-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Bsb+K5xCsUvCqa8omnfVtsZfLZPrtaPEsPxdohPyTWNXcFfegAPD1joDEMis352X lZF99adKzaYLikpyRphkVQ== 0000902664-08-002196.txt : 20080612 0000902664-08-002196.hdr.sgml : 20080612 20080612165952 ACCESSION NUMBER: 0000902664-08-002196 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080409 FILED AS OF DATE: 20080612 DATE AS OF CHANGE: 20080612 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Yongye Biotechnology International, Inc. CENTRAL INDEX KEY: 0001398551 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE CHEMICALS [2870] IRS NUMBER: 208051010 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3195 UPPER LEVEL RD. #182 CITY: ROBSON STATE: A1 ZIP: VOG 1XO BUSINESS PHONE: 604-720-4393 MAIL ADDRESS: STREET 1: 3195 UPPER LEVEL RD. #182 CITY: ROBSON STATE: A1 ZIP: VOG 1XO FORMER COMPANY: FORMER CONFORMED NAME: Golden Tan, Inc DATE OF NAME CHANGE: 20070504 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARDSLEY ADVISORY PARTNERS CENTRAL INDEX KEY: 0000900529 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 333-143314 FILM NUMBER: 08896295 BUSINESS ADDRESS: STREET 1: 262 HARBOR DRIVE, 4TH FLOOR CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 203-564-4230 MAIL ADDRESS: STREET 1: 262 HARBOR DRIVE, 4TH FLOOR CITY: STAMFORD STATE: CT ZIP: 06902 3 1 p08-1081form3_ex.xml X0202 3 2008-04-09 0 0001398551 Yongye Biotechnology International, Inc. YGYB 0000900529 ARDSLEY ADVISORY PARTNERS 262 HARBOR DRIVE, 4TH FLOOR STAMFORD CT 06902 0 0 1 0 Common Stock, $0.001 par value ("Common Stock") 3248125 I See Footnote Ardsley Partners Fund II, L.P. ("Ardsley II") and Ardsley Partners Institutional Fund, L.P. ("Ardsley Institutional") are each a Delaware limited partnership located at c/o Ardsley Partners I, 262 Harbor Drive, Stamford, Ct. 06902. Ardsley II directly holds 1,110,000 shares of Common Stock and immediately exercisable warrants for 277,500 shares of Common Stock and Ardsley Institutional directly holds 740,000 shares of Common Stock and immediately exercisable warrants for 185,000 shares of Common Stock. Ardsley Offshore Fund, Ltd., a British Virgin Islands corporation ("Ardsley Offshore"), directly holds 720,000 shares of Common Stock and immediately exercisable warrants for 180,000 shares of Common Stock, and Marion Lynton ("Lynton") holds 28,500 shares of Common Stock and immediately exercisable warrants for 7,125 shares of Common Stock. Ardsley Advisory Partners, a New York general partnership ("Ardsley") serves as investment manager to, and has investment discretion over the securities held by Ardsley Offshore and the Lynton Account, and serves as investment adviser to Ardsley II and Ardsley Institutional. Phillip J. Hempleman and Ardsley Partners I, a New York general partnership ("Ardsley Partners") serve as the general partners of Ardsley II and Ardsley Institutional. Ardsley Partners also serves as the general partner of Ardsley. Philip J. Hempleman, Ardsley and Ardsley Partners each disclaim any beneficial ownership of any of the Issuer's securities to which this Form 3 relates for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except as to such securities in which each such person may be deemed to have an indirect pecuniary interest pursuant to Rule 16a-1(a)(2). *Evidence of Power of Attorney was submitted with the Schedule 13G filed by Ardsley Advisory Partners on February 14, 2006 (Acc-no: 0000902664-06-000895) and is incorporated by reference herein. ARDSLEY PARTNERS FUND II, L.P., BY: ARDSLEY PARTNERS I, GENERAL PARTNER, BY: /s/ Steve Napoli, General Partner 2008-06-12 ARDSLEY PARTNERS INSTITUTIONAL FUND, L.P., BY: ARDSLEY PARTNERS I, GENERAL PARTNER, BY: /s/ Steve Napoli, General Partner 2008-06-12 ARDSLEY OFFSHORE FUND LTD., BY: /s/ Neil Glass, Vice President 2008-06-12 ARDSLEY ADVISORY PARTNERS, BY: ARDSLEY PARTNERS I, GENERAL PARTNER, BY: /s/ Steve Napoli, Genral Partner 2008-06-12 ARDSLEY PARTNERS I, BY: /s/ Steve Napoli, General Partner 2008-06-12 PHILLIP J. HEMPLEMAN, INDIVIDUALLY, BY: /s/ Steve Napoli, As Attorney in fact for Phillip J. Hempleman 2008-06-12 -----END PRIVACY-ENHANCED MESSAGE-----