Filing Details

 

CUSIP No. 091727107          

 

 

13G

 

 

Page  2  of  10  Pages

 

 

1

 

 

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

Cantillon Capital Management LLC

 

 

2

 

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ☐

(b) ☒          

 

 

 

3

 

 

SEC USE ONLY

 

 

 

 

4

 

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

NUMBER OF
SHARES
BENEFICIALLY
OWNED

BY
EACH
REPORTING
PERSON

WITH:

 

 

5

 

 

SOLE VOTING POWER

 

0

 

 

6

 

 

SHARED VOTING POWER

 

4,376,612 (a) (see Item 4)

 

 

7

 

 

SOLE DISPOSITIVE POWER

 

0

 

 

8

 

 

SHARED DISPOSITIVE POWER

 

4,376,612 (a) (see Item 4)

 

 

9

 

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

4,376,612 (a) (see Item 4)

 

 

10

 

 

 

 

 

11

 

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

6.1% (a) (see Item 4)

 

 

12

 

 

TYPE OF REPORTING PERSON*

 

IA

 

 

CUSIP No. 091727107          

 

 

13G

 

 

Page  3  of  10  Pages

 

 

1

 

 

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

Cantillon Management L.P.

 

 

2

 

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ☐

(b) ☒

 

 

 

3

 

 

SEC USE ONLY

 

 

 

 

4

 

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

NUMBER OF
SHARES
BENEFICIALLY
OWNED

BY
EACH
REPORTING
PERSON

WITH:

 

 

5

 

 

SOLE VOTING POWER

 

0

 

 

6

 

 

SHARED VOTING POWER

 

4,376,612 (a) (see Item 4)

 

 

7

 

 

SOLE DISPOSITIVE POWER

 

0

 

 

8

 

 

SHARED DISPOSITIVE POWER

 

4,376,612 (a) (see Item 4)

 

 

9

 

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

4,376,612 (a) (see Item 4)

 

 

10

 

 

 

 

 

11

 

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

6.1% (a) (see Item 4)

 

 

12

 

 

TYPE OF REPORTING PERSON*

 

HC

 

 

CUSIP No. 091727107          

 

 

13G

 

 

Page  4  of  10  Pages

 

 

1

 

 

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

Cantillon Inc.

 

 

2

 

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ☐

(b) ☒

 

 

 

3

 

 

SEC USE ONLY

 

 

 

 

4

 

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

NUMBER OF
SHARES
BENEFICIALLY
OWNED

BY
EACH
REPORTING
PERSON

WITH:

 

 

5

 

 

SOLE VOTING POWER

 

0

 

 

6

 

 

SHARED VOTING POWER

 

4,376,612  (a) (see Item 4)

 

 

7

 

 

SOLE DISPOSITIVE POWER

 

0

 

 

8

 

 

SHARED DISPOSITIVE POWER

 

4,376,612  (a) (see Item 4)

 

 

9

 

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

4,376,612  (a) (see Item 4)

 

 

10

 

 

 

 

 

11

 

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

6.1% (a) (see Item 4)

 

 

12

 

 

TYPE OF REPORTING PERSON*

 

HC

 

 

CUSIP No. 091727107          

 

 

13G

 

 

Page  5  of  10  Pages

 

 

1

 

 

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

William von Mueffling

 

 

2

 

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ☐

(b) ☒

 

 

 

3

 

 

SEC USE ONLY

 

 

 

 

4

 

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States

 

NUMBER OF
SHARES
BENEFICIALLY
OWNED

BY
EACH
REPORTING
PERSON

WITH:

 

 

5

 

 

SOLE VOTING POWER

 

296,900 (a) (see Item 4)

 

 

6

 

 

SHARED VOTING POWER

 

4,376,612 (a) (see Item 4)

 

 

7

 

 

SOLE DISPOSITIVE POWER

 

296,900 (a) (see Item 4)

 

 

8

 

 

SHARED DISPOSITIVE POWER

 

4,376,612  (a) (see Item 4)

 

 

9

 

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

4,376,612  (a) (see Item 4)

 

 

10

 

 

 

 

 

11

 

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

6.5%  (a) (see Item 4)

 

 

12

 

 

TYPE OF REPORTING PERSON*

 

HC

 

Item 1(a)

Name of Issuer:

Bitauto Holdings Limited

Item 1(b)

Address of Issuer's Principal Executive Offices:

New Century Hotel Office Tower, 6/F, No. 6 South Capital Stadium Road, Beijing 100044, The People’s Republic of China

Item 2(a)

Name of Person Filing:

This statement is filed by: (i) Cantillon Capital Management LLC (“CCM LLC”) with respect to American Depositary Shares each representing one (1) ordinary share, par value $0.00004 per share (“Shares”), of the Issuer beneficially owned by certain funds and managed accounts advised by CCM LLC or its subsidiary; (ii) Cantillon Management L.P. (“Cantillon Management”) with respect to Shares beneficially owned by CCM LLC; (iii) Cantillon Inc. with respect to Shares beneficially owned by CCM LLC and Cantillon Management; and (iv) William von Mueffling with respect to Shares beneficially owned directly and by CCM LLC, Cantillon Inc. and Cantillon Management.

