Washington, D.C. 20549
(Amendment No. 3)
Information to be Included in Statements Filed Pursuant to Rule 13d-1(a) and Amendments Thereto Filed Pursuant to Rule 13d-2(a)
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), Rule 13d-1(f) or Rule 13d-1(g), check the following box ☐.
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 (the “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. 02314M108
|
13D
|
Page 1 of 3 Pages
|
1
|
NAMES OF REPORTING PERSONS
Uptrend Trade Limited
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See
Instructions)
(a)
£
(b)
S
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (
See
Instructions)
WC, OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
11,935,500
|
8
|
SHARED VOTING POWER
|
9
|
SOLE DISPOSITIVE POWER
11,935,500
|
10
|
SHARED DISPOSITIVE POWER
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,935,500
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (
See
Instructions)
£
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.1%
(1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
CO
|
_________________________
1
|
Based on 146,496,265 common shares issued and outstanding, as reported by Amaya Inc. in its Management’s Discussion and Analysis for the three months ended March 31, 2017, as furnished to the SEC on May 12, 2017 as Exhibit 99.3 to its Form 6-K.
|
CUSIP No. 02314M108
|
13D
|
Page 2 of 3 Pages
|
1
|
NAMES OF REPORTING PERSONS
Discovery Key Investments Limited
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See
Instructions)
(a)
£
(b)
S
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (
See
Instructions)
WC, OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
10,400,000
|
8
|
SHARED VOTING POWER
|
9
|
SOLE DISPOSITIVE POWER
10,400,000
|
10
|
SHARED DISPOSITIVE POWER
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,400,000
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (
See
Instructions)
£
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.1%
(2)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
CO
|
_________________________
2
|
Based on 146,496,265 common shares issued and outstanding, as reported by Amaya Inc. in its Management’s Discussion and Analysis for the three months ended March 31, 2017, as furnished to the SEC on May 12, 2017 as Exhibit 99.3 to its Form 6-K.
|
CUSIP No. 02314M108
|
13D
|
Page 3 of 3 Pages
|
1
|
NAMES OF REPORTING PERSONS
Tang Hao
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See
Instructions)
(a)
£
(b)
S
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (
See
Instructions)
AF
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
£
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
People’s Republic of China
|
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH
REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
22,335,500
|
8
|
SHARED VOTING POWER
|
9
|
SOLE DISPOSITIVE POWER
22,335,500
|
10
|
SHARED DISPOSITIVE POWER
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,335,500
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (
See
Instructions)
£
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.2%
(3)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
_________________________
3
|
Based on 146,496,265 common shares issued and outstanding, as reported by Amaya Inc. in its Management’s Discussion and Analysis for the three months ended March 31, 2017, as furnished to the SEC on May 12, 2017 as Exhibit 99.3 to its Form 6-K.
|
INTRODUCTORY NOTE
This amendment No. 3 (“Amendment No. 3”) to Schedule 13D is filed jointly by
Uptrend Trade Limited (“Uptrend”), a British Virgin Islands company, Discovery Key Investments Limited (“Buyer”), a British Virgin Islands company, and Tang Hao (“Mr. Tang”), a citizen of the People’s Republic of China
(each, a “Reporting Person” and collectively, the “Reporting Persons”), with respect to
the common shares, no par value (“Common Shares”), of Amaya Inc., a corporation incorporated under the laws of Quebec, Canada (the “Issuer” or “Amaya”)
, pursuant to their Joint Filing Agreement dated as of July 6, 2017, filed with the Schedule 13D as Exhibit 1 and incorporated herein by reference.
This Amendment No. 3 amends and supplements the statement on Schedule 13D filed on behalf of
Discovery Key Investments Limited and Tang Hao
with the United States Securities and Exchange Commission (the “SEC”) on April 10, 2017, Amendment No. 1 to Schedule 13D filed on June 8, 2017, and Amendment No. 2 to Schedule 13D filed on behalf of
Uptrend Trade Limited, Discovery Key Investments Limited and Tang Hao
on June 8, 2017 (as amended and supplemented to date, the “Original Schedule 13D”). Except as provided herein, this Amendment No. 3 does not modify any of the information previously reported on the Original Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration
On July 6, 2017, Buyer purchased 153,100 Common Shares of the Issuer in the open market at an average price of CAD22.20 per share for an aggregate purchase price of CAD3,398,820, all of which was funded through working capital of Buyer. As of the date hereof, all of these Common Shares are held in the name of Buyer.
