- Amended Statement of Ownership (SC 13G/A)
February 12 2010 - 11:15AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES
13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)
(Amendment No. 2)*
|
ChinaEdu Corporation
|
|
(Name of Issuer)
|
|
Ordinary Shares
|
|
(Title of Class of Securities)
|
|
16945L107
|
|
(CUSIP Number)
|
|
December 31, 2009
|
|
(Date of Event Which Requires Filing of this Statement)
|
Check the
appropriate box to designate the rule pursuant to which this Schedule is filed:
|
|
|
|
o
|
Rule 13d-1(b)
|
|
|
|
|
o
|
Rule 13d-1(c)
|
|
|
|
|
x
|
Rule 13d-1(d)
|
*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).
(Continued on following pages)
|
|
|
CUSIP NO. 16945L107
|
13 G
|
Page 2 of
12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
|
|
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY)
|
|
Tiger Global Private Investment
Partners II, L.P. (Tiger PIP II)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP*
|
|
|
|
|
(a)
|
o
|
|
(b)
|
x
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
Cayman Islands
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
|
|
0 shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6
|
SHARED VOTING POWER
|
|
See response to row 5.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
See response to row 7.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
|
|
|
|
|
|
REPORTING PERSON
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
|
|
|
|
|
|
|
EXCLUDES CERTAIN SHARES*
|
|
|
|
o
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
|
|
|
|
|
|
|
|
|
|
0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING PERSON*
|
|
|
|
|
|
|
PN
|
|
|
|
|
|
|
|
|
|
* SEE INSTRUCTIONS BEFORE FILLING OUT!
|
|
|
CUSIP NO. 16945L107
|
13 G
|
Page 3 of
12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
|
|
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY)
|
|
Tiger Global PIP
Performance II, L.L.C. (Tiger Performance II)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP*
|
|
|
|
|
(a)
|
o
|
|
(b)
|
x
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
|
|
0 shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6
|
SHARED VOTING POWER
|
|
See response to row 5.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
See response to row 7.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
|
|
|
|
|
|
REPORTING PERSON
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
|
|
|
|
|
|
|
EXCLUDES CERTAIN SHARES*
|
|
|
|
o
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
|
|
|
|
|
|
|
|
|
|
0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING PERSON*
|
|
|
|
|
|
|
OO
|
|
|
|
|
|
|
|
|
|
* SEE INSTRUCTIONS BEFORE FILLING OUT!
|
|
|
CUSIP NO. 16945L107
|
13 G
|
Page 4 of
12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
|
|
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY)
|
|
Tiger Global II,
L.P. (Tiger Global II)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP*
|
|
|
|
|
(a)
|
o
|
|
(b)
|
x
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
|
|
0 shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6
|
SHARED VOTING POWER
|
|
See response to row 5.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
See response to row 7.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
|
|
|
|
|
|
REPORTING PERSON
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
|
|
|
|
|
|
|
EXCLUDES CERTAIN SHARES*
|
|
|
|
o
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
|
|
|
|
|
|
|
|
|
|
0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING PERSON*
|
|
|
|
|
|
|
PN
|
|
|
|
|
|
|
|
|
|
* SEE INSTRUCTIONS BEFORE FILLING OUT!
|
|
|
CUSIP NO. 16945L107
|
13 G
|
Page 5 of
12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
|
|
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY)
|
|
Tiger Global
Performance, LLC (Tiger Global Performance)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP*
|
|
|
|
|
(a)
|
o
|
|
(b)
|
x
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
|
|
0 shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6
|
SHARED VOTING POWER
|
|
See response to row 5.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
See response to row 7.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
|
|
|
|
|
|
REPORTING PERSON
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
|
|
|
|
|
|
|
EXCLUDES CERTAIN SHARES*
|
|
|
|
o
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
|
|
|
|
|
|
|
|
|
|
0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING PERSON*
|
|
|
|
|
|
|
OO
|
|
|
|
|
|
|
|
|
|
* SEE INSTRUCTIONS BEFORE FILLING OUT!
|
|
|
CUSIP NO. 16945L107
|
13 G
|
Page 6 of
12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
|
|
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY)
|
|
Tiger Global
Management, LLC (Tiger Management)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP*
|
|
|
|
|
(a)
|
o
|
|
(b)
|
x
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
|
|
0 shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6
|
SHARED VOTING POWER
|
|
See response to row 5.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
See response to row 7.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
|
|
|
|
|
|
REPORTING PERSON
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
|
|
|
|
|
|
|
EXCLUDES CERTAIN SHARES*
|
|
|
|
o
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
|
|
|
|
|
|
|
|
|
|
0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING PERSON*
|
|
|
|
|
|
|
OO
|
|
|
|
|
|
|
|
|
|
* SEE INSTRUCTIONS BEFORE FILLING OUT!
|
|
|
CUSIP NO. 16945L107
|
13 G
|
Page 7 of
12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
|
|
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY)
|
|
Charles P.
