o | Rule 13d-1(b) | |||||||
o | Rule 13d-1(c) | |||||||
x | Rule 13d-1(d) |
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 2 of 21 Pages
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
General Atlantic LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
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
22,771,026
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
22,771,026
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,771,026
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
See Item 4 and Item 8
|
x |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.0%
|
|
12
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 3 of 21 Pages
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GAP (Bermuda) Limited
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
22,771,026
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
22,771,026
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,771,026
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
See Item 4 and Item 8
|
x |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.0%
|
|
12
|
TYPE OF REPORTING PERSON
CO
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 4 of 21 Pages
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
General Atlantic GenPar (Bermuda), L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
22,771,026
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
22,771,026
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,771,026
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
See Item 4 and Item 8
|
x |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.0%
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 5 of 21 Pages
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
General Atlantic Partners (Bermuda), L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
22,771,026
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
22,771,026
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,771,026
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
See Item 4 and Item 8
|
x |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.0%
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 6 of 21 Pages
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GAP-W International, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
22,771,026
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
22,771,026
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,771,026
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
See Item 4 and Item 8
|
x |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.0%
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 7 of 21 Pages
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GapStar, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
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
22,771,026
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
22,771,026
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,771,026
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
See Item 4 and Item 8
|
x |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.0%
|
|
12
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 8 of 21 Pages
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GAP Coinvestments III, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
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
22,771,026
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
22,771,026
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,771,026
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
See Item 4 and Item 8
|
x |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.0%
|
|
12
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 9 of 21 Pages
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GAP Coinvestments IV, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
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
22,771,026
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
22,771,026
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,771,026
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
See Item 4 and Item 8
|
x |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.0%
|
|
12
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 10 of 21 Pages
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GAP Coinvestments CDA, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
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
22,771,026
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
22,771,026
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,771,026
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
See Item 4 and Item 8
|
x |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.0%
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 11 of 21 Pages
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GAPCO GmbH & Co. KG
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Germany
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
22,771,026
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
22,771,026
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,771,026
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
See Item 4 and Item 8
|
x |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.0%
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 12 of 21 Pages
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GAPCO Management GmbH
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Germany
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
22,771,026
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
22,771,026
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,771,026
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
See Item 4 and Item 8
|
x |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.0%
|
|
12
|
TYPE OF REPORTING PERSON
CO
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 13 of 21 Pages
|
Item 1.
|
(a)
|
NAME OF ISSUER
|
WuXi PharmaTech (Cayman) Inc. (the “Company”).
|
||
(b)
|
ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES
|
|
288 Fute Zhong Road, Waigaoqiao Free Trade Zone, Shanghai 200131, People’s Republic of China
|
||
Item 2.
|
(a)
|
NAMES OF PERSONS FILING
|
(i)
|
General Atlantic LLC (“GA LLC”);
|
(ii)
|
GAP (Bermuda) Limited (“GAP Bermuda GenPar”);
|
(iii)
|
General Atlantic GenPar (Bermuda), L.P. (“Bermuda GP”);
|
(iv)
|
General Atlantic Partners (Bermuda), L.P. (“GAP LP”);
|
(v)
|
GAP-W International, L.P. (“GAP-W”);
|
(vi)
|
GapStar, LLC (“GapStar”);
|
(vii)
|
GAP Coinvestments III, LLC (“GAPCO III”);
|
(viii)
|
GAP Coinvestments IV, LLC (“GAPCO IV”);
|
(ix)
|
GAP Coinvestments CDA, L.P. (“GAPCO CDA”);
|
(x)
|
GAPCO Management GmbH (“GmbH”); and
|
(xi)
|
GAPCO GmbH & Co. KG (“KG”).
|
(i)
|
GA LLC – Delaware
|
(ii)
|
GAP Bermuda GenPar – Bermuda
|
(iii)
|
Bermuda GP – Bermuda
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 14 of 21 Pages
|
(iv)
|
GAP LP – Bermuda
|
(v)
|
GAP-W – Bermuda
|
(vi)
|
GapStar – Delaware
|
(vii)
|
GAPCO III – Delaware
|
(viii)
|
GAPCO IV – Delaware
|
(ix)
|
GAPCO CDA – Delaware
|
(x)
|
GmbH – Germany
|
(xi)
|
KG – Germany
|
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:
|
Item 4.
