0000893750-19-000014.txt : 20190214 0000893750-19-000014.hdr.sgml : 20190214 20190214151246 ACCESSION NUMBER: 0000893750-19-000014 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190214 DATE AS OF CHANGE: 20190214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ESTRE AMBIENTAL, INC. CENTRAL INDEX KEY: 0001716586 STANDARD INDUSTRIAL CLASSIFICATION: REFUSE SYSTEMS [4953] 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: 005-90227 FILM NUMBER: 19605182 BUSINESS ADDRESS: STREET 1: 1830, PRESIDENTE JUSCELINO KUBITSCHEK STREET 2: AVENUE, TOWER I, 3RD FLOOR ITAIM BIBI CITY: SAO PAULO STATE: D5 ZIP: 04543-900 BUSINESS PHONE: 55 11 3709 2300 MAIL ADDRESS: STREET 1: 1830, PRESIDENTE JUSCELINO KUBITSCHEK STREET 2: AVENUE, TOWER I, 3RD FLOOR ITAIM BIBI CITY: SAO PAULO STATE: D5 ZIP: 04543-900 FORMER COMPANY: FORMER CONFORMED NAME: BOULEVARD ACQUISITION CORP II CAYMAN HOLDING Co DATE OF NAME CHANGE: 20170908 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PLATINUM EQUITY LLC CENTRAL INDEX KEY: 0001228754 IRS NUMBER: 954666134 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 360 NORTH CRESCENT DRIVE CITY: BEVERLY HILLS STATE: CA ZIP: 90210 BUSINESS PHONE: 3107121195 MAIL ADDRESS: STREET 1: 360 NORTH CRESCENT DRIVE CITY: BEVERLY HILLS STATE: CA ZIP: 90210 SC 13G/A 1 sch_13_g_a.htm SCHEDULE 13 G/A
 
 
  
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
  
 
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
 
(Amendment No. 1)*
 
ESTRE AMBIENTAL, INC.
(Name of Issuer)
 
Ordinary Shares, par value $0.0001 per share
(Title of Class of Securities)
 
G3206V100
(CUSIP Number)
 
December 31, 2018
(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)
 
*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).

1

 
CUSIP No. G3206V100
13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
RCH Ltd.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
 
 
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
3,073,186
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
3,073,186
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,073,186
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.3%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
CO
 
 
 
 
 
 
2


CUSIP No. G3206V100
13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
Platinum Equity Capital Partners International III (Cayman), L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
 
 
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
3,073,186
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
3,073,186
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,073,186
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.3%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 
 
 
3


CUSIP No. G3206V100
13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
Platinum Equity Partners International III (Cayman), L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
 
 
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
3,073,186
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
3,073,186
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,073,186
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.3%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 
 
 
4


CUSIP No. G3206V100
13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
Platinum Equity Investment Holdings III (Cayman), LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
 
 
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
3,073,186
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
3,073,186
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,073,186
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.3%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO (Limited Liability Company)
 
 
 
 
 
 
5


CUSIP No. G3206V100
13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
Platinum Equity Investment Holdings III, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
 
 
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
3,073,186
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
3,073,186
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,073,186
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.3%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO (Limited Liability Company)
 
 
 
 
 
 
6


CUSIP No. G3206V100
13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
Platinum Equity Investment Holdings III Manager, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
 
 
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
3,073,186
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
3,073,186
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,073,186
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.3%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO (Limited Liability Company)
 
 
 
 
 
 
7


CUSIP No. G3206V100
13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
Platinum Equity InvestCo, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
 
 
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
3,073,186
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
3,073,186
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,073,186
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.3%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 
 
 
8


CUSIP No. G3206V100
13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
Platinum Equity Investment Holdings IC (Cayman), LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
 
 
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
3,073,186
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
3,073,186
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,073,186
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.3%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO (Limited Liability Company)
 
 
 
 
 
 
9


CUSIP No. G3206V100
13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
Platinum Equity Investment Holdings, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
 
 
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
3,073,186
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
3,073,186
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,073,186
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.3%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO (Limited  Liability Company)
 
 
 
 
 
 
10


CUSIP No. G3206V100
13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
Platinum InvestCo, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
 
 
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
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
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0.0%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO (Limited Liability Company)
 
 
 
 
 
11


CUSIP No. G3206V100
13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
Platinum InvestCo (Cayman), LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
 
