SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(RULE 13D-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO RULES 13D-1(B), (C), AND (D) AND AMENDMENTS
THERETO FILED PURSUANT TO RULE 13D-2(B)
| ChinaCache International Holdings Ltd. |
(Name of Issuer)
| Ordinary Shares |
(Title of Class of Securities)
| 16950M107 |
(CUSIP Number)
| December 31, 2011 |
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)
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).
13G
| CUSIP NO. 16950M107 | PAGE 2 OF 11 PAGES |
| 1 |
NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
JAFCO Asia Technology Fund II | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (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
1,218,088 American Depositary Shares (comprising of 16 Ordinary Shares each, “ADS”)* | ||||
| 6 | SHARED VOTING POWER
00 | |||||
| 7 | SOLE DISPOSITIVE POWER
1,218,088 ADS * | |||||
| 8 | SHARED DISPOSITIVE POWER
00 | |||||
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,218,088 ADS * | |||||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.34% (based on the total number of shares outstanding as at 31 December 2011 provided by the Company) | |||||
| 12 |
TYPE OF REPORTING PERSON
CO | |||||
Page 2 of 11 Pages
13G
| CUSIP NO. 16950M107 | PAGE 3 OF 11 PAGES |
| 1 |
NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
JAFCO Investment (Asia Pacific) Ltd** | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (b) ¨
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Singapore | |||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
1,218,088 ADS * | ||||
| 6 | SHARED VOTING POWER
00 | |||||
| 7 | SOLE DISPOSITIVE POWER
1,218,088 ADS * | |||||
| 8 | SHARED DISPOSITIVE POWER
00 | |||||
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,218,088 ADS * | |||||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.34% (based on the total number of shares outstanding as at 31 December 2011 provided by the Company) | |||||
| 12 |
TYPE OF REPORTING PERSON
CO | |||||
Page 3 of 11 Pages
13G
| CUSIP NO. 16950M107 | PAGE 4 OF 11 PAGES |
| 1 |
NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
JAFCO Asia Technology Fund II L.P.** | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (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
1,218,088 ADS * | ||||
| 6 | SHARED VOTING POWER
00 | |||||
| 7 | SOLE DISPOSITIVE POWER
1,218,088 ADS * | |||||
| 8 | SHARED DISPOSITIVE POWER
00 | |||||
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,218,088 ADS * | |||||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.34% (based on the total number of shares outstanding as at 31 December 2011 provided by the Company) | |||||
| 12 |
TYPE OF REPORTING PERSON
PN | |||||
Page 4 of 11 Pages
13G
| CUSIP NO. 16950M107 | PAGE 5 OF 11 PAGES |
| 1 |
NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
JAFCO Asia Technology Holdings II Limited** | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x (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
1,218,088 ADS * | ||||
| 6 | SHARED VOTING POWER
00 | |||||
| 7 | SOLE DISPOSITIVE POWER
1,218,088 ADS * | |||||
| 8 | SHARED DISPOSITIVE POWER
00 | |||||
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,218,088 ADS * | |||||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.34% (based on the total number of shares outstanding as at 31 December 2011 provided by the Company) | |||||
| 12 |
TYPE OF REPORTING PERSON
CO | |||||
Page 5 of 11 Pages
13G
| CUSIP NO. 16950M107 | PAGE 6 OF 11 PAGES |
| 1 |
NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Hiroshi Yamada** | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Japan | |||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
00 | ||||
| 6 | SHARED VOTING POWER
1,218,088 ADS * | |||||
| 7 | SOLE DISPOSITIVE POWER
00 | |||||
| 8 | SHARED DISPOSITIVE POWER
1,218,088 ADS * | |||||
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,218,088 ADS * | |||||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.34% (based on the total number of shares outstanding as at 31 December 2011 provided by the Company) | |||||
| 12 |
TYPE OF REPORTING PERSON
IN | |||||
Page 6 of 11 Pages
13G
| CUSIP NO. 16950M107 | PAGE 7 OF 11 PAGES |
| 1 |
NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Junitsu Uchikata** | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Japan | |||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
00 | ||||
| 6 | SHARED VOTING POWER
1,218,088 ADS * | |||||
| 7 | SOLE DISPOSITIVE POWER
00 | |||||
| 8 | SHARED DISPOSITIVE POWER
1,218,088 ADS * | |||||
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,218,088 ADS * | |||||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.34% (based on the total number of shares outstanding as at 31 December 2011 provided by the Company) | |||||
| 12 |
TYPE OF REPORTING PERSON
IN | |||||
Page 7 of 11 Pages
13G
| CUSIP NO. 16950M107 | PAGE 8 OF 11 PAGES |
| 1 |
NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Ui Chel Joung** | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Korea | |||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
00 | ||||
| 6 | SHARED VOTING POWER
1,218,088 ADS * | |||||
| 7 | SOLE DISPOSITIVE POWER
00 | |||||
| 8 | SHARED DISPOSITIVE POWER
1,218,088 ADS * | |||||
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,218,088 ADS * | |||||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.34% (based on the total number of shares outstanding as at 31 December 2011 provided by the Company) | |||||