|
OWNERSHIP.
|
(i)
|
GA LLC owned of record no Shares or 0.0% of the issued and outstanding Shares.
|
(ii)
|
GAP Bermuda GenPar owned of record no Shares or 0.0% of the issued and outstanding Shares.
|
(iii)
|
Bermuda GP owned of record no Shares or 0.0% of the issued and outstanding Shares.
|
(iv)
|
GAP LP owned 14,963,578 Shares, representing 2 Shares of record and 14,963,576 Shares issuable upon conversion of convertible notes owned by GAP LP, or 2.6% of the issued and outstanding Shares (including the Shares issuable upon conversion of the convertible notes).
|
(v)
|
GAP-W owned 5,692,757 Shares, representing 6 Shares of record and 5,692,751 Shares issuable upon conversion of convertible notes owned by GAP-W, or 1.0% of the issued and outstanding Shares (including the Shares issuable upon conversion of the convertible notes).
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 15 of 21 Pages
|
(vi)
|
GapStar owned 341,571 Shares, representing 6 Shares of record and 341,565 Shares issuable upon conversion of convertible notes owned by GapStar, or 0.1% of the issued and outstanding Shares (including the Shares issuable upon conversion of the convertible notes).
|
(vii)
|
GAPCO III owned 1,362,799 Shares, representing no Shares of record and 1,362,799 Shares issuable upon conversion of convertible notes owned by GAPCO III, or 0.2% of the issued and outstanding Shares (including the Shares issuable upon conversion of the convertible notes).
|
(viii)
|
GAPCO IV owned 318,999 Shares, representing no Shares of record and 318,999 Shares issuable upon conversion of convertible notes owned by GAPCO IV, or 0.1% of the issued and outstanding Shares (including the Shares issuable upon conversion of the convertible notes).
|
(ix)
|
GAPCO CDA owned 28,470 Shares, representing 6 Shares of record and 28,464 Shares issuable upon conversion of convertible notes owned by GAPCO CDA, or 0.0% of the issued and outstanding Shares (including the Shares issuable upon conversion of the convertible notes).
|
(x)
|
GmbH owned of record no Shares or 0.0% of the issued and outstanding Shares.
|
(xi)
|
KG owned 62,852 Shares, representing 4 Shares of record and 62,848 Shares issuable upon conversion of convertible notes owned by KG, or 0.0% of the issued and outstanding Shares (including the Shares issuable upon conversion of the convertible notes).
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 16 of 21 Pages
|
Item 5.
|
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
|
Item 6.
|
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
|
Item 7.
|
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 17 of 21 Pages
|
Item 8.
|
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
|
Item 9.
|
NOTICE OF DISSOLUTION OF GROUP
|
Item 10.
|
CERTIFICATION
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 18 of 21 Pages
|
GENERAL ATLANTIC LLC
|
|||
By:
|
/s/ Thomas J. Murphy
|
||
Name:
|
Thomas J. Murphy
|
||
Title:
|
Managing Director
|
||
GAP (BERMUDA) LIMITED
|
|||
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
|
||
GENERAL ATLANTIC PARTNERS (BERMUDA), L.P.
|
|||
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
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 19 of 21 Pages
|
GAP-W INTERNATIONAL, L.P.
|
|||
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
|
||
GAPSTAR, LLC
|
|||
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
|
||
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 20 of 21 Pages
|
GAP COINVESTMENTS CDA, L.P.
|
|||
By:
|
General Atlantic LLC, its General Partner
|
||
By:
|
/s/ Thomas J. Murphy
|
||
Name:
|
Thomas J. Murphy
|
||
Title:
|
Managing Director
|
||
GAPCO GMBH & CO. KG
|
|||
By:
|
GAPCO Management GmbH, its General Partner
|
||
By:
|
/s/ Thomas J. Murphy
|
||
Name:
|
Thomas J. Murphy
|
||
Title:
|
Procuration Officer
|
||
GAPCO MANAGEMENT GMBH
|
|||
By:
|
/s/ Thomas J. Murphy
|
||
Name:
|
Thomas J. Murphy
|
||
Title:
|
Procuration Officer
|
CUSIP No. 929352102
|
SCHEDULE 13G |
Page 21 of 21 Pages
|
Exhibit 1.
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Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended. (Previously filed.)
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