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| As Of | Filer | Doc Filing¹ | For·On·As | Docs:Size | Issuer | | Filing Agent | | | | | | | | | |
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9/22/20 Peak Asia Inv Holdings V Ltd. SC 13D 2:259K Aesthetic Medical Int’l Hold… Ltd Broadridge Fin’l So… Inc
Adv Opportunities Fund I GP Ltd.³
Adv Opportunities Fund I, GP, L.P.³
Adv Opportunities Fund I, L.P.³
Adv Partners Holdings Ltd.³
Beacon Technology Investment Holdings Ltd.³
Bradley Dean Landes³
Jianyi Zhu (Kenichi Shu)³
Suresh Eshwara Prabhala³
1: SC 13D Statement of Acquisition of Beneficial Ownership by an "Active"
Investor -- HTML: 135K| SC 13D | 1st Page of 31± | Peak Asia Inv Holdings V Ltd. - SC 13D - re: Aesthetic Medical Int’l Hold… Ltd | No Page-Breaks | | Line 56:
Aesthetic Medical International Holdings Group Limited
(Name of Issuer) ... | | Line 118: ... disclosures provided in a prior cover page.
** No CUSIP number has been assigned to ordinary shares, par value $0.001 per share (“Ordinary Shares”), of Aesthetic Medical International Holdings Group Limited (the “Issuer”). CUSIP number 00809M104 was assigned to the
American Depositary Shares (“ADSs”) of, which are quoted on the Nasdaq Global Market under the symbol “AIH.” Each ADS represents three Ordinary Shares. | | Line 151:
Peak Asia Investment Holdings V Limited
| | Line 642:
Beacon Technology Investment Holdings Limited
| | Line 1,133:
ADV Opportunities Fund I, L.P.
| | Line 1,625:
ADV Opportunities Fund I, GP, L.P.
| | Line 2,117:
ADV Opportunities Fund I GP Ltd
| | Line 2,609:
ADV Partners Holdings Ltd
| | Line 4,560:
This Schedule 13D is being filed to reflect the purchase by Peak Asia Investment Holdings V Limited (“Peak Asia”) of US$5,000,000 aggregate principal amount of the 2020 Convertible Notes (as defined below), which
will become convertible into Ordinary Shares (as described below) on the six month anniversary of their issuance. | | Line 4,576:
This Schedule 13D relates to ordinary shares, par value $0.001 per share (the “Ordinary Shares”), of Aesthetic Medical International Holdings Group Limited (the
“Issuer”). The Issuer’s principal executive office is located at 1122 Nanshan Boulevard, Nanshan District, Shenzhen, Guangdong Province, China 518052. | | Line 4,592: ...
(a)The persons filing this statement are Peak Asia, Beacon Technology Investment Holdings Limited (“Beacon”), ADV Opportunities Fund I, L.P. (“ADV
LP”), ADV Opportunities Fund I, GP, L.P. (“ADV GP LP”), ADV Opportunities Fund I GP Ltd (“ADV GP”), ADV Partners Holdings Ltd (“ADV Holdings”), Mr. Bradley Dean Landes , Mr. Suresh Eshwara Prabhala and Mr. Jianyi Zhu ( Kenichi Shu ) (collectively,
the “Reporting Persons”).
Peak Asia is wholly owned by Beacon, which in turn is wholly owned by ADV LP. The general partner of ADV LP is ADV GP LP, whose general partner is ADV GP, which is wholly owned by ADV Holdings. ADV
Holdings is in turn wholly owned by Mr. Bradley Dean Landes , Mr. Suresh Eshwara Prabhala and Mr. Jianyi Zhu ( Kenichi Shu ).
| | Line 4,609:
ADV LP: c/o Maples Corporate Services Limited, PO Box 309 Ugland House, Grand Cayman, Cayman Islands, KY1-1104
ADV GP LP: c/o Maples Corporate Services Limited, PO Box 309 Ugland House, Grand Cayman, Cayman Islands, KY1-1104
ADV GP: c/o Maples Corporate Services Limited, PO Box 309 Ugland House, Grand Cayman, Cayman Islands, KY1-1104
ADV Holdings: c/o Maples Corporate Services Limited, PO Box 309 Ugland House, Grand Cayman, Cayman Islands, KY1-1104
Mr. Bradley Dean Landes : c/o ADV Partners Limited, Unit 714, 7th Floor, Core F, Cyberport 3, 100 Cyberport Road, Hong Kong
Mr. Suresh Eshwara Prabhala : c/o ADV PARTNERS ADVISORS INDIA PRIVATE LIMITED. UNIT NO. 1509 & 1510, 15TH FLOOR, ONE BKC, PLOT NO. C-66, 'G' BLOCK, BKC,
BANDRA (E) MUMBAI - 400051
Mr. Jianyi Zhu: c/o ADV Partners Limited, Unit 714, 7th Floor, Core F, Cyberport 3, 100 Cyberport Road, Hong Kong
| | Line 4,636: ...
