Filing Details

 

 

HOMEINNS HOTEL GROUP

(Name of Issuer)

American Depositary Shares, each representing two ordinary shares, par value $0.005 per share

(Title of Class of Securities)

43742E102

(CUSIP Number)

Cynthia Lo Bessette, Esq.

OppenheimerFunds, Inc.

225 Liberty Street, 11th Floor

New York, NY 10281

(212) 323-0200

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

February 24, 2016

Date of Event Which Requires Filing of This Statement)

 

CUSIP No.  43742E102

SCHEDULE 13D

Page 2 of  7 Pages

 

 

1	NAMES OF REPORTING PERSONS   OppenheimerFunds, Inc.
	I.R.S.  NO. 13-2527171
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☐
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	OO, WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☒
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Colorado
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			6,269,131
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			6,269,131
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	6,269,131
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	13.00%
14	TYPE OF REPORTING PERSON
	IA

 

 

 

 

 

 

In a settled order instituting administrative cease-and-desist proceedings dated June 6, 2012, the SEC found that OFI and OppenheimerFunds Distributor, Inc. violated sections 17(a)(2) and 17(a)(3) of the Securities Act of 1933, and that OFI violated section 34(b) of the Investment Company Act of 1940 and Section 206(4) of the Investment Advisers Act of 1940 and Rule 206(4)-8 thereunder. Pursuant to the same order, the SEC imposed sanctions including a civil monetary penalty, disgorgement, cease and desist and censure and undertaking. OFI paid disgorgement of $9,879,706, prejudgment interest of $1,487,190 and a civil money penalty of $24,000,000, which was released to the SEC on June 6, 2012.

(f)           The citizenship of each director or executive officer of the Reporting Persons is set forth in Exhibit 99.1 hereto.

Item 3.            Source and Amount of Funds or Other Consideration.

OFI owns no Shares directly. All Shares beneficially owned by OFI were acquired by its advisory clients, including investment companies, separately managed account clients and other pooled investment vehicles, using, in the aggregate, approximately $185,871,962 of their own working capital and other resources.

In acquiring the 5,136,091 Shares directly owned by the Fund, the Fund expended approximately $152,783,127 (excluding commission) of its working capital and other resources.

Item 4.            Purpose of Transaction.

 

Item 4 is amended by the addition of the following paragraph:

The Reporting Persons are aware that the offer to take the Issuer private has been increased to $35.80 per Share and that the Issuer has announced the execution of an agreement to effect a transaction at that price.  The Reporting Persons continue to believe that this price does not reflect the full value of the Issuer as an entity and reserve the right to speak to shareholders and take such actions as they deem appropriate in response to the announced transaction. Each Reporting Person continues to reserve the right to acquire or dispose of the Issuer’s securities in privately negotiated transactions, in the open market or otherwise in furtherance of its investment objectives and in recognition that the value of shares in the market may be different than their pro rata interest in the value of the Issuer as a whole.

Item 5.            Interest in Securities of the Issuer.

(a) – (b) As of March 1, 2016, OFI is the beneficial owner of 6,269,131 Shares, which represent approximately 13.00% of the Issuer’s outstanding Ordinary Shares. This percentage is based on a total of 96,421,426 Ordinary Shares outstanding as of December 6, 2015, as disclosed in the Agreement and Plan of Merger, dated December 6, 2015, by and among  the Issuer, BTG Hotels Group (HONGKONG) Holding Co., Limited, BTG Hotels Group (CAYMAN) Holding Co., Ltd. and, solely for certain purposes specified therein, BTG Hotels (Group) Co., Ltd. (the “Agreement and Plan of Merger”). In its capacity as investment adviser to certain of those investment companies, separately managed accounts and other pooled investment vehicles which directly own Shares, and pursuant to the terms of the applicable investment advisory agreements, OFI has voting and dispositive power with respect to, and may be deemed to beneficially own, all of the Shares directly owned by its advisory clients. In its capacity as sole shareholder of the investment adviser to certain of those investment companies, separately managed accounts and other pooled investment vehicles which directly own Shares, has shared voting and dispositive power with respect to, and may be deemed to beneficially own, all of the Shares which may be deemed to be beneficially owned by OFI’s wholly owned subsidiaries pursuant to the terms of the applicable investment advisory agreements between such subsidiaries and their advisory clients.