On July 10, 2017, Buyer purchased 400,000 Common Shares of the Issuer in the open market at an average price of CAD22.23 per share for an aggregate purchase price of CAD8,890,000, all of which was funded through working capital of Buyer. As of the date hereof, all of these Common Shares are held in the name of Buyer.
On July 11, 2017, Buyer purchased 380,000 Common Shares of the Issuer in the open market at an average price of CAD22.23 per share for an aggregate purchase price of CAD8,446,412, all of which was funded through working capital of Buyer. As of the date hereof, all of these Common Shares are held in the name of Buyer.
On July 12, 2017, Buyer purchased 420,000 Common Shares of the Issuer in the open market at an average price of CAD22.26 per share for an aggregate purchase price of CAD9,348,528, all of which was funded through working capital of Buyer. As of the date hereof, all of these Common Shares are held in the name of Buyer.
On July 13, 2017, Buyer purchased 400,000 Common Shares of the Issuer in the open market at an average price of CAD22.17 per share for an aggregate purchase price of CAD8,866,320, all of which was funded through working capital of Buyer. As of the date hereof, all of these Common Shares are held in the name of Buyer.
Item 4.
Purpose of Transaction
Item 4 of the Original Schedule 13D is hereby amended and supplemented by adding the following at the end thereof:
Buyer’s purchases of Common Shares of the Issuer in July 2017 were for investment purposes.
Item 5.
Interest in Securities of the Issuer
Item 5 of the Original Schedule 13D is hereby amended and replaced by the following:
(a) – (b):
Name and Title of Beneficial Owner
|
|
Number of Outstanding Common Shares Beneficially Owned
|
|
Percentage of Outstanding Common Shares
(4)
|
|
Sole power
to vote or
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:
|
Uptrend Trade Limited
|
|
11,935,500
|
|
8.1%
|
|
11,935,500
|
|
0
|
|
11,935,500
|
|
0
|
Discovery Key Investments Limited
|
|
10,400,000
|
|
7.1%
|
|
10,400,000
|
|
0
|
|
10,400,000
|
|
0
|
Tang Hao
|
|
22,335,500
|
|
15.2%
|
|
22,335,500
|
|
0
|
|
22,335,500
|
|
0
|
(c) Information concerning transactions in securities of the Issuer since July 6, 2017, the filing date of the Original Schedule 13D:
Date of Transaction
|
|
Number of Securities Purchased
|
|
Price Per Security
(5)
(CAD)
|
|
Aggregate Purchase Price (CAD)
|
July 6, 2017
|
|
153,100
|
|
22.20
|
|
3,398,820
|
July 10, 2017
|
|
400,000
|
|
22.23
|
|
8,890,000
|
July 11, 2017
|
|
380,000
|
|
22.23
|
|
8,446,412
|
July 12, 2017
|
|
420,000
|
|
22.26
|
|
9,348,528
|
July 13, 2017
|
|
400,000
|
|
22.17
|
|
8,866,320
|
(d) Not applicable.
(e) Not applicable.
_________________________
4
|
Based on 146,496,265 common shares issued and outstanding, as reported by Amaya Inc. in its Management’s Discussion and Analysis for the three months ended March 31, 2017, as furnished to the SEC on May 12, 2017 as Exhibit 99.3 to its Form 6-K.
|
5
|
Average price for all purchases on the respective purchase date.
|
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:
July 14, 2017
|
Uptrend Trade Limited
|
|
|
|
|
|
By:
|
|
/s/ Tang Hao
|
|
Name:
|
|
Tang Hao
|
|
Title:
|
|
Director
|
|
|
|
|
|
Discovery Key Investments Limited
|
|
|
|
|
|
By:
|
|
/s/ Tang Hao
|
|
Name:
|
|
Tang Hao
|
|
Title:
|
|
Director
|
|
|
|
|
|
Tang Hao
|
|
|
|
|
|
By:
|
|
/s/ Tang Hao
|