0001104659-15-078465.txt : 20151113 0001104659-15-078465.hdr.sgml : 20151113 20151113065919 ACCESSION NUMBER: 0001104659-15-078465 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20151113 DATE AS OF CHANGE: 20151113 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: China Cord Blood Corp CENTRAL INDEX KEY: 0001467808 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-84917 FILM NUMBER: 151226880 BUSINESS ADDRESS: STREET 1: 48 FL., BANK OF CHINA TOWER STREET 2: 1 GARDEN ROAD CITY: CENTRAL HONG KONG STATE: K3 ZIP: 000000 BUSINESS PHONE: 852-3605-8180 MAIL ADDRESS: STREET 1: 48 FL., BANK OF CHINA TOWER STREET 2: 1 GARDEN ROAD CITY: CENTRAL HONG KONG STATE: K3 ZIP: 000000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CORDLIFE GROUP LTD CENTRAL INDEX KEY: 0001556624 IRS NUMBER: 000000000 STATE OF INCORPORATION: U0 FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 61 SCIENCE PARK ROAD, THE GALEN STREET 2: #05-16/17/18, SINGAPORE SCIENCE PARK II CITY: SINGAPORE STATE: U0 ZIP: 117525 BUSINESS PHONE: 65-6238-0808 MAIL ADDRESS: STREET 1: 61 SCIENCE PARK ROAD, THE GALEN STREET 2: #05-16/17/18, SINGAPORE SCIENCE PARK II CITY: SINGAPORE STATE: U0 ZIP: 117525 SC 13D/A 1 a15-23022_1sc13da.htm SC 13D/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

 

SCHEDULE 13D/A

 

 

Under the Securities Exchange Act of 1934
(Amendment No. 5)

 

China Cord Blood Corporation

(Name of Issuer)

 

Ordinary Shares, par value $0.0001

(Title of Class of Securities)

 

G21107100

(CUSIP Number)

 

Jeremy Pinh Yee

Cordlife Group Limited

1 Yishun Industrial Street 1, A’Posh Bizhub, #06-01/09

Singapore 768160

Telephone: +65 6238-0808

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

With a copy to:

 

Shirin Tang

Morrison & Foerster LLP

50 Collyer Quay, #12-01 OUE Bayfront

Singapore 049321

Telephone: +65 6922-2000

 

November 13, 2015

(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), 13d-1(f) or 13d-1(g) check the following box: o

 

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).

 


 

CUSIP No. G21107100

13D/A

 

 

 

1

Name of Reporting Person
Cordlife Group Limited

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

 o

 

 

(b)

 o

 

3

SEC Use Only

 

4

Source of Funds
WC

 

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
Republic of Singapore

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7

Sole Voting Power
0

8

Shared Voting Power
0

9

Sole Dispositive Power
0

10

Shared Dispositive Power
0

 

11

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

12

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares    o

 

13

Percent of Class Represented by Amount in Row (11)
0.0%

 

14

Type of Reporting Person
CO

 

2


 

This amendment (this “Amendment”) relates to the ordinary shares, par value $0.0001 per share (the “Shares”), of China Cord Blood Corporation, a Cayman Islands corporation (the “Issuer”). The Issuer’s principal executive office is located at 48th Floor, Bank of China Tower, 1 Garden Road, Central, Hong Kong S.A.R.

 

This Amendment is being filed to report the completion of the sale by Cordlife Group Limited (“Cordlife”) to Golden Meditech Holdings Limited (“GM”) of the 7% senior unsecured convertible note issued by the Issuer to Cordlife with an aggregate principal amount of $25,000,000 (the “Cordlife Note”), pursuant to the Purchase Agreement (the “Purchase Agreement”), dated as of May 8, 2015, between Cordlife and GM, and the Letter Agreement (the “Letter Agreement”), dated as of October 29, 2015, between Cordlife and GM.

 

This Amendment amends, with respect to Cordlife only, the Items set forth below of the Statement of Beneficial Ownership on Schedule 13D initially filed on August 25, 2014 with the Securities and Exchange Commission, as amended on October 17, 2014, November 10, 2014, May 8, 2015 and November 2, 2015 (the “Statement”), by supplementing the Statement with the information set forth herein.

 

Item 5.

Interest in the Securities of the Issuer.

 

Item 5 of the Statement is hereby amended and supplemented by the following:

 

As of Cordlife’s sale of the Cordlife Note pursuant to the Purchase Agreement and Letter Agreement on November 13, 2015, Cordlife has no beneficial ownership interest in the Issuer.

 

3


 

SIGNATURE

 

After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

Dated: November 13, 2015

 

 

CORDLIFE GROUP LIMITED

 

 

 

 

By:

/s/ Jeremy Pinh Yee

 

Name:

Jeremy Pinh Yee

 

Title:

Chief Executive Officer

 

4