UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
Under the Securities Exchange Act of 1934
(Amendment No. )*
| Golub Capital BDC 3, Inc. | |
| (Name of Issuer) | |
| Common Stock | |
| (Title of Class of Securities) | |
| Not Applicable | |
| (CUSIP Number) | |
| November 28, 2017 | |
| (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) |
| x | 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 (the “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. | NAMES OF REPORTING PERSONS Fortune Way Capital Corp. | ||
| 2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (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 1,333,333.333 | |
6. |
SHARED VOTING POWER 0 | ||
7. |
SOLE DISPOSITIVE POWER 1,333,333.333 | ||
8. |
SHARED DISPOSITIVE POWER 0 | ||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,333,333.333 | ||
| 10. |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
¨
| ||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 12.6% | ||
| 12. | TYPE OF REPORTING PERSON CO | ||
| Item 1(a). | Name of Issuer: |
Golub Capital BDC 3, Inc.
| Item 1(b). | Address of Issuer’s Principal Executive Offices: |
666 Fifth Avenue, 18th Floor, New York, NY 10103
| Item 2(a). | Name of Person Filing: |
Fortune Way Capital Corp.
| Item 2(b). | Address of Principal Business Office or, if None, Residence: |
c/o China Orient Asset Management (International) Holdings Limited
1114 Avenue of the Americas, Suite 3405, New York, NY 10036
| Item 2(c). | Citizenship: |
British Virgin Islands
| Item 2(d). | Title of Class of Securities: |
Common Stock, $0.001 par value
| Item 2(e) | CUSIP Number: |
Not Applicable
| 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: |
| (a) | ¨ | Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); | |
| (b) | ¨ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | ¨ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | ¨ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | |
| (e) | ¨ | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | |
| (f) | ¨ | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); | |
| (g) | ¨ | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); | |
| (h) | ¨ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
| (i) | ¨ | A 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); | |
| (j) | ¨ | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J); | |
| (k) | ¨ | Group, in accordance with § 240.13d-1(b)(1)(ii)(K). |
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:_______________
| 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: | |
| 1,333,333.333 |
| (b) | Percent of class: | |
| 12.6 % |
| (c) | Number of shares as to which such person has: | |
| (i) | Sole power to vote or to direct the vote | |
| 1,333,333.333 |
| (ii) | Shared power to vote or to direct the vote | |
| 0 |
| (iii) | Sole power to dispose or to direct the disposition of | |
| 1,333,333.333 |
| (iv) | Shared power to dispose or to direct the disposition of | |
| 0 |
| Item 5. | Ownership of Five Percent or Less of a Class. |
Not Applicable
| 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. |
Not Applicable
| Item 8. | Identification and Classification of Members of the Group. |
Not Applicable
| Item 9. | Notice of Dissolution of Group. |
Not Applicable
| Item 10. | Certifications. |
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.
| 1.17.2018 | |
| Date | |
| /s/ Jun Liu | |
| Signature | |
| Jun Liu | |
| Managing Director of China Orient Asset Management (International) Holding Limited, as sole Director of Fortune Way Capital Corporation | |
| Name/Title | |