UNITED STATES | ||
SECURITIES AND EXCHANGE COMMISSION | ||
Washington, DC 20549 | ||
SCHEDULE 13D/A |
Pactera Technology International Ltd. |
(Name of Issuer) |
Common shares, par value $0.00139482 per share |
(Title of Class of Securities) |
6952551091 |
(CUSIP Number) |
GGV Capital |
2494 Sand Hill Road, Suite 100 |
Menlo Park, California 94025 |
United States of America |
Telephone: 650-475-2150 |
(Name, Address and Telephone Number of Person |
Authorized to Receive Notices and Communications) |
September 12, 2013 |
(Date of Event Which Requires Filing of this Statement) |
CUSIP No. 695255109 | Page 2 of 24 Pages | ||||||
1. | Names of Reporting Persons Granite Global Ventures (Q.P.) L.P. | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization Delaware, United States of America | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 2,444,138 (1)(2)(3) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 2,444,138 (1)(2)(3) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,444,138 (1)(2)(3) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 2.9%(4) | ||||||
14. | Type of Reporting Person PN | ||||||
CUSIP No. 695255109 | Page 3 of 24 Pages | ||||||
1. | Names of Reporting Persons Granite Global Ventures L.P. | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization Delaware, United States of America | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 2,444,138 (1)(2)(3) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 2,444,138 (1)(2)(3) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,444,138 (1)(2)(3) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 2.9%(4) | ||||||
14. | Type of Reporting Person PN | ||||||
CUSIP No. 695255109 | Page 4 of 24 Pages | ||||||
1. | Names of Reporting Persons Granite Global Ventures L.L.C. | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization Delaware, United States of America | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 2,444,138 (1)(2)(3) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 2,444,138 (1)(2)(3) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,444,138 (1)(2)(3) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 2.9%(4) | ||||||
14. | Type of Reporting Person OO | ||||||
CUSIP No. 695255109 | Page 5 of 24 Pages | ||||||
1. | Names of Reporting Persons Granite Global Ventures II L.P. | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization Delaware, United States of America | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 3,418,680 (1)(2)(3) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 3,418,680 (1)(2)(3) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 3,418,680 (1)(2)(3) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 4.0%(4) | ||||||
14. | Type of Reporting Person PN | ||||||
CUSIP No. 695255109 | Page 6 of 24 Pages | ||||||
1. | Names of Reporting Persons GGV II Entrepreneurs Fund L.P. | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization Delaware, United States of America | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 3,418,680 (1)(2)(3) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 3,418,680 (1)(2)(3) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 3,418,680 (1)(2)(3) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 4.0%(4) | ||||||
14. | Type of Reporting Person PN | ||||||
CUSIP No. 695255109 | Page 7 of 24 Pages | ||||||
1. | Names of Reporting Persons Granite Global Ventures II L.L.C. | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization Delaware, United States of America | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 3,418,680 (1)(2)(3) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 3,418,680 (1)(2)(3) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 3,418,680 (1)(2)(3) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 4.0%(4) | ||||||
14. | Type of Reporting Person OO | ||||||
CUSIP No. 695255109 | Page 8 of 24 Pages | ||||||
1. | Names of Reporting Persons Ray A. Rothrock | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization United States of America | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 5,862,818 (1)(2) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 5,862,818(1)(2) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 5,862,818 (1)(2) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 6.8%(3) | ||||||
14. | Type of Reporting Person IN | ||||||
CUSIP No. 695255109 | Page 9 of 24 Pages | ||||||
1. | Names of Reporting Persons Anthony Sun | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization United States of America | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 5,862,818 (1)(2) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 5,862,818(1)(2) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 5,862,818 (1)(2) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 6.8%(3) | ||||||
