Filing Details

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549 

 

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SCHEDULE 13D 

Under the Securities Exchange Act of 1934

 

(Amendment No. 4)

 

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Fang Holdings Limited

(Name of Issuer)

 

Class A Ordinary Shares, par value HK$1.00 per share

(Title of Class of Securities)

 

836034108**

(CUSIP Number)

Thomas J. Murphy c/o General Atlantic Service Company, L.P. 55 East 52nd Street, 33rd Floor New York, New York 10055 (212) 715-4000

(Name, Address and Telephone Number of Person Authorized to Receive Notices

and Communications)

 

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August 13, 2019

(Date of Event which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 1(f) or 1(g), check the following box [  ].

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 13d-1(a) for other parties to whom copies are to be sent.

 

*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 disclosures provided in a prior cover page.

 

**  This CUSIP applies to the American Depositary Shares, evidenced by American Depositary Receipts, each representing one Class A Ordinary Share.  No CUSIP has been assigned to the Class A Ordinary Shares.

 

The information required on 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 “Exchange Act”) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act (however, see the Notes). 

 

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CUSIP No. 836034108

SCHEDULE 13D

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CUSIP No. 836034108

SCHEDULE 13D

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Item 1.    Security and Issuer.

This Amendment No. 4 to Schedule 13D (as so amended, the “Statement”) is being filed to amend the Statement as originally filed with the Securities and Exchange Commission on July 18, 2016, as amended by Amendment No. 1 on July 21, 2016, by Amendment No. 2 on August 18, 2016, and by Amendment No. 3 on November 14, 2016, and relates to the Class A ordinary shares, par value HK$1.00 per share (the “Class A Ordinary Shares”) of Fang Holdings Limited (formerly known as, Soufun Holdings Limited), (the “Company”), whose principal executive offices are located at Tower A, No. 20 Guogongzhuang Middle Street; Fengtai District, Beijing 100070; The People’s Republic of China.

The Company’s American Depositary Shares (the “ADSs”), evidenced by American Depositary Receipts, each representing one Class A Ordinary Share, are listed on the New York Stock Exchange under the symbol “SFUN.” The Reporting Persons (as defined below) directly own only ADSs and do not directly own any Class A Ordinary Shares.

Item 2.    Identity and Background.

Item 2 is hereby amended and restated in its entirety as follows:

(a)-(c), (f) This Statement is being filed by a “group,” as defined in Rule 13d-5 of the General Rules and Regulations promulgated under the Exchange Act. The members of the group are:

(i)	General Atlantic Singapore Fund Pte. Ltd., a Singapore company (“GASF”);

(ii)	General Atlantic Singapore Interholdco Ltd. (formerly known as General Atlantic Singapore Fund Interholdco Ltd.), a Bermuda exempted company (“GAS Interholdco”);

(iii)

General Atlantic Partners (Bermuda) III, L.P., a Bermuda exempted limited partnership (“GAP Bermuda III”);

(iv)	General Atlantic GenPar (Bermuda), L.P., a Bermuda exempted limited partnership (“GenPar Bermuda”);

(v)	GAP (Bermuda) Limited, a Bermuda exempted company (“GAP (Bermuda) Limited”);

(vi)	General Atlantic LLC, a Delaware limited liability company (“GA LLC”);

(vii)

GAP Coinvestments III, LLC, a Delaware limited liability company (“GAPCO III”);

(viii)

GAP Coinvestments IV, LLC, a Delaware limited liability company (“GAPCO IV”);

(ix)	GAP Coinvestments V, LLC, a Delaware limited liability company (“GAPCO V”); and

(x)	GAP Coinvestments CDA, L.P., a Delaware limited partnership (“GAPCO CDA”).

Each of the foregoing is referred to as a Reporting Person and collectively as the “Reporting  Persons.” GAP Bermuda III, GAPCO III, GAPCO IV, GAPCO V and GAPCO CDA are collectively referred to as the “GA Funds.”

The principal address of each of the Reporting Persons (other than GASF) is c/o General Atlantic Service Company, L.P., 55 East 52nd Street, 33rd Floor, New York, NY 10055. The principal address of GASF is Asia Square Tower 1, 8 Marina View, #41-04, Singapore 018960.

Each of the Reporting Persons is engaged in acquiring, holding and disposing of interests in various companies for investment purposes.

