a stock repurchase program. Primarily as a result of
such repurchase and certain other transactions, the total number of outstanding
Common Shares of the Issuer has decreased to 42,265,184, according to the
Issuer's most recent Form 10-Q filed with the U.S. Securities and Exchange
Commission on August 9, 2006. As a result, the percentage of Common Shares
beneficially held by the Reporting Persons has increased as discussed in Item 5
of this Schedule 13D/A.
ITEM 1. SECURITY AND ISSUER
The statement on Schedule 13D filed with the Securities and Exchange
Commission on February 21, 2006, relating to the common stock, $0.01 par value
per share (the "Common Stock"), of AsiaInfo Holdings, Inc., a Chinese
corporation (the "Issuer"), is hereby amended to furnish the information set
forth herein. All capitalized terms contained herein but not otherwise defined
shall have the meanings ascribed to such terms in the previously filed statement
on Schedule 13D.
According to the Issuer's most recent Form 10-Q filed with the U.S.
Securities and Exchange Commission on August 9, 2006, the principal executive
offices of the Issuer are located at 4/F Zhongdian Information Tower, 6
Zhongguancun South Street, Haidian District, Beijing 100086, People's Republic
of China.
ITEM 2. IDENTITY AND BACKGROUND
(a) This Schedule 13D/A is being filed by: (i) Lenovo Group Limited, a
company organized and existing under the laws of the Hong Kong Special
Administrative Region of the People's Republic of China ("Lenovo"); (ii) Lenovo
Holdings (BVI) Limited, a corporation organized and existing under the laws of
the British Virgin Islands ("Lenovo Holdings"); (iii) Lenovo Sysware Limited, a
corporation organized and existing under the laws of the British Virgin Islands
("Lenovo Sysware"); and (iv) Lenovo IT Alliance Limited, a corporation organized
and existing under the laws of the British Virgin Islands ("Lenovo IT
Alliance"). Lenovo, Lenovo Holdings, Lenovo Sysware and Lenovo IT Alliance are
hereinafter sometimes collectively referred to as the "Reporting Persons". The
agreement between the Reporting Persons relating to the joint filing of the
statement on Schedule 13D filed on February 21, 2006 and any amendment thereto
was filed as Exhibit A to such statement on Schedule 13D and is incorporated
herein by reference.
(b) The address of the principal office of Lenovo is 23/F Lincoln House,
Taikoo Place, 979 King's Road, Quarry Bay, Hong Kong.
The address of the principal office of Lenovo Holdings is P.O. Box 71,
Craigmuir Chambers, Road Town, Tortola, British Virgin Islands.
The address of the principal office of Lenovo Sysware is P.O. Box 957,
Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands.
6
The address of the principal office of Lenovo IT Alliance is P.O. Box 957,
Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands.
(c) Lenovo is an investment holding company. The principal activity of
Lenovo is the provision of desktop and notebook computers in worldwide markets.
Lenovo also provides information technology products including mobile handsets,
servers, peripherals and digital entertainment products in the People's Republic
of China.
Lenovo Holdings is a wholly-owned subsidiary of Lenovo. The principal
business of Lenovo Holdings is to function as a holding company.
Lenovo Sysware is a wholly-owned subsidiary of Lenovo Holdings. The
principal business of Lenovo Sysware is to function as a holding company.
Lenovo IT Alliance is a wholly-owned subsidiary of Lenovo Sysware. Lenovo
IT Alliance is a holding company that holds businesses and investments.
The attached Schedule A lists the executive officers and directors of
Lenovo, Lenovo Holdings, Lenovo Sysware and Lenovo IT Alliance and contains the
following information with respect to each such person: (i) name; (ii) business
address; (iii) present principal occupation or employment and the name,
principal business and address of any corporation or other organization in which
such employment is conducted; and (iv) citizenship.
