F-1 1 d771710df1.htm FORM F-1Table of ContentsAs filed with the Securities and Exchange Commission on September 30, 2019.Registration No. 333- UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM F-1REGISTRATION STATEMENTUNDERTHE SECURITIES ACT OF 1933 Youdao, Inc.(Exact name of Registrant as specified in its charter) Not Applicable(Translation of Registrant’s name into English) Cayman Islands 8200 Not Applicable(State or other jurisdiction ofincorporation or organization) (Primary Standard IndustrialClassification Code Number) (I.R.S. EmployerIdentification Number) No. 399, Wangshang Road, Binjiang DistrictHangzhou 310051, People’s Republic of China+86 0571-8985-2163(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices) COGENCY GLOBAL INC.10 E. 40th Street, 10th floorNew York, NY 10016+1 800-221-0102(Name, address, including zip code, and telephone number, including area code, of agent for service) Copies to: Li He, Esq.Davis Polk & Wardwell LLP2201 China World Office 2No. 1 Jian Guo Men Wai AvenueChaoyang District, Beijing, 100004People’s Republic of China+86 10-8567-5000 James C. Lin, Esq.Davis Polk & Wardwell LLPc/o 18th Floor, The Hong KongClub Building3A Chater Road, CentralHong Kong+852 2533-3300 Z. Julie Gao, Esq.Skadden, Arps, Slate, Meagher & Flom LLPc/o 42/F, Edinburgh Tower, The Landmark15 Queen’s Road CentralHong Kong+852 3740-4700 Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this registration statement.If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, checkthe following box. ☐If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the SecuritiesAct registration statement number of the earlier effective registration statement for the same offering. ☐ If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registrationstatement number of the earlier effective registration statement for the same offering. ☐ If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registrationstatement number of the earlier effective registration statement for the same offering. ☐ Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933.Emerging growth company ☒If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to usethe extended transition per...
