0000930413-15-000389.txt : 20150205 0000930413-15-000389.hdr.sgml : 20150205 20150205093845 ACCESSION NUMBER: 0000930413-15-000389 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150205 DATE AS OF CHANGE: 20150205 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Sungy Mobile Ltd CENTRAL INDEX KEY: 0001584133 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-87724 FILM NUMBER: 15578264 BUSINESS ADDRESS: STREET 1: FLOOR 17, TOWER A, STREET 2: NO. 33 ZHONGSHAN 3RD ROAD CITY: GUANG ZHOU STATE: F4 ZIP: 510055 BUSINESS PHONE: 00862066815066 MAIL ADDRESS: STREET 1: FLOOR 17, TOWER A, STREET 2: NO. 33 ZHONGSHAN 3RD ROAD CITY: GUANG ZHOU STATE: F4 ZIP: 510055 FORMER COMPANY: FORMER CONFORMED NAME: GODV Technology Ltd DATE OF NAME CHANGE: 20130926 FORMER COMPANY: FORMER CONFORMED NAME: Sungy Data Ltd. DATE OF NAME CHANGE: 20130819 FORMER COMPANY: FORMER CONFORMED NAME: GO Mobile Inc. DATE OF NAME CHANGE: 20130808 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GAM Holding AG CENTRAL INDEX KEY: 0001438848 IRS NUMBER: 000000000 STATE OF INCORPORATION: V8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: KLAUSTRASSE 10 CITY: ZURICH STATE: V8 ZIP: 999999999 BUSINESS PHONE: 212-407-4600 MAIL ADDRESS: STREET 1: C/O GAM USA INC STREET 2: ONE ROCKEFELLER PLAZA CITY: NEW YORK STATE: NY ZIP: 10020 FORMER COMPANY: FORMER CONFORMED NAME: GAM Holding Ltd. DATE OF NAME CHANGE: 20091001 FORMER COMPANY: FORMER CONFORMED NAME: Julius Baer Holding Ltd. DATE OF NAME CHANGE: 20080627 SC 13G/A 1 c80094_sch13ga.htm
SEC 1745
(02-02)
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No: 2)*

 

Sungy Mobile Ltd

(Name of Issuer)

 

ADR (REPRESENTING CLASS A ORDINARY SHARES)

(Title of Class of Securities)

 

86737M100

(CUSIP Number)

 

December 31, 2014

(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 the 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).

 

CUSIP No. 86737M100

 

  1. Names of Reporting Persons.
    I.R.S. Identification Nos. of above persons (entities only).
     
    GAM Holding AG
       
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a)  
    (b)  
       
  3. SEC Use Only
       
  4. Citizenship or Place of Organization
       
    Switzerland

 

Number of
Shares
Beneficially
Owned by
Each Reporting
Person With*
5. Sole Voting Power
  4,529,484 Class A Shares (held via 754,914 ADR shares)
   
6. Shared Voting Power
  _____________
   
7. Sole Dispositive Power
  4,529,484 Class A Shares (held via 754,914 ADR shares)
   
8. Shared Dispositive Power
  _____________

 

  9. Aggregate Amount Beneficially Owned by Each Reporting Person
    4,529,484 Class A Shares (held via 754,914 ADR shares)
     
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
     
  11. Percent of Class Represented by Amount in Row (9)
    6.88% (based on the total of 65,858,046 Class A Shares outstanding)
     
  12. Type of Reporting Person (See Instructions)   HC

 

*GAM Holding AG disclaims beneficial ownership of such securities.

 

Item 1.    
  (a) Name of Issuer   Sungy Mobile Ltd
     
  (b) Address of Issuer’s Principal Executive Offices
    Floor 17, Tower A, China International Center, No. 33 Zhongshan 3rd Road, Yuexiu District, Guangzhou 510055, People’s
Republic of China

 
Item 2.    
  (a) Name of Person Filing
    GAM Holding AG
     
  (b) Address of Principal Business Office or, if none, Residence
    Klaustrasse 10, 8008 Zurich, Switzerland
     
  (c) Citizenship
    Switzerland
     
  (d) Title of Class of Securities
    ADR (REPRESENTING CLASS A ORDINARY SHARES)
     
  (e) CUSIP Number
    86737M100

 

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

  o (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
     
  o (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
     
  o (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
     
  o (d) Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
     
  o (e) An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
     
  o (f) An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
     
  x (g) A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
     
  o (h) A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
     
  o (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
     
  o (j) Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 
Item 4. Ownership.

 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

  (a) Amount beneficially owned: 4,529,484 Class A Shares (held via 754,914 ADR shares)
     
  (b) Percent of class: 6.88%
     
    The percentage used herein was calculated based on the total of 65,858,046 Class A Shares
     
  (c) Number of shares as to which the person has:

 

    (i) Sole power to vote or to direct the vote  
      4,529,484 Class A Shares (held via 754,914 ADR shares)
         
       
    (ii) Shared power to vote or to direct the vote
         
         
    (iii) Sole power to dispose or to direct the  
      4,529,484 Class A Shares (held via 754,914 ADR shares)
       
    (iv) Shared power to dispose or to direct the disposition of
           

 

Item 5. Ownership of Five Percent or Less of a Class
   
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o.
   
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 or Control Person.
   
The securities reported herein (the “Securities”) are beneficially owned by one or more investment funds or other accounts that, pursuant to investment management contracts, are managed by GAM Hong Kong Limited (“GAM HK”). GAM HK is a wholly owned subsidiary of GAM Holding AG. Such investment management contracts grant to GAM HK all investment and voting power over the securities owned by such investment management clients. Therefore, GAM HK may be deemed to be, for purposes of Rule 13d-3 under the Act, the beneficial owner of the Securities.
   
Item 8. Identification and Classification of Members of the Group
   
Not Applicable
   
Item 9. Notice of Dissolution of Group
   
Not Applicable

 
Item 10.  Certification

 

  The following certification shall be included if the statement is filed pursuant to §240.13d-1(c): 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.

 

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.

 

  February 5, 2015  
  Date  
     
  /s/ Scott Sullivan  
  Signature  
     
  Scott Sullivan, Group General Counsel  
  Name/Title  

 

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to joint filing of the attached Schedule 13G, and any and all amendments thereto, and expressly authorize GAM Holding AG, as the ultimate parent company of each of its undersigned subsidiaries, to file such Schedule 13G, and any and all amendments thereto, on behalf of each of them.

 

Date: February 5, 2015

 

GAM Holding AG

 

By: /s/ Scott Sullivan

Name: Scott Sullivan

Title: Group General Counsel

 

GAM Hong Kong Limited

 

By: /s/ Scott Sullivan

Name: Scott Sullivan

Title: Group General Counsel