(d) During the past five years, neither Lenovo, Lenovo Holdings, Lenovo
Sysware, Lenovo IT Alliance nor, to the best of Lenovo's, Lenovo Holdings',
Lenovo Sysware's and Lenovo IT Alliance's knowledge, any person named in
Schedule A to hereto, has been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors).
(e) During the past five years, neither Lenovo, Lenovo Holdings, Lenovo
Sysware, Lenovo IT Alliance nor, to the best of Lenovo's, Lenovo Holdings',
Lenovo Sysware's and Lenovo IT Alliance's knowledge, any person named in
Schedule A hereto, was a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of which such person
was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activity subject to, federal or state
securities laws or finding any violation with respect to such laws.
(f) Lenovo is a corporation organized and existing under the laws of the
Hong Kong Special Administrative Region of the People's Republic of China. Each
of Lenovo Holdings, Lenovo Sysware and Lenovo IT Alliance is a corporation
organized and existing under the laws of the British Virgin Islands.
7
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
No funds were used to acquire the Common Shares. The information set forth
in Item 4 hereof is hereby incorporated by reference into this Item 3.
ITEM 4. PURPOSE OF TRANSACTION
Item 4 is hereby amended and restated as follows:
Pursuant to an Acquisition Agreement, dated July 27, 2004, by and between
the Issuer and Lenovo, as supplemented and amended by Supplement and Amendment
No. 1 to Acquisition Agreement, dated October 1, 2004 between the Issuer and
Lenovo (as amended, the "Acquisition Agreement") the Issuer acquired from Lenovo
(the "Acquisition") its non-telecom related IT services business (the
"Non-Telecom Business"). The consideration for the Acquisition was as follows:
(i) 974,284 shares of Common Stock with an aggregate market value of US$4.8
million (RMB40 million), delivered to Lenovo IT Alliance; (ii) execution of a
Forward Contract, dated October 19, 2004, between the Bonson Information
Technology Limited, a corporation organized and existing under the Laws of the
British Virgin Islands and a direct wholly-owned subsidiary of the Issuer
("BITL") and Lenovo IT Alliance (the "Forward Contract") with respect to the
Issuer's Common Stock having an aggregate market value of US$31.5 million
(RMB260 million) (the "Forward Contract Shares"); and (iii) assumption by the
Issuer of certain liabilities of Lenovo and its subsidiaries, as specified in
the Acquisition Agreement. In addition, under the terms of the Acquisition
Agreement, Lenovo is entitled to receive certain earnout payments consisting of
either cash or Common Stock, at the Issuer's sole discretion, upon the
attainment by the Non-Telecom Business of certain performance goals during the
first full twelve months following the closing of the Acquisition. The Forward
Contract provided for payment by BITL on behalf of the Issuer of a portion of
the purchase price relating to the Acquisition through the transfer by BITL of
the Forward Contract Shares to Lenovo IT Alliance at any time during a
twelve-month period following the closing date of the Acquisition, as determined
by BITL in its sole and absolute discretion (such date, the "Settlement Date").
Under the terms of the Forward Contract, if the value of the Forward Contract
Shares was less than US$31.5 million (the "Settlement Amount") on the Settlement
Date, then BITL was required to deliver either cash or additional Common Stock
in an amount equivalent to the difference between the market value and the
settlement Amount. On July 1, 2005, 4,498,130 shares of Common Stock,
constituting the Forward Contract Shares, were delivered by the Issuer to Lenovo
IT Alliance pursuant to the terms of the Forward Contract. In addition, in
accordance with the terms of the Forward Contract, the Issuer made a cash
payment to Lenovo IT Alliance via Lenovo Group Limited in the amount of
$2,023,842.
Pursuant to the terms of the Acquisition Agreement, the Issuer appointed
Mr. Bing Yu, a representative of Lenovo, to its Board of Directors and agreed to
maintain Lenovo's representation on the Board of Directors during the time
Lenovo holds at least 80% of the Forward Contract Shares. On January 4, 2006,
Mr. Bing Yu resigned as director of the Issuer. On June 22, 2006, Mr. Cheung,
Wing Chung Anders was nominated as Lenovo's representative on the Issuer's Board
of Directors.