(c) Each of the Reporting Persons is principally engaged in the business of investment in securities. Mr. Bradley Dean Landes , Mr. Suresh Eshwara Prabhala and Mr.
Jianyi Zhu ( Kenichi Shu ) are Directors of ADV Holdings.
| | Line 4,656:
ADV LP, ADV GP LP, ADV GP and ADV Holdings: Cayman Islands
| | Line 4,740: Purchase Agreement, the Exit Payments Agreement and the Shareholder and Note Holder Agreement (each as defined ... Persons or their affiliates may seek to acquire or dispose of securities of the Issuer, including Ordinary Shares
and/or other equity, debt, notes or other financial instruments related to the Issuer or the Ordinary Shares (which ... rights or securities exercisable or convertible into securities of the Issuer), and/or sell or otherwise dispose of
some or all of such Issuer securities or financial instruments (which may include distributing some or all of such securities to such Reporting Person’s respective partners or beneficiaries, as applicable) from time to time, in each case, in open
market or private transactions, block sales or otherwise. Any transaction that any of the Reporting Persons or their ... may pursue, subject to the terms of the 2020 Convertible Notes, the Purchase Agreement, the Exit Payments Agreement ... | | Line 4,766: ...
(a) (b) The information set forth in the cover pages hereto is hereby incorporated in its entirety herein. Each of Beacon, ADV LP, ADV GP
LP, ADV GP, ADV Holdings and Messrs. Landes, Prabhala and Zhu may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the Ordinary Shares which Peak Asia directly beneficially owns. Each of Beacon, ADV LP,
ADV GP LP, ADV GP, ADV Holdings and Messrs. Landes, Prabhala and Zhu disclaims beneficial ownership of such Ordinary Shares for all other purposes.
| | Line 4,823:
On September 15, 2020 , the Issuer, Beacon Technology Investment Holdings Limited and Peak Asia entered into that certain Convertible Note Purchase Agreement (the “Purchase
Agreement”), pursuant to which (i) the Issuer issued and sold to Peak Asia 2020 Convertible Notes in a principal ... for gross proceeds of $5,000,000 and (ii) upon the Issuer’s written request with twelve months of the issuance
of the initial 2020 Convertible Notes and at Peak ADV’s absolute discretion, the Issuer may sell to Peak Asia additional 2020 Convertible Notes in a principal amount of no more than US$5,000,000.
| | Line 4,858:
On September 15, 2020 , the Issuer, Dr. Zhou Pengwu, Ms. Ding Wenting and Peak Asia entered into that certain Exit Payments Agreement (the “Exit Payments Agreement”), pursuant to
which Peak ADV will be entitled to a payment from the Issuer of up to US$3,000,000 for each 2020 Convertible Note it purchases (up to US$6,000,000 in aggregate to the extent it elects to purchase both 2020 Convertible Notes), if within a period of
two years and six months (extendable for another six months) the conditions set out in the Exit Payments Agreement are met. | | Line 4,901: Exhibit E Form of Exit Payments Agreement ( incorporated by reference to Exhibit 99.5 to the Issuer’s Current Report on Form 6-K, filed with the SEC on September 8, 2020 ).
Exhibit F Form of First Rank Deed of Share Charge over 51% of Shares in Dragon Jade Holdings Limited ( incorporated by reference to
Exhibit 99.6 to the Issuer’s Current Report on Form 6-K, filed with the SEC on September 8, 2020 ).
