0000950142-19-000645.txt : 20190328 0000950142-19-000645.hdr.sgml : 20190328 20190328154611 ACCESSION NUMBER: 0000950142-19-000645 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190328 DATE AS OF CHANGE: 20190328 GROUP MEMBERS: CAISSE DE DEPOT ET PLACEMENT DU QUEBEC GROUP MEMBERS: CDPQ INFRASTRUCTURES ASIA PTE LTD. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Azure Power Global Ltd CENTRAL INDEX KEY: 0001633438 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 000000000 STATE OF INCORPORATION: CA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-89669 FILM NUMBER: 19711795 BUSINESS ADDRESS: STREET 1: 3RD FLOOR STREET 2: WORLDMARK 3, AEROCITY CITY: NEW DELHI STATE: K7 ZIP: 110037 BUSINESS PHONE: 2304543200 MAIL ADDRESS: STREET 1: C/O AAA GLOBAL SERVICES LTD. STREET 2: 1ST FLOOR, THE EXCHANGE 18 CYBERCITY CITY: EBENE STATE: O4 ZIP: 00000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CAISSE DE DEPOT ET PLACEMENT DU QUEBEC CENTRAL INDEX KEY: 0000898286 IRS NUMBER: 980380483 STATE OF INCORPORATION: A8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1000 PLACE JEAN-PAUL RIOPELLE CITY: MONTREAL STATE: A8 ZIP: H2Z2B3 BUSINESS PHONE: 514 847-2353 MAIL ADDRESS: STREET 1: 1000 PLACE JEAN-PAUL RIOPELLE CITY: MONTREAL STATE: A8 ZIP: H2Z2B3 SC 13D/A 1 eh1900447_13da5-azure.htm AMENDMENT NO. 5 Unassociated Document

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule (13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS
THERETO FILED PURSUANT TO RULE 13-d2(a)
(Amendment No. 5)*
 
Azure Power Global Limited
(Name of Issuer)
 
Equity Shares
(Title of Class of Securities)
 
V0393H103
(CINS Number)
 
Soulef Hadjoudj
Caisse de dépôt et placement du Québec
1000, place Jean-Paul-Riopelle
Montréal, Québec
H2Z 2B3
(514) 847-5998
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 
March 26, 2019
(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.
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 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).


 
CINS NO. V0393H103
SCHEDULE 13D
Page 2 of 7

 
1
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
CDPQ Infrastructures Asia Pte Ltd.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  o
(b)  ☒
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)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Singapore
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
 
8
SHARED VOTING POWER
 
16,997,365
9
SOLE DISPOSITIVE POWER
 
 
10
SHARED DISPOSITIVE POWER
 
16,997,365
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
16,997,365
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
41.6%
 
14
TYPE OF REPORTING PERSON
 
CO
 
 
 

 
 
CINS NO. V0393H103
SCHEDULE 13D
Page 3 of 7

 
1
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Caisse de dépôt et placement du Québec
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  o
(b)  ☒
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)
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Québec, Canada
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
7
SOLE VOTING POWER
 
 
8
SHARED VOTING POWER
 
16,997,365
9
SOLE DISPOSITIVE POWER
 
 
10
SHARED DISPOSITIVE POWER
 
16,997,365
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
16,997,365
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
41.6%
 
14
TYPE OF REPORTING PERSON
 
OO
 
 
 

 
CINS NO. V0393H103
SCHEDULE 13D
Page 4 of 7
 
 
ITEM 1.
SECURITY AND ISSUER.
 
This amendment No. 5 (“Amendment No. 5”) to Schedule 13D relates to the Schedule 13D filed on October 27, 2016 (the “Original Schedule 13D”) by CDPQ Infrastructures Asia Pte Ltd. (“CDPQ Infrastructures”) and Caisse de dépôt et placement du Québec (“CDPQ” and, together with CDPQ Infrastructures, the “Reporting Persons”) relating to Equity Shares (the “Shares”) issued by Azure Global Power Limited (the “Issuer”). The principal executive offices of the Issuer are located at 3rd Floor, Asset 301-304 and 307, WorldMark 3, Aerocity, New Delhi, 110037, India.
 
Capitalized terms used but not defined in this Amendment No. 5 shall have the meanings set forth in the Original Schedule 13D.
 
Except as specifically amended by this Amendment No. 5, the Original Schedule 13D is unchanged.
ITEM 3.
SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
 
Item 3 of the Original Schedule 13D is hereby amended and supplemented by adding the following information:
 
“On March 26, 2019 CDPQ Infrastructures purchased an additional 156,040 Shares in open market transactions for an aggregate purchase price of $1,716,440. The source of the funds used by CDPQ Infrastructures to acquire such additional Shares was working capital provided by CDPQ. The source of funds used by CDPQ to provide such working capital to CDPQ Infrastructures was funds on deposit at CDPQ.”
ITEM 5.
INTEREST IN SECURITIES OF THE ISSUER.
 
Item 5 of the Original Schedule 13D is hereby amended and restated to read in full as follows:
 
“The responses to this Item 5 and the information on the cover page are based on their being 40,823,790 Shares outstanding, as disclosed in the Issuer’s Final Prospectus filed with the SEC on October 9, 2018 pursuant to Rule 424(b)(4) of the Securities Act of 1933.
 
(a) and (b) As a result of the transactions described in the Original Schedule 13D, as amended, and in this Amendment No. 5, CDPQ Infrastructures is the direct beneficial owner of 16,997,365 Shares, which represents 41.6% of the Issuer's outstanding Shares. CDPQ, through its ownership of CDPQ Infrastructures, may be deemed to share voting and dispositive power over the Shares beneficially owned or deemed to be beneficially owned by CDPQ Infrastructures.
 
(c) The transactions by the Reporting Persons in the Shares during the past sixty days are set forth in Annex B. Except as otherwise disclosed therein, the Reporting Persons have not effected any transaction in the Shares in the last 60 days.
 
(d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of the Shares beneficially owned by the Reporting Persons.
 
(e) Not applicable.”
 

 
CINS NO. V0393H103
SCHEDULE 13D
Page 5 of 7
 
 
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.
Dated: March 27, 2019
 
 
 
CDPQ INFRASTRUCTURES ASIA PTE LTD.
 
 
 
By: 


/s/ Cyril Cabanes
 
 
 
 
Name:   Cyril Cabanes
Title:     Director
 
 
 
 

 
CINS NO. V0393H103
SCHEDULE 13D
Page 6 of 7
 
 
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.
Dated: March 27, 2019
 
 
 
CAISSE DE DÉPÔT ET PLACEMENT DU QUÉBEC
 
 
 
By: 


/s/ Soulef Hadjoudj
 
 
 
 
Name:   Soulef Hadjoudj
Title:     Legal Counsel
 
 
 

 
CINS NO. V0393H103
SCHEDULE 13D
Page 7 of 7
 
Annex B
Schedule of Transactions
CDPQ INFRASTRUCTURE ASIA PTE. LTD
Date of Transaction
Security
Amount of Securities Bought
Unit Cost
Where and How Effected
03/13/2019
Equity Shares
5,715
$10.92
Open Market
03/14/2019
Equity Shares
5,200
$11.00
Open Market
03/20/2019
Equity Shares
18,800
$11.00
Open Market
03/21/2019
Equity Shares
130,100
$11.00
Open Market
03/22/2019
Equity Shares
104,655
$11.00
Open Market
03/25/2019
Equity Shares
133,288
$11.00
Open Market
03/26/2019
Equity Shares
156,040
$11.00
Open Market

 
CAISSE DE DÉPÔT ET PLACEMENT DU QUÉBEC
None.