CCM LLC, Cantillon Inc., Cantillon Management and William von Mueffling have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit 99.1, pursuant to which they have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Act.

Item 2(b)

 

Address or Principal Business Office:

 

The address of the principal business office of CCM LLC, Cantillon Inc., Cantillon Management and William von Mueffling is 40 West 57^th Street, 27^th Floor, New York, NY 10019.

Item 2(c)

Citizenship:

CCM LLC is a Delaware limited liability company.  Cantillon Inc. is a Delaware corporation.  Cantillon Management is a Delaware limited partnership.  Mr. von Mueffling is a United States citizen.

Item 2(d)

Title of Class of Securities:

American Depositary Shares each representing one (1) ordinary share, par value $0.00004 per share

Item 2(e)

CUSIP Number:

091727107

Item 3

 

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 

☐ Broker or dealer registered under Section 15 of the Act;

 

☐ Bank as defined in Section 3(a)(6) of the Act;

 

☐ Insurance company as defined in Section 3(a)(19) of the Act;

 

☐ Investment company registered under Section 8 of the Investment Company Act of 1940;

 

☒ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); *

 

☐ An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

 

☒ A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); **

 

☐ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

☐ 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;

 

☐ A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J);

 

☐ 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: ____

 

* CCM LLC is filing as an investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).

 

** Each of Cantillon Inc., Cantillon Management and Mr. von Mueffling are filing as a parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).

 

Item 4

Ownership:

The percentages used herein are calculated based upon the number of ordinary shares issued and outstanding as of September 30, 2017 as reported on Exhibit 99.1 attached to the Issuer’s Form 6-K filed with the Securities and Exchange Commission by the Issuer on November 20, 2017.

As of the close of business on December 31, 2017:

1.  Cantillon Capital Management LLC

(a) Amount beneficially owned:   4,376,612  (a)

(b) Percent of class: 6.1%

(c)(i) Sole power to vote or direct the vote: -0-

(ii) Shared power to vote or direct the vote: 4,376,612  (a)

(iii) Sole power to dispose or direct the disposition: -0-

(iv) Shared power to dispose or direct the disposition: 4,376,612 (a)

2.  Cantillon Inc.

(a) Amount beneficially owned: 4,376,612 (a)

(b) Percent of class: 6.1%

(c)(i) Sole power to vote or direct the vote: -0-

(ii) Shared power to vote or direct the vote: 4,376,612 (a)

(iii) Sole power to dispose or direct the disposition: -0-

(iv) Shared power to dispose or direct the disposition: 4,376,612 (a)

3.  Cantillon Management L.P.

(a) Amount beneficially owned: 4,376,612 (a)

(b) Percent of class: 6.1%

(c)(i) Sole power to vote or direct the vote: -0-

(ii) Shared power to vote or direct the vote: 4,376,612 (a)

(iii) Sole power to dispose or direct the disposition: -0-

(iv) Shared power to dispose or direct the disposition: 4,376,612 (a)

5. William von Mueffling

(a) Amount beneficially owned: 4,376,612 (a)

(b) Percent of class: 6.5%

(c)(i) Sole power to vote or direct the vote: 296,900 (a)

(ii) Shared power to vote or direct the vote: 4,376,612 (a)

(iii) Sole power to dispose or direct the disposition: 296,900 (a)

(iv) Shared power to dispose or direct the disposition: 4,376,612 (a)

(a)  The number of shares reported herein are held as ADS, each of which represents one (1) ordinary share.

CCM LLC, Cantillon Inc. and Cantillon Management own no Shares directly.  CCM LLC maintains investment and/or voting power with respect to certain funds and managed accounts advised by it or its indirect subsidiary.  Cantillon Management is the managing member of CCM LLC.  Cantillon Inc. is the general partner of Cantillon Management.  Mr. von Mueffling is the sole shareholder of Cantillon Inc. and controls each of CCM LLC, Cantillon Inc. and Cantillon Management.  By reason of the provisions of Rule 13d-3 of the Securities Exchange Act of 1934, as amended, each of (i) CCM LLC, Cantillon Inc., Cantillon Management and Mr. von Mueffling may be deemed to beneficially own 4,376,612 Shares (constituting approximately 6.1% of the Shares outstanding) and (ii) Mr. von Mueffling may be deemed to beneficially own 296,900 Shares (constituting approximately 0.4% of the Shares outstanding).  Each of CCM LLC, Cantillon Inc., Cantillon Management and Mr. von Mueffling disclaims beneficial ownership of any of the securities covered by this statement.

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:

See Exhibit 99.2.

Item 8

Identification and Classification of Members of the Group:

Not Applicable

Item 9

Notice of Dissolution of Group:

Not Applicable

Item 10

Certification: