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Ownership Summary Table
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Fidelidade – Companhia de Seguros, S.A | 0 | 852,013 | 0 | 852,013 | 852,013 | 2.55% |
| Fosun Industrial Co., Limited | 0 | 271,956 | 0 | 271,956 | 271,956 | 0.81% |
| Star Insurance Company | 0 | 150,000 | 0 | 150,000 | 150,000 | 0.45% |
| Fosun International Limited | 0 | 1,679,150 | 0 | 1,679,150 | 1,679,150 | 5.02% |
Page 1 of 10 – SEC Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ___)*
| IKANG HEALTHCARE GROUP, INC. |
| (Name of Issuer) |
| Class A Common Shares, par value US$0.01 per share |
| (Title of Class of Securities) |
| 45174L108 |
| (CUSIP Number) |
| September 20, 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 (“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).
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Page 2 of 10 – SEC Filing
SCHEDULE 13G
| CUSIP No. | 45174L108 |
| 1 | Names of Reporting Persons | ||
| Fidelidade – Companhia de Seguros, S.A. | |||
| 2 | Check the appropriate box if a member of a Group (see instructions) | ||
| (a) x (b) ¨ | |||
| 3 | Sec Use Only | ||
| 4 | Citizenship or Place of Organization | ||
| Portugal | |||
| Number of | 5 | Sole Voting Power | |
| 0 | |||
| 6 | Shared Voting Power | ||
| 852,013.5(1) | |||
| 7 | Sole Dispositive Power | ||
| 0 | |||
| 8 | Shared Dispositive Power | ||
| 852,013.5(1) | |||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person | ||
| 852,013.5(1) | |||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions) | ||
| ¨ | |||
| 11 | Percent of class represented by amount in row (9) | ||
| 2.55% (2) | |||
| 12 | Type of Reporting Person (See Instructions) | ||
| CO | |||
| (1) | Number of shares is number of Class A Common Shares, par value US$0.01 per share (“Class A Common Shares”) of iKang Healthcare Group, Inc. (the “Issuer”). Fidelidade – Companhia de Seguros, S.A. holds 1,704,027 American Depositary Shares (“ADSs”) of the Issuer. Each ADS represents ½ of one Class A Common Share of the Issuer. |
| (2) | This percentage is calculated based on 33,444,877 Class A Common Shares of the Issuer outstanding as of June 30, 2017 according to the Issuer’s annual report on Form 20-F filed on August 15, 2017. |
| Page 2 of 10 |
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Page 3 of 10 – SEC Filing
SCHEDULE 13G
| CUSIP No. | 45174L108 |
| 1 | Names of Reporting Persons | ||
| Fosun Industrial Co., Limited | |||
| 2 | Check the appropriate box if a member of a Group (see instructions) | ||
| (a) x (b) ¨ | |||
| 3 | Sec Use Only | ||
| 4 | Citizenship or Place of Organization | ||
| Hong Kong | |||
| Number of | 5 | Sole Voting Power | |
| 0 | |||
| 6 | Shared Voting Power | ||
| 271,956(1) | |||
| 7 | Sole Dispositive Power | ||
| 0 | |||
| 8 | Shared Dispositive Power | ||
| 271,956(1) | |||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person | ||
| 271,956(1) | |||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions) | ||
| ¨ | |||
| 11 | Percent of class represented by amount in row (9) | ||
| 0.81% (2) | |||
| 12 | Type of Reporting Person (See Instructions) | ||
| CO | |||
| (1) | Number of shares is number of Class A Common Shares of the Issuer. Fosun Industrial Co., Limited holds 543,912 ADSs of the Issuer. Each ADS represents ½ of one Class A Common Share of the Issuer. |
| (2) | This percentage is calculated based on 33,444,877 Class A Common Shares of the Issuer outstanding as of June 30, 2017 according to the Issuer’s annual report on Form 20-F filed on August 15, 2017. |
| Page 3 of 10 |
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SCHEDULE 13G
| CUSIP No. | 45174L108 |
| 1 | Names of Reporting Persons | ||
| Star Insurance Company | |||
| 2 | Check the appropriate box if a member of a Group (see instructions) | ||
| (a) x (b) ¨ | |||
| 3 | Sec Use Only | ||
| 4 | Citizenship or Place of Organization | ||
| U.S. | |||
| Number of Shares Beneficially Owned by Reporting Person With: | 5 | Sole Voting Power | |
| 0 | |||
| 6 | Shared Voting Power | ||
| 150,000(1) | |||
| 7 | Sole Dispositive Power | ||
| 0 | |||
| 8 | Shared Dispositive Power | ||
| 150,000(1) | |||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person | ||
| 150,000(1) | |||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions) | ||
| ¨ | |||
| 11 | Percent of class represented by amount in row (9) | ||
| 0.45% (2) | |||
| 12 | Type of Reporting Person (See Instructions) | ||
| IC | |||
| (1) | Number of shares is number of Class A Common Shares of the Issuer. Star Insurance Company holds 300,000 ADSs of the Issuer. Each ADS represents ½ of one Class A Common Share of the Issuer. |
| (2) | This percentage is calculated based on 33,444,877 Class A Common Shares of the Issuer outstanding as of June 30, 2017 according to the Issuer’s annual report on Form 20-F filed on August 15, 2017. |
| Page 4 of 10 |
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SCHEDULE 13G
| CUSIP No. | 45174L108 |
| 1 | Names of Reporting Persons | ||
| Fosun International Limited | |||
| 2 | Check the appropriate box if a member of a Group (see instructions) | ||
| (a) x (b) ¨ | |||
| 3 | Sec Use Only | ||
| 4 | Citizenship or Place of Organization | ||
| Hong Kong | |||
| Number of Shares Beneficially Owned by Reporting Person With: | 5 | Sole Voting Power | |
| 0 | |||
| 6 | Shared Voting Power | ||
| 1,679,150.5(1) | |||
| 7 | Sole Dispositive Power | ||
| 0 | |||
| 8 | Shared Dispositive Power | ||
| 1,679,150.5(1) | |||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person | ||
| 1,679,150.5(1) | |||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions) | ||
| ¨ | |||
| 11 | Percent of class represented by amount in row (9) | ||
| 5.02% (2) | |||
| 12 | Type of Reporting Person (See Instructions) | ||
| CO | |||
| (1) | Number of shares is number of Class A Common Shares of the Issuer. Fosun International Limited holds 3,358,301 ADSs of the Issuer. Each ADS represents ½ of one Class A Common Share of the Issuers. |
| (2) | This percentage is calculated based on 33,444,877 Class A Common Shares of the Issuer outstanding as of June 30, 2017 according to the Issuer’s annual report on Form 20-F filed on August 15, 2017. |
| Page 5 of 10 |
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Page 6 of 10 – SEC Filing
Item
1.
