SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
13G
(Rule
13d-102)
Information
to be Included in Statements Filed Pursuant to Rules § 240.13d-1(b),
(c)
and (d)
and Amendments Thereto Filed Pursuant To Rule § 240.13d-2.
Under the
Securities Exchange Act of 1934
(Amendment
No. ____) *
Concord
Medical Services Holdings Limited
(Name of
Issuer)
Ordinary
Shares, par value US$0.0001 per share
(Title of
Class of Securities)
206277
1051
(CUSIP
Number)
December
31, 2009
(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)
[ ] Rule
13d-1(c)
[X] 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
disclosures provided in a prior cover page.
The
information required on 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).
[Continued on following
pages]
1 This
CUSIP number applies to the Issuer’s American Depositary Shares, each
representing three Ordinary Shares.
|
CUSIP
NO. 206277 105
|
Schedule
13G
|
Page 2 of 9
Pages
|
|
1
|
NAME
OF REPORTING PERSON
CAGP
Ltd.
|
||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [
]
(b)
[X]
|
||
|
3
|
SEC
USE ONLY
|
||
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman
Islands
|
||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
0
|
|
|
6
|
SHARED
VOTING POWER
26,172,700
|
||
|
7
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SOLE
DISPOSITIVE POWER
0
|
||
|
8
|
SHARED
DISPOSITIVE POWER
26,172,700
|
||
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING
PERSON
26,172,700
|
||
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES
CERTAIN
SHARES [ ]
|
||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
17.7%
|
||
|
12
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TYPE
OF REPORTING PERSON
CO
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CUSIP
NO. 206277 105
|
Schedule
13G
|
Page 3 of 9
Pages
|
|
1
|
NAME
OF REPORTING PERSON
CAGP
General Partner, L.P.
|
||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [
]
(b) [X]
|
||
|
3
|
SEC
USE ONLY
|
||
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman
Islands
|
||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
0
|
|
|
6
|
SHARED
VOTING POWER
26,172,700
|
||
|
7
|
SOLE
DISPOSITIVE POWER
0
|
||
|
8
|
SHARED
DISPOSITIVE POWER
26,172,700
|
||
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING
PERSON
26,172,700
|
||
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES
CERTAIN
SHARES [ ]
|
||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
17.7%
|
||
|
12
|
TYPE
OF REPORTING PERSON
PN
|
||
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CUSIP
NO. 206277 105
|
Schedule
13G
|
Page 4 of 9
Pages
|
|
1
|
NAME
OF REPORTING PERSON
Carlyle
Asia Growth Partners III, L.P.
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||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [
]
(b) [X]
|
||
|
3
|
SEC
USE ONLY
|
||
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman
Islands
|
||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
0
|
|
|
6
|
SHARED
VOTING POWER
25,169,000
|
||
|
7
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SOLE
DISPOSITIVE POWER
0
|
||
|
8
|
SHARED
DISPOSITIVE POWER
25,169,000
|
||
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING
PERSON
25,169,000
|
||
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES
CERTAIN
SHARES [ ]
|
||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
17.1%
|
||
|
12
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TYPE
OF REPORTING PERSON
PN
|
||
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CUSIP
NO. 206277 105
|
Schedule
13G
|
Page 5 of 9
Pages
|
|
1
|
NAME
OF REPORTING PERSON
CAGP
III Co-Investment, L.P.
|
||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [
]
(b) [X]
|
||
|
3
|
SEC
USE ONLY
|
||
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman
Islands
|
||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
0
|
|
|
6
|
SHARED
VOTING POWER
1,003,700
|
||
|
7
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SOLE
DISPOSITIVE POWER
0
|
||
|
8
|
SHARED
DISPOSITIVE POWER
1,003,700
|
||
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING
PERSON
1,003,700
|
||
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES
CERTAIN
SHARES [ ]
|
||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.7%
|
||
|
12
|
TYPE
OF REPORTING PERSON
PN
|
||
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CUSIP
NO. 206277 105
|
Schedule
13G
|
Page 6 of 9
Pages
|
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ITEM
1(a).
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NAME OF
ISSUER:
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Concord
Medical Services Holdings Limited (the
“Issuer”)
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ITEM
1(b).
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ADDRESS OF ISSUER’S
PRINCIPAL EXECUTIVE OFFICES:
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18/F,
Tower A, Global Trade Center
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36
North Third Ring Road East
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Dongcheng
District, Beijing 100013
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The
People’s Republic of China
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ITEM
2(a).
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NAME OF PERSONS
FILING:
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CAGP
Ltd.
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CAGP
General Partner, L.P.
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Carlyle
Asia Growth Partners III, L.P.
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CAGP
III Co-Investment, L.P.
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ITEM
2(b).