14. | Type of Reporting Person IN | ||||||
CUSIP No. 695255109 | Page 10 of 24 Pages | ||||||
1. | Names of Reporting Persons Scott B. Bonham | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization Canada | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 5,862,818 (1)(2) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 5,862,818(1)(2) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 5,862,818 (1)(2) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 6.8%(3) | ||||||
14. | Type of Reporting Person IN | ||||||
CUSIP No. 695255109 | Page 11 of 24 Pages | ||||||
1. | Names of Reporting Persons Joel D. Kellman | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization United States of America | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 5,862,818(1)(2) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 5,862,818 (1)(2) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 5,862,818 (1)(2) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 6.8%(3) | ||||||
14. | Type of Reporting Person IN | ||||||
CUSIP No. 695255109 | Page 12 of 24 Pages | ||||||
1. | Names of Reporting Persons Hany M. Nada | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization United States of America | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 5,862,818 (1)(2) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 5,862,818 (1)(2) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 5,862,818 (1)(2) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 6.8%(3) | ||||||
14. | Type of Reporting Person IN | ||||||
CUSIP No. 695255109 | Page 13 of 24 Pages | ||||||
1. | Names of Reporting Persons Thomas K. Ng | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization United States of America | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 5,862,818 (1)(2) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 5,862,818 (1)(2) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 5,862,818 (1)(2) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 6.8%(3) | ||||||
14. | Type of Reporting Person IN | ||||||
CUSIP No. 695255109 | Page 14 of 24 Pages | ||||||
1. | Names of Reporting Persons Jixun Foo | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization Singapore | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 3,418,680(1)(2)(3) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 3,418,680 (1)(2)(3) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 3,418,680 (1)(2)(3) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 4.0%(4) | ||||||
14. | Type of Reporting Person IN | ||||||
CUSIP No. 695255109 | Page 15 of 24 Pages | ||||||
1. | Names of Reporting Persons Glenn Solomon | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization United States of America | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 3,418,680 (1)(2)(3) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 3,418,680 (1)(2)(3) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 3,418,680 (1)(2)(3) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 4.0%(4) | ||||||
14. | Type of Reporting Person IN | ||||||
CUSIP No. 695255109 | Page 16 of 24 Pages | ||||||
1. | Names of Reporting Persons Jenny Lee | ||||||
2. | Check the Appropriate Box if a Member of a Group | ||||||
(a) | o | ||||||
(b) | x | ||||||
3. | SEC Use Only | ||||||
4. | Source of Funds OO – See Item 3 | ||||||
5. | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f) o | ||||||
6. | Citizenship or Place of Organization Singapore | ||||||
Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | |||||
8. | Shared Voting Power 3,418,680 (1)(2)(3) | ||||||
9. | Sole Dispositive Power 0 | ||||||
10. | Shared Dispositive Power 3,418,680 (1)(2)(3) | ||||||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person 3,418,680 (1)(2)(3) | ||||||
12. | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares x | ||||||
13. | Percent of Class Represented by Amount in Row (11) 4.0%(4) | ||||||
14. | Type of Reporting Person IN | ||||||
Explanatory Note |
This Amendment No. 1 to Schedule 13D (this “Schedule 13D/A”) amends and supplements the Schedule 13D previously filed by the undersigned with the Securities and Exchange Commission on June 6, 2013 (the “Original Schedule 13D”). This Schedule 13D/A is being filed to report the open market sales of shares of common stock of Pactera Technology International Ltd. (the “Issuer”) by the Reporting Persons.
All capitalized terms not otherwise defined herein shall have the meaning ascribed to the terms in the Original Schedule 13D. The Original Schedule 13D is hereby amended and supplemented as follows and, except as expressly amended below, the Original Schedule 13D remains in full force and effect.
