CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 2
|
1
|
NAME OF REPORTING PERSONS
CHINA EVERBRIGHT LIMITED
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
WC, OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
HONG KONG
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
36,731,389
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
36,731,389
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,731,389
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.5%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 3
|
1
|
NAME OF REPORTING PERSONS
CHINA EVERBRIGHT INVESTMENT MANAGEMENT LIMITED
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
HONG KONG
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
7,842,499
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
7,842,499
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,842,499
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4%
|
|
14
|
TYPE OF REPORTING PERSON
OO, IA
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 4
|
1
|
NAME OF REPORTING PERSONS
WINDSOR VENTURE LIMITED
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
BRITISH VIRGIN ISLANDS
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
9,412,421
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
9,412,421
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,412,421
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.7%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 5
|
1
|
NAME OF REPORTING PERSONS
FOREBRIGHT PARTNERS LIMITED
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
BRITISH VIRGIN ISLANDS
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
28,888,890
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
28,888,890
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,888,890
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 6
|
1
|
NAME OF REPORTING PERSONS
CSOF III GP LIMITED
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
28,888,890
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
28,888,890
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,888,890
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 7
|
1
|
NAME OF REPORTING PERSONS
FOREBRIGHT ADVISORS LIMITED
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
BRITISH VIRGIN ISLANDS
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
28,888,890
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
28,888,890
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,888,890
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1%
|
|
14
|
TYPE OF REPORTING PERSON
OO, IA
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 8
|
1
|
NAME OF REPORTING PERSONS
CHINA SPECIAL OPPORTUNITIES FUND III, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
19,476,469
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
19,476,469
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,476,469
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.4%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 9
|
1
|
NAME OF REPORTING PERSONS
ACCURATE GLOBAL LIMITED
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
AF
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
BRITISH VIRGIN ISLANDS
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
19,476,469
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
19,476,469
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,476,469
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.4%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 10
|
1
|
NAME OF REPORTING PERSONS
ADVANCED ORIENT LIMITED
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
AF
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
BRITISH VIRGIN ISLANDS
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
9,412,421
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
9,412,421
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,412,421
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.7%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 11
|
1
|
NAME OF REPORTING PERSONS
CHINA EVERBRIGHT GP LIMITED
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
7,842,499
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
7,842,499
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,842,499
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 12
|
1
|
NAME OF REPORTING PERSONS
CHINA FOREBRIGHT INVESTMENT MANAGEMENT LIMITED
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
HONG KONG
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
7,842,499
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
7,842,499
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,842,499
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4%
|
|
14
|
TYPE OF REPORTING PERSON
OO, IA
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 13
|
1
|
NAME OF REPORTING PERSONS
CHINA SPECIAL OPPORTUNITIES FUND, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
7,842,499
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
7,842,499
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,842,499
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 14
|
1
|
NAME OF REPORTING PERSONS
CSOF TECHNOLOGY INVESTMENTS LIMITED
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
AF
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
BRITISH VIRGIN ISLANDS
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
7,842,499
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
7,842,499
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,842,499
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 15
|
Item 1.
|
Security and Issuer
|
|
Item 2.
|
Identity and Background
|
|
Item 3.
|
Source and Amount of Funds or Other Consideration
|
|
Item 4.
|
Purpose of Transaction
|
|
Item 5.
|
Interest in Securities of the Issuer
|
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
|
|
Item 7.
|
Material to be Filed as Exhibits
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 16
|
Item 1.
|
Security and Issuer
|
Item 2.
