-----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, WT3CFK3i2kc6y0ncuB+x5CCdnqhG39TtNaLQ9quFpDM9VU6adI0WygTiEyYNh3zy QGKiSlGjLZX47X6xZXzVQA== 0001144204-10-031317.txt : 20100602 0001144204-10-031317.hdr.sgml : 20100602 20100602101701 ACCESSION NUMBER: 0001144204-10-031317 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100602 DATE AS OF CHANGE: 20100602 GROUP MEMBERS: LAND BREEZE II S.A.R.L. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PENN WEST ENERGY TRUST CENTRAL INDEX KEY: 0001334388 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 STATE OF INCORPORATION: A0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-82653 FILM NUMBER: 10871666 BUSINESS ADDRESS: STREET 1: 207 - 9TH AVENUE S.W. STREET 2: SUITE 200 CITY: CALGARY, ALBERTA STATE: A0 ZIP: T2P 1K3 BUSINESS PHONE: (403) 777-2500 MAIL ADDRESS: STREET 1: 207 - 9TH AVENUE S.W. STREET 2: SUITE 200 CITY: CALGARY, ALBERTA STATE: A0 ZIP: T2P 1K3 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CHINA INVESTMENT CORP CENTRAL INDEX KEY: 0001468702 IRS NUMBER: 000000000 STATE OF INCORPORATION: F4 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: NEW POLY PLAZA STREET 2: NO. 1 CHAOYANGMEN BEIDAJIE, DONGCHENG CITY: BEIJING STATE: F4 ZIP: 100010 BUSINESS PHONE: 86 10 64086277 MAIL ADDRESS: STREET 1: NEW POLY PLAZA STREET 2: NO. 1 CHAOYANGMEN BEIDAJIE, DONGCHENG CITY: BEIJING STATE: F4 ZIP: 100010 SC 13G 1 v187033_sc13g.htm

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G
(Rule 13d-102)
 
Under the Securities Exchange Act of 1934
(Amendment No.___)*
 

 
PENN WEST ENERGY TRUST
 (Name of Issuer)

TRUST UNITS
(Title of Class of Securities)
 
707885109
(CUSIP Number)
 
June 1, 2010
(Date of Event Which Requires Filing of this Statement)
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o 
Rule 13d-1(b)
x 
Rule 13d-1(c)
o 
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 in 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)
Page 1-9
 

1
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
 
China Investment Corporation
2
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) o
(b) o
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
People’s Republic of China
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
23,621,1401
7
SOLE DISPOSITVE POWER
 
0
8
SHARES DISPOSITIVE POWER
 
23,621,1401
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
23,621,1401
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9:
 
5.3%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
CO

1
Includes 23,524,209 Trust Units held by Land Breeze II S.À.R.L., a wholly-owned subsidiary of China Investment Corporation, and 96,931 Trust Units held by another wholly-owned subsidiary of China Investment Corporation, all as of June 1, 2010.
 
-2-
 
1
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
 
Land Breeze II S.À.R.L.
2
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) o
(b) o
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
Luxembourg
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
23,524,209
7
SOLE DISPOSITVE POWER
 
0
8
SHARES DISPOSITIVE POWER
 
23,524,209
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
23,524,209
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9:
 
5.2%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
CO
 
-3-
 
Item 1(a).
Name of Issuer
 
Penn West Energy Trust
   
Item 1(b).
Address of Issuer’s Principal Executive Offices
 
c/o Penn West Petroleum Ltd.
200, 207 – 9th Avenue S.W.
Calgary, Alberta T2P 1K3
Canada
   
Item 2(a).
Name of Persons Filing
 
China Investment Corporation (“CIC”)
Land Breeze II S.À.R.L. (“Land Breeze”)
   
Item 2(b).
Address of Principal Business Office or, if none, Residence
 
The address of CIC is:
 
New Poly Plaza
No. 1 Chaoyangmen Beidajie
Dongcheng
Beijing 100010
People’s Republic of China
 
The address of Land Breeze is:
18, avenue Marie-Thérèse, L-2132 Luxembourg
   
Item 2(c).
Citizenship.
 
CIC is established under the Company Law of the People’s Republic of China.
 
Land Breeze is a Société à responsibilité limitée incorporated and existing under the laws of Luxembourg.
   
Item 2(d).
Title of Class of Securities
 
Trust Units
   
Item 2(e).
CUSIP Number
 
707885109
 
-4-
 
Item 3.
If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
 
Not applicable
   
Item 4.
Ownership

CIC is a wholly state-owned company incorporated under the Company Law of the People’s Republic of China.  Land Breeze is a wholly-owned subsidiary of CIC.  All information below regarding CIC reflects the inclusion of 23,524,209 Trust Units held by Land Breeze and 96,931 Trust Units held by another wholly-owned subsidiary of CIC, all as of June 1, 2010.
 
Reporting Person
Amount Beneficially Owned
Percent of Class
CIC
23,621,140
5.3%
Land Breeze
23,524,209
5.2%
 
 
Reporting Person
Power to Vote or Direct the Vote
Power to Dispose or Direct the Disposition of
 
Sole
Shared
Sole
Shared
CIC
0
23,621,140
0
23,621,140
Land Breeze
0
23,524,209
0
23,524,209
 
Item 5.
Ownership of Five Percent or Less of a Class
 
Not applicable
   
Item 6.
Ownership of More than Five Percent on Behalf of Another Person
 
Not applicable
   
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company
 
Not applicable
   
Item 8.
Identification and Classification of Members of the Group
 
Not applicable
   
Item 9.
Notice of Dissolution of Group.
 
Not applicable
 
-5-
 
Item 10.
Certifications
 
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
 
-6-
 
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.
 
CHINA INVESTMENT CORPORATION
    
LAND BREEZE II S.À.R.L
  
             
By:
/s/ Lou Jiwei
    
By:
/s/ Wenyan Ma
  
 
Name: Lou Jiwei
      
Name: Wenyan Ma
  
 
Title: Chairman and CEO
      
Title: Manager
  
 
-7-

Exhibit Index
 
Exhibit A
Joint Filing Agreement, dated June 1, 2010, between China Investment Corporation and Land Breeze II S.À.R.L.
 
-8-
 
Exhibit A
 
JOINT FILING AGREEMENT
 
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), each of the undersigned hereby agrees that (i) a statement on Schedule 13G with respect to the Trust Units of Penn West Energy Trust (including amendments thereto) filed herewith shall be filed on behalf of each of the undersigned, and (ii) this Joint Filing Agreement shall be included as an exhibit to such joint filing, provided that, as provided by Section 13d-1(k)(ii) of the Exchange Act, no person shall be responsible for the completeness and accuracy of the information concerning the other person making the filing unless such person knows or has reason to believe such information is inaccurate.
 
This Joint Filing Agreement may be executed in any number of counterparts all of which together shall constitute one and the same instrument.
 
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of this 1st day of June, 2010.
 
 
 
China Investment Corporation
  
       
 
By:
/s/ Lou Jiwei  
    Name:  Lou Jiwei  
    Title:    Chairman and CEO  
       
 
  Land Breeze II S.À.R.L.  
       
 
By:
/s/ Wenyan Ma  
    Name:  Wenyan Ma  
    Title:    Manager  
       
 
 
-9-
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