Item 4 | Purpose of Transaction |
Item 4 of the Original Schedule 13D is hereby amended and supplemented as follows:
On September 12, 2013, BCP (Singapore) VI Cayman Acquisition Co. Ltd. (the “Sponsor”), which is an affiliate of funds managed or advised by Blackstone Singapore Pte. Ltd. or its affiliates, the Senior Management Member Representative, on behalf of Pactera Management, and the GGV II Entities submitted a binding definitive offer for the Company (the “New Proposal Letter”) to J.P. Morgan Securities (Asia Pacific) Limited, the financial advisor to the special committee of the board of directors of the Company (the “Special Committee”), to acquire all the outstanding Common Shares and ADSs of the Company, other than Common Shares and ADSs owned by the Consortium that may be rolled over (the “Transaction”), on the following terms:
· | The Consortium consists of the Sponsor, Pactera Management and the GGV II Entities. | ||
· | The New Proposal Letter stated that the offer price for the Transaction is $7.00 in cash per Common Share/ADS. It has been adjusted down from the initial non-binding offer price of $7.50 per Common Share/ADS contained in the Proposal Letter dated May 20, 2013, which was based on publicly available information at that time, due to several factors, including that, subsequent to the Proposal Letter, the Company has experienced and disclosed weaker than expected financial performance; the Company has made two downward revisions to its fiscal year 2013 estimated revenue and net income outlook for the business; and the global financing market has experienced a sharp increase in volatility, as evidenced by a significant expansion in yields, and continues to face an uncertain global macroeconomic outlook. |
· | The New Proposal Letter stated that the Consortium intends to finance the Transaction with a combination of equity provided by the Sponsor, rollover equity from Pactera Management and the GGV II Entities, and fully-committed debt underwritten and arranged by a group of leading international banks, including Bank of America Merrill Lynch, Citigroup Global Markets Asia Limited and HSBC Bank USA, NA (the “Financing Banks”), and that the New Proposal Letter is not subject to financing conditions as the equity and debt to complete the proposed Transaction is secured. |
· | The Consortium requested an exclusivity period from the date of receipt of the New Proposal Letter to October 11, 2013, during which time the Consortium expects the Special Committee, the Company and their respective representatives not to solicit, negotiate or otherwise pursue any other offer for the sale of the Company or its business. The New Proposal Letter stated that it would be effective until 5:00 p.m. Hong Kong time on September 23, 2013, after which the Consortium would reserve the right to withdraw the New Proposal Letter. |
· | The New Proposal Letter also stated that, based on the data access the Consortium has received, the Consortium has completed its due diligence, subject only to certain confirmatory items to be made available by the Special Committee at the final stage of the process, and the Consortium is confident in its ability to close the Transaction expeditiously. The Consortium expects that the regulatory approvals required for the Transaction will include customary SEC filings, HSR filings (if applicable) and PRC merger control clearance. The New Proposal Letter also stated that it did not constitute a binding obligation to effect the proposed Transaction, and any such binding obligation would be set forth only in the definitive agreements with respect to the proposed Transaction. |
As described above, the Consortium has obtained certain debt commitment letters (the “Debt Commitment Letters”) issued by the Financing Banks, dated September 10, 2013, September 12, 2013 and September 12, 2013, respectively. Pursuant to the terms of the Debt Commitment Letters, the Financing Banks have agreed to arrange and underwrite debt financing (the “Debt Financing”) in an aggregate amount which, together with the Consortium’s other proposed financing described above, is sufficient to fund the Transaction, subject to various customary terms and conditions contained in the Debt Commitment Letters.
The description of the New Proposal Letter set forth above in this Item 4 does not purport to be complete and is qualified in its entirety by reference to the full text of the New Proposal Letter, which has been filed as Exhibit 7.12, and is incorporated herein by this reference.
Item 5 | Interest in Securities of the Issuer |
(a) |
Reporting Person | Sole Power to Vote or Direct the Vote | Sole power to dispose or direct the disposition | Shared power to vote or to direct the vote | Shared power to dispose or to direct the disposition | Beneficial Ownership Percentage |
Granite Global Ventures (Q.P.) L.P. | 0 | 0 | 2,444,138 | 2,444,138 | 2.9% |
Granite Global Ventures L.P. | 0 | 0 | 2,444,138 | 2,444,138 | 2.9% |
Granite Global Ventures L.L.C. | 0 | 0 | 2,444,138 | 2,444,138 | 2.9% |
Granite Global Ventures II L.P. | 0 | 0 | 3,418,680 | 3,418,680 | 4.0% |
GGV Entrepreneurs Fund II L.P. | 0 | 0 | 3,418,680 | 3,418,680 | 4.0% |
Granite Global Ventures II L.L.C. | 0 | 0 | 3,418,680 | 3,418,680 | 4.0% |
Scott Bonham | 0 | 0 | 5,862,818 | 5,862,818 | 6.8% |
Joel Kellman | 0 | 0 | 5,862,818 | 5,862,818 | 6.8% |
Hany Nada | 0 | 0 | 5,862,818 | 5,862,818 | 6.8% |
Thomas Ng | 0 | 0 | 5,862,818 | 5,862,818 | 6.8% |
Anthony Sun | 0 | 0 | 5,862,818 | 5,862,818 | 6.8% |
Ray Rothrock | 0 | 0 | 5,862,818 | 5,862,818 | 6.8% |
Jixun Foo | 0 | 0 | 3,418,680 | 3,418,680 | 4.0% |
Glenn Solomon | 0 | 0 | 3,418,680 | 3,418,680 | 4.0% |
Jenny Lee | 0 | 0 | 3,418,680 | 3,418,680 | 4.0% |
Item 6. | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. |
Item 6 of the Original Schedule 13D is hereby amended and supplemented as follows:
The information regarding the New Proposal Letter and the Debt Commitment Letters under Item 4 is incorporated herein by reference in its entirety.