As of March 1, 2016, the Fund is the beneficial owner of 5,136,091 Shares, which represent approximately 10.65% of the Issuer’s outstanding Ordinary Shares. This percentage is based on a total of 96,421,426 Ordinary Shares outstanding as of December 6, 2015, as disclosed in the Agreement and Plan of Merger. Pursuant to an investment management agreement, the Fund shares with OFI the power to vote or to direct the vote and the power to dispose of or to direct the disposition of the Shares. The Fund expressly disclaims beneficial ownership of any Ordinary Shares beneficially owned by OFI, other than the Shares to which this Schedule 13D relates.

 (c)           Information concerning transactions in the Shares effected by OFI on behalf of its advisory clients and by the Fund during the past 60 days is set forth in Exhibit 99.2 and is incorporated by reference.

 

Item 7.           Material to be Filed as Exhibits.

Exhibit 99.1    Information Concerning the Reporting Persons

Exhibit 99.2    Description of Transactions in the Shares Effected by OFI and the Fund During the Past 60 Days

 

 

	SIGNATURES

 

 

 

	OPPENHEIMERFUNDS, INC.
	By:	/s/  Mary Ann Picciotto
		Name:  Mary Ann Picciotto
		Title:    Chief Compliance Officer

 

 

 

 

 

 

	EXHIBIT INDEX

Name		Address		Principal Occupation and Employer Address, if applicable
EXECUTIVE OFFICERS:
Krishna K. Memani		225 Liberty Street, 11th Floor New York, NY 10281		President
Mary Ann Picciotto		225 Liberty Street, 11th Floor New York, NY 10281		Chief Compliance Officer
Kristie M. Feinberg		225 Liberty Street, 11th Floor New York, NY 10281		Treasurer
Cynthia Lo Bessette		225 Liberty Street, 11th Floor New York, NY 10281		Chief Legal Officer
David M. Pfeffer		225 Liberty Street, 11th Floor New York, NY 10281		Director and Chief Financial Officer
Arthur P. Steinmetz		225 Liberty Street, 11th Floor New York, NY 10281		Director and Chairman
DIRECTORS:
Roger W. Crandall		c/o 225 Liberty Street, 11th Floor New York, NY 10281		Chief Executive Officer, Massachusetts Mutual Life Insurance Company 100 Bright Meadow Boulevard Enfield, CT 06082
Michael T. Rollings		c/o 225 Liberty Street, 11th Floor New York, NY 10281		Chief Financial Officer, Massachusetts Mutual Life Insurance Company 100 Bright Meadow Boulevard Enfield, CT 06082
Elizabeth A. Ward		c/o 225 Liberty Street, 11th Floor New York, NY 10281		Chief Enterprise Risk Officer, Massachusetts Mutual Life Insurance Company 100 Bright Meadow Boulevard Enfield, CT 06082
M. Timothy Corbett		c/o 225 Liberty Street, 11th Floor New York, NY 10281		Chief Investment Officer, Massachusetts Mutual Life Insurance Company 100 Bright Meadow Boulevard Enfield, CT 06082

 

 

    The following sets forth each of the executive officers and directors of the Fund and their respective business address and principal occupation.  Each of the Fund’s executive officers and directors is a citizen of the United States.

 

 

 

 

 

Description of Transactions in the Shares Effected by OFI and the Fund During the Past 60 Days

The trading dates, number of Shares purchased or sold and the price per Share for all transactions in the Shares effected on behalf of OFI’s advisory clients within the last 60 days, including transactions effected in the Shares held by the Fund, are set forth below. All transactions set forth below were ordinary brokerage transactions effected on the open market.

The trading dates, number of Shares purchased or sold and the price per Share for all transactions in the Shares effected by the Fund within the last 60 days are set forth below. All transactions set forth below were ordinary brokerage transactions effected on the open market.