-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LugZjguIng+tlaswumXJHLCAmDHKeBg6UXSJxCZYuWR9Pe4NgtfV+F4/gUdbghh1 JvpY2Se0JYfUl1BAglv+mw== 0001116679-04-002187.txt : 20041029 0001116679-04-002187.hdr.sgml : 20041029 20041029160741 ACCESSION NUMBER: 0001116679-04-002187 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20041029 DATE AS OF CHANGE: 20041029 GROUP MEMBERS: ANUBIS TRUST GROUP MEMBERS: PTR HOLDINGS INC. GROUP MEMBERS: UNION-TRANSPORT HOLDINGS INC. FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: UNION TRANSPORT HOLDINGS INC CENTRAL INDEX KEY: 0001173684 IRS NUMBER: 000000000 STATE OF INCORPORATION: D8 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 9 COLUMBUS CENTRE PELICAN DR STREET 2: ROAD TOWN CITY: TORTOLA STATE: D8 ZIP: 00000 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: UTi WORLDWIDE INC CENTRAL INDEX KEY: 0001124827 STANDARD INDUSTRIAL CLASSIFICATION: ARRANGEMENT OF TRANSPORTATION OF FREIGHT & CARGO [4731] IRS NUMBER: 000000000 FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-61229 FILM NUMBER: 041106561 BUSINESS ADDRESS: STREET 1: C/O UTI, SERVICES, INC. STREET 2: 19500 RANCHO WAY, SUITE 116 CITY: RANCHO DOMINQUEZ STATE: CA ZIP: 90220 BUSINESS PHONE: 3106043311 MAIL ADDRESS: STREET 1: C/O UTI, SERVICES, INC. STREET 2: 19500 RANCHO WAY, SUITE 116 CITY: RANCHO DOMINQUEZ STATE: CA ZIP: 90220 FORMER COMPANY: FORMER CONFORMED NAME: c/o UTi, Services, Inc. DATE OF NAME CHANGE: 20040917 FORMER COMPANY: FORMER CONFORMED NAME: UTI WORLDWIDE INC DATE OF NAME CHANGE: 20000926 SC 13G/A 1 ut_13ga.txt AMENDMENT NO. 5 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 5)* UTi WORLDWIDE INC. (Name of Issuer) ORDINARY SHARES, NO PAR VALUE (Title of Class of Securities) G87210103 (CUSIP Number) October 29, 2004 (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) [ ] Rule 13d-1(c) [X] 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 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). (Continued on following pages) CUSIP No. G87210103 13G Page 2 of 7 1. NAME OF REPORTING PERSON / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON: Union-Transport Holdings Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* a[ ] b[X] 3. SEC USE ONLY _______________________________ 4. CITIZENSHIP OR PLACE OF ORGANIZATION: British Virgin Islands NUMBER OF 5. SOLE VOTING POWER: 0(1) SHARES BENEFICIALLY 6. SHARED VOTING POWER: 0(1) OWNED BY EACH 7. SOLE DISPOSITIVE POWER: 1,813,225 REPORTING PERSON 8. SHARED DISPOSITIVE POWER: 0 WITH 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 1,813,225 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): 5.89%, based on 30,801,464 outstanding ordinary shares as set forth in the Issuer's Form 10-Q for the quarterly period ended July 31, 2004. 12. TYPE OF REPORTING PERSON: CO * See Instructions before filling out. ____________________ 1 See description of voting agreements in Amendment No. 2 to the original Schedule 13G. CUSIP No. G87210103 13G Page 3 of 7 1. NAME OF REPORTING PERSON / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON: PTR Holdings Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* a[ ] b[X] 3. SEC USE ONLY _______________________________ 4. CITIZENSHIP OR PLACE OF ORGANIZATION: British Virgin Islands NUMBER OF 5. SOLE VOTING POWER: 0(1) SHARES BENEFICIALLY 6. SHARED VOTING POWER: 0(1) OWNED BY EACH 7. SOLE DISPOSITIVE POWER: 3,104,501(2) REPORTING PERSON 8. SHARED DISPOSITIVE POWER: 0 WITH 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 3,104,501(2) 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): 10.08%, based on 30,801,464 outstanding ordinary shares as set forth in the Issuer's Form 10-Q for the quarterly period ended July 31, 2004. 12. TYPE OF REPORTING PERSON: CO * See Instructions before filling out. ____________________ 1 See description of voting agreements in Amendment No. 2 to the original Schedule 13G. 2 Includes 1,291,276 ordinary shares registered in the name of PTR Holdings Inc. and 1,813,225 shares registered in the name of Union-Transport Holdings Inc. CUSIP No. G87210103 13G Page 4 of 7 1. NAME OF REPORTING PERSON / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON: Anubis Trust 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* a[ ] b[ ] 3. SEC USE ONLY _______________________________ 4. CITIZENSHIP OR PLACE OF ORGANIZATION: Guernsey Islands NUMBER OF 5. SOLE VOTING POWER: 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER: 0 OWNED BY EACH 7. SOLE DISPOSITIVE POWER: 0 REPORTING PERSON 8. SHARED DISPOSITIVE POWER: 0 WITH 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 0 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): 0 12. TYPE OF REPORTING PERSON: OO * See Instructions before filling out. CUSIP No. G87210103 13G Page 5 of 7 This Amendment No. 5 amends Amendment No. 4 to the original Schedule 13G ("Original Schedule 13G") filed with the Securities and Exchange Commission by Union-Transport Holdings Inc. ("UT Holdings"), PTR Holdings Inc. ("PTR Holdings") and the Anubis Trust. This Amendment is being filed as a result of the information disclosed in Item 5 below and the sales by PTR Holdings of an aggregate of 200,000 shares of UTi Worldwide Inc., a British Virgin Islands company ("Issuer"). Such sales took place on April 13, 2004 through April 15, 2004 pursuant to Rule 144 as promulgated under the Securities Act of 1933, as amended. Item 5. Ownership of Five Percent or Less of a Class Effective October 29, 2004, the voting arrangement involving the Anubis Trust described in the Original Schedule 13G was terminated and therefore the Anubis Trust has ceased to be the beneficial owner of more than five percent of the Issuer's ordinary shares and any obligation of the Anubis Trust to report beneficial ownership of the Issuer's ordinary shares that may have arisen from the voting arrangement has terminated as of such date. Other than noted in the paragraphs above, there are no changes in the information set forth in Amendment No. 4 to the Original Schedule 13G, which remains in full force and effect. CUSIP No. G87210103 13G Page 6 of 7 SIGNATURE The Reporting Persons signing below previously executed a joint filing agreement which was filed as Exhibit A to the Original Schedule 13G, a copy of which was also attached as Exhibit A to Amendment No. 2 to the Original Schedule 13G. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: October 29, 2004 PTR HOLDINGS, INC. By: /s/ Martin Wright ------------------------ Name: Martin Wright Title: Director UNION-TRANSPORT HOLDINGS INC. By: /s/ Ian Whitecourt ------------------------------- Name: Ian Whitecourt Title: Director ANUBIS TRUST By: PKF Trustees Limited, the Trustees of the Anubis Trust By: /s/ Robert Fearis ------------------- Name: Robert Fearis Title: Director CUSIP No. G87210103 13G Page 7 of 7 EXHIBIT INDEX 99.1 Voting Agreement between UT Holdings and PTR Holdings Inc. (previously filed as an exhibit to Amendment No. 1 to this 13G). 99.2 Voting Agreement between PTR Holdings Inc. and Anubis Trust (previously filed as an exhibit to Amendment No. 1 to this 13G). -----END PRIVACY-ENHANCED MESSAGE-----