FSIN Fushi Copperweld, Inc. (MM)

This Schedule 13D/A (this “Schedule 13D/A”) is filed jointly by Li Fu (“Mr. Fu”), Wise Sun Investments Limited (“Wise Sun”), Xin Liu (“Ms. Liu”), Yuyan Zhang (“Ms. Zhang”), Abax Lotus Ltd. (“Abax Lotus”), Abax Global Opportunities Fund (“Global Fund”), Abax Upland Fund LLC (“Upland”), Abax Arhat Fund (“Arhat”), Abax Claremont Ltd. (“Upland Managing Member”), AGC Asia 6 Ltd. ("AGC Asia 6"), AGC China Ltd. (“AGC China”), Abax Global Capital (“AGC”), Abax Global Capital (Hong Kong) Limited, (“Abax HK”) and Xiang Dong Yang (“Mr. Yang”, together with Mr. Fu, Wise Sun, Ms. Liu, Ms. Zhang, Abax Lotus, Global Fund, Upland, Arhat, Upland Managing Member, AGC Asia 6, AGC China, AGC and Abax HK, the “Reporting Persons”). With respect to Mr. Fu and Wise Sun, this Schedule 13D/A represents Amendment No. 9 to the statement on Schedule 13D with respect to the Company filed jointly by Mr. Fu and Dalian Fushi Enterprises Group Company, Ltd. (“Fushi Group”) with the SEC on January 13, 2006, as amended and supplemented to date. This Schedule 13D/A represents Amendment No. 7 to the statement on Schedule 13D with respect to the Company filed by the Abax Parties (as defined below) on November 4, 2010, as amended and supplemented to date. This Schedule 13D/A represents Amendment No. 1 to the statement on Schedule 13D/A filed by Ms. Liu and Ms. Zhang with respect to the Company, on June 29, 2012 (the “Original Schedule 13D/A”). Abax Lotus, Global Fund, Upland, Arhat, Upland Managing Member, AGC Asia 6, AGC China, AGC, Abax HK and Mr. Yang are collectively referred to as the “Abax Parties.”

Item 4 is hereby supplemented as follows:

On December 11, 2012, the Company held a special meeting of its stockholders (the “Special Meeting”) at the offices of Loeb & Loeb LLP, 345 Park Avenue, New York, New York 10154. At the Special Meeting, the stockholders of the Company voted in favor of the proposal to approve the agreement and plan of merger, dated as of June 28, 2012 (the “Merger Agreement”), among Green Dynasty Holdings Limited, a Cayman Islands exempted company (“Holdco”), Green Dynasty Limited, a Cayman Islands exempted company wholly owned by Holdco (“Parent”), Green Dynasty Acquisition, Inc. (“Merger Sub”), a Nevada corporation and a wholly-owned subsidiary of Parent, and the Company, pursuant to which Merger Sub has merged with and into the Company, with the Company continuing as the surviving corporation and a wholly-owned subsidiary of Parent (the “Merger”).

On December 26, 2012, pursuant to the terms of the Merger Agreement, Merger Sub merged with and into the Company, with the Company as the surviving corporation in the Merger (the “Surviving Corporation”) and a wholly-owned subsidiary of Parent. Upon the consummation of the Merger, each issued and outstanding share of common stock, par value US$0.006 per share, of the Company (“Common Stock”), other than shares of Common Stock held by the Company as treasury stock or owned, directly or indirectly by Holdco, Parent, Merger Sub or any wholly-owned subsidiary of the Company immediately prior to the effective time of the Merger, was converted automatically into the right to receive US$9.50 in cash without interest.

On December 26, 2012, pursuant to the terms of the Merger Agreement, in connection with the effectiveness of the Merger (i) each then-outstanding option to purchase Common Stock (a “Company Stock Option”) granted under any director or employee stock option or compensation plan or arrangement of the Company (collectively, the “Company Stock Plans”), whether or not vested or exercisable, became fully vested and exercisable and converted into the right to receive an amount in cash equal to the product of (a) the excess, if any, of US$9.50 over the applicable exercise price per share of Common Stock of such Company Stock Option and (b) the number of shares of Common Stock that the holder of such Company Stock Option could have purchased had such holder exercised such Company Stock Option in full immediately prior to the effective time of the Merger; and (ii) each then-outstanding restricted share of Common Stock granted under any Company Stock Plan became vested in full (and all restrictions thereon immediately lapsed) and converted at the effective time of the Merger into the right to receive US$9.50 per share.

