0001193125-12-056223.txt : 20120213 0001193125-12-056223.hdr.sgml : 20120213 20120213162352 ACCESSION NUMBER: 0001193125-12-056223 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120213 DATE AS OF CHANGE: 20120213 GROUP MEMBERS: CHINA INVESTMENT CORP GROUP MEMBERS: LAND BREEZE II S.A.R.L. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PENN WEST PETROLEUM LTD. CENTRAL INDEX KEY: 0001334388 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 STATE OF INCORPORATION: A0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-82653 FILM NUMBER: 12599401 BUSINESS ADDRESS: STREET 1: 207 - 9TH AVENUE S.W. STREET 2: SUITE 200 CITY: CALGARY STATE: A0 ZIP: T2P 1K3 BUSINESS PHONE: (403) 777-2500 MAIL ADDRESS: STREET 1: 207 - 9TH AVENUE S.W. STREET 2: SUITE 200 CITY: CALGARY STATE: A0 ZIP: T2P 1K3 FORMER COMPANY: FORMER CONFORMED NAME: PENN WEST ENERGY TRUST DATE OF NAME CHANGE: 20050727 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CHINA INVESTMENT CORP CENTRAL INDEX KEY: 0001468702 IRS NUMBER: 000000000 STATE OF INCORPORATION: F4 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: NEW POLY PLAZA STREET 2: NO. 1 CHAOYANGMEN BEIDAJIE, DONGCHENG CITY: BEIJING STATE: F4 ZIP: 100010 BUSINESS PHONE: 86 10 64086277 MAIL ADDRESS: STREET 1: NEW POLY PLAZA STREET 2: NO. 1 CHAOYANGMEN BEIDAJIE, DONGCHENG CITY: BEIJING STATE: F4 ZIP: 100010 SC 13G/A 1 d298636dsc13ga.htm SCHEDULE 13G/A Schedule 13G/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

 

 

Penn West Petroleum Ltd.

(Name of issuer)

 

 

 

Common Stock

(Title of class of securities)

 

707887105

(CUSIP number)

 

December 31, 2011

(Date of event which requires filing of this statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

x Rule 13d-1(c)

¨ Rule 13d-1(d)

 

*   The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


 

CUSIP No. 707887105  

 

  (1)   

Names of reporting persons

 

China Investment Corporation

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ¨        (b)  ¨

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

People’s Republic of China

Number of

shares

beneficially

owned by

each

reporting

person

with:

   (5)    

Sole voting power

 

0

   (6)   

Shared voting power

 

23,704,4341

   (7)   

Sole dispositive power

 

0

   (8)   

Shared dispositive power

 

23,704,4341

  (9)

 

Aggregate amount beneficially owned by each reporting person

 

23,704,4341

(10)

 

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    ¨

 

(11)

 

Percent of class represented by amount in Row (9)

 

5.0%

(12)

 

Type of reporting person (see instructions)

 

CO

1 

Includes 23,524,209 shares of Common Stock held by Land Breeze II S.À.R.L, a wholly-owned subsidiary of China Investment Corporation, and 180,225 shares of Common Stock held by another wholly owned subsidiary of China Investment Corporation, all as of December 31, 2011.

 

2


 

CUSIP No. 707887105  

 

  (1)   

Names of reporting persons

 

Land Breeze II S.À.R.L.

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ¨        (b)  ¨

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

Luxembourg

Number of

shares

beneficially

owned by

each

reporting

person

with:

   (5)    

Sole voting power

 

0

   (6)   

Shared voting power

 

23,524,209

   (7)   

Sole dispositive power

 

0

   (8)   

Shared dispositive power

 

23,524,209

  (9)

 

Aggregate amount beneficially owned by each reporting person

 

23,524,209

(10)

 

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    ¨

 

(11)

 

Percent of class represented by amount in Row (9)

 

5.0%

(12)

 

Type of reporting person (see instructions)

 

CO

 

 

3


Item 1(a) Name of Issuer

Penn West Petroleum Ltd.

Item 1(b) Address of Issuer’s Principal Executive Offices

c/o Penn West Petroleum Ltd.

200, 207 – 9th Avenue S.W.

Calgary, Alberta T2P 1K3

Canada

Item 2(a) Name of Persons Filing

China Investment Corporation

Land Breeze II S.À.R.L.

Item 2(b) Address of Principal Business Office or, if none, Residence

The address of China Investment Corporation is as follows:

New Poly Plaza

No. 1 Chaoyangmen Beidajie

Dongcheng District

Beijing 100010

People’s Republic of China

The address of Land Breeze II S.À.R.L. is as follows:

18, avenue Marie-Therese, L-2132 Luxembourg

Item 2(c) Citizenship

China Investment Corporation is established under the Company Law of the People’s Republic of China.

Land Breeze II S.À.R.L. is a société à responsibilité limitée incorporated and existing under the laws of Luxembourg.

Item 2(d) Title of Class of Securities

Common Stock

Item 2(e) CUSIP Number

707887105

Item 3 If this statement in filed pursuant to §§240.13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

Not applicable

 

4


Item 4 Ownership

The number of shares of Common Stock beneficially owned by China Investment Corporation and Land Breeze II S.À.R.L. is as follows:

 

September 30, September 30,

Reporting Person

     Amount Beneficially Owned        Percent of Class  

China Investment Corporation

       23,704,434           5.0

Land Breeze II S.À.R.L.

       23,524,209           5.0

 

September 30, September 30, September 30, September 30,
        Voting Power        Dispositive Power  

Reporting Person

     Sole        Shared        Sole        Shared  

China Investment Corporation

       0           23,704,434           0           23,704,434   

Land Breeze II S.À.R.L.

       0           23,524,209           0           23,524,209   

China Investment Corporation is a wholly state-owned company incorporated under the Company Law of the People’s Republic of China. Land Breeze II S.À.R.L is a wholly-owned subsidiary of China Investment Corporation. All information above regarding China Investment Corporation reflects the inclusion of 23,524,209 shares of Common Stock held by Land Breeze II S.À.R.L, a wholly-owned subsidiary of China Investment Corporation, and 180,225 shares of Common Stock held by another wholly owned subsidiary of China Investment Corporation, all as of December 31, 2011.

Item 5 Ownership of Five Percent or Less of a Class

Not applicable.

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

Not applicable.

Item 8 Identification and Classification of Members of the Group

Not applicable.

Item 9 Notice of Dissolution of Group

Not applicable.

Item 10 Certifications

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

5


 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct as of February 9, 2012.

 

CHINA INVESTMENT CORPORATION

By:

 

/s/ Lou Jiwei

 

Name: Lou Jiwei

Title: Chairman & CEO

LAND BREEZE II S.À.R.L.

By:

 

/s/ Ka Lam Collin Lau

 

Name: Ka Lam Collin Lau

Title: Manager

 

6


 

Exhibit Index

 

Exhibit A

Joint Filing Agreement, dated June 1, 2010, between China Investment Corporation and Land Breeze II S.À.R.L.

 

 

Previously filed on June 18, 2010.

 

7