Item 7. | Material to be Filed as Exhibits. |
Item 7 of the Original Schedule 13D is hereby amended and supplemented as follows:
Exhibit 7.12: | Binding Proposal Letter from Tiak Koon Loh (for and on behalf of Chris Shuning Chen, Tiak Koon Loh, David Lifeng Chen, Sidney Xuande Huang, Jun Su, He Jin, Chu Tzer Liu, Jian Wu, Junbo Liu, Jinsong Li and Minggang Feng), BCP (Singapore) VI Cayman Acquisition Co. Ltd., Granite Global Ventures II L.P. and GGV II Entrepreneurs Fund L.P. to J.P. Morgan Securities (Asia Pacific) Limited, dated as of September 12, 2013 (incorporated by reference to Exhibit 7.13 to the Schedule 13D/A filed by Chris Shuning Chen, Tiak Koon Loh, David Lifeng Chen, Sidney Xuande Huang, Jun Su, He Jin, Chu Tzer Liu, Jian Wu, Junbo Liu, Jinsong Li and Minggang Feng on September 13, 2013). |
GRANITE GLOBAL VENTURES (Q.P.) L.P. | ||
GRANITE GLOBAL VENTURES L.P. | ||
BY: | GRANITE GLOBAL VENTURES L.L.C. | |
ITS: | GENERAL PARTNER | |
By: | /s/ Hany M. Nada | |
Hany M. Nada | ||
Managing Director | ||
GRANITE GLOBAL VENTURES L.L.C. | ||
By: | /s/ Hany M. Nada | |
Hany M. Nada | ||
Managing Director | ||
GRANITE GLOBAL VENTURES II L.P. | ||
GGV II ENTREPRENEURS FUND L.P. | ||
BY: | GRANITE GLOBAL VENTURES II L.L.C | |
ITS: | GENERAL PARTNER | |
By: | /s/ Hany M. Nada | |
Hany M. Nada | ||
Managing Director |
GRANITE GLOBAL VENTURES II L.L.C. | ||
By: | /s/ Hany M. Nada | |
Hany M. Nada | ||
Managing Director |
/s/ Hany M. Nada | ||
Hany M. Nada as Attorney-in-fact for Ray A. Rothrock | ||
/s/ Hany M. Nada | ||
Hany M. Nada as Attorney-in-fact for Anthony Sun | ||
/s/ Hany M. Nada | ||
Hany M. Nada as Attorney-in-fact for Scott B. Bonham | ||
/s/ Hany M. Nada | ||
Hany M. Nada as Attorney-in-fact for Joel D. Kellman | ||
/s/ Hany M. Nada | ||
Hany M. Nada as Attorney-in-fact for Jixun Foo | ||
/s/ Hany M. Nada | ||
Hany M. Nada as Attorney-in-fact for Glenn Solomon | ||
/s/ Hany M. Nada | ||
Hany M. Nada | ||
/s/ Hany M. Nada | ||
Hany M. Nada as Attorney-in-fact for Thomas K. Ng | ||
/s/ Hany M. Nada | ||
Hany M. Nada as Attorney-in-fact for Jenny Lee |