On December 26, 2012, by virtue of the Merger, each share of Common Stock held in the treasury of the Company or owned, directly or indirectly, by Holdco, Parent, Merger Sub or any wholly-owned subsidiary of the Company immediately prior to December 26, 2012 was canceled without consideration therefor. On December 26, 2012, by virtue of the Merger, each share of common stock, no par value per share, of Merger Sub issued and outstanding immediately prior to December 26, 2012 was converted into and became one validly issued, fully paid and non assessable share of common stock, no par value per share, of the Surviving Corporation (the “Private Stock”). The Private Stock is not registered under Section 12 of the Exchange Act.

Upon the consummation of the Merger, the Company became a wholly-owned subsidiary of Parent with one hundred shares of common stock outstanding (solely owned by Parent) and the separate corporate existence of Merger Sub ceased. As a result of the Merger, the Common Stock ceased to trade on the NASDAQ Global Select Market (“NASDAQ”) following the close of trading on December 26, 2012 and became eligible for delisting from NASDAQ and termination of registration pursuant to Rules 12g-4(a)(1) and 12h-3(b)(1)(i) of the Exchange Act.

Pursuant to a certain voting support agreement, dated as of June 28, 2012 (the “Voting Agreement”), between Mr. Fu, Wise Sun, Ms. Liu, Ms. Zhang, Abax Lotus (collectively, the “Rollover Holders”), Parent and the Company, the Rollover Holders, who collectively owned approximately 29.4% of the outstanding shares of Common Stock prior to the effective time of the Merger, appeared at the Special Meeting or otherwise caused their shares of Common Stock to be counted as present thereat for the purpose of establishing a quorum, and voted or caused to be voted at such meeting all their shares of Common Stock in favor of the approval of the Merger Agreement. The information disclosed in this paragraph is qualified in its entirety by reference to the Voting Agreement, a copy of which was filed as Exhibit 7.07 to the Original Schedule 13D/A, and is incorporated herein by reference in its entirety as Exhibit 7.02.

Pursuant to a certain contribution agreement, dated as of June 28, 2012 (the “Contribution Agreement”), between the Rollover Holders, Parent, Holdco and the Company, the Rollover Holders contributed to Parent their shares of Common Stock in exchange for same amount of ordinary shares of Holdco. The information disclosed in this paragraph is qualified in its entirety by reference to the Contribution Agreement, a copy of which was filed as Exhibit 7.06 to the Original Schedule 13D/A and is incorporated herein by reference in its entirety as Exhibit 7.03.

Item 5 is hereby amended and restated in its entirety as follows:

(a)-(b) As of the date of this statement, the Reporting Persons do not beneficially own any shares of Common Stock or have any voting power or dispositive power over any shares of Common Stock.

(c) Other than the transaction described in Item 4 of this Schedule 13D/A, none of the Reporting Persons and no other person described in Item 2 hereof has effected any transactions relating to the Common Stock of the Company during the past sixty (60) days.

(d) Not applicable.

(e) December 26, 2012.

Item 6 is hereby amended and supplemented as follows:

The description in Item 4 of this Schedule 13D/A is incorporated herein by reference, and is qualified in its entirety by the full text of the Merger Agreement, which was filed as Exhibit 7.02 to the Original Schedule 13D/A, and is incorporated herein by reference in its entirety as Exhibit 7.04.

Exhibit 7.01 Joint Filing Agreement by and between the Reporting Persons, dated June 29, 2012 (incorporated by reference to Exhibit 7.01 of the Original Schedule 13D/A filed by the Reporting Persons on June 29, 2012).

Exhibit 7.02 Voting Agreement by and among the Rollover Holders, Parent and Company dated June 28, 2012 (incorporated by reference to Exhibit 7.07 of the Original Schedule 13D/A filed by the Reporting Persons on June 29, 2012).

Exhibit 7.03 Contribution Agreement by and among the Rollover Holders, Parent, Holdco and Company dated June 28, 2012 (incorporated by reference to Exhibit 7.06 of the Original Schedule 13D/A filed by the Reporting Persons on June 29, 2012).

Exhibit 7.04 Merger Agreement among Holdco, Parent, Merger Sub and the Company, dated June 28, 2012 (incorporated herein by reference to Exhibit 7.02 to the Original Schedule 13D/A filed by the Reporting Persons on June 29, 2012).

SIGNATURE

After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this Schedule 13D/A is true, complete and correct.

Dated: December 27, 2012