The foregoing description of the Acquisition Agreement and the Forward
Contract is a summary and all statements made herein related to such agreements
are qualified in their entirety by reference to the complete text of each of the
Acquisition Agreement and the Forward Contract, which were filed with the
Securities and Exchange Commission as part of
8
the statement on Schedule 13D on February 21, 2006 and are incorporated herein
by reference.
The Reporting Persons have not engaged in any transactions in Common Shares
since the filing of the statement on Schedule 13D on February 21, 2006. See
"Explanatory Note."
Depending on market conditions, their continuing evaluation of the business
and prospects of the Issuer and other factors, the Reporting Persons may dispose
of or acquire additional securities of the Issuer. Additionally, if the Issuer
determines to explore strategic alternatives, the Reporting Persons may or may
not participate in any process established by the Issuer. Except as otherwise
described herein or as expressly stated below, no Reporting Person, and to the
best knowledge of the Reporting Persons, none of the persons set forth on
Schedule A, has any present plan or proposal that relates to or would result in:
(a) The acquisition by any person of additional securities of the Issuer,
or the disposition of securities of the Issuer;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its subsidiaries;
(c) A sale or transfer of a material amount of assets of the Issuer;
(d) Any change in the present board of directors or management of the
Issuer, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the board;
(e) Any material change in the present capitalization or dividend policy
of the Issuer;
(f) Any other material change in the Issuer's business or corporate
structure;
(g) Changes in the Issuer's charter, bylaws or instruments corresponding
thereto or other actions which may impede the acquisition of control of the
Issuer by any person;
(h) Causing a class of securities of the Issuer to be delisted from a
national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association;
(i) A class of equity securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Securities
Exchange Act of 1934; or
(j) Any action similar to any of those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
Item 5 is hereby amended and restated as follows:
The information set forth in Item 4 hereof is hereby incorporated by reference
into this Item 5.
(a)-(b) Set forth in the table below is the number and percentage of shares
of Common Stock beneficially owned by each Reporting Person as of September
[__], 2006.
9
NUMBER OF SHARES NUMBER OF SHARES AGGREGATE
BENEFICIALLY BENEFICIALLY NUMBER OF PERCENTAGE
OWNED WITH SOLE OWNED WITH SHARED SHARES OF CLASS
VOTING AND VOTING AND BENEFICIALLY BENEFICIALLY
NAME DISPOSITIVE POWER DISPOSITIVE POWER OWNED OWNED(1)
------------------ ----------------- ----------------- ----------------- --------------
Lenovo (2) 0 5,472,414 5,472,414 12.95%
Lenovo Holdings(3) 0 5,472,414 5,472,414 12.95%
Lenovo Sysware (4) 0 5,472,414 5,472,414 12.95%
Lenovo IT Alliance 0 5,472,414 5,472,414 12.95%
(1) The percentages of Common Stock indicated in this table are based on
the number of outstanding shares of Common Stock as of August 7, 2006
reported in the Issuer's most recent Form 10-Q filed with the U.S.
Securities and Exchange Commission on August 9, 2006.
(2) Lenovo may be deemed to be the beneficial owner of the shares of
Common Stock of the Issuer because Lenovo IT Alliance, which is the
record owner of the Common Stock, is Lenovo's indirect wholly-owned
subsidiary.
(3) Lenovo Holdings may be deemed to be the beneficial owner of the shares
of Common Stock of the Issuer because Lenovo IT Alliance, which is the
record owner of the Common Stock, is Lenovo Holdings' indirect
wholly-owned subsidiary.
(4) Lenovo Sysware may be deemed to be the beneficial owner of the shares
of Common Stock of the Issuer because Lenovo IT Alliance, which is the
record owner of the Common Stock, is Lenovo Sysware's wholly-owned
subsidiary.
Other than as described above, no Reporting Person, and to the best
knowledge of the Reporting Persons, none of the persons set forth on Schedule A,
beneficially owns any securities of the Issuer.