|
Identity and Background
|
|
·
|
China Everbright Limited, a company incorporated under the laws of Hong Kong (“CEL”),
|
|
·
|
China Everbright Investment Management Limited, a company incorporated under the laws of Hong Kong (“CEIM”),
|
|
·
|
Windsor Venture Limited, a company incorporated under the laws of the British Virgin Islands (“Windsor”),
|
|
·
|
Forebright Partners Limited, a company incorporated under the laws of the British Virgin Islands (“Forebright Partners”),
|
|
·
|
CSOF III GP Limited, a company incorporated under the laws of the Cayman Islands (“CSOF III GP”),
|
|
·
|
Forebright Advisors Limited, a company incorporated under the laws of the British Virgin Islands (“Forebright Advisors”),
|
|
·
|
China Special Opportunities Fund III, L.P., a limited partnership organized under the laws of the Cayman Islands (“CSOF III”),
|
|
·
|
Accurate Global Limited, a company incorporated under the laws of the British Virgin Islands (“Accurate Global”),
|
|
·
|
Advanced Orient Limited, a company incorporated under the laws of the British Virgin Islands (“Advanced Orient”),
|
|
·
|
China Everbright GP Limited, a company incorporated under the laws of the Cayman Islands (“CE GP”),
|
|
·
|
China Forebright Investment Management Limited, a company incorporated under the laws of Hong Kong (“CFIM”),
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 17
|
|
·
|
China Special Opportunities Fund, L.P., a limited partnership organized under the laws of Cayman Islands (“CSOF”), and
|
|
·
|
CSOF Technology Investments Limited, a company incorporated under the laws of the British Virgin Islands (“CSOF Technology Investments”),
|
Reporting Person
|
Address
|
Principal business
|
CEL
|
46th Floor Far East Finance Centre,
16 Harcourt Road, Hong Kong
|
providing a wide range of financial services, including direct investment, asset management, brokerage, investment banking and industrial investment
|
CEIM
|
46th Floor Far East Finance Centre,
16 Harcourt Road, Hong Kong
|
providing investment advisory and management services
|
Windsor
|
Pasea Estate, Road Town,
Tortola, British Virgin Islands
|
acquiring, holding and disposing of interests in various companies for investment purposes
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 18
|
Reporting Person
|
Address
|
Principal business
|
Forebright Partners
|
P.O Box 957, Offshore Incorporations Centre,
Road Town, Tortola, British Virgin Islands
|
acquiring, holding and disposing of interests in various companies for investment purposes
|
CSOF III GP
|
Codan Trust Company (Cayman) Limited,
Cricket Square, Hutchins Drive, PO Box 2681,
Grand Cayman, KY1-1111, Cayman Islands
|
acquiring, holding and disposing of interests in various companies for investment purposes
|
Forebright Advisors
|
P.O. Box 957, Offshore Incorporations Centre,
Road Town, Tortola, British Virgin Islands
|
providing investment advisory services
|
CSOF III
|
Codan Trust Company (Cayman) Limited,
Cricket Square, Hutchins Drive, P.O. Box 2681,
Grand Cayman, KY1-1111, Cayman Islands
|
acquiring, holding and disposing of interests in various companies for investment purposes
|
Accurate Global
|
P.O. Box 957, Offshore Incorporations Centre,
Road Town, Tortola, British Virgin Islands
|
acquiring, holding and disposing of interests in various companies for investment purposes
|
Advanced Orient
|
P.O. Box 957, Offshore Incorporations Centre,
Road Town, Tortola, British Virgin Islands
|
acquiring, holding and disposing of interests in various companies for investment purposes
|
CE GP
|
Campbell Corporate Services Limited, 4th Floor,
Scotia Centre, P.O. Box 268 George Town,
Grand Cayman, KY1-1104, Cayman Islands
|
acquiring, holding and disposing of interests in various companies for investment purposes
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 19
|
Reporting Person
|
Address
|
Principal business
|
CFIM
|
Unit 503, Tower 2 Lippo Centre,
89 Queensway, Hong Kong
|
providing investment advisory services
|
CSOF
|
Campbell Corporate Services Limited, 4th Floor,
Scotia Centre, P.O. Box 268,
George Town, KY1-1104, Grand Cayman
|
acquiring, holding and disposing of interests in various companies for investment purposes
|
CSOF Technology Investments
|
P.O. Box 957, Offshore Incorporations Centre,
Road Town, Tortola, British Virgin Islands
|
acquiring, holding and disposing of interests in various companies for investment purposes
|
Item 3.
|
Source and Amount of Funds or Other Consideration.
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 20
|
Item 4.
|
Purpose of Transaction.
|
Item 5.
|
Interest in Securities of the Issuer.
