UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 9)*
China Hydroelectric Corporation
(Name of Issuer)
Ordinary Shares, $0.001 par value per share**
American Depositary Shares
(Title of Class of Securities)
16949D101***
(CUSIP Number)
NewQuest Asia Fund I (G.P.) Ltd.
c/o Walkers Corporate Services Limited
Walker House
87 Mary Street, George Town
Grand Cayman, Cayman Islands KY1-9005
September 28, 2012
(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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| ** | Not for trading, but in connection with the registration of American Depositary Shares, each representing 3 ordinary shares. |
| *** | CUSIP number of the American Depositary Shares. |
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
NewQuest Capital Management (Cayman) Limited | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
AF | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
Cayman Islands | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
38,744,395 | ||||
| (8) | Shared voting power
66,040,898 | |||||
| (9) | Sole dispositive power
0 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
CO | |||||
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
NewQuest Asia Fund I (G.P.) Ltd. | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
AF | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
Cayman Islands | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
38,744,395 | ||||
| (8) | Shared voting power
66,040,898 | |||||
| (9) | Sole dispositive power
38,744,395 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
CO | |||||
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
NewQuest Asia Fund I, L.P. | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
WC, AF | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
Cayman Islands | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
0 | ||||
| (8) | Shared voting power
66,040,898 | |||||
| (9) | Sole dispositive power
0 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
HC, PN | |||||
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
CPI Ballpark Investments Ltd | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
AF, WC, OO | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
Republic of Mauritius | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
38,744,395 | ||||
| (8) | Shared voting power
66,040,898 | |||||
| (9) | Sole dispositive power
38,744,395 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
OO | |||||
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
Swiss Re Financial Products Corporation (“Swiss Re”) | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
WC, AF | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
Delaware | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
10,114,508 | ||||
| (8) | Shared voting power
66,040,898 | |||||
| (9) | Sole dispositive power
10,114,508 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
CO | |||||
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
China Environment Fund III, L.P. | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
WC, AF | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
Cayman Islands | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
7,838,5951 | ||||
| (8) | Shared voting power
66,040,898 | |||||
| (9) | Sole dispositive power
7,838,5951 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
PN | |||||
1 China Environment Fund III Management, L.P. (“CEF III Management”), the general partner of China Environmental Fund III, L.P. (“CEF III”) and China Environment Fund III Holdings Ltd. (“CEF III Holdings”), the general partner of CEF III Management, may each be deemed to have sole power to vote these shares, and Messrs. Donald C. Ye, Shelby Chen, Michael Li, Larry Zhang and Ian Zhu, who comprise the members of the CEF III Investment Committee (the “CEF III Investment Committee Members”), may be deemed to have shared power to vote these shares.
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
China Environment Fund III Management, L.P. | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
AF | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
Cayman Islands | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
7,838,5952 | ||||
| (8) | Shared voting power
66,040,898 | |||||
| (9) | Sole dispositive power
7,838,5952 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
PN | |||||
2 CEF III Management, the general partner of CEF III, and CEF III Holdings, the general partner of CEF III Management, may each be deemed to have sole power to vote these shares, and the CEF III Investment Committee Members may be deemed to have shared power to vote these shares.
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
China Environment Fund III Holdings Ltd. | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
AF | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
Cayman Islands | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
7,838,5953 | ||||
| (8) | Shared voting power
66,040,898 | |||||
| (9) | Sole dispositive power
7,838,5953 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
OO | |||||
3 CEF III Management, the general partner of CEF III, and CEF III Holdings, the general partner of CEF III Management, may each be deemed to have sole power to vote these shares, and the CEF III Investment Committee Members may be deemed to have shared power to vote these shares.
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
Donald C. Ye | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
AF | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
USA | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
0 | ||||
| (8) | Shared voting power
66,040,8984 | |||||
| (9) | Sole dispositive power
0 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
IN | |||||
4 CEF III Management, the general partner of CEF III, and CEF III Holdings, the general partner of CEF III Management, may each be deemed to have sole power to vote these shares, and the CEF III Investment Committee Members may be deemed to have shared power to vote these shares.
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
Shelby Chen | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
AF | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
USA | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
0 | ||||
| (8) | Shared voting power
66,040,8985 | |||||
| (9) | Sole dispositive power
0 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
IN | |||||
5 CEF III Management, the general partner of CEF III, and CEF III Holdings, the general partner of CEF III Management, may each be deemed to have sole power to vote these shares, and the CEF III Investment Committee Members may be deemed to have shared power to vote these shares.
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
Michael Li | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
AF | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
Canada | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
0 | ||||
| (8) | Shared voting power
66,040,8986 | |||||
| (9) | Sole dispositive power
0 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
IN | |||||
6 CEF III Management, the general partner of CEF III, and CEF III Holdings, the general partner of CEF III Management, may each be deemed to have sole power to vote these shares, and the CEF III Investment Committee Members may be deemed to have shared power to vote these shares.