Exhibit G Form of First Rank Deed of Share Charge over 51% of Shares in Peng Oi Investment (Hong Kong) Holdings Limited
( incorporated by reference to Exhibit 99.7 to the Issuer’s Current Report on Form 6-K, filed with the SEC on September 8, 2020 ). | | Line 4,929:
PEAK ASIA INVESTMENT HOLDINGS V LIMITED
| | Line 4,978:
BEACON TECHNOLOGY INVESTMENT HOLDINGS LIMITED
| | Line 5,027:
ADV OPPORTUNITIES FUND I, L.P.
| | Line 5,076:
ADV OPPORTUNITIES FUND I, GP, L.P.
| | Line 5,125:
ADV OPPORTUNITIES FUND I GP LTD
| | Line 5,182:
ADV PARTNERS HOLDINGS LTD
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2: EX-99.A Miscellaneous Exhibit -- HTML: 16K | EX-99.A | 1st Page of 2± | Peak Asia Inv Holdings V Ltd. - SC 13D - re: Aesthetic Medical Int’l Hold… Ltd | No Page-Breaks | | Line 48:
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint
filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to ordinary shares, par value $0.001 per share, of Aesthetic Medical International Holdings Group Limited and further agree that this Joint
Filing Agreement be included as an Exhibit to such joint filings. In evidence thereof, the undersigned, being duly authorized, have executed this Joint Filing Agreement this __ day of September, 2020. | | Line 58:
PEAK ASIA INVESTMENT HOLDINGS V LIMITED
| | Line 103:
BEACON TECHNOLOGY INVESTMENT HOLDINGS LIMITED
| | Line 148:
ADV OPPORTUNITIES FUND I, L.P.
| | Line 193:
ADV OPPORTUNITIES FUND I, GP, L.P.
| | Line 238:
ADV OPPORTUNITIES FUND I GP LTD
| | Line 290:
ADV PARTNERS HOLDINGS LTD
|
4/21/20 Peak Asia Inv Holdings V Ltd. SC 13G 2:218K Aesthetic Medical Int’l Hold… Ltd Broadridge Fin’l So… Inc
Adv Opportunities Fund I GP Ltd.³
Adv Opportunities Fund I, GP, L.P.³
Adv Opportunities Fund I, L.P.³
Adv Partners Holdings Ltd.³
Beacon Technology Investment Holdings Ltd.³
Bradley Dean Landes³
Suresh Eshwara Prabhala³
Zhu Jianyi (Kenichi Shu)³
1: SC 13G Statement of Acquisition of Beneficial Ownership by a "Passive"
Investor -- HTML: 202K| SC 13G | 1st Page of 26± | Peak Asia Inv Holdings V Ltd. - SC 13G - re: Aesthetic Medical Int’l Hold… Ltd | No Page-Breaks | | Line 65:
Aesthetic Medical International Holdings Group Limited
(Name of Issuer) ... | | Line 142:
** No CUSIP number has been assigned to ordinary shares, par value $0.001 per share (“ Ordinary Shares ”), of Aesthetic Medical International Holdings Group Limited (the “Issuer”). CUSIP number 00809M104 was assigned to the
American Depositary Shares (“ADSs”) of the Issuer, which are quoted on the Nasdaq Global Market under the symbol “AIH.” Each ADS represents three Ordinary Shares. | | Line 175:
Peak Asia Investment Holdings V Limited
| | Line 586:
Beacon Technology Investment Holdings Limited
| | Line 997:
ADV Opportunities Fund I, L.P.
| | Line 1,408:
ADV Opportunities Fund I, GP, L.P.
| | Line 1,819:
ADV Opportunities Fund I GP Ltd
| | Line 2,228:
ADV Partners Holdings Ltd
| | Line 3,869:
Aesthetic Medical International Holdings Group Limited (the “Issuer”)
| | Line 3,899:
The persons filing this statement are Peak Asia Investment Holdings V Limited (“Peak Asia”), Beacon Technology Investment Holdings Limited
(“Beacon”), ADV Opportunities Fund I, L.P. (“ADV LP”), ADV Opportunities Fund I, GP, L.P. (“ADV GP LP”), ADV Opportunities Fund I GP Ltd (“ADV GP”), ADV Partners Holdings Ltd (“ADV Holdings”), Mr. Bradley Dean Landes , Mr. Suresh Eshwara Prabhala
and Mr. Zhu Jianyi ( Kenichi Shu ).