 
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
3,073,186
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
3,073,186
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,073,186
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.3%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO (Limited Liability Company)
 
 
 
 
 
12

 
CUSIP No. G3206V100
13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
Platinum Equity, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
 
 
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
3,073,186
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
3,073,186
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,073,186
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.3%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO (Limited Liability Company)
 
 
 
 
 
 
13


CUSIP No. G3206V100
13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
Tom Gores
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) ☐
 
 
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
United States of America
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
3,073,186
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
3,073,186
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,073,186
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.3%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
IN
 
 
 
 
 
14

Item 1(a).  Name of Issuer:
 
Estre Ambiental, Inc. (the "Issuer")
 
Item 1(b).  Address of Issuer's Principal Executive Offices:
 
1830, Presidente Juscelino Kubitschek Avenue, Tower I, 3rd Floor
Itaim Bibi
São Paulo
04543-900 - SP
Brazil
 
Item 2(a).  Name of Person Filing:
 
This Schedule 13G is filed by each of (i) RCH Ltd., a Cayman Islands exempted company ("RCH"), (ii) Platinum Equity Capital Partners International III (Cayman), L.P., a Cayman Islands limited partnership ("PECPI III"), (iii) Platinum Equity Partners International III (Cayman), L.P., a Cayman Islands limited partnership ("PEPI III"), (iv) Platinum Equity Investment Holdings III (Cayman), LLC, a Delaware limited liability company ("PEIH III (Cayman)"), (v) Platinum Equity Investment Holdings III, LLC, a Delaware limited liability company ("PEIH III LLC"), (vi) Platinum Equity Investment Holdings III Manager, LLC, a Delaware limited liability company ("PEIH III Manager"), (vii) Platinum Equity InvestCo, L.P., a Cayman Islands limited partnership ("PEI LP"), (viii) Platinum Equity Investment Holdings IC (Cayman), LLC, a Delaware limited liability company ("PEIH IC (Cayman)"), (ix) Platinum Equity Investment Holdings, LLC, a Delaware limited liability company ("PEIH LLC"), (x) Platinum InvestCo, LLC, a Delaware limited liability company ("PI LLC"), (xi) Platinum InvestCo (Cayman), LLC, a Cayman Islands limited liability company (“PI (Cayman) LLC”), (xii) Platinum Equity, LLC, a Delaware limited liability company ("Platinum Equity"), and (xiii) Tom Gores, an individual (each person or entity listed in clauses (i)-(xiii), a "Reporting Person" and, collectively, the "Reporting Persons").
 
PECPI III is the majority shareholder of RCH and may be deemed to beneficially own the Ordinary Shares (as defined below) of the Issuer owned by RCH.
 
PEPI III is the general partner of PECPI III and may be deemed to beneficially own the Ordinary Shares beneficially owned by PECPI III.
 
PEIH III (Cayman) is the general partner of PEPI III and may be deemed to beneficially own the Ordinary Shares beneficially owned by PEPI III.
 
PEIH III LLC is the sole member of PEIH III (Cayman) and may be deemed to beneficially own the Ordinary Shares beneficially owned by PEIH III (Cayman).
 
PEIH III Manager is the sole manager of PEIH III LLC and may be deemed to beneficially own the Ordinary Shares beneficially owned by PEIH III LLC.
 
PEI LP owns all of the economic interests in PEIH III LLC and may be deemed to beneficially own the Ordinary Shares beneficially owned by PEIH III LLC.
 
PEIH IC (Cayman) is the general partner of PEI LP and may be deemed to beneficially own the Ordinary Shares beneficially owned by PEI LP.
 
PEIH LLC is the sole member of PEIH IC (Cayman) and may be deemed to beneficially own the Ordinary Shares beneficially owned by PEIH IC (Cayman).
 

PI (Cayman) LLC holds a controlling interest in PEI LP and may be deemed to beneficially own the Ordinary Shares beneficially owned by PEI LP.
 
Platinum Equity is the sole member of each of PEIH III Manager and PEIH LLC and may be deemed to beneficially own the Ordinary shares beneficially owned by each of PEIH III Manager and PEIH LLC.  Platinum Equity, together with Tom Gores, holds a controlling interest in PI (Cayman) LLC and may be deemed to beneficially own the Ordinary Shares beneficially owned by PI (Cayman) LLC.
 
Tom Gores is the Chairman and Chief Executive Officer of Platinum Equity and may be deemed to beneficially own the Ordinary Shares beneficially owned by Platinum Equity.  Mr. Gores disclaims beneficial ownership of all Ordinary Shares of the Issuer that are beneficially owned by each of the Platinum entities listed above with respect to which Mr. Gores does not have a pecuniary interest therein.
  
Item 2(b).  Address of Principal Business Office or, if None, Residence:
 
The principal business address for each of the Reporting Persons is:
 
360 N. Crescent Drive, South Building
Beverly Hills, CA 90210
 
Item 2(c).  Citizenship:
 
RCH Ltd.
Cayman Islands
Platinum Equity Capital Partners International III (Cayman), L.P.
Cayman Islands
Platinum Equity Partners International III (Cayman), L.P.
Cayman Islands
Platinum Equity Investment Holdings III (Cayman), LLC
Delaware
Platinum Equity Investment Holdings III, LLC
Delaware
Platinum Equity Investment Holdings III Manager, LLC
Delaware
Platinum Equity InvestCo, L.P.
Cayman Islands
Platinum Equity Investment Holdings IC (Cayman), LLC
Delaware
Platinum Equity Investment Holdings, LLC
Delaware
Platinum InvestCo, LLC
Delaware
Platinum InvestCo (Cayman), LLC
Platinum Equity, LLC
Cayman Islands
Delaware
Tom Gores 
United States of America
 
Item 2(d).  Title of Class of Securities:
 
Ordinary Shares, par value $0.0001 per share ("Ordinary Shares")
 
Item 2(e).  CUSIP Number:
 
G3206V100
 
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:
 
Not applicable.
 

Item 4.  Ownership.
 
Provide the following information regarding the aggregate number and percentage of the class of securities of issuer identified in Item 1.
 
 
(a)
Amount beneficially owned:
 
   
Each of the Reporting Persons may be deemed to be the beneficial owner of the Ordinary Shares listed on such Reporting Person's cover page.
 
   
RCH directly holds warrants of the Issuer exercisable for 3,073,186 Ordinary Shares.
 
 
(b)
Percent of class:
 
   
Each of the Reporting Persons may be deemed to be the beneficial owner of the percentage of Ordinary Shares listed on such Reporting Person's cover page.
 
   
Calculations of the percentage of Ordinary Shares beneficially owned were determined based on 48,709,918 Ordinary Shares outstanding, which consists of: (a) 45,636,732 Ordinary Shares outstanding as of August 7, 2018, as reported in the Issuer's Form F-1/A filed with the Securities and Exchange Commission on August 7, 2018, and (b) the 3,073,186 Ordinary Shares underlying the warrants held by RCH.
 
 
(c)
Number of Shares as to which the person has:
 
 
(i)
Sole power to vote or to direct the vote:
 
   
         See each cover page hereof.
 
 
(ii)
Shared power to vote or to direct the vote:
 
   
         See each cover page hereof.
 
 
(iii)
Sole power to dispose or to direct the disposition of:
 
   
         See each cover page hereof.
 
 
(iv)
Shared power to dispose or to direct the disposition of:
 
   
         See each cover page hereof.
 
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. [   ]
 
PI LLC transferred its interest in PEI LP to PI (Cayman) LLC.  Therefore, PI LLC is no longer deemed to beneficially own any Ordinary Shares.
 
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.
 
Not applicable.
 
Item 8.  Identification and Classification of Members of the Group.
 
The Reporting Persons are making this single, joint filing because they may be deemed to constitute a group within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), although neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that a group exists.  The agreement among the Reporting Persons to file this Schedule 13G jointly in accordance with Rule 13d-1(k) of the Exchange Act is filed as Exhibit 1 hereto.
 
Item 9.  Notice of Dissolution of Group.
 
Not applicable.
 
Item 10.  Certification.
 
Each of the Reporting Persons hereby makes the following certification:
 
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.
 
Dated: February 14, 2019
 
RCH LTD.
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   Director
 
PLATINUM EQUITY CAPITAL PARTNERS INTERNATIONAL III (CAYMAN), L.P.
 