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
Larry Zhang | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
AF | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
The People’s Republic of China | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
0 | ||||
| (8) | Shared voting power
66,040,8987 | |||||
| (9) | Sole dispositive power
0 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
IN | |||||
7 CEF III Management, the general partner of CEF III, and CEF III Holdings, the general partner of CEF III Management, may each be deemed to have sole power to vote these shares, and the CEF III Investment Committee Members may be deemed to have shared power to vote these shares.
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
Ian Zhu | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
AF | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
USA | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
0 | ||||
| (8) | Shared voting power
66,040,8988 | |||||
| (9) | Sole dispositive power
0 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
IN | |||||
8 CEF III Management, the general partner of CEF III, and CEF III Holdings, the general partner of CEF III Management, may each be deemed to have sole power to vote these shares, and the CEF III Investment Committee Members may be deemed to have shared power to vote these shares.
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
Aqua Resources Fund Limited | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
WC | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
Guernsey, Channel Islands | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
5,941,6139 | ||||
| (8) | Shared voting power
66,040,898 | |||||
| (9) | Sole dispositive power
5,941,6139 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
CO | |||||
9 Includes 1,980,537 ADSs, representing 5,941,611 Ordinary Shares. In addition, Aqua Resources Asia Holding Limited (“ARAHL”) holds an additional 2 Ordinary Shares of the Company.
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
Aqua Resources Asia Holdings Limited | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
AF | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
Cayman Islands | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
5,941,61310 | ||||
| (8) | Shared voting power
66,040,898 | |||||
| (9) | Sole dispositive power
5,941,61310 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
CO | |||||
10 Includes 1,980,537 ADSs, representing 5,941,611 Ordinary Shares. In addition, ARAHL holds an additional 2 Ordinary Shares of the Company.
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
FourWinds Capital Management | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
N/A | |||||
| (5) | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| (6) | Citizenship or place of organization
Cayman Islands | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
5,941,61311 | ||||
| (8) | Shared voting power
66,040,898 | |||||
| (9) | Sole dispositive power
0 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
CO | |||||
11 Includes 1,980,537 ADSs, representing 5,941,611 Ordinary Shares. In addition, ARAHL holds an additional 2 Ordinary Shares of the Company.
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
Abrax | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
WC, AF | |||||
| (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 | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
2,316,004 | ||||
| (8) | Shared voting power
66,040,898 | |||||
| (9) | Sole dispositive power
2,316,004 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
PN | |||||
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
Abrax Limited | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
AF | |||||
| (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 | |||||
| Number of shares beneficially owned by each reporting person with: |
(7) | Sole voting power
2,316,004 | ||||
| (8) | Shared voting power
66,040,898 | |||||
| (9) | Sole dispositive power
2,316,00414 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
CO | |||||
| CUSIP No. 16949D101 |
| (1) |
Names of reporting persons
IWU International Ltd. (“IWU”) | |||||
| (2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) þ
| |||||
| (3) | SEC use only
| |||||
| (4) | Source of funds (see instructions)
WC | |||||
| (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 beneficially owned by each reporting person with: |
(7) | Sole voting power
1,085,783 | ||||
| (8) | Shared voting power
66,040,898 | |||||
| (9) | Sole dispositive power
1,085,783 | |||||
| (10) | Shared dispositive power
0 | |||||
| (11) |
Aggregate amount beneficially owned by each reporting person
66,040,898 | |||||
| (12) |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
| (13) |
Percent of class represented by amount in Row (11)
40.8% | |||||
| (14) |
Type of reporting person (see instructions)
CO | |||||
This Amendment No. 9 relates to the Schedule 13D filed with the Securities and Exchange Commission on April 19, 2011 and amended on April 25, 2011, August 21, 2012, August 30, 2012, September 5, 2012, September 10, 2012, September 12, 2012, September 17, 2012 and September 20, 2012 (as so amended, the “Original 13D”), by the Reporting Persons named therein. Capitalized terms used but not defined herein shall have the meaning set forth in the Original 13D. Except as set forth herein, the Original 13D is unmodified.
Item 4. Purpose of Transaction
Item 4 is hereby amended to add the following:
On September 28, 2012, the Consortium issued a press release (the “Voting Results Press Release”) announcing that, based on the results from the extraordinary general meeting held on September 28, 2012, the shareholders of the Company have voted to:
| 1. | Remove John D. Kuhns, Richard H. Hochman, Shadron Lee Stastney, Anthony H. Dixon and Stephen Outerbridge as directors of the Company (the “Removed Directors”); and |
| 2. | Appoint Jui Kian Lim, Moonkyung Kim, Amit Gupta and Yun Pun Wong as directors of the Company. |
A copy of the Voting Results Press Release is attached hereto as Exhibit 99.1, and is incorporated into this Item 4 by reference.
