Filing Details

Accession Number:
0001193125-20-114191
Form Type:
13D Filing
Publication Date:
2020-04-22 06:24:14
Filed By:
Hong Leong Asia Ltd
Company:
China Yuchai International Ltd (NYSE:CYD)
Filing Date:
2020-04-22
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Well Summit Investments Limited ( 147 Well Summit 148 ) 0 7,935,810 0 7,935,810 7,935,810 19.4%
Hong Leong (China) Limited ( 147 HLC 148 ) 0 9,520,251 0 9,520,251 9,520,251 23.3%
HL Technology Systems Pte Ltd ( 147 HLT 148 ) 0 9,520,251 0 9,520,251 9,520,251 23.3%
Hong Leong Asia Ltd. ( 147 HLA 148 ) 0 17,456,061 0 17,456,061 17,456,061 42.7%
Filing

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Schedule 13D

Under the Securities Exchange Act of 1934

(Amendment No. 19)*

 

 

China Yuchai International Limited

(Name of Issuer)

Common Stock, Par Value $0.10 Per Share

(Title of Class of Securities)

G210821050

(CUSIP Number)

Mr. Tan Eng Kwee

Director and Chief Executive Officer

Hong Leong Asia Ltd.

16 Raffles Quay

#26-00 Hong Leong Building

Singapore 048581

65-62208411

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

April 21, 2020

(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.  ☐

 

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 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 persons 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).

 

 

 


CUSIP No. G210821050   Page 2 of 12

 

  1   

NAMES OF REPORTING PERSONS

 

Well Summit Investments Limited (Well Summit)

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ☐        (b)  ☐

 

  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

 

0

     8   

SHARED VOTING POWER

 

7,935,810 shares*

     9   

SOLE DISPOSITIVE POWER

 

0

   10   

SHARED DISPOSITIVE POWER

 

7,935,810 shares*

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

7,935,810 shares*

12  

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)    ☐

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

19.4%

14  

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

CO

 

*

See Item 5 of this Schedule.


CUSIP No. G210821050   Page 3 of 12

 

  1   

NAMES OF REPORTING PERSONS

 

Hong Leong (China) Limited (HLC)

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ☐        (b)  ☐

 

  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

 

Singapore

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

SOLE VOTING POWER

 

0

     8   

SHARED VOTING POWER

 

9,520,251 shares*

     9   

SOLE DISPOSITIVE POWER

 

0

   10   

SHARED DISPOSITIVE POWER

 

9,520,251 shares*

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

9,520,251 shares*

12  

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)    ☐

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

23.3%**

14  

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

CO

 

*

See Item 5 of this Schedule.

**

In addition to the 9,520,251 shares of common stock of China Yuchai International Limited (CYI) beneficially owned by it through HL Technology Systems Pte Ltd, HLC also controls a special share of CYI through HL Technology Systems Pte Ltd. As discussed in Item 6 of Amendment No. 2 to Schedule 13D filed with the Securities and Exchange Commission on July 19, 2002, the special share entitles the holder thereof to select a majority of CYIs board of directors.


CUSIP No. G210821050   Page 4 of 12

 

  1   

NAMES OF REPORTING PERSONS

 

HL Technology Systems Pte Ltd (HLT)

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ☐        (b)  ☐

 

  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

 

Singapore

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7    

SOLE VOTING POWER

 

0

     8   

SHARED VOTING POWER

 

9,520,251 shares*

     9   

SOLE DISPOSITIVE POWER

 

0

   10   

SHARED DISPOSITIVE POWER

 

9,520,251 shares*

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

9,520,251 shares*

12  

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)    ☐

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

23.3%**

14  

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

CO

 

*

See Item 5 of this Schedule.

**

In addition to the 9,520,251 shares of common stock of CYI owned by it, HLT also owns a special share of CYI. As discussed in Item 6 of Amendment No. 2 to Schedule 13D filed with the Securities and Exchange Commission on July 19, 2002, the special share entitles the holder thereof to select a majority of CYIs board of directors.


