0000950142-14-000587.txt : 20140306 0000950142-14-000587.hdr.sgml : 20140306 20140306163617 ACCESSION NUMBER: 0000950142-14-000587 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140306 DATE AS OF CHANGE: 20140306 GROUP MEMBERS: GENERAL ATLANTIC GENPAR (MAURITIUS) LTD GROUP MEMBERS: GENERAL ATLANTIC LLC GROUP MEMBERS: GENERAL ATLANTIC MAURITIUS LTD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SouFun Holdings Ltd CENTRAL INDEX KEY: 0001294404 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1210 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-85680 FILM NUMBER: 14673460 BUSINESS ADDRESS: STREET 1: F9M, BLDG 5, ZONE E, HANWEI INTL PLAZA, STREET 2: FENGMAO SOUTH ROAD CITY: FENGTAI DISTRICT, BEIJING STATE: F4 ZIP: 100070 BUSINESS PHONE: (011-86) 10 56318000 MAIL ADDRESS: STREET 1: F9M, BLDG 5, ZONE E, HANWEI INTL PLAZA, STREET 2: FENGMAO SOUTH ROAD CITY: FENGTAI DISTRICT, BEIJING STATE: F4 ZIP: 100070 FORMER COMPANY: FORMER CONFORMED NAME: SOUFUN HOLDINGS LTD DATE OF NAME CHANGE: 20100714 FORMER COMPANY: FORMER CONFORMED NAME: SouFun Holdings LTD DATE OF NAME CHANGE: 20040619 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL ATLANTIC LLC CENTRAL INDEX KEY: 0001017645 IRS NUMBER: 133503735 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 55 EAST 52ND STREET STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 2036223050 MAIL ADDRESS: STREET 1: 55 EAST 52ND STREET STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 FORMER COMPANY: FORMER CONFORMED NAME: GENERAL ATLANTIC PARTNERS LLC DATE OF NAME CHANGE: 19960626 SC 13D/A 1 eh1400349_13da8-soufun.htm AMENDMENT NO. 8 eh1400349_13da8-soufun.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
 
SCHEDULE 13D/A
(Amendment No. 8)
 
Under the Securities Exchange Act of 1934
 
 
SouFun Holdings Limited
(Name of Issuer)
 
Class A ordinary shares, par value HK$1.00 per share
(Title of Class of Securities)
 
 
836034108**
(CUSIP Number)
 
Amit Gupta
6th Floor, Tower A
1 CyberCity, Ebene, Mauritius
+230 (403) 6074
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)

With a copy to:

Thomas J. Murphy
c/o General Atlantic Service Company, LLC
55 East 52nd Street, 32nd Floor
New York, New York 10055
(203) 629-8600 

 
March 4, 2014
(Date of Event which Requires Filing
of this Statement)
 
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 1(f) or 1(g), check the following box [  ].
 
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 13d-1(a) for other parties to whom copies are to be sent.
 
*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.
 
**  This CUSIP applies to the American Depositary Shares, evidenced by American Depositary Receipts, each representing one Class A ordinary share.  No CUSIP has been assigned to the Class A ordinary shares.
 
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. 836034108
 
 SCHEDULE 13D
Page 2 of 8


 
1
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
General Atlantic LLC
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
SOURCE OF FUNDS
 
OO
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
222,000
8
SHARED VOTING POWER
 
-0-
9
SOLE DISPOSITIVE POWER
 
222,000
10
SHARED DISPOSITIVE POWER
 
-0-
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
222,000
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
0.4%
  
14
TYPE OF REPORTING PERSON
 
OO
  

 
 
 
 
 
 
CUSIP No. 836034108
 
 SCHEDULE 13D
Page 3 of 8


 
1
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
General Atlantic Mauritius Limited
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
SOURCE OF FUNDS
 
OO
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Mauritius
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
222,000
8
SHARED VOTING POWER
 
-0-
9
SOLE DISPOSITIVE POWER
 
222,000
10
SHARED DISPOSITIVE POWER
 
-0-
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
222,000
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
0.4%
  
14
TYPE OF REPORTING PERSON
 
CO
  

 
 
 
 
 
CUSIP No. 836034108
 
 SCHEDULE 13D
Page 4 of 8


 
1
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
General Atlantic GenPar (Mauritius) Limited
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
SOURCE OF FUNDS
 
OO
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Mauritius
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
222,000
8
SHARED VOTING POWER
 
-0-
9
SOLE DISPOSITIVE POWER
 
222,000
10
SHARED DISPOSITIVE POWER
 
-0-
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
222,000
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
 o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
0.4%
  
14
TYPE OF REPORTING PERSON
 
CO
  

 
 
 
 
 

CUSIP No. 836034108
 
 SCHEDULE 13D
Page 5 of 8

 
Item 1.  Security and Issuer.
 