The majority shareholder of GASF is GAS Interholdco. The members of GAS Interholdco that share beneficial ownership of the ADSs held of record by GASF are the GA Funds. The general partner of GAP Bermuda III is GenPar Bermuda, and the general partner of GenPar Bermuda is GAP (Bermuda) Limited. GA LLC is the managing member of GAPCO III, GAPCO IV and GAPCO V and the general partner of GAPCO CDA. There are six members of the management committee of GA LLC (the “GA Management Committee”), as of the date hereof. The members of the GA Management Committee are also the members of the management committee of GAP (Bermuda) Limited. Each of the members of the GA Management Committee disclaims ownership of the ADSs except to the extent he or she has a pecuniary interest therein. The information required by General

 

CUSIP No. 836034108

SCHEDULE 13D

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CUSIP No. 836034108

SCHEDULE 13D

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By virtue of the fact that (i) GAS Interholdco owns a majority of GASF’s voting shares, (ii) the GA Funds contributed the capital to GAS Interholdco to fund GASF’s purchases of the ADSs and may direct GAS Interholdco with respect to its shares of GASF, (iii) GAP (Bermuda) Limited is the general partner of GenPar Bermuda and GenPar Bermuda is the general partner of GAP Bermuda III, (iv) GA LLC is the managing member of GAPCO III, GAPCO IV and GAPCO V and is the general partner of GAPCO CDA and (v) the members of the GA Management Committee control the investment decisions of GAP (Bermuda) Limited and GA LLC, the Reporting Persons may be deemed to have the power to vote and direct the disposition of the ADSs owned of record by GASF. As a result, as of the date hereof, each of the Reporting Persons may be deemed to beneficially own an aggregate of 8,730,310 ADSs, representing 8,730,310 Class A Ordinary Shares, calculated on the basis of the number of Class A Ordinary Shares that may be acquired by the Reporting Persons  within 60 days, or approximately 13.4% of the Company’s issued and outstanding Class A Ordinary Shares.

(b) Each of the Reporting Persons has the shared power to vote or direct the vote and the shared power to dispose or to direct the disposition of the 8,730,310 Class A Ordinary Shares that may be deemed to be beneficially owned by each of them.

(c) Except as previously reported or as set forth in this Item 5(c), Item 3, or otherwise herein, to the knowledge of the Reporting Persons with respect to the persons named in response to Item 5(a), none of the persons named in response to Item 5(a) has effected any transactions in the Class A Ordinary Shares during the past 60 days.

Between August 13, 2019 and August 14, 2019, GASF acquired the following ADSs set forth in the table below:

(d) No person other than the persons listed is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any securities owned by any member of the group.

(e) Not applicable.

CUSIP No. 836034108

SCHEDULE 13D

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CUSIP No. 836034108

SCHEDULE 13D

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	By:	General Atlantic GenPar (Bermuda), L.P., its General Partner
	By:	GAP (Bermuda) Limited, its General Partner
	By:	/s/ Thomas J. Murphy
		Name:	Thomas J. Murphy
		Title:	Vice President

 

	GENERAL ATLANTIC GENPAR (BERMUDA), L.P.
	By:	GAP (Bermuda) Limited, its General Partner
	By:	/s/ Thomas J. Murphy
		Name:	Thomas J. Murphy
		Title:	Vice President

	GAP COINVESTMENTS III, LLC
	By:	General Atlantic LLC, its Managing Member
	By:	/s/ Thomas J. Murphy
		Name:	Thomas J. Murphy
		Title:	Managing Director
	GAP COINVESTMENTS IV, LLC
	By:	General Atlantic LLC, its Managing Member
	By:	/s/ Thomas J. Murphy
		Name:	Thomas J. Murphy
		Title:	Managing Director
	GAP COINVESTMENTS V, LLC
	By:	General Atlantic LLC, its Managing Member
	By:	/s/ Thomas J. Murphy
		Name:	Thomas J. Murphy
		Title:	Managing Director
	GAP COINVESTMENTS CDA, L.P.
	By:	General Atlantic LLC., its General Partner
	By:	/s/ Thomas J. Murphy
		Name:	Thomas J. Murphy
		Title:	Managing Director

Members of the GA Management Committee (as of the date hereof) 

Name	Business Address	Citizenship
William E. Ford (Chief Executive Officer)	55 East 52nd Street 33rd Floor New York, New York 10055	United States
Gabriel Caillaux	23 Savile Row London W1S 2ET United Kingdom	France
Martin Escobari	55 East 52nd Street 33rd Floor New York, New York 10055	Bolivia and Brazil
Anton J. Levy	55 East 52nd Street 33rd Floor New York, New York 10055	United States
Sandeep Naik	Level 19, Birla Aurora Dr. Annie Besant Road Worli, Mumbai 400 030 India	United States
Graves Tompkins	55 East 52nd Street 33rd Floor New York, New York 10055	United States

Name	Business Address	Citizenship	Principal Occupation or Employment
Ong Yu Huat	Asia Square Tower 1 8 Marina View, #41-04 Singapore 018960	Malaysia	Finance Director at General Atlantic Singapore Fund Management Pte. Ltd.