| 12 |
TYPE OF REPORTING PERSON
IN | |||||
Page 8 of 11 Pages
| ITEM 1 | (A) |
NAME OF ISSUER: | ||||||||||
| ChinaCache International Holdings Ltd. | ||||||||||||
| ITEM 1 | (B) |
ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES: | ||||||||||
| 6/F, Block A, Galaxy Plaza No. 10 Jiuxianqiao Road Middle, Chaoyang District Beijing, 100015 People’s Republic of China |
||||||||||||
| ITEM 2 | (A) |
NAME OF PERSON FILING: | ||||||||||
| JAFCO Asia Technology Fund II JAFCO Investment (Asia Pacific) Ltd JAFCO Asia Technology Fund II L.P. JAFCO Asia Technology Holdings II Limited Hiroshi Yamada Junitsu Uchikata Ui Chel Joung |
||||||||||||
| ITEM 2 | (B) |
ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: | ||||||||||
| c/o JAFCO Investment (Asia Pacific) Ltd 10 Marina Boulevard Marina Bay Financial Centre Tower 2, #33-05 Singapore 018983 |
||||||||||||
| ITEM 2 | (C) |
CITIZENSHIP: | ||||||||||
| Cayman Islands (JAFCO Asia Technology Fund II) Singapore (JAFCO Investment (Asia Pacific) Ltd) Cayman Islands (JAFCO Asia Technology Fund II L.P.) Cayman Islands (JAFCO Asia Technology Holdings II Limited) Japan (Hiroshi Yamada) Japan (Junitsu Uchikata) Republic of Korea (Ui Chel Joung) |
||||||||||||
| ITEM 2 | (D) |
TITLE OF CLASS OF SECURITIES: | ||||||||||
| Ordinary Shares | ||||||||||||
| ITEM 2 | (E) |
CUSIP NUMBER: | ||||||||||
| 16950M107 | ||||||||||||
| ITEM 3 | IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B) OR 13D-2(B), CHECK WHETHER THE PERSON FILING IS A: | |||||||||||
| N/A | ||||||||||||
Page 9 of 11 Pages
| ITEM 4 | OWNERSHIP*: | |||||||||
| (a) | Amount beneficially owned: 1,218,088 ADS *. | |||||||||
| (b) | Percent of class: 5.34% (based on the total number of shares outstanding as at 31 December 2011 provided by the Company). | |||||||||
| (c) | Number of shares as to which the person has: | |||||||||
| (i) | Sole power to vote or to direct the vote: 1,218,088 ADS *. | |||||||||
| (ii) | Shared power to vote or to direct the vote: 00*. | |||||||||
| (iii) | Sole power to dispose or to direct the disposition of: 1,218,088 ADS *. | |||||||||
| (iv) | Shared power to dispose or to direct the disposition of: 00*. | |||||||||
| * JAFCO Asia Technology Fund II is wholly owned by JAFCO Asia Technology Fund II L.P.. JAFCO Asia Technology Holdings II Limited, a wholly-owned subsidiary of JAFCO Investment (Asia Pacific) Ltd, is the sole general partner of JAFCO Asia Technology Fund II L.P. and controls the voting and investment power over the securities owned by JAFCO Asia Technology Fund II. JAFCO Asia Technology Holdings II Limited has appointed JAFCO Investment (Asia Pacific) Ltd to manage JAFCO Asia Technology Fund II L.P. and voting and investment power over the securities owned by JAFCO Asia Technology Fund II is exercised by an investment committee and a listed portfolio divestment committee of JAFCO Investment (Asia Pacific) Ltd. The members of such committees may change from time to time. As at the date of this Schedule 13G, Messrs. Hiroshi Yamada, Junitsu Uchikata and Ui Chel Joung are members of such investment committee and Messrs. Yamada and Uchikata are members of such listed portfolio divestment committee. Each member of these committees may be deemed to have shared voting and investment power over the securities owned by JAFCO Asia Technology Fund II, and each such person disclaims beneficial ownership of the securities held by JAFCO Asia Technology Fund II, except to the extent of each person’s pecuniary interest therein. ** The filing of this Schedule 13G shall not be construed as an admission that the reporting/filing person or any of its affiliates is, for the purposes of sections 13(d) or 13(g) of the Securities Exchange Act of 1934, the beneficial owner of any securities covered by this Schedule 13G. |
||||||||||
| ITEM 5 | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. | |||||||||
| N/A | ||||||||||
| ITEM 6 | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. | |||||||||
| N/A | ||||||||||
| ITEM 7 | IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. | |||||||||
| N/A | ||||||||||
| ITEM 8 | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP | |||||||||
| N/A | ||||||||||
| ITEM 9 | NOTICE OF DISSOLUTION OF GROUP | |||||||||
| N/A | ||||||||||
| ITEM 10 | CERTIFICATION | |||||||||
| N/A | ||||||||||
Page 10 of 11 Pages
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.
| JAFCO Asia Technology Fund II | ||
| Date: January 20, 2012 | ||
| Signature: | /s/ Hiroshi Yamada | |
| Name/Title: | Hiroshi Yamada/Director |
| JAFCO Investment (Asia Pacific) Ltd | ||
| (Co. Reg. No. 199001150W) | ||
| Date: January 20, 2012 | ||
| Signature: | /s/ Hiroshi Yamada | |
| Name/Title: | Hiroshi Yamada/Director |
| JAFCO Asia Technology Holdings II Limited, for and on behalf of itself and as the General Partner for and on behalf of JAFCO Asia Technology Fund II L.P. | ||
| Date: January 20, 2012 | ||
| Signature: | /s/ Hiroshi Yamada | |
| Name/Title: | Hiroshi Yamada/Director | |
| Hiroshi Yamada | ||
| Date: January 20, 2012 | ||
| Signature: | /s/ Hiroshi Yamada | |
| Junitsu Uchikata | ||
| Date: January 20, 2012 | ||
| Signature: | /s/ Junitsu Uchikata | |
| Ui Chel Joung | ||
| Date: January 20, 2012 | ||
| Signature: | /s/ Ui Chel Joung | |
Page 11 of 11 Pages