CUSIP No. G210821050   Page 5 of 12

 

  1   

NAMES OF REPORTING PERSONS

 

Hong Leong Asia Ltd. (HLA)

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ☐        (b)  ☐

 

  3  

SEC USE ONLY

 

  4  

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

AF    BK    WC

  5  

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)    ☐

 

  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Singapore

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

SOLE VOTING POWER

 

0

     8   

SHARED VOTING POWER

 

17,456,061 shares*

     9   

SOLE DISPOSITIVE POWER

 

0

   10   

SHARED DISPOSITIVE POWER

 

17,456,061 shares*

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

17,456,061 shares*

12  

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)    ☐

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

42.7%**

14  

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

CO

 

*

See Item 5 of this Schedule.

**

In addition to the 9,520,251 shares of common stock of CYI beneficially owned by it through HLT and 7,935,810 shares of common stock of CYI beneficially owned by it through Well Summit, HLA also controls a special share of CYI through HLT. As discussed in Item 6 of Amendment No. 2 to Schedule 13D filed with the Securities and Exchange Commission on July 19, 2002, the special share entitles the holder thereof to select a majority of CYIs board of directors.


  Page 6 of 12

This Amendment No. 19 amends the Schedule 13D previously filed with the Securities and Exchange Commission by Hong Leong Asia Ltd. on June 19, 1995, as amended by Amendment No. 1 to Schedule 13D filed on February 17, 1998, as subsequently amended and restated by Amendment No. 2 to Schedule 13D filed on July 19, 2002, as further amended by Amendment No. 3 to Schedule 13D filed on September 10, 2003, as further amended by Amendment No. 4 to Schedule 13D filed on October 7, 2003, as further amended by Amendment No. 5 to Schedule 13D filed on October 15, 2003, as further amended by Amendment No. 6 to Schedule 13D filed on November 28, 2003, as further amended by Amendment No. 7 to Schedule 13D filed on October 27, 2009, as further amended by Amendment No. 8 to Schedule 13D filed on October 28, 2009, as further amended by Amendment No. 9 to Schedule 13D filed on August 30, 2010, as further amended by Amendment No. 10 to Schedule 13D filed on May 25, 2011, as further amended by Amendment No. 11 to Schedule 13D filed on June 7, 2011, as further amended by Amendment No. 12 to Schedule 13D filed on August 12, 2011, as further amended by Amendment No. 13 to Schedule 13D filed on August 23, 2011, as further amended by Amendment No. 14 to Schedule 13D filed on November 22, 2011, as further amended by Amendment No. 15 to Schedule 13D filed on July 14, 2014, as further amended by Amendment No. 16 to Schedule 13D filed on July 16, 2015, as further amended by Amendment No. 17 to Schedule 13D filed on July 5, 2016, and as further amended by Amendment No. 18 to Schedule 13D filed on December 3, 2018 (as so amended, the Statement) with respect to the common stock, par value US$0.10 per share (the Common Stock), of China Yuchai International Limited, a Bermuda corporation (CYI). Capitalized terms used but not defined herein have the meanings given to them in the Statement.

 

Item 2

Identity and Background

Schedule 1 referred to in Item 2 is hereby amended and restated in its entirety by Schedule 1 hereto.

 

Item 4

Purpose of Transaction

The first and second sentences of Item 4 of the Statement are hereby amended and restated in their entirety as follows:

Of the 17,456,061 shares of Common Stock covered by this Statement, 9,520,251 are owned of record by HLT, and in addition HLT holds the Special Share described in Item 6 of Amendment No. 2 to Schedule 13D filed with the Securities and Exchange Commission on July 19, 2002. The remaining 7,935,810 shares of Common Stock covered by this Statement are owned of record by Well Summit.


  Page 7 of 12

 

Item 5

Interest in Securities of the Issuer

Items 5(a) and (b) of the Schedule are hereby amended and restated in their entirety as follows:

(a) and (b) As of April 21, 2020, each of the Reporting Persons beneficially owns the number and percentage of shares of Common Stock of CYI issued and outstanding listed opposite its name:

 

Reporting Person

   Number of
shares of
Common
Stock
beneficially
owned
     Percent of
class (1)
    Sole power
to vote or
to direct
the vote
     Shared
power to
vote or to
direct the
vote
     Sole power
to dispose
or to
direct the
disposition
of
     Shared
power to
dispose or to
direct the
disposition
of
 

Well Summit

     7,935,810        19.4     0        7,935,810        0        7,935,810  

HLT

     9,520,251        23.3     0        9,520,251        0        9,520,251  

HLC

     9,520,251        23.3     0        9,520,251        0        9,520,251  

HLA

     17,456,061        42.7     0        17,456,061        0        17,456,061  

Note:

 

  1.

Based on 40,858,290 shares of Common Stock of CYI issued and outstanding as of April 21, 2020, based on information provided by CYI.

HLT owns of record 9,520,251 shares of Common Stock, which represents 23.3% of the 40,858,290 shares of Common Stock of CYI issued and outstanding as of April 21, 2020, based on information provided by CYI. HLT also holds the Special Share described in Item 6 of Amendment No. 2 to Schedule 13D filed with the Securities and Exchange Commission on July 19, 2002.

Well Summit owns of record 7,935,810 shares of Common Stock, which represents 19.4% of the 40,858,290 shares of Common Stock of CYI issued and outstanding as of April 21, 2020, based on information provided by CYI.

HLC has an indirect interest in the 9,520,251 shares of Common Stock directly owned by HLT, which represents 23.3% of the 40,858,290 shares of Common Stock of CYI issued and outstanding as of April 21, 2020, based on information provided by CYI.

The 17,456,061 shares of Common Stock beneficially owned by HLA represents 42.7% of the 40,858,290 shares of Common Stock of CYI issued and outstanding as of April 21, 2020, based on information provided by CYI.

Shares held of record by HLT: HLT (together with HLC by virtue of its ownership of HLT and HLA by virtue of its ownership of HLC) has shared voting and dispositive power over the 9,520,251 shares of Common Stock owned by HLT and the Special Share described in Item 6 of Amendment No. 2 to Schedule 13D filed with the Securities and Exchange Commission on July 19, 2002.

Shares held of record by Well Summit: Well Summit (together with HLA by virtue of its ownership of Well Summit) has shared voting and dispositive power over the 7,935,810 shares of Common Stock owned by Well Summit.

Item 5(c) of the Schedule is hereby amended as follows:

Well Summit has effected the following purchase of shares of Common Stock during the 60 days prior to the date hereof:

 

Date of Purchase

   Number of Shares of
Common Stock Purchased
     Average Price per
Share Purchased (US$)
     Manner of Purchase

April 21, 2020

     396,907        11.85      Open market transaction

Except as set forth above, none of the Reporting Persons have effected any transaction in shares of Common Stock during the past 60 days.

 

Item 7

Material to be Filed as Exhibits

Joint Filing Agreement, dated August 30, 2010, among Hong Leong Asia Ltd., HL Technology Systems Pte Ltd, Hong Leong (China) Limited and Well Summit Investments Limited (incorporated herein by reference to Exhibit 7 to Amendment No. 9 to Schedule 13D filed with the Securities and Exchange Commission on August 30, 2010).


  Page 8 of 12

SIGNATURE

After reasonable inquiry and to the best of his or her knowledge and belief, each of the undersigned certifies that the information in this statement is true, complete and correct.