Item 7. Material to be Filed as Exhibits.
The following are filed as exhibits hereto:
| Exhibit |
Description of Exhibit | |
| 99.1 | Voting Results Press Release, dated September 28, 2012 (furnished herewith). |
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.
| Date: September 28, 2012 | NEWQUEST CAPITAL MANAGEMENT (CAYMAN) LIMITED | |||||
| By: | /s/ Randhirsingh Juddoo | |||||
| Name: | Randhirsingh Juddoo | |||||
| Title: | Director | |||||
| NEWQUEST ASIA FUND I (G.P.) LTD. | ||||||
| By: | /s/ Darren Massara | |||||
| Name: | Darren Massara | |||||
| Title: | Director | |||||
| By: | /s/ Randhirsingh Juddoo | |||||
| Name: | Randhirsingh Juddoo | |||||
| Title: | Director | |||||
| NEWQUEST ASIA FUND I, L.P. | ||||||
| By: NewQuest Asia Fund I (G.P.) Ltd. | ||||||
| By: | /s/ Darren Massara | |||||
| Name: | Darren Massara | |||||
| Title: | Director | |||||
| By: | /s/ Randhirsingh Juddoo | |||||
| Name: | Randhirsingh Juddoo | |||||
| Title: | Director | |||||
| CPI BALLPARK INVESTMENTS LTD | ||||||
| By: | /s/ Georges A. Robert | |||||
| Name: | Georges A. Robert | |||||
| Title: | Director | |||||
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.
| Date: September 28, 2012 | SWISS RE FINANCIAL PRODUCTS CORPORATION | |||||
| By: | /s/ Hank Chance | |||||
| Name: Hank Chance | ||||||
| Title: Authorized Signatory | ||||||
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.
| Date: September 28, 2012 | CHINA ENVIRONMENT FUND III, L.P. | |||||
| By: China Environment Fund III Management, L.P., its general partner | ||||||
| By: China Environment Fund III Holdings Ltd., its general partner | ||||||
| By: | /s/ Yun Pun Wong | |||||
| Name: Yun Pun Wong | ||||||
| Title: Authorized signatory | ||||||
| Date: September 28, 2012 | CHINA ENVIRONMENT FUND III MANAGEMENT, L.P. | |||||
| By: China Environment Fund III Holdings Ltd., its general partner | ||||||
| By: | /s/ Yun Pun Wong | |||||
| Name: Yun Pun Wong | ||||||
| Title: Authorized signatory | ||||||
| Date: September 28, 2012 | CHINA ENVIRONMENT FUND III HOLDINGS LTD. | |||||
| By: | /s/ Yun Pun Wong | |||||
| Name: Yun Pun Wong | ||||||
| Title: Authorized signatory | ||||||
| Date: September 28, 2012 | DONALD C. YE | |||||
| By: | /s/ Donald C. Ye | |||||
| Date: September 28, 2012 | SHELBY CHEN | |||||
| By: | /s/ Shelby Chen | |||||
| Date: September 28, 2012 | MICHAEL LI | |||||
| By: | /s/ Michael Li | |||||
| Date: September 28, 2012 | LARRY ZHANG | |||||
| By: | /s/ Larry Zhang | |||||
| Date: September 28, 2012 | IAN ZHU | |||||
| By: | /s/ Ian Zhu | |||||
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.
| Date: September 28, 2012 | AQUA RESOURCES ASIA HOLDINGS LIMITED | |||||
| By: | /s/ Kimberly Tara | |||||
| Name: Kimberly Tara | ||||||
| Title: Director | ||||||
| Date: September 28, 2012 | AQUA RESOURCES FUND LIMITED | |||||
| By: FourWinds Capital Management, its investment manager | ||||||
| By: | /s/ Kimberly Tara | |||||
| Name: Kimberly Tara | ||||||
| Title: CEO, FourWinds Capital Management | ||||||
| Date: September 28, 2012 | FOURWINDS CAPITAL MANAGEMENT | |||||
| By: | /s/ Kimberly Tara | |||||
| Name: Kimberly Tara | ||||||
| Title: CEO, FourWinds Capital Management | ||||||
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.
| Date: September 28, 2012 | ABRAX | |||||
| By: | /s/ Manuel Salvisberg | |||||
| Name: Manuel Salvisberg | ||||||
| Title: Director | ||||||
| Date: September 28, 2012 | ABRAX LIMITED | |||||
| By: | /s/ Manuel Salvisberg | |||||
| Name: Manuel Salvisberg | ||||||
| Title: Director | ||||||
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.
| Date: September 28, 2012 | IWU INTERNATIONAL LTD. | |||||
| By: | /s/ Li Wu Fehlmann | |||||
| Name: Li Wu Fehlmann | ||||||
| Title: Director | ||||||