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 21
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 22
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 23
|
Item 7.
|
Material to be Filed as Exhibits.
|
Exhibit 1
|
Joint Filing Agreement by and between the Reporting Persons, dated June 17, 2013
|
Exhibit 2
|
SPA by and between the Seller, Accurate Global, Advanced Orient and Liu Tianwen, dated May 23, 2013
|
Exhibit 3
|
Letter Agreement by and between the Seller, Accurate Global, Advanced Orient, Liu Tianwen and Tekventure, dated June 14, 2013
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 24
|
Name
|
Title | Citizenship |
Tang Shuangning
|
Chairman of the Board of Directors
|
Chinese
|
Zang Qiutao
|
Deputy Chairman
|
Chinese
|
Chen Shuang
|
Chief Executive Officer
|
Chinese
|
Tang Chi Chun, Richard
|
Chief Financial Officer
|
British
|
Tsang Sui Cheong, Frederick
|
Chief Risk Officer
|
Chinese HKSAR
|
Jiang Yuanzhi
|
Executive Director
|
Chinese
|
Wang Weimin
|
Non-executive Director
|
Chinese
|
Seto Gin Chung, John
|
Independent Non-executive Director
|
Chinese HKSAR
|
Lin Zhijun
|
Independent Non-executive Director
|
Canadian
|
Chung Shui Ming, Timpson
|
Independent Non-executive Director
|
Chinese HKSAR
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 25
|
Name
|
Title | Citizenship |
He Ling
|
Director
|
Chinese
|
Liu Cheng
|
Director
|
Chinese HKSAR
|
Tang Chi Chun, Richard
|
Director
|
British
|
Ip Kun Wan
|
Director
|
Australian
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 26
|
Name
|
Title | Citizenship |
Chen Shuang
|
Director
|
Chinese
|
Tang Chi Chun, Richard
|
Director
|
British
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 27
|
Name
|
Title | Citizenship |
He Ling
|
Director
|
Chinese
|
Liu Cheng
|
Director
|
Chinese HKSAR
|
Ip Kun Wan
|
Director
|
Australian
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 28
|
Name
|
Title | Citizenship |
He Ling
|
Director
|
Chinese
|
Pearce James Griffith
|
Director
|
Irish |
Ip Kun Wan
|
Director
|
Australian
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 29
|
Name
|
Title | Citizenship |
Lu Feng
|
Director
|
Chinese
|
Liu Cheng
|
Director
|
Chinese HKSAR
|
Ip Kun Wan
|
Director
|
Australian
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 30
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 31
|
Name
|
Title | Citizenship |
Liu Cheng
|
Director
|
Chinese HKSAR
|
Ip Kun Wan
|
Director
|
Australian
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 32
|
Name
|
Title | Citizenship |
Chen Shuang
|
Director
|
Chinese
|
Tang Chi Chun, Richard
|
Director
|
British
|
Tsang Sui Cheong, Frederick
|
Director
|
Chinese HKSAR
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 33
|
Name
|
Title | Citizenship |
Lu Feng
|
Director
|
Chinese
|
Liu Cheng
|
Director
|
Chinese HKSAR
|
Ip Kun Wan
|
Director
|
Australian
|
He Ling
|
Director
|
Chinese
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 34
|
Name
|
Title | Citizenship |
Liu Cheng
|
Director
|
Chinese HKSAR
|
Ip Kun Wan
|
Director
|
Australian
|
He Ling
|
Director
|
Chinese
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 35
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 36
|
Name
|
Title | Citizenship |
Liu Cheng
|
Director
|
Chinese HKSAR
|
Ip Kun Wan
|
Director
|
Australian
|
Tang Chi Chun, Richard
|
Director
|
British
|
CUSIP No. 46489B108
|
SCHEDULE 13D |
Page 37
|
China Everbright Limited
|
|||
|
By:
|
/s/ Tang Chi Chun, Richard | |
Name: Tang Chi Chun, Richard | |||
Title: Authorized Signatory | |||
China Everbright Investment Management Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
Windsor Venture Limited
|
|||
|
By:
|
/s/ Tang Chi Chun, Richard | |
Name: Tang Chi Chun, Richard | |||
Title: Authorized Signatory | |||
Forebright Partners Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
CSOF III GP Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
Forebright Advisors Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
China Special Opportunities Fund III, L.P.