Peak Asia is wholly owned by Beacon, which in turn is wholly owned by ADV LP. The general partner of ADV LP is ADV GP LP, whose general partner is
ADV GP, which is wholly owned by ADV Holdings. ADV Holdings is in turn wholly owned by Mr. Bradley Dean Landes , Mr. Suresh Eshwara Prabhala and Mr. Zhu Jianyi ( Kenichi Shu ).
| | Line 3,930:
ADV LP: c/o Maples Corporate Services Limited, PO Box 309 Ugland House, Grand Cayman,
Cayman Islands, KY1-1104
ADV GP LP: c/o Maples Corporate Services Limited, PO Box 309 Ugland House, Grand Cayman, Cayman Islands, KY1-1104
ADV GP: c/o Maples Corporate Services Limited, PO Box 309 Ugland House, Grand Cayman,
Cayman Islands, KY1-1104
ADV Holdings: c/o Maples Corporate Services Limited, PO Box 309 Ugland House, Grand Cayman, Cayman Islands, KY1-1104
Mr. Bradley Dean Landes : c/o ADV Partners Limited, Unit 714, 7th Floor, Core F, Cyberport 3, 100 Cyberport Road, Hong Kong
Mr. Suresh Eshwara Prabhala : c/o ADV PARTNERS ADVISORS INDIA PRIVATE LIMITED. UNIT NO.
1509 & 1510, 15TH FLOOR, ONE BKC, PLOT NO. C-66, 'G' BLOCK, BKC, BANDRA (E) MUMBAI - 400051
Mr. Zhu Jianyi: c/o ADV Partners Limited, Unit 714, 7th Floor, Core F, Cyberport 3, 100 Cyberport Road, Hong Kong
| | Line 3,972:
ADV LP, ADV GP LP, ADV GP and ADV Holdings: Cayman Islands
| | Line 4,062: As of April 21st, 2020, the Reporting Persons may be deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act), in the aggregate, 15,576,960
Ordinary Shares. The information set forth in Item 4(c) below is hereby incorporated in its entirety herein. Each of Beacon, ADV LP, ADV GP LP, ADV GP, ADV Holdings and Messrs. Landes, Prabhala and Zhu may be deemed to indirectly
beneficially own (as that term is defined in Rule 13d-3 under the Act) the Ordinary Shares which Peak Asia directly beneficially owns. Each of Beacon, ADV LP, ADV GP LP, ADV GP, ADV Holdings and Messrs. Landes, Prabhala and Zhu disclaims beneficial
ownership of such Ordinary Shares for all other purposes. | | Line 4,238:
PEAK ASIA INVESTMENT HOLDINGS V LIMITED
| | Line 4,277:
BEACON TECHNOLOGY INVESTMENT HOLDINGS LIMITED
| | Line 4,316:
ADV OPPORTUNITIES FUND I, L.P.
| | Line 4,353:
ADV OPPORTUNITIES FUND I, GP, L.P.
| | Line 4,390:
ADV OPPORTUNITIES FUND I GP LTD
| | Line 4,435:
ADV PARTNERS HOLDINGS LTD
|
2: EX-99.1 Exhibit 1 -- HTML: 15K | EX-99.1 | 1st Page of 2± | Peak Asia Inv Holdings V Ltd. - SC 13G - re: Aesthetic Medical Int’l Hold… Ltd | No Page-Breaks | | Line 49:
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement
on Schedule 13G (including amendments thereto) with respect to ordinary shares, par value $0.001 per share, of Aesthetic Medical International Holdings Group Limited and further agree that this Joint Filing Agreement be included as an Exhibit to
such joint filings. In evidence thereof, the undersigned, being duly authorized, have executed this Joint Filing Agreement this 21st day of April, 2020. | | Line 58:
PEAK ASIA INVESTMENT HOLDINGS V LIMITED
| | Line 95:
BEACON TECHNOLOGY INVESTMENT HOLDINGS LIMITED
| | Line 134:
ADV OPPORTUNITIES FUND I, L.P.
| | Line 173:
ADV OPPORTUNITIES FUND I, GP, L.P.
| | Line 212:
ADV OPPORTUNITIES FUND I GP LTD
| | Line 261:
ADV PARTNERS HOLDINGS LTD
|
| ____________ | | ¹ | Filing/Form and Document/Exhibit Types: /A | | SC 13D | Statement of Acquisition of Beneficial Ownership by an “Active” Investor — Schedule 13D. | | SC 13G | Statement of Acquisition of Beneficial Ownership by a “Passive” Investor — Schedule 13G. | | EX-99 | Miscellaneous Exhibit. | | ³ | Group Member: A Registrant or non-Registrant party to this Filing made by a Group. |
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