UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
Acushnet Holdings Corp.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Titles of Class of Securities)
005098108
(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:
o Rule 13d-1(b)
o Rule 13d-1(c)
x 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. 005098108 | 13G | Page 2 of 8 | |||
| 1 |
NAME OF REPORTING PERSON
Fila Korea Co., Ltd.
| ||||
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) o
| ||||
| 3 | SEC USE ONLY | ||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Republic of Korea | ||||
|
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
5 | SOLE VOTING POWER 39,345,151 (1) | |||
| 6 | SHARED VOTING POWER - 0 - | ||||
| 7 |
SOLE DISPOSITIVE POWER 39,345,151 (1) | ||||
| 8 | SHARED DISPOSITIVE POWER - 0 - | ||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
| ||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o | ||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 53.1% (2) | ||||
| 12 |
TYPE OF REPORTING PERSON
| ||||
(1) Magnus Holdings Co., Ltd. (“Magnus Holdings”) directly holds 39,345,151 shares of Acushnet Holdings Corp. (the “Issuer”). The sole shareholder of Magnus Holdings is Fila Korea Co., Ltd. (“Fila Korea”). Because of Fila Korea’s relationship to Magnus Holdings, Fila Korea may be deemed to beneficially own the shares directly held by Magnus Holdings.
(2) Based on a total of 74,093,598 shares of Common Stock, par value $0.001 per share (“Common Stock”) of the Issuer outstanding as of November 30, 2016, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “Commission”) on December 8, 2016.
| CUSIP No. 005098108 | 13G | Page 3 of 8 | |||
| 1 |
NAME OF REPORTING PERSON
Magnus Holdings Co., Ltd.
| ||||
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) o
| ||||
| 3 | SEC USE ONLY | ||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Republic of Korea | ||||
|
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
5 | SOLE VOTING POWER 39,345,151 | |||
| 6 | SHARED VOTING POWER - 0 - | ||||
| 7 |
SOLE DISPOSITIVE POWER 39,345,151 | ||||
| 8 | SHARED DISPOSITIVE POWER - 0 - | ||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
| ||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o | ||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 53.1% (1) | ||||
| 12 |
TYPE OF REPORTING PERSON
| ||||
(1) Based on a total of 74,093,598 shares of Common Stock of the Issuer outstanding as of November 30, 2016, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the Commission on December 8, 2016.
Item 1(a). Name of Issuer:
Acushnet Holdings Corp.
Item 1(b). Address of Issuer’s Principal Executive Offices:
333 Bridge Street
Fairhaven, Massachusetts
Item 2(a). Name of Person Filing:
This Schedule 13G is being filed jointly by Fila Korea Co., Ltd. and Magnus Holdings Co., Ltd., pursuant to an Agreement of Joint Filing, a copy of which is filed with this Schedule 13G as Exhibit 1, in accordance with Rule 13d-1(k)(1) under the Act.
Magnus Holdings directly holds 39,345,151 shares of the Issuer. The sole shareholder of Magnus Holdings is Fila Korea. Because of Fila Korea’s relationship to Magnus Holdings, Fila Korea may be deemed to beneficially own the shares directly held by Magnus Holdings.
Item 2(b). Address of Principal Business Office or, if none, Residence:
Fila Korea Co., Ltd.
6, Myeongdal-ro, Seocho-gu
Seoul, South Korea 06713
Magnus Holdings Co., Ltd.
6, Myeongdal-ro, Seocho-gu
Seoul, South Korea 06713
Item 2(c). Citizenship:
See response to Item 4 on each cover page.
Item 2(d). Title of Class of Securities:
Common Stock, $0.001 par value.
Item 2(e). CUSIP Number:
005098108
| 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(n): |
| (a) | o Broker or dealer registered under Section 15 of the Exchange Act (15 U.S.C. 78o). |
| (b) | o Bank as defined in Section 3(a)(6) of the Exchange Act (15 U.S.C. 78c). |
| (c) | o Insurance company as defined in Section 3(a)(19) of the Exchange Act (15 U.S.C. 78c). |
| (d) | o Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8). |
| (e) | o Investment adviser in accordance with §240.13d-1(b)(1)(ii)(E). |
| (f) | o Employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F). |
| (g) | o Parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G). |
| (h) | o Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (13 U.S.C. 1813). |
| (i) | o Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3). |
| (k) | o Group in accordance with §240.13d-1(b)(1)(ii)(K). |
| Item 4. Ownership | ||||||
| (a) | Amount Beneficially Owned: | |||||
| See responses to Item 9 on each cover page. | ||||||
| (b) | Percent of Class: | |||||
| See responses to Item 11 on each cover page. | ||||||
| (c) | Number of shares as to which such person has: | |||||
| (i) |
Sole power to vote or to direct the vote: See responses to Item 5 on each cover page. | |||||
| (ii) |
Shared power to vote or to direct the vote: See responses to Item 6 on each cover page. | |||||
| (iii) |
Sole power to dispose or to direct the disposition of: See responses to Item 7 on each cover page. | |||||
| (iv) |
Shared power to dispose or to direct the disposition of: See responses to Item 8 on each cover page. | |||||
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 ☐.
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.
See response to Item 2(a) above.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
Not Applicable.
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 3, 2017
|
Fila Korea Co., Ltd.
By: /s/ Yoon Soo (Gene) Yoon | ||
| Name: Yoon Soo (Gene) Yoon | ||
| Title: Chairman | ||
|
Magnus Holdings Co., Ltd.
By: /s/ Yoon Soo (Gene) Yoon | ||
| Name: Yoon Soo (Gene) Yoon | ||
| Title: Chairman | ||
Exhibit Index
| Exhibit 1 | Agreement of Joint Filing as required by Rule 13d-1(k)(1) under the Act. |
Joint Filing Agreement
We, the signatories of the statement to which this Joint Filing Agreement is attached, hereby agree that such statement is filed, and any amendments thereto filed by any or all of us, will be filed, on behalf of each of us.
Dated: February 3, 2017
|
Fila Korea Co., Ltd.
By: /s/ Yoon Soo (Gene) Yoon | ||
| Name: Yoon Soo (Gene) Yoon | ||
| Title: Chairman | ||
|
Magnus Holdings Co., Ltd.
By: /s/ Yoon Soo (Gene) Yoon | ||
| Name: Yoon Soo (Gene) Yoon | ||
| Title: Chairman | ||