- Amended Statement of Ownership (SC 13G/A)
February 16 2010 - 2:43PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under The Securities Exchange Act of 1934
China Cablecom Holdings, Ltd.
(Name of Issuer)
Ordinary Shares, $0.0005 par value
(Title of Class of Securities)
G21176105
(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:
[ ] 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 the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for purposes 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).
Page 1 of 9 Pages
CUSIP No. G21176105 13G/A Page 2 of 9 Pages
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(1) NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Jeffrey Keswin
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [X]
(b) [ ]
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF (5) SOLE VOTING POWER
0
SHARES ______________________________________________________________
BENEFICIALLY (6) SHARED VOTING POWER
138,903 Ordinary Shares and
Warrants to purchase 100,000 Ordinary Shares (see Item 4)
OWNED BY ___________________________________________________________
EACH (7) SOLE DISPOSITIVE POWER
0
REPORTING ______________________________________________________________
PERSON WITH: (8) SHARED DISPOSITIVE POWER
138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares (see Item 4)
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(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares (see Item 4)
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(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
[ ]
-----------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
2.0%
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(12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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CUSIP No. G21176105 13G/A Page 3 of 9 Pages
(1) NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Lyrical Corp. I, LLC
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [X]
(b) [ ]
-----------------------------------------------------------------------
(3) SEC USE ONLY
-----------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
-----------------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER
0
SHARES ______________________________________________________________
BENEFICIALLY (6) SHARED VOTING POWER
138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares (see Item 4)
OWNED BY ___________________________________________________________
EACH (7) SOLE DISPOSITIVE POWER
0
REPORTING ______________________________________________________________
PERSON WITH: (8) SHARED DISPOSITIVE POWER
138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares (see Item 4)
-----------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares (see Item 4)
-----------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[ ]
-----------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
2.0%
-----------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
-----------------------------------------------------------------------
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CUSIP No. G21176105 13G/A Page 4 of 9 Pages
(1) NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Lyrical Partners, L.P.
-----------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [X]
(b) [ ]
-----------------------------------------------------------------------
(3) SEC USE ONLY
-----------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
-----------------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER
0
SHARES ______________________________________________________________
BENEFICIALLY (6) SHARED VOTING POWER
138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares (see Item 4)
OWNED BY ___________________________________________________________
EACH (7) SOLE DISPOSITIVE POWER
0
REPORTING ______________________________________________________________
PERSON WITH: (8) SHARED DISPOSITIVE POWER
138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares (see Item 4)
-----------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares (see Item 4)
-----------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[ ]
-----------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
2.0%
-----------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
-----------------------------------------------------------------------
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CUSIP No. G21176105 13G/A Page 5 of 9 Pages
Item 1.
(a) Name of Issuer
China Cablecom Holdings, Ltd. (the "Company").
(b) Address of Issuer's Principal Executive Offices
1 Grand Gateway, 1 Hongqian Road, Shanghai, 20030, People's Republic of
China
Item 2(a). Name of Person Filing
This statement is filed by the entities and persons listed below, who are
collectively referred to herein as "Reporting Persons," with respect to
Shares (as defined in Item 2(d) below) of the Company:
(i) Jeffrey Keswin
(ii) Lyrical Corp. I, LLC ("Lyrical Corp.")
(iii) Lyrical Partners, L.P. ("Lyrical")
Item 2(b). Address of Principal Business Office or, if none, Residence
The address of the principal business office of each of the Reporting
Persons is:
405 Park Avenue, 6th Floor
New York, New York 10022
Item 2(c). Citizenship
Citizenship is set forth in Row 4 of the cover page for each Reporting
Person hereto and is incorporated herein by reference for each such
Reporting Person.
Item 2(d) Title of Class of Securities
Ordinary Shares, $0.0005 par value (the "Shares")
Item 2(e) CUSIP Number
G21176105
Item 3. If this statement is filed pursuant to ss.ss.240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).
(b) [ ] Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in Section 3(a)(19) of the Act (15
U.S.C. 78c).