This Amendment No. 8 (this “Amendment”) to the Schedule 13D filed on September 30, 2010, as amended by Amendment No. 1 to such Schedule 13D filed on November 6, 2012, Amendment No. 2 to such Schedule 13D filed on November 28, 2012, Amendment No. 3 to such Schedule 13D filed on August 26, 2013, Amendment No. 4 to such Schedule 13D filed on September 16, 2013, Amendment No. 5 to such Schedule 13D filed on November 15, 2013, Amendment No. 6 to such Schedule 13D filed on February 14, 2014 and Amendment No. 7 to such Schedule 13D filed on February 20, 2014, relates to the Class A ordinary shares, par value HK$1.00 per share (the “Class A ordinary shares”) and American Depositary Shares (the “ADSs”) evidenced by American Depositary Receipts, each representing one Class A ordinary share, in each case, of SouFun Holdings Limited (the “Company”), and is being filed to amend the Schedule 13D as specifically set forth below. The principal executive offices of the Company are located at F9M, Building 5, Zone E, Hanwei International Plaza, Fengmao South Road, Fengtai District, Beijing 100070, People’s Republic of China.
 
The Company’s ADSs are listed on the New York Stock Exchange under the symbol “SFUN.”  The Reporting Persons own both Class A ordinary shares and ADSs.

This Amendment is being filed to report the fact that as of March 4, 2014, the Reporting Persons have ceased to be the beneficial owners of more than 5% of the Class A ordinary shares (inclusive of ADSs).
 
Unless otherwise indicated, all capitalized terms shall have the meanings ascribed to them in the Schedule 13D, and unless otherwise amended hereby, all information previously filed remains in effect.
 
Item 2.  Identity and Background.
 
No material change.
 
Item 3.  Source and Amount of Funds or Other Consideration.
 
No material change.
 
 
 
 
 
 
 

CUSIP No. 836034108
 
 SCHEDULE 13D
Page 6 of 8
 
 
Item 4.  Purpose of Transaction.
 
Item 4 is hereby amended by adding the following paragraph to the end thereof :
 
“Between February 20, 2014 and March 4, 2014, GA Mauritius sold an aggregate of 4,278,000 ADSs (representing 4,278,000 Class A ordinary shares) in open market transactions.  In connection with and prior to the sale, GA Mauritius deposited an aggregate of 4,267,981 Class A ordinary shares against the issuance of a like amount of ADSs, which were sold together with ADSs on hand.”

Item 5.  Interest in Securities of the Issuer.
 
Item 5 is hereby amended and restated as follows:
 
All ownership percentages set forth herein assume that there are 57,196,844 Class A ordinary shares outstanding, as reported in the Company’s Form 6-K filed with the Securities and Exchange Commission on November 22, 2013.
 
(a)  As of the date hereof, each of the Reporting Persons may be deemed to beneficially own 222,000 Class A ordinary shares (which includes 521 Class A ordinary shares underlying a like amount of ADSs), representing 0.4% of the Company’s issued and outstanding Class A ordinary shares.
 
 
 
 
 
 
 
CUSIP No. 836034108
 
 SCHEDULE 13D
Page 7 of 8

 
By virtue of the fact that (i) GenPar owns a majority of GA Mauritius’ voting shares and (ii) GA owns all of the outstanding shares of GenPar, the Reporting Persons may be deemed to have the power to vote and direct the disposition of the Class A Ordinary Shares and ADSs owned of record by GA Mauritius.  As a result, as of the date hereof, each of the Reporting Persons may be deemed to own beneficially an aggregate of 222,000 Class A ordinary shares (which includes 521 Class A ordinary shares underlying a like amount of ADSs), calculated on the basis of the number of Class A ordinary shares that may be acquired by the Reporting Persons within 60 days, or 0.4% of the Company’s issued and outstanding Class A ordinary shares.

(b)  Each of the Reporting Persons has the shared power to direct the vote and the shared power to direct the disposition of the 222,000 Class A ordinary shares that may be deemed to be owned beneficially by each of them.

(c)  Except as set forth in this Item 5(c), Item 3, or otherwise herein, to the knowledge of the Reporting Persons with respect to the persons named in response to Item 5(a), none of the persons named in response to Item 5(a) has effected any transactions in the Class A ordinary shares during the past 60 days.

On February 10, 2014, GA Mauritius sold 475,000 ADSs (representing 475,000 Class A ordinary shares), at a price of $80.1981 per ADS, in an open market transaction.  In connection with and prior to the sale, GA Mauritius deposited an aggregate of 473,887 Class A ordinary shares against the issuance of a like amount of ADSs, which were sold together with ADSs on hand.

On February 11, 2014, GA Mauritius sold 75,000 ADSs (representing 75,000 Class A ordinary shares), at a price of $78.3216 per ADS, in an open market transaction.  In connection with and prior to the sale, GA Mauritius deposited an aggregate of 74,824 Class A ordinary shares against the issuance of a like amount of ADSs, which were sold together with ADSs on hand.

On February 12, 2014, GA Mauritius sold 2,450,000 ADSs (representing 2,450,000 Class A ordinary shares), at a price of $78.0171 per ADS, in an open market transaction.  In connection with and prior to the sale, GA Mauritius deposited an aggregate of 2,444,262 Class A ordinary shares against the issuance of a like amount of ADSs, which were sold together with ADSs on hand.

On February 18, 2014, GA Mauritius sold 1,100,000 ADSs (representing 1,100,000 Class A ordinary shares), at a price of $80.4497 per ADS, in an open market transaction.  In connection with and prior to the sale, GA Mauritius deposited an aggregate of 1,097,424 Class A ordinary shares against the issuance of a like amount of ADSs, which were sold together with ADSs on hand.

On February 19, 2014, GA Mauritius sold 510,851 ADSs (representing 510,851 Class A ordinary shares), at a price of $82.5890 per ADS, in an open market transaction.  In connection with and prior to the sale, GA Mauritius deposited an aggregate of 509,655 Class A ordinary shares against the issuance of a like amount of ADSs, which were sold together with ADSs on hand.

On February 20, 2014, GA Mauritius sold 200,000 ADSs (representing 200,000 Class A ordinary shares), at a price of $81.3412 per ADS, in an open market transaction.  In connection with and prior to the sale, GA Mauritius deposited an aggregate of 199,532 Class A ordinary shares against the issuance of a like amount of ADSs, which were sold together with ADSs on hand.

On February 28, 2014, GA Mauritius sold 15,000 ADSs (representing 15,000 Class A ordinary shares), at a price of $80.3462 per ADS, in an open market transaction.  In connection with and prior to the sale, GA Mauritius deposited an aggregate of 14,965 Class A ordinary shares against the issuance of a like amount of ADSs, which were sold together with ADSs on hand.

On March 3, 2014, GA Mauritius sold 213,000 ADSs (representing 213,000 Class A ordinary shares), at a price of $79.4300 per ADS, in an open market transaction.  In connection with and prior to the sale, GA Mauritius deposited an aggregate of 212,501 Class A ordinary shares against the issuance of a like amount of ADSs, which were sold together with ADSs on hand.

On March 4, 2014, GA Mauritius sold 3,850,000 ADSs (representing 3,850,000 Class A ordinary shares), at a price of $80.6224 per ADS, in an open market transaction.  In connection with and prior to the sale, GA Mauritius deposited an aggregate of 3,840,983 Class A ordinary shares against the issuance of a like amount of ADSs, which were sold together with ADSs on hand.
 
(d)  No person other than the persons listed or the shareholders of GA Mauritius is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any securities owned by any member of the group.
 
(e)  Not applicable.
 
Item 6.  Contracts, Arrangements, Understandings or Relationships with Respect to the Issuer.
 
No material change.
 
Item 7.  Materials to be Filed as Exhibits.
 
No material change.
 
 
 
 
 
 
CUSIP No. 836034108
 
 SCHEDULE 13D
Page 8 of 8


SIGNATURES
 
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:  March 6, 2014.
 
 
GENERAL ATLANTIC LLC
  
       
 
By:
/s/ Christopher G. Lanning
  
   
Name: Christopher G. Lanning
  
   
Title:   Managing Director
  
       
 

 
 
GENERAL ATLANTIC MAURITIUS LIMITED
  
       
 
By:
/s/ Christopher G. Lanning
  
   
Name: Christopher G. Lanning
  
   
Title:   Director
  
       
 

 
 
GENERAL ATLANTIC GENPAR (MAURITIUS) LIMITED
  
       
 
By:
/s/ Christopher G. Lanning
  
   
Name: Christopher G. Lanning
  
   
Title:   Director