Amended Statement of Beneficial Ownership (sc 13d/a)
January 12 2018 - 4:58PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 13D/A
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Under the Securities Exchange Act of 1934
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(Amendment No. 3)*
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eHi Car
Services Limited
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(Name of Issuer)
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Class A Common
Shares, par value $0.001 per share
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(Title of Class of Securities)
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26853A100
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(CUSIP Number)
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Tiger Global Management, LLC
9 West 57
th
Street, 35
th
Floor
New York, New York 10019
(212) 984-8800
with a copy to:
Eleazer Klein, Esq.
919 Third Avenue
New York, New York 10022
(212) 756-2000
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(Name, Address and Telephone Number of Person
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Authorized to Receive Notices and Communications)
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January 10,
2018
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(Date of Event Which Requires Filing of This Statement)
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If the filing person has previously filed a statement on Schedule
13G to report the acquisition that 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. [ ]
(Page
1
of 9 Pages)
______________________________
* 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 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. 26853A100
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SCHEDULE 13D/A
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Page
2
of 9 Pages
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1
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NAME OF REPORTING PERSON
Tiger Global Mauritius Fund
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
¨
(b)
x
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
WC (see Item 3)
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Mauritius
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
16,084,454*
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8
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SHARED VOTING POWER
-0-
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9
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SOLE DISPOSITIVE POWER
16,084,454*
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10
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SHARED DISPOSITIVE POWER
-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
16,084,454*
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.7%
[1]
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14
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TYPE OF REPORTING PERSON
OO
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*Consisting of Class A common shares, par value $0.001 per share
("
Class A Shares
") held in the form of 8,042,227 American Depositary Shares ("
ADSs
").
1
The percentages used herein and in the rest of this Schedule 13D/A are calculated based
upon 74,279,018 Class A Shares outstanding as of October 31, 2017, as stated in the Issuer’s proxy statement, filed under
cover of Form 6-K on November 30, 2017.
CUSIP No. 26853A100
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SCHEDULE 13D/A
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Page
3
of 9 Pages
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1
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NAME OF REPORTING PERSON
Tiger Global Investments, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
¨
(b)
x
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
WC (see Item 3)
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
16,084,454*
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8
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SHARED VOTING POWER
-0-
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9
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SOLE DISPOSITIVE POWER
16,084,454*
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10
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SHARED DISPOSITIVE POWER
-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
16,084,454*
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.7%
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14
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TYPE OF REPORTING PERSON
PN
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* Consisting of Class A Shares held in the form of 8,042,227 ADSs.
CUSIP No. 26853A100
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SCHEDULE 13D/A
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Page
4
of 9 Pages
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1
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NAME OF REPORTING PERSON
Tiger Global Performance, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
¨
(b)
x
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
WC (see Item 3)
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
16,084,454*
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8
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SHARED VOTING POWER
-0-
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9
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SOLE DISPOSITIVE POWER
16,084,454*
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10
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SHARED DISPOSITIVE POWER
-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
16,084,454*
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.7%
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14
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TYPE OF REPORTING PERSON
OO
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* Consisting of Class A Shares held in the form of 8,042,227 ADSs.
CUSIP No. 26853A100
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SCHEDULE 13D/A
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Page
5
of 9 Pages
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1
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NAME OF REPORTING PERSON
Tiger Global Management, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
¨
(b)
x
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
WC (see Item 3)
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
16,084,454*
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8
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SHARED VOTING POWER
-0-
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9
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SOLE DISPOSITIVE POWER
16,084,454*
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10
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SHARED DISPOSITIVE POWER
-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
16,084,454*
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.7%
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14
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TYPE OF REPORTING PERSON
OO
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* Consisting of Class A Shares held in the form of 8,042,227 ADSs.
CUSIP No. 26853A100
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SCHEDULE 13D/A
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Page
6
of 9 Pages
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1
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NAME OF REPORTING PERSON
Scott Shleifer
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
¨
(b)
x
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
WC (see Item 3)
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
-0-
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8
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SHARED VOTING POWER
16,084,454*
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9
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SOLE DISPOSITIVE POWER
-0-
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10
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SHARED DISPOSITIVE POWER
16,084,454*
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
16,084,454*
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.7%
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14
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TYPE OF REPORTING PERSON
IN
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* Consisting of Class A Shares held in the form of 8,042,227 ADSs.