 

Dated: April 22, 2020     HONG LEONG ASIA LTD.
    By:  

/s/ Tan Eng Kwee

    Name:  

Tan Eng Kwee

    Title:  

Director and Chief Executive Officer

    HL TECHNOLOGY SYSTEMS PTE LTD
    By:  

/s/ Tan Eng Kwee

    Name:  

Tan Eng Kwee

    Title:   Director
    HONG LEONG (CHINA) LIMITED
    By:  

/s/ Tan Eng Kwee

    Name:  

Tan Eng Kwee

    Title:   Director
    WELL SUMMIT INVESTMENTS LIMITED
    By:  

/s/ Kwek Pei Xuan

    Name:  

Kwek Pei Xuan

    Title:   Director

  Page 9 of 12

Exhibit Index

 

Exhibit 7    Joint Filing Agreement, dated August 30, 2010, among Hong Leong Asia Ltd., HL Technology Systems Pte Ltd, Hong Leong (China) Limited and Well Summit Investments Limited (incorporated herein by reference to Exhibit 7 to Amendment No. 9 to Schedule 13D filed with the Securities and Exchange Commission on August 30, 2010)

Page 10 of 12

SCHEDULE I

The following is a list of the directors and executive officers of the Reporting Persons:

DIRECTORS AND EXECUTIVE OFFICERS OF

WELL SUMMIT INVESTMENTS LIMITED

 

Name

  

Business Address

  

Principal Occupation

  

Citizenship

Directors         
Kwek Leng Peck   

16 Raffles Quay #26-00

Hong Leong Building

Singapore 048581

   Executive Chairman    Singapore
Tan Eng Kwee   

16 Raffles Quay #26-00

Hong Leong Building

Singapore 048581

   Chief Executive Officer   

Singapore

Kwek Pei Xuan   

16 Raffles Quay #26-00

Hong Leong Building

Singapore 048581

   Senior Business Development Manager   

Singapore

Executive Officers

Nil

DIRECTORS AND EXECUTIVE OFFICERS OF

HL TECHNOLOGY SYSTEMS PTE LTD

 

Name

  

Business Address

  

Principal Occupation

  

Citizenship

Directors         
Kwek Leng Peck   

16 Raffles Quay #26-00

Hong Leong Building

Singapore 048581

   Executive Chairman    Singapore
Tan Eng Kwee   

16 Raffles Quay #26-00

Hong Leong Building

Singapore 048581

   Chief Executive Officer   

Singapore

Executive Officers

Nil


Page 11 of 12

DIRECTORS AND EXECUTIVE OFFICERS OF

HONG LEONG (CHINA) LIMITED

 

Name

  

Business Address

  

Principal Occupation

  

Citizenship

Directors         
Kwek Leng Peck   

16 Raffles Quay #26-00

Hong Leong Building

Singapore 048581

   Executive Chairman    Singapore
Tan Eng Kwee   

16 Raffles Quay #26-00

Hong Leong Building

Singapore 048581

   Chief Executive Officer   

Singapore

Executive Officers

Nil


Page 12 of 12

DIRECTORS AND EXECUTIVE OFFICERS OF

HONG LEONG ASIA LTD.

 

Name

  

Residential/Business Address

  

Principal Occupation

  

Citizenship

Directors         
Kwek Leng Peck   

16 Raffles Quay #26-00

Hong Leong Building

Singapore 048581

   Executive Chairman    Singapore
Tan Eng Kwee   

16 Raffles Quay #26-00

Hong Leong Building

Singapore 048581

   Chief Executive Officer   

Singapore

Ernest Colin Lee    9 Gleneagle Street Kenmore Qld 4069
Australia
   Engineer    Australia
Kwong Ka Lo @ Caroline Kwong   

50 Raffles Place

#19-00 Singapore Land Tower

Singapore 048623

   Fund Management    Singapore
Ng Sey Ming   

9 Straits View

#06-07 Marina One West Tower

Singapore 018937

  

Lawyer

  

Singapore

Tan Chian Khong   

30 Lotus Avenue

Lucky Park

Singapore 277613

   Company Director    Singapore
Executive Officers         
Kwek Leng Peck   

16 Raffles Quay #26-00

Hong Leong Building

Singapore 048581

   Executive Chairman    Singapore
Tan Eng Kwee   

16 Raffles Quay #26-00

Hong Leong Building

Singapore 048581

   Chief Executive Officer   

Singapore