By:            Platinum Equity Partners International III
                  (Cayman), L.P., its General Partner
 
By:            Platinum Equity Investment Holdings III
                  (Cayman), LLC, its General Partner
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   President and Treasurer
 
PLATINUM EQUITY PARTNERS INTERNATIONAL III (CAYMAN), L.P.
 
By:            Platinum Equity Investment Holdings III
                  (Cayman), LLC, its General Partner
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   President and Treasurer
 
PLATINUM EQUITY INVESTMENT HOLDINGS III (CAYMAN), LLC
 
By: /s/ Mary Ann Sigler
Name:  Mary Ann Sigler
Title:    President and Treasurer
 
PLATINUM EQUITY INVESTMENT HOLDINGS III, LLC
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   Vice President and Treasurer
 
 
 
[Estre Ambiental, Inc. - Schedule 13G/A]

PLATINUM EQUITY INVESTMENT HOLDINGS III MANAGER, LLC
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   President
 
PLATINUM EQUITY INVESTCO, L.P.
By:            Platinum Equity Investment Holdings IC
                  (Cayman), LLC, its General Partner
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   President
 
PLATINUM EQUITY INVESTMENT HOLDINGS IC (CAYMAN), LLC
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   President
 
PLATINUM EQUITY INVESTMENT HOLDINGS, LLC
 
By: /s/ Mary Ann Sigler
Name:  Mary Ann Sigler
Title:    Vice President and Treasurer
 
PLATINUM INVESTCO, LLC
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   President
 
PLATINUM INVESTCO (CAYMAN), LLC
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   President
 
PLATINUM EQUITY, LLC
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   Executive Vice President, Chief Financial Officer
      and Treasurer
 
 
 
[Estre Ambiental, Inc. - Schedule 13G/A]

TOM GORES
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   Attorney-in-Fact
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
[Estre Ambiental, Inc. - Schedule 13G/A]

EXHIBIT LIST
 
 
Exhibit 1
 
Exhibit 2
Joint Filing Agreement, dated as of February 14, 2019, among the Reporting Persons.
 
Power of Attorney granted by Tom Gores (previously filed)


EXHIBIT 1
 
JOINT FILING AGREEMENT
 
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the "Exchange Act") the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Estre Ambiental, Inc., a Cayman Islands company, and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. Each of them is responsible for the timely filing of such filings and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
 
Dated as of February 14, 2019
 
RCH LTD.
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   Director
 
PLATINUM EQUITY CAPITAL PARTNERS INTERNATIONAL III (CAYMAN), L.P.
 
By:            Platinum Equity Partners International III
                  (Cayman), L.P., its General Partner
 
By:            Platinum Equity Investment Holdings III
                  (Cayman), LLC, its General Partner
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   President and Treasurer
 
PLATINUM EQUITY PARTNERS INTERNATIONAL III (CAYMAN), L.P.
 
By:            Platinum Equity Investment Holdings III
                  (Cayman), LLC, its General Partner
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   President and Treasurer
 
 
 
 
 
[Yatra Online, Inc.  - Joint Filing Agreement]

PLATINUM EQUITY INVESTMENT HOLDINGS III (CAYMAN), LLC
 
By: /s/ Mary Ann Sigler
Name:  Mary Ann Sigler
Title:    President and Treasurer
 
PLATINUM EQUITY INVESTMENT HOLDINGS III, LLC
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   Vice President and Treasurer
 
PLATINUM EQUITY INVESTMENT HOLDINGS III MANAGER, LLC
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   President
 
PLATINUM EQUITY INVESTCO, L.P.
 
By:            Platinum Equity Investment Holdings IC
                  (Cayman), LLC, its General Partner
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   President
 
PLATINUM EQUITY INVESTMENT HOLDINGS IC (CAYMAN), LLC
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   President
 
PLATINUM EQUITY INVESTMENT HOLDINGS, LLC
 
By: /s/ Mary Ann Sigler
Name:  Mary Ann Sigler
Title:    Vice President and Treasurer
 
PLATINUM INVESTCO, LLC
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   President
 
 
[Yatra Online, Inc.  - Joint Filing Agreement]

PLATINUM INVESTCO (CAYMAN), LLC
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   President
 
 
PLATINUM EQUITY, LLC
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   Executive Vice President, Chief Financial Officer
      and Treasurer
 
 
TOM GORES
 
By: /s/ Mary Ann Sigler
Name: Mary Ann Sigler
Title:   Attorney-in-Fact