|
|||
By CSOF III GP Limited, its general partner | |||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
Accurate Global Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
Advanced Orient Limited
|
|||
|
By:
|
/s/ Tang Chi Chun, Richard | |
Name: Tang Chi Chun, Richard | |||
Title: Authorized Signatory | |||
China Everbright GP Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
China Forebright Investment Management Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
China Special Opportunities Fund, L.P.
|
|||
By China Everbright GP Limited, its general partner | |||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
CSOF Technology Investments Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
China Everbright Limited
|
|||
|
By:
|
/s/ Tang Chi Chun, Richard | |
Name: Tang Chi Chun, Richard | |||
Title: Authorized Signatory | |||
China Everbright Investment Management Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
Windsor Venture Limited
|
|||
|
By:
|
/s/ Tang Chi Chun, Richard | |
Name: Tang Chi Chun, Richard | |||
Title: Authorized Signatory | |||
Forebright Partners Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
CSOF III GP Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
Forebright Advisors Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
China Special Opportunities Fund III, L.P.
|
|||
By CSOF III GP Limited, its general partner | |||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
Accurate Global Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
Advanced Orient Limited
|
|||
|
By:
|
/s/ Tang Chi Chun, Richard | |
Name: Tang Chi Chun, Richard | |||
Title: Authorized Signatory | |||
China Everbright GP Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
China Forebright Investment Management Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
China Special Opportunities Fund, L.P.
|
|||
By China Everbright GP Limited, its general partner | |||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
CSOF Technology Investments Limited
|
|||
|
By:
|
/s/ Ip Kun Wan | |
Name: Ip Kun Wan | |||
Title: Authorized Signatory | |||
SELLER:
|
||||
ASIAVEST OPPORTUNITIES FUND IV
|
||||
By:
|
/s/ T.J. Huang | |||
Name: | T. J. Huang | |||
Title: | Director |
PURCHASERS:
|
|||
ACCURATE GLOBAL LIMITED
|
|||
By:
|
/s/ Ip Kun Wan | ||
Name: | Ip Kun Wan | ||
Title: |
Director
|
||
ADVANCED ORIENT LIMITED
|
|||
By:
|
/s/ Tang Chi Chun, Richard | ||
Name: | Tang Chi Chun, Richard | ||
Title: |
Director
|
||
LIU TIANWEN
|
|||
/s/ Liu Tianwen | |||
Purchaser
|
Number of Transaction Shares for each Purchaser
|
Purchase Price for each Purchaser
|
Accurate Global Limited
|
23,971,039
|
US$10,786,968
|
Advanced Orient Limited
|
11,584,517
|
US$5,213,033
|
Liu Tianwen
|
4,444,444
|
US$2,000,000
|
State Street Bank & Trust Co., Boston
Routing No. 011000028
For Account of: AsiaVest Opportunities Fund IV
A/c No. 0047-042-7
Reference: Fund ivo2
|
|
ASIAVEST OPPORTUNITIES FUND IV
|
||
By:
|
/s/ T. J. Huang | |
Name: | T. J. Huang | |
Title: | Director | |
ACCURATE GLOBAL LIMITED
|
||
By:
|
/s/ Ip Kun Wan | |
Name: | Ip Kun Wan | |
Title: | Director | |
ADVANCED ORIENT LIMITED
|
||
By:
|
/s/ Tang Chi Chun | |
Name: | Tang Chi Chun | |
Title: | Director | |
LIU TIANWEN
|
|
/s/ Liu Tianwen | |
TEKVENTURE LIMITED
|
||
By:
|
/s/ Liu Tianwen | |
Name: | Liu Tianwen | |
Title: | Authorised Signatory | |
Purchaser
|
Number of Transaction Shares for each Purchaser
|
Purchase Price for each Purchaser
|
Accurate Global Limited
|
19,476,469
|
US$8,764,411
|
Advanced Orient Limited
|
9,412,421
|
US$4,235,589
|