0001193125-17-042419.txt : 20170214 0001193125-17-042419.hdr.sgml : 20170214 20170214113856 ACCESSION NUMBER: 0001193125-17-042419 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20170214 DATE AS OF CHANGE: 20170214 GROUP MEMBERS: HON HAI PRECISION INDUSTRY CO., LTD. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALLIANCE FIBER OPTIC PRODUCTS INC CENTRAL INDEX KEY: 0001122342 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 770554122 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-60751 FILM NUMBER: 17604936 BUSINESS ADDRESS: STREET 1: 275 GIBRALTAR DRIVE CITY: SUNNYVALE STATE: CA ZIP: 94089 BUSINESS PHONE: 4087366900 MAIL ADDRESS: STREET 1: 275 GIBRALTAR DRIVE CITY: SUNNYVALE STATE: CA ZIP: 94089 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCE FIBER OPTICS PRODUCTS INC DATE OF NAME CHANGE: 20000822 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Foxconn Holding Ltd. CENTRAL INDEX KEY: 0001652444 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: NO. 2 ZIYOU STREET STREET 2: TUCHENG DISTRICT CITY: NEW TAIPEI CITY F5 STATE: F5 ZIP: 23678 BUSINESS PHONE: 886222686254 MAIL ADDRESS: STREET 1: NO. 2 ZIYOU STREET STREET 2: TUCHENG DISTRICT CITY: NEW TAIPEI CITY F5 STATE: F5 ZIP: 23678 SC 13G/A 1 d318308dsc13ga.htm AMENDMENT NO. 2 TO SCHEDULE 13G Amendment No. 2 to Schedule 13G

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)

 

 

Alliance Fiber Optic Products, Inc.

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

018680306

(CUSIP Number)

December 31, 2016

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

  Rule 13d-1(b)

 

  Rule 13d-1(c)

 

  Rule 13d-1(d)

 

 

 


CUSIP No. 018680306  

 

  1.   

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only).

 

Hon Hai Precision Industry Co., Ltd.

  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

 

Taiwan, R.O.C.

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

   5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

0

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

0

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

0 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)

 

0%

12.  

Type of Reporting Person (See Instructions)

 

HC


CUSIP No. 018680306  

 

  1.   

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only).

 

Foxconn Holding Limited

  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

 

British Virgin Islands

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

   5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

0

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

0

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

0 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)

 

0%

12.  

Type of Reporting Person (See Instructions)

 

CO

 


Item 1.

(a) Name of Issuer

Alliance Fiber Optic Products, Inc.

(b) Address of Issuer’s Principal Executive Offices

275 Gibraltar Drive, Sunnyvale, CA 94089

Item 2.

(a)-(c) This Statement is filed by:

Hon Hai Precision Industry Co., Ltd. and Foxconn Holding Limited.

The Address of the Principal Business Office of Hon Hai Precision Industry Co., Ltd. is 2 Tzu Yu Street, Tucheng City, Taipei Hsien, Taiwan, R.O.C. and the Address of the Principal Business Office of Foxconn Holding Limited is 2 Tzu Yu Street, Tucheng City, Taipei Hsien, Taiwan, R.O.C.; Hon Hai Precision Industry Co., Ltd. is a Taiwan, R.O.C. corporation and Foxconn Holding Limited is a British Virgin Islands company.

Each of Hon Hai Precision Industry Co., Ltd. and Foxconn Holding Limited is individually referred to herein as a “Reporting Person” and collectively as the “Reporting Persons.”

(d) Title of Class of Securities

Common Stock

(e) CUSIP Number

018680306

Item 3.

Inapplicable.

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: See Row 9 of each Reporting Person’s cover sheet for the amount beneficially owned by the respective Reporting Person.

(b) Percent of class: See Row 11 of each Reporting Person’s cover sheet for the percentage of class beneficially owned by the respective Reporting Person.

(c) Number of shares as to which the person has sole and/or shared voting and dispositive power: See Rows 5-8 of each Reporting Person’s cover sheet for the voting and dispositive power of the respective Reporting Person.

Hon Hai Precision Industry Co., Ltd. expressly declares that the filing of this statement shall not be construed as an admission that it is, for purposes of Sections 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, the beneficial owner of any securities covered by this statement.

Item 5. Ownership of Five Percent or Less of a Class

On June 6, 2016, Foxconn Holding Limited tendered all shares of Common Stock it owned in the Issuer as part of a cash tender offer. The cash tender offer was commenced by Apricot Merger Company in connection with the Agreement and Plan of Merger, dated April 7, 2016, between the Issuer, Corning Incorporated and Apricot Merger Company, a wholly-owned subsidiary of Corning Incorporated.


As of the date hereof, each of the Reporting Persons is no longer the beneficial owner of any shares of Common Stock of the Issuer.

Item 6. Ownership of More than Five Percent on Behalf of Another Person

Inapplicable.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

See Exhibit A attached hereto relating to the Common Stock disposed of by direct holder Foxconn Holding Limited, which is a subsidiary of Hon Hai Precision Industry Co., Ltd.

Item 8. Identification and Classification of Members of the Group

Each Reporting Person expressly disclaims any assertion or presumption that it and/or the other person on whose behalf this statement is filed constitute a “group.” The filing of this statement should not be construed to be an admission that any of the Reporting Persons is a member of a “group” consisting of one or more of such persons. A copy of the Agreement Relating to Joint Filing of Schedule 13G is attached hereto as Exhibit B.

Item 9. Notice of Dissolution of Group

Inapplicable.

Item 10. Certification

Inapplicable.


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: February 14, 2017

 

Hon Hai Precision Industry Co., Ltd.
By:  

/s/ Teh-Tsai Huang

  Teh-Tsai Huang
Foxconn Holding Limited
By:  

/s/ Yu Huang, Chiu-Lian

  Yu Huang, Chiu-Lian
EX-99.A 2 d318308dex99a.htm EXHIBIT A Exhibit A

EXHIBIT A

IDENTIFICATION OF SUBSIDIARIES

Foxconn Holding Limited is a subsidiary of Hon Hai Precision Industry Co., Ltd. Foxconn Holding Limited was the record owner of the shares of Common Stock of Alliance Fiber Optic Products, Inc. reported as beneficially owned by Hon Hai Precision Industry Co., Ltd. and Foxconn Holding Limited on the Schedule 13G and Amendment No. 1 to Schedule 13G of Hon Hai Precision Industry Co., Ltd. previously filed with the Securities and Exchange Commission.

EX-99.B 3 d318308dex99b.htm EXHIBIT B Exhibit B

EXHIBIT B

AGREEMENT RELATING TO JOINT FILING OF SCHEDULE 13G

The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of Alliance Fiber Optic Products, Inc. shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an Exhibit to such Schedule 13G.

This Agreement and the filing of the Schedule 13G shall not be construed to be an admission that any of the undersigned is a member of a “group” consisting of one or more of such persons pursuant to Section 13(g) of the Securities Exchange Act of 1934, as amended and the rules thereunder.

Dated: October 18, 2001

 

Hon Hai Precision Industry Co., Ltd.
By:  

/s/ Chiu-Lian Huang

  Chiu-Lian Huang
  Chief Financial Officer
Foxconn Holding Limited
By:  

/s/ Chiu-Lian Huang

  Chiu-Lian Huang
  Director