(c) To the best of the Reporting Persons' knowledge, there have been no
transactions effected with respect any Common Stock during the past 60 days by
any of the persons named in response to Item 2.
(d) To the best knowledge of the Reporting Persons, no person (other than
the Reporting Persons) has the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, the Common Stock.
(e) Not applicable.
ITEM 6. CONTRACTS, AGREEMENTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER
The information set forth, or incorporated by reference, in Item 4 is
hereby incorporated by this reference in this Item 6.
Other than as described herein, to the best knowledge of the Reporting
Persons there are no contracts, arrangements, understandings or relationships
among the Reporting Persons or the persons set forth on Schedule A, and between
any such persons and any other person, with respect to any securities of the
Issuer, including but not limited to, transfer and voting of
10
any of the securities of the Issuer, joint ventures, loan or option
arrangements, put or calls, guarantees of profits, division of profits or loss,
or the giving or withholding of proxies or a pledge or contingency the
occurrence of which would give another person voting power or investment power
over the securities of the Issuer.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
The exhibit index is incorporated herein by reference.
11
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: September 26, 2006
LENOVO GROUP LIMITED
/s/ Xuezheng Ma
-----------------------------
Name: Xuezheng Ma
Title: Executive Director
LENOVO HOLDINGS (BVI) LIMITED
/s/ Xuezheng Ma
-----------------------------
Name: Xuezheng Ma
Title: Director
LENOVO SYSWARE LIMITED
/s/ Xuezheng Ma
-----------------------------
Name: Xuezheng Ma
Title: Director
LENOVO IT ALLIANCE LIMITED
/s/ Xeuzheng Ma
-----------------------------
Name: Xuezheng Ma
Title: Director
12
SCHEDULE A
Executive Officers and Directors of Lenovo, Lenovo Holdings, Lenovo Sysware and
Lenovo IT Alliance:
NAME CITIZENSHIP PRESENT PRINCIPAL BUSINESS ADDRESS
OCCUPATION OR EMPLOYMENT
Ms. Xuezheng Ma Chinese Executive Director of Lenovo 23/F., Lincoln House, Taikoo
Group Limited, Director of Place, 979 King's Road,
Lenovo Holdings (BVI) Quarry Bay, Hong Kong
Limited, Lenovo Sysware
Limited and Lenovo IT
Alliance Limited
Ms. Xiaoyan Wang Chinese Director of Lenovo Holdings No. 6 Chuang Ye Road, Haidian
(BVI) Limited, Lenovo Sysware District, Beijing, People's
Limited and Lenovo IT Alliance Republic of China 100085
Limited
Mr. Yuanqing Yang Chinese Executive Director of Lenovo 500 Park Offices Drive
Group Limited Hwy 54, Research
Triangle Park, NC 27709 USA
Mr. William J. Amelio American Executive Director of Lenovo 500 Park Offices Drive
Group Limited Hwy 54, Research
Triangle Park, NC 27709 USA
13
EXHIBIT INDEX
Exhibit A - Agreement among Lenovo Group Limited, Lenovo Holdings (BVI) Limited,
Lenovo Sysware Limited and Lenovo IT Alliance Limited, dated February 21, 2006,
to file this Statement jointly on behalf of each of them.(+)
Exhibit B - Acquisition Agreement, dated as of July 27, 2004, by and between
AsiaInfo Holdings, Inc. and Lenovo Group Limited.(+)
Exhibit C - Supplement and Amendment No. 1 to Acquisition Agreement, dated
October 1, 2004, by and between AsiaInfo Holdings, Inc. and Lenovo Group
Limited.(+)
Exhibit D - Forward Contract, dated October 19, 2004, by and between Bonson
Information Technology Limited and Lenovo IT Alliance Limited.(+)
(+) Filed with the Securities and Exchange Commission as an exhibit to the
Statement on Schedule 13D on February 21, 2006 and incorporated by reference
herein.