CUSIP No. 26853A100
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SCHEDULE 13D/A
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Page
7
of 9 Pages
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1
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NAME OF REPORTING PERSON
Charles P. Coleman III
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
¨
(b)
x
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
WC (see Item 3)
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
-0-
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8
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SHARED VOTING POWER
16,084,454*
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9
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SOLE DISPOSITIVE POWER
-0-
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10
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SHARED DISPOSITIVE POWER
16,084,454*
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
16,084,454*
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.7]%
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14
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TYPE OF REPORTING PERSON
IN
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* Consisting of Class A Shares held in the form of 8,042,227 ADSs.
CUSIP No. 26853A100
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SCHEDULE 13D/A
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Page
8
of 9 Pages
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This Amendment No. 3 ("
Amendment No.
3
") amends the statement on Schedule 13D filed on June 1, 2015 (the "
Original Schedule 13D
"), Amendment
No. 1 to the Original Schedule 13D filed on July 1, 2015 ("
Amendment No. 1
") and Amendment No. 2 to the Original
Schedule 13D filed on December 28, 2015 (“
Amendment No. 2
,” and together with the Original Schedule 13D, Amendment
No. 1 and this Amendment No. 3, the "
Schedule 13D
")
related to the
Class
A Common Shares, par value $0.001 per share
(the "
Class A Shares
"), of
eHi
Car Services Limited
(the "
Issuer
")
. Capitalized terms used herein
and not otherwise defined in this Amendment No. 3 have the meanings set forth in the Original Schedule 13D. This Amendment amends
Items 5 and 6 as set forth below.
Item 5.
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INTEREST IN SECURITIES OF THE ISSUER
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Items 5(a) - (c) of the Schedule 13D are hereby amended and restated as follows:
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(a)
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See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of Class A Shares and percentages of the Class A Shares beneficially owned by each of the Reporting Persons. The Reporting Persons hold all such Class A Shares in the form of ADSs. The percentages used in this Schedule 13D are calculated based upon 74,279,018 Class A Shares outstanding as of October 31, 2017, as stated in the Issuer’s proxy statement, filed under cover of Form 6-K on November 30, 2017.
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(b)
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See rows (7) through (10) of the cover pages to this Schedule 13D for the number of Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.
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(c)
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The
transactions in ADSs effected within the past sixty days by the Reporting Persons, which were all in the open market, are
set forth in
Annex A
, and are incorporated herein by reference.
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Item 6.
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CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
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Item 6 of the Schedule 13D is hereby amended and supplemented as follows:
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Global Mauritius is no longer party to any Swaps. Accordingly, Item 6 as set forth in the Original 13D is hereby amended by removing the fourth and fifth paragraphs.
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CUSIP No. 26853A100
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SCHEDULE 13D/A
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Page
9
of 9 Pages
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SIGNATURES
After reasonable inquiry
and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement
is true, complete and correct.
Date: January 12, 2018
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TIGER GLOBAL MAURITIUS FUND
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/s/ Moussa Taujoo
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Name: Moussa Taujoo
Title: Director
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TIGER GLOBAL INVESTMENTS, L.P.,
By TIGER GLOBAL PERFORMANCE, LLC,
its General Partner
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/s/ Anil L. Crasto
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Name: Anil L. Crasto
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Title: Chief Operating Officer
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TIGER GLOBAL PERFORMANCE, LLC
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/s/ Anil L. Crasto
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Name: Anil L. Crasto
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Title: Chief Operating Officer
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TIGER GLOBAL MANAGEMENT, LLC
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/s/ Anil L. Crasto
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Name: Anil L. Crasto
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Title: Chief Operating Officer
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SCOTT SHLEIFER
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/s/ Scott Shleifer
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CHARLES P. COLEMAN III
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/s/ Charles P. Coleman III
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Annex A
This Schedule sets forth
information with respect to each purchase and sale of ADSs (each representing two Class A Shares) which was effectuated by the
Reporting Persons during the past sixty days. All transactions were effectuated in the open market through a broker.
Trade Date
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ADSs Purchased (Sold)
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Price ($)
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1/10/2018
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(31,500)
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12.00
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1/10/2018
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(5,400)
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12.15
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1/11/2018
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(217,000)
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12.15
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1/12/2018
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(38,736)
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12.07
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