(d) [ ] Investment company registered under Section 8 of the Investment
Company Act of 1940 (15 U.S.C. 80a-8).
(e) [ ] An investment adviser in accordance with ss.240.13d-1(b)(1)(ii)(E);
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CUSIP No. G21176105 13G/A Page 6 of 9 Pages
(f) [ ] An employee benefit plan or endowment fund in accordance with
ss.240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance with
ss.240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company Act of 1940 (15
U.S.C. 80a-3);
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
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.
Lyrical serves as principal investment manager to a number of
investment funds with respect to which it has voting and dispositive
authority over the Shares reported in this Schedule 13G/A. Lyrical
Corp. serves as the general partner of Lyrical. As such, Lyrical Corp.
may be deemed to control Lyrical and, therefore, may be deemed to be
the beneficial owner of the Shares reported in this Schedule 13G/A.
Mr. Jeffrey Keswin is the Managing Partner of Lyrical Corp. As such,
he may be deemed to control Lyrical Corp. and therefore may be deemed
to be the beneficial owner of the Shares reported in this Schedule
13G/A.
A. Jeffrey Keswin
(a) Amount beneficially owned:
138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares
(b) Percent of class: 2.0% based upon the 12,013,434 Ordinary Shares
reported by the issuer as of November 13, 2009, as reflected in the Form 6-K
filed with the Securities and Exchange Commission on November 15, 2009, and
100,000 Ordinary Shares deemed to be outstanding pursuant to Rule 13d-3(d)(1)(i)
because such Shares may be obtained and beneficially owned upon exercise within
60 days of derivative securities currently owned by the Reporting Persons.
Pursuant to Rule 13d-3(d)(1)(i) the number of issued and outstanding Ordinary
Shares assumes that each other shareholder of the Company does not exercise its
warrants.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
0
(ii) shared power to vote or to direct the vote
138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares
(iii) sole power to dispose or to direct the disposition
of 0
(iv) shared power to dispose or to direct the disposition
of 392,580 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares
B. Lyrical
(a) Amount beneficially owned:
138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares
(b) Percent of class: 2.0%
(c) Number of shares as to which such person has:
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CUSIP No. G21176105 13G/A Page 7 of 9 Pages
(i) sole power to vote or to direct the vote
0
(ii) shared power to vote or to direct the vote
138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares
(iii) sole power to dispose or to direct the disposition
of 0
(iv) shared power to dispose or to direct the disposition
of 138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares
C. Lyrical Corp.
(a) Amount beneficially owned:
138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares
(b) Percent of class: 2.0%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
0
(ii) shared power to vote or to direct the vote
138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares
(iii) sole power to dispose or to direct the disposition
of 0
(iv) shared power to dispose or to direct the disposition
of 138,903 Ordinary Shares
Warrants to purchase 100,000 Ordinary Shares
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
five percent of the class of securities, check the following: [X]
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company
Not applicable.
Item 8. Identification and Classification of Members of the Group
See Item 2.
Item 9. Notice of Dissolution of Group
Not applicable.
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CUSIP No. G21176105 13G/A Page 8 of 9 Pages
Item 10. Certification
By signing below each of the undersigned certifies that, to the best of
its knowledge and belief, the securities referred to above were not acquired and
are not held for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired and are not
held in connection with or as a participant in any transaction having that
purpose or effect.
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CUSIP No. G21176105 13G/A Page 9 of 9 Pages
SIGNATURES
After reasonable inquiry and to the best of its knowledge and belief,
each of the undersigned certifies that the information with respect to it set
forth in this statement is true, complete, and correct.
Dated: February 11, 2009
JEFFREY KESWIN
/s/ JEFFREY KESWIN
------------------
LYRICAL PARTNERS, L.P.
By: Lyrical Corp. I, LLC, its general partner
By: /s/ JEFFREY KESWIN
------------------
Name: Jeffrey Keswin
Title: Authorized Person
LYRICAL CORP. I, L.L.C.
By: /s/ JEFFREY KESWIN
------------------
Name: Jeffrey Keswin
Title: Authorized Person
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