Filing Details

 

 

1	NAME OF REPORTING PERSON Taikang Life Insurance Co., Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	[  ] (a)	[x] (b)

 

 

This Statement on Schedule 13D relates to the Common Stock, par value $0.01 per share (the "Shares") of Sotheby's (the "Issuer"). The address of the principal executive offices of the Issuer is 1334 York Ave., New York, New York 10021.

This Statement is being filed by Taikang Life Insurance Co., Ltd. (the "Reporting Person"), a Chinese Limited Company based in Beijing. The Reporting Person is principally an insurance company and is located at 10^th Floor, Taikang Life Building, No. 10 Fuxingmennei Ave., Xicheng District, Beijing, People's Republic of China.

The directors and executive officers of Taikang Life Insurance Co., Ltd., and their business addresses and principal occupations are set forth in Exhibit A.

During the last five years, neither the Reporting Person, nor, to the best knowledge of the Reporting Person, any of its executive officers or directors, has: (1) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (2) been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

The Shares herein reported as being beneficially owned by the Reporting Person were acquired by Taikang Asset Management (Hong Kong) Limited directly acting on behalf of the Reporting Person. Taikang Asset Management (Hong Kong) Limited has purchased a total of 7,918,661 Shares in open-market purchases for an aggregate consideration of $232,734,251 (exclusive of brokerage commissions). To the best knowledge of the Reporting Person, the funds used in such purchases were from Taikang Life Insurance Co., Limited's existing available investment capital and none of the consideration for such Shares was represented by borrowed funds.

The Reporting Person has acquired the Shares for investment purposes based on a positive view of the Issuer's business prospects. Based on this view, personnel of the Reporting Person have expressed to members of the Issuer's Board of Directors and management support for the Issuer's broader strategic initiatives and provided suggestions regarding future director nominations for election to the Issuer's Board of Directors; such nomination could include persons associated with the Reporting Person.

The Reporting Person will continue to analyze their investment in the Issuer on an ongoing basis and may continue to acquire additional securities in the open market, in privately negotiated transactions or otherwise based on such analysis, subject to any required regulatory approvals, if any, depending on various factors, including but not limited to the price of Shares, prevailing market conditions, results, business, operations and prospects, other investment opportunities, and the Reporting Person's own liquidity, diversification and investment considerations. As part of this investment analysis process, the Reporting Person reserves the right to engage in discussions with management of the Issuer and with third parties that may have an interest in the business affairs of the Issuer in order to monitor their investment and consider alternatives for growth and exploration of commercial opportunities.

Although the Reporting Person has no specific plan or proposal to dispose of Shares, the Reporting Person may also, at any time or from time to time, dispose of or distribute some or all of its Shares, depending on various factors, including but not limited to the price of Shares, prevailing market conditions, results, business, operations and prospects, other investment opportunities, and the Reporting Person's own liquidity, diversification and investment considerations.

Depending upon such discussions and consideration of strategic alternatives, the Reporting Person could support one or more of the actions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Person reserves the right to formulate other purposes, plans or proposals regarding the Issuer to the extent deemed advisable by the Reporting Person in light of current market conditions generally and specifically as they relate to the Issuer. The Reporting Person further reserves the right to add to or reduce their holdings in the Issuer at any time as circumstances warrant without prior notice.

Based on the most recently available filing information submitted to the Securities and Exchange Commission by the Issuer, there are 58,555,146 Shares outstanding. As of July 26, 2016, the Reporting Person may be deemed to beneficially own 7,918,661 Shares, which represents 13.52% of the outstanding Shares. The number of Shares which may be deemed to be beneficially owned by the Reporting Person are as follows:

Information regarding transactions in the Shares that have been effected by the Reporting Person during the last sixty days are set forth in Exhibit B which is attached hereto.

None.

The following exhibits are attached hereto:

Exhibit A - Executive Officers and Control Persons of the Reporting Person

Exhibit B -

Transactions in Securities of the Issuer during the Past Sixty Days by the Reporting Person

 

 

SIGNATURES

The undersigned certify, after reasonable inquiry and to the best knowledge and belief of the undersigned, that the information set forth in this Statement is true, complete and correct. The undersigned agree to the filing of this single Statement on Schedule 13D.

 

 

 

 

EXECUTIVE OFFICERS AND CONTROL PERSONS OF THE REPORTING PERSON

The following are each of the executive officers and directors of Taikang Life Insurance Co., Ltd. and their respective address, occupation and citizenship:

 

 

 

TRANSACTIONS IN SECURITIES OF THE ISSUER DURING THE PAST SIXTY DAYS BY THE REPORTING PERSONS

No transactions in the Shares have been effected by the Reporting Person or to the best knowledge of the Reporting Person, by any executive officer, director, managing member, affiliate or subsidiary of any of the Reporting Person during the last sixty days except the following transactions, each of which was made in a broker's transaction in the open market: