This Amendment No. 3 (this
Amendment
) amends and supplements the Schedule 13D filed
on February 6, 2017, as amended by Amendment No. 1 filed on May 17, 2017 and Amendment No. 2 filed on November 19, 2018, with respect to the Issuer by the Reporting Persons (the
Original Filing
). Information
reported in the Original Filing remains in effect except to the extent that it is amended, restated or superseded by information contained in this Amendment. Capitalized terms used but not defined in this Amendment have the respective meanings set
forth in the Original Filing.
Item 2.
|
Identity and Background
|
As of the date hereof, Mr. Ho personally holds 42,339,132 ordinary shares of Melco International Development Limited (
Melco
International
), representing approximately 2.79% of Melco Internationals ordinary shares outstanding. In addition, 120,333,024 ordinary shares of Melco International are held by Lasting Legend Ltd., 297,851,606 ordinary shares of
Melco International are held by Better Joy Overseas Ltd., 50,830,447 ordinary shares of Melco International are held by Mighty Dragon Developments Limited, 7,294,000 ordinary shares of Melco International are held by The L3G Capital Trust, 1,566,000
ordinary shares of Melco International are held by Maple Peak Investments Inc. and 6,873,000 ordinary shares of Melco International are held by LH Family Investment Inc., representing approximately 7.92%, 19.60%, 3.34%, 0.48%, 0.1% and 0.45%,
respectively, of Melco Internationals shares, all of which entities are owned by Mr. Ho, and/or persons and/or trusts affiliated with Mr. Ho. Mr. Ho also has interest in Great Respect Limited, a company controlled by a
discretionary family trust, the beneficiaries of which include Mr. Ho and his immediate family members, that holds 309,476,187 ordinary shares of Melco International, representing approximately 20.37% of Melco Internationals shares.
Consequently, Mr. Ho may be deemed to beneficially own an aggregate of 836,563,396 ordinary shares of Melco International, representing approximately 55.05% of Melco Internationals ordinary shares outstanding.
Item 4.
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Purpose of the Transaction
|
This Amendment is filed to report the increase in the percentage of outstanding Ordinary Shares of the Issuer beneficially owned by the Reporting Persons
following the Issuers publicly reported repurchase of its Ordinary Shares as described further in Item 5.
Item 5.
|
Interest in Securities of the Issuer
|
(a) As of 4:00 p.m., New York City time, on the date of this Amendment, the Reporting Persons each beneficially own an aggregate of 757,229,043 Ordinary
Shares, which Ordinary Shares are held by Melco Leisure (the
Shares
). The Shares represent approximately 54.9% of the Issuers Ordinary Shares outstanding. In addition, Mr. Ho personally holds 8,434,073 Ordinary Shares,
options vested or vesting within 60 days of the date hereof to purchase an additional of 4,596,981 Ordinary Shares and is entitled to receive (upon vesting) 217,140 restricted shares pursuant to the Issuers share incentive plan which will vest
within 60 days of the date hereof, together representing a further approximately 0.96% of the Issuers Ordinary Shares outstanding. Percentages of the Ordinary Shares outstanding reported in this Amendment are calculated based upon the number
of Ordinary Shares outstanding as of February 19, 2019, which reflects the number reported in the Annual Report on Form 20-F filed by the Issuer with the Securities and Exchange Commission on April 12, 2018, as adjusted to reflect changes up
through the Issuers repurchase of its Ordinary Shares in the form of American Depositary Shares, as announced by the Issuer in its Current Report on Form
6-K
filed on February 19, 2019.
(b) The Reporting Persons have not effected any transaction in Ordinary Shares during the past 60 days, except as otherwise disclosed in this Amendment.