| (a) | Name of Issuer: |
iKang Healthcare Group,
Inc.
| (b) | Address of Issuer’s Principal Executive Offices: |
B-6F Shimao Tower,
92A Jianguo Road
Chaoyang District
Beijing 100022
People’s Republic of China
Item
2.
| (a) | Name of Person Filing: |
This Schedule 13G is filed by
Fidelidade—Companhia de Seguros, S.A. (“Fidelidade”), a company organized under the laws of Portugal, Fosun Industrial
Co., Limited (“Fosun Industrial”), a company organized under the laws of the Hong Kong Special Administrative Region of
China (“Hong Kong”), Star Insurance Company (“Star Insurance”), a company organized under the laws of Michigan,
United States and Fosun International Limited (“Fosun International”, together with Fidelidade, Fosun Industrial and
Star Insurance, the “Reporting Persons”), a company organized under the laws of Hong Kong.
Each of Fidelidade, Fosun Industrial and Star
Insurance is a subsidiary of Fosun International.
| (b) | Address of Principal Business Office or, if None, Residence: |
The address of the
principal business office for Fidelidade is Largo do Calhariz, 30, Lisbon, Portugal. The address of the principal business
office for Star Insurance is 26255 American Drive, Southfield, MI 48034, United States. The address of the principal business
office for Fosun Industrial is Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong. The address of the
principal business office for Fosun International is Room 808, ICBC Tower, 3 Garden Road, Central, Hong Kong.
| (c) | Citizenship: |
See Item 2(a)
| (d) | Title and Class of Securities: |
Class A Common Shares, par value
US$0.01 per share of the Issuer
| (e) | CUSIP No.: |
45174L108
| 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; |
| (b) | ¨ | Bank as defined in Section 3(a)(6) of the Act; |
| Page 6 of 10 |
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Page 7 of 10 – SEC Filing
| (c) | ¨ | Insurance company as defined in Section 3(a)(19) of the Act; |
| (d) | ¨ | Investment company registered under Section 8 of the Investment Company Act of 1940; |
| (e) | ¨ | An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); |
| (f) | ¨ | An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); |
| (g) | ¨ | A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); |
| (h) | ¨ | A savings associations 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 of 1940; |
| (j) | ¨ | A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J); |
| (k) | ¨ | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____ |
| Item 4. | Ownership. |
| (a) | See Item 9 of the cover pages to this Schedule 13G for the aggregate number of Class A Common Shares that are beneficially owned by each Reporting Person as of September 20, 2017. |
| (b) | See Item 11 of the cover pages to this Schedule 13G for the percentage of Class A Common Shares that are beneficially owned by each Reporting Person as of September 20, 2017. |
| (c) | See Items 5 through 8 of the cover pages to this Schedule 13G for the number of Class A Common Shares that are beneficially owned by each Reporting Person as of September 20, 2017 as to which there is sole or shared power to vote or direct the vote, and sole or shared power to dispose or direct the disposition. |
| 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 or Control Person. |
Not applicable.
| Item 8. | Identification and Classification of Members of the Group |
See Item 2.
| Page 7 of 10 |
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Page 8 of 10 – SEC Filing
| Item 9. | Notice of Dissolution of Group. |
Not
applicable.
| Page 8 of 10 |
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Page 9 of 10 – SEC Filing
| Item 10. | Certifications. |
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: September 29, 2017
| FIDELIDADE – COMPANHIA DE SEGUROS, S.A. | |||
| By: | /s/ William MAK | ||
| William MAK | |||
| Chief Financial Officer | |||
| FOSUN INDUSTRIAL CO., LIMITED | |||
| By: | /s/ CHEN Qiyu | ||
| CHEN Qiyu | |||
| Director | |||
| STAR INSURANCE COMPANY | |||
| By: | /s/ Patrick S. STEWART | ||
| Patrick S. STEWART | |||
| Treasurer | |||
| FOSUN INTERNATIONAL LIMITED | |||
| By: | /s/ SZE Mei Ming | ||
| SZE Mei Ming | |||
| Company Secretary | |||
| Page 9 of 10 |
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Page 10 of 10 – SEC Filing
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1
| Joint Filing Agreement, dated September 29, 2017 by and among Fidelidade—Companhia de Seguros, S.A, Fosun Industrial Co., Limited, Star Insurance Company and Fosun International Limited. |