Coleman III (Coleman)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP*
|
|
|
|
|
(a)
|
o
|
|
(b)
|
x
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
U.S. Citizen
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
|
|
0 shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6
|
SHARED VOTING POWER
|
|
See response to row 5.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
See response to row 7.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
|
|
|
|
|
|
REPORTING PERSON
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
|
|
|
|
|
|
|
EXCLUDES CERTAIN SHARES*
|
|
|
|
o
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
|
|
|
|
|
|
|
|
|
|
0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING PERSON*
|
|
|
|
|
|
|
IN
|
|
|
|
|
|
|
|
|
|
* SEE INSTRUCTIONS BEFORE FILLING OUT!
|
|
|
CUSIP NO. 16945L107
|
13 G
|
Page 8 of
12
|
|
|
This Amendment No. 2 amends the
Schedule 13G filed with the Securities and Exchange Commission on February 12,
2008, as amended by Amendment No. 1 on February 12, 2009 by Tiger Global
Private Investment Partners II, L.P., a Cayman Islands limited partnership,
Tiger Global PIP Performance II, L.L.C., a Delaware limited liability company,
Tiger Global II, L.P., a Delaware limited partnership, Tiger Global
Performance, LLC, a Delaware limited liability company, Tiger Global
Management, LLC, a Delaware limited liability company, and Charles P. Coleman
III. The foregoing entities and individual are collectively referred to as the
Reporting Persons. Only those items as to which there has been a change are
included in this Amendment No. 2.
|
|
|
ITEM 4.
|
OWNERSHIP
|
|
|
|
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
|
|
|
|
|
|
|
|
|
(a)
|
Amount
beneficially owned
:
|
|
|
|
|
|
|
|
|
|
See Row 9 of
cover page for each Reporting Person.
|
|
|
|
|
|
|
|
|
(b)
|
Percent of
Class
:
|
|
|
|
|
|
|
|
|
|
See Row 11
of cover page for each Reporting Person.
|
|
|
|
|
|
|
(c)
|
Number of
shares as to which such person has
:
|
|
|
|
|
|
|
|
|
|
|
(i)
|
Sole power
to vote or to direct the vote
:
|
|
|
|
|
|
|
|
|
|
|
|
See Row 5 of
cover page for each Reporting Person.
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
Shared power
to vote or to direct the vote
:
|
|
|
|
|
|
|
|
|
|
|
|
See Row 6 of
cover page for each Reporting Person.
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
Sole power
to dispose or to direct the disposition of
:
|
|
|
|
|
|
|
|
|
|
|
|
See Row 7 of
cover page for each Reporting Person.
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
Shared power
to dispose or to direct the disposition of
:
|
|
|
|
|
|
|
|
|
|
|
|
See Row 8 of
cover page for each Reporting Person.
|
|
|
|
|
|
|
ITEM 5.
|
OWNERSHIP OF
FIVE PERCENT OR LESS OF A CLASS
|
|
|
|
|
|
|
|
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial
owner of more than 5 percent of the class of securities, check the following:
x
|
|
|
|
CUSIP NO. 16945L107
|
13 G
|
Page 9 of
12
|
SIGNATURES
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.
|
|
|
Dated: February 12, 2010
|
|
|
|
|
|
Tiger Global
Private Investment Partners II, L.P.
|
|
/s/ Charles
P. Coleman III
|
By Tiger
Global PIP Performance II, L.L.C.
|
|
Signature
|
Its General
Partner
|
|
|
|
|
Charles P.
Coleman III
|
|
|
Managing Member
|
|
|
|
Tiger Global
PIP Performance II, L.L.C.
|
|
/s/ Charles
P. Coleman III
|
|
|
Signature
|
|
|
|
|
|
Charles P.
Coleman III
|
|
|
Managing Member
|
|
|
|
Tiger Global II, L.P.
|
|
/s/ Charles
P. Coleman III
|
By Tiger Global Performance, LLC
|
|
Signature
|
Its General Partner
|
|
|
|
|
Charles P.
Coleman III
|
|
|
Managing Member
|
|
|
|
Tiger Global Performance, LLC
|
|
/s/ Charles
P. Coleman III
|
|
|
Signature
|
|
|
|
|
|
Charles P.
Coleman III
|
|
|
Managing Member
|
|
|
|
Tiger Global Management, LLC
|
|
/s/ Charles
P. Coleman III
|
|
|
Signature
|
|
|
|
|
|
Charles P.
Coleman III
|
|
|
Managing Member
|
|
|
|
Charles P. Coleman III
|
|
/s/ Charles
P. Coleman III
|
|
|
Signature
|
|
|
|
CUSIP NO. 16945L107
|
13 G
|
Page 10 of
12
|
The
original statement shall be signed by each person on whose behalf the statement
is filed or his authorized representative. If the statement is signed on behalf
of a person by his authorized representative other than an executive officer or
general partner of the filing person, evidence of the representatives
authority to sign on behalf of such person shall be filed with the statement,
provided, however, that a power of attorney for this purpose which is already
on file with the Commission may be incorporated by reference. The name and any
title of each person who signs the statement shall be typed or printed beneath
his signature.
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 for whom copies are to be sent.
Attention:
Intentional misstatements or omissions of fact constitute Federal criminal
violations (See 18 U.S.C. 1001)
|
|
|
CUSIP NO. 16945L107
|
13 G
|
Page 11 of 12
|
EXHIBIT INDEX
|
|
|
|
|
|
|
|
Exhibit
|
|
|
Found on
Sequentially
Numbered Page
|
|
|
|
Exhibit A: Agreement of Joint Filing
|
|
12
|
|
|
|
CUSIP NO. 16945L107
|
13 G
|
Page 12 of
12
|
EXHIBIT A
Agreement of Joint Filing
The
Reporting Persons hereby agree that a single Schedule 13G
(or any amendment thereto) relating to the Ordinary Shares of ChinaEdu
Corporation shall be filed on behalf of each of the Reporting Persons. Note that copies of the applicable Agreement of Joint Filing
are already on file with the appropriate agencies.
Chinaedu Corp. ADS, Each Representing Three Ordinary Shares (MM) (NASDAQ:CEDU)
Historical Stock Chart
From May 2024 to Jun 2024
Chinaedu Corp. ADS, Each Representing Three Ordinary Shares (MM) (NASDAQ:CEDU)
Historical Stock Chart
From Jun 2023 to Jun 2024