SEC Form 4 · accession 0001209191-18-047296
CHINA AUTOMOTIVE SYSTEMS INC · CAAS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stanley Morgan
Other
Period of report
Aug 16, 2018
Accepted (ET)
Aug 17, 2018 · 3:12 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001157762
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.0001 per shareF1,F2,F3 | holding | — | — | — | 2,804 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Morgan Stanley and Mr. Hanlin Chen submitted a notice of withdrawal to the special committee of the board of directors of the Issuer on August 16, 2018, which notified the Issuer that such parties had determined to withdraw the preliminary non-binding proposal (the "Proposal") to acquire all outstanding shares of common stock of the Company not owned by the Mr. Hanlin Chen and his affiliates, including Wiselink Holdings Limited, a company controlled by Mr. Hanlin Chen, and Ms. Liping Xie, his wife, in a going-private transaction, with immediate effect.
- F2Morgan Stanley may be deemed to beneficially own 2,804 shares of Common Stock (the "Reporting Units Shares") held by its operating units (collectively, the "MS Reporting Units"). In accordance with Securities and Exchange Commission Release No. 34-39538 (January 12, 1998) (the "Release"), this filing reflects the securities beneficially owned by the MS Reporting Units of Morgan Stanley and its subsidiaries and affiliates (collectively, "MS Group"). This filing does not reflect securities, if any, beneficially owned by any affiliates or operating units of MS Group whose ownership of securities is disaggregated from that of the MS Reporting Units in accordance with the Release. Neither the filing of this Form 4 nor any of its contents shall be deemed to constitute an admission by MS Group that it is the beneficial owner of any of such Reporting Units Shares beneficially owned by (i) any client accounts with respect to which the MS Reporting Units or (continued in footnote 3)
- F3their employees have voting or investment discretion, or both, and (ii) certain investment entities of which the MS Reporting Units act as the general partner, managing general partner or other manager, to the extent interests in such entities are held by persons other than the MS Reporting Units, for purposes of Section 16 of the Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed.
Remarks
Upon withdrawal of the Proposal, Morgan Stanley and Mr. Hanlin Chen have ceased to be considered members of a group for purposes of Rule 16a (1) under the Securities Exchange Act of 1934. Neither the filing of this Form 4 nor any of its contents shall be deemed to constitute an admission by Morgan Stanley that it is the beneficial owner of any of such Common Stocks for purposes of Section 16 of the Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed.