0001383838-13-000018.txt : 20130604 0001383838-13-000018.hdr.sgml : 20130604 20130603173319 ACCESSION NUMBER: 0001383838-13-000018 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20130604 DATE AS OF CHANGE: 20130603 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CHINA YUCHAI INTERNATIONAL LTD CENTRAL INDEX KEY: 0000932695 STANDARD INDUSTRIAL CLASSIFICATION: ENGINES & TURBINES [3510] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-52249 FILM NUMBER: 13889003 BUSINESS ADDRESS: STREET 1: 16 RAFFLES QUAY #26-00 STREET 2: HONG LEONG BUILDING CITY: SINGAPORE STATE: U0 ZIP: 048581 BUSINESS PHONE: 0116563226220 MAIL ADDRESS: STREET 1: 16 RAFFLES QUAY #26-00 STREET 2: HONG LEONG BUILDING CITY: SINGAPORE STATE: U0 ZIP: 048581 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SHAH CAPITAL MANAGEMENT CENTRAL INDEX KEY: 0001383838 IRS NUMBER: 201804775 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 8601 SIX FORKS ROAD STREET 2: SUITE 630 CITY: RALEIGH STATE: NC ZIP: 27615 BUSINESS PHONE: 919 719 6360 MAIL ADDRESS: STREET 1: 8601 SIX FORKS ROAD STREET 2: SUITE 630 CITY: RALEIGH STATE: NC ZIP: 27615 SC 13D/A 1 schedule13damendedsix.txt AMENDMENT 6 - 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.6) SCHEDULE 13D/A CHINA YUCHAI INTERNATIONAL (Name of Issuer) Common Stock (Title of Class of Securities) G21082105 (CUSIP Number) Shah Capital Management 8601 Six Forks Road, Suite 630 Raleigh, NC 27615 Tel. No.: (919) 719-6360 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 3, 2013 (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 that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d 1(e), 240.13d 1(f) or 240.13d 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 7 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. 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). (1) Names of reporting persons: Shah Capital Management (2) Check the appropriate box if a member of a group: (a) (b) (3) SEC use only (4) Source of funds (see instructions) OO (5) Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) of Schedule 13D N/A (6) Citizenship or place of organization NORTH CAROLINA Number of shares beneficially owned by each reporting person with: (7) Sole voting power 0 (8) Shared voting power 2,221,071 (9) Sole dispositive power 0 (10) Shared dispositive power 2,221,071 (11) Aggregate amount beneficially owned by each reporting person 2,221,071 (12) Check if the aggregate amount in Row (11) excludes certain shares (see instructions) N/A (13) Percent of class represented by amount in Row (11) 5.96% (14) Type of reporting person (see instructions) IA (1) Names of reporting persons: Shah Capital Opportunity Fund LP (2) Check the appropriate box if a member of a group: (a) (b) (3) SEC use only (4) Source of funds (see instructions) OO (5) Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) of Schedule 13D N/A (6) Citizenship or place of organization DELAWARE Number of shares beneficially owned by each reporting person with: (7) Sole voting power 0 (8) Shared voting power 1,710,000 (9) Sole dispositive power 0 (10) Shared dispositive power 1,710,000 (11) Aggregate amount beneficially owned by each reporting person 1,710,000 (12) Check if the aggregate amount in Row (11) excludes certain shares (see instructions) N/A (13) Percent of class represented by amount in Row (11) 4.59% (14) Type of reporting person (see instructions) PN (1) Names of reporting persons: Himanshu H. Shah (2) Check the appropriate box if a member of a group: (a) (b) (3) SEC use only (4) Source of funds (see instructions) PF (5) Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) of Schedule 13D N/A (6) Citizenship or place of organization UNITED STATES Number of shares beneficially owned by each reporting person with: (7) Sole voting power 101,421 (8) Shared voting power 2,322,492 (9) Sole dispositive power 101,421 (10) Shared dispositive power 2,322,492 (11) Aggregate amount beneficially owned by each reporting person 2,322,492 (12) Check if the aggregate amount in Row (11) excludes certain shares (see instructions) N/A (13) Percent of class represented by amount in Row (11) 6.23% (14) Type of reporting person (see instructions) IN SCHEDULE 13D Item 1. Security and Issuer Common Stock of CHINA YUCHAI INTERNATIONAL. CHINA YUCHAI INTERNATIONAL 16 RAFFLES QUAY #26-00 HONG LEONG BLDG SINGAPORE 048581 Item 2. Identity and Background (a). Name: SHAH CAPITAL MANAGEMENT. (b). Business Address: 8601 Six Forks Road, Suite 630, Raleigh, NC 27615 (c). Principal business: Asset management (d). During the last five years, the reporting person has not been convicted in a criminal proceeding. (e). During the last five years, the reporting person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction. (f). N/A Item 3. Source and Amount of Funds or Other Consideration In making the purchases of the shares of Common Stock, the reporting person uses the assets under management. Item 4. Purpose of the Transaction The reporting person intends to review its investment in the Issuer on a continuing basis and in connection therewith, had engaged in discussions with the Board of Directors, members of management, and/or other shareholders which discussions included proposing or considering one or more of the actions described in subsections (a) through (j) of Item 4 of Schedule 13D. See reporting person's 13D Amendment No. 2 and Amendment No. 3. The Reporting Person has contacted the issuer recently to suggest the following strategic points. In communication with the largest shareholder Hong Leong Asia for a meeting, the Reporting Person has suggested the following actions: - Increase China Yuchai International stake in Guangxi Yuchai Machinery Company Limited (GYMCL) from 76.4% to 100% - To hire an investment bank to list CYI on the Hong Kong Stock Exchange - Sell HL Global Enterprises Limited and Thakral Corporation Ltd. stake completely in the very near future and use the proceeds to buy extremely undervalued China Yuchai Internationl stock from the open market The Reporting Person urges the Board of China Yuchai International to act promptly in the best interest of all shareholders. On May 13, 2013, one of the shareholders sent a letter to the largest shareholder Hong Leong Asia supporting the Reporting Person and the above listed actions suggested by the Reporting Person The Reporting person and this shareholder independently acquired their positions and have recently been discussing their investment and the issuer with each other and possible actions they may take separately or together to enhance shareholder value. Item 5. Interest in Securities of the Issuer (a) Aggregate number of shares owned: (b) Percentage of class of securities owned: (c) Number of Shares to which reporting person has: (i) Sole Voting Power (ii) Shared Voting Power (iii) Sole Dispositive Power (iv) Shared Dispositive Power SCM Shah Capital Opportunity Himanshu Fund LP (a) 2,221,071 1,710,000 101,421 (b) 5.96% 4.59% 6.23% (i) N/A N/A 101,421 (ii) 2,221,071 1,710,000 2,322,492 (iii) N/A N/A 101,421 (iv) 2,221,071 1,710,000 2,322,492 (c) N/A (d) to (e). Not Applicable Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer Not Applicable Item 7. Material to be Filed as Exhibits Not Applicable Signature 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. Date: June 3, 2013 Signature: Himanshu H. Shah/Sd. Name/Title: Himanshu H. Shah, President and CIO