Filing Details

Accession Number:
0001540531-21-000003
Form Type:
13G Filing
Publication Date:
2021-02-16 18:57:41
Filed By:
12 West Capital Management
Company:
Gds Holdings Ltd (NASDAQ:GDS)
Filing Date:
2021-02-17
SEC Url:
13G 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
9,988,361 0 9,988,361 0 9,988,361 5.60%
Filing

THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 3)* GDS HOLDINGS LIMITED (Name of Issuer) AMERICAN DEPOSITARY SHARES, EACH REPRESENTING EIGHT CLASS A ORDINARY SHARES, PAR VALUE $0.00005 PER SHARE (Title of Class of Securities) 36165L108 (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 Schedu* le is filed: [ ] Rule 13d-1(b) [ X ] Rule 13d-1(c) [ ] Rule 13d-1(d) * 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 disc* losures provided in a prior cover page. The information required on the remainder of this cover page shall not be deem* ed 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. 36165L108 1. NAMES OF REPORTING PERSONS 12 West Capital Management LP 45-3076594 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware, United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER: 9,988,361** 6. SHARED VOTING POWER: 0** 7. SOLE DISPOSITIVE POWER: 9,988,361** 8. SHARED DISPOSITIVE POWER: 0** 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 9,988,361** 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): 5.60% 12. TYPE OF REPORTING PERSON (see instructions): IA **12 West Capital Management LP ("12 West Management") serves as the investmen* t manager to 12 West Capital Fund LP, a Delaware limited partnership ("12 West * Onshore Fund"), 12 West Capital Offshore Fund LP, a Cayman Islands exempted lim* ited partnership ("12 West Offshore Fund"), and DC Opportunity Fund LLC, a Dela* ware limited liability company ("DCOF"), and possesses the sole power to vote a* nd the sole power to direct the disposition of all securities of GDS Holdings L* nimited (the "Company") held by 12 West Onshore Fund, 12 West Offshore Fund, an* d DCOF. Joel Ramin, as the sole member of 12 West Capital Management, LLC, the * general partner of 12 West Management, possesses the voting and dispositive pow* er with respect to all securities beneficially owned by 12 West Management. As of December 31, 2020, The Company had 178,448,600 Class A ordinary shares, * par value $0.00005 per share (the "Ordinary Shares") outstanding. As of Decembe* r 31, 2020, 12 West Onshore Fund held 5,732,167 ADS Shares of the Company, 12 W* est Offshore Fund held 3,862,647 ADS Shares of the Company, and DCOF held 393,5* 47 ADS Shares of the Company. As a result of the foregoing, for purposes of Reg* . Section 240.13d-3, 12 West Management is deemed to beneficially own the 9,988* ,361 ADS Shares of the Company, representing 5.60% of the Company's Ordinary Sh* ares deemed issued and outstanding as of December 31, 2020.

Item 1. (a) Name of Issuer GDS Holdings Limited(b) Address of Issuer's Principal Executive Offices 2/F, Tower 2, Youyou Century Place 428 South Yanggao Road Pudong, Shanghai 200127 People's Republic of China Item 2. (a) Name of Person Filing 12 West Capital Management LP(b) Address of Principal Business Office, or, If None, Residence: 90 Park Avenue 40th Floor New York, New York 10016(c) Citizenship: 12 West Capital Management LP is a Delaware limited partnership(d) Title of Class of Securities Class A ordinary shares, par value $0.00005 per share(e) CUSIP Number 36165L108 Item 3. If this statement is filed pursuant to Section 240.13d-1(b) or * 240.13d-2(b) or (c), check whether the person filing is a: Not applicableItem 4. Ownership. (a) Amount beneficially owned: 9,988,361** (b) Percent of class: 5.60% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 9,988,361** (ii) Shared power to vote or to direct the vote: 0** (iii) Sole power to dispose or to direct the disposition of: 9,988,361** (iv) Shared power to dispose or to direct the disposition of: 0** __________________ **12 West Capital Management LP ("12 West Management") serves as the investmen* t manager to 12 West Capital Fund LP, a Delaware limited partnership ("12 West * Onshore Fund"), 12 West Capital Offshore Fund LP, a Cayman Islands exempted lim* ited partnership ("12 West Offshore Fund"), and DC Opportunity Fund LLC, a Dela* ware limited liability company ("DCOF"), and possesses the sole power to vote a* nd the sole power to direct the disposition of all securities of GDS Holdings L* imited (the "Company") held by 12 West Onshore Fund, 12 West Offshore Fund, and* DCOF. Joel Ramin, as the sole member of 12 West Capital Management, LLC, the g* eneral partner of 12 West Management, possesses the voting and dispositive pow* er with respect to all securities beneficially owned by 12 West Management. As of December 31, 2020, The Company had 178,448,600 Class A ordinary shares,* par value $0.00005 per share (the "Ordinary Shares") outstanding. As of Decem* ber 31, 2020, 12 West Onshore Fund held 5,732,167 ADS Shares of the Company,* 12 W* est Offshore Fund held 3,862,647 ADS Shares of the Company, and DCOF held 393,5* 47 ADS Shares of the Company. As a result of the foregoing, for purposes of Reg* . Section 240.13d-3, 12 West Management is deemed to beneficially own the 9,988* 361 ADS Shares of the Company, representing 5.60% of the Company's Ordinary Sh* ares deemed issued and outstanding as of December 31, 2020.