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ADDRESS OF PRINCIPAL
BUSINESS OFFICE, OR, IF NONE,
RESIDENCE:
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For
CAGP Ltd.:
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Walker
House, 87 Mary Street, George Town,
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Grand
Cayman KY1-9002, Cayman Islands
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For CAGP
General Partner, L.P.:
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Walker
House, 87 Mary Street, George Town,
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Grand
Cayman KY1-9002, Cayman Islands
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For Carlyle
Asia Growth Partners III, L.P.:
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Walker
House, 87 Mary Street, George Town,
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Grand
Cayman KY1-9002, Cayman Islands
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For CAGP III
Co-Investment, L.P.:
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Walker House,
87 Mary Street, George Town,
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Grand
Cayman KY1-9002, Cayman Islands
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ITEM
2(c)
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CITIZENSHIP:
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CAGP Ltd. –
Cayman Islands
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CAGP
General Partner, L.P. – Cayman
Islands
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Carlyle
Asia Growth Partners III, L.P. – Cayman
Islands
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CAGP
III Co-Investment, L.P. – Cayman
Islands
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ITEM
2(d).
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TITLE OF CLASS OF
SECURITIES:
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Ordinary
Shares, par value US$0.0001 per
share
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CUSIP
NO. 206277 105
|
Schedule
13G
|
Page 7 of 9
Pages
|
ITEM
2(e). CUSIP
NUMBER:
206277 105
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ITEM
3.
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STATEMENT FILED
PURSUANT TO RULE 13d-1(b) or 13d-2(b) or
(c):
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Not
applicable.
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ITEM
4.
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OWNERSHIP.
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The
following information with respect to the ownership of the Ordinary Shares
of the Issuer by the person filing this statement is provided as of
December 31, 2009. The percentage amount is based on 147,455,500 Ordinary
Shares outstanding as of December 31, 2009, as derived from the Issuer’s
corporate records.
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|
Number
of shares as to which the person has:
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||||||||||||||||||||||||
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Reporting
Person
|
Amount
beneficially owned:
|
Percent
of class:
|
Sole
power to vote or
to
direct
the
vote:
|
Shared
power to vote or to direct
the
vote:
|
Sole
power to dispose or to direct the disposition of:
|
Shared
power to dispose or to direct the disposition of:
|
||||||||||||||||||
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CAGP
Ltd.
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26,172,700 | 17.7 | % | 0 | 26,172,700 | 0 | 26,172,700 | |||||||||||||||||
|
CAGP
General Partner, L.P.
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26,172,700 | 17.7 | % | 0 | 26,172,700 | 0 | 26,172,700 | |||||||||||||||||
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Carlyle
Asia Growth Partners III, L.P.
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25,169,000 | 17.1 | % | 0 | 25,169,000 | 0 | 25,169,000 | |||||||||||||||||
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CAGP
III Co-Investment, L.P.
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1,003,700 | 0.7 | % | 0 | 1,003,700 | 0 | 1,003,700 | |||||||||||||||||
Carlyle
Asia Growth Partners III, L.P. and CAGP III Co-Investment, L.P. together hold in
aggregate a total of 26,172,700 Ordinary Shares of the Issuer. The
general partner of each of Carlyle Asia Growth Partners III, L.P. and CAGP III
Co-Investment, L.P. is CAGP General Partner, L.P., which is in turn managed by
its general partner, CAGP Ltd. CAGP General Partner, L.P. and CAGP
Ltd. may be deemed
to be beneficial owners of the 26,172,700 Ordinary Shares of the Issuer
held by Carlyle Asia Growth Partners III, L.P. and CAGP III Co-Investment,
L.P.
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ITEM
5.
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OWNERSHIP OF FIVE
PERCENT OR LESS OF A CLASS.
|
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If
this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more
than 5 percent of the class of securities, check the
following: [ ]
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CUSIP
NO. 206277 105
|
Schedule
13G
|
Page 8 of 9
Pages
|
|
ITEM
6.
|
OWNERSHIP OF MORE THAN
FIVE PERCENT ON BEHALF OF ANOTHER
PERSON.
|
|
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Not
applicable.
|
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ITEM
7.
|
IDENTIFICATION AND
CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING
REPORTED ON BY THE PARENT HOLDING
COMPANY.
|
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Not
applicable.
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ITEM
8.
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IDENTIFICATION AND
CLASSIFICATION OF MEMBERS OF THE
GROUP.
|
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Not
applicable.
|
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ITEM
9.
|
NOTICE OF DISSOLUTION
OF GROUP.
|
|
|
Not
applicable.
|
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ITEM
10.
|
CERTIFICATION.
|
|
|
Not
applicable.
|
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CUSIP
NO. 206277 105
|
Schedule
13G
|
Page 9 of 9
Pages
|
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.
Dated: February
11, 2010
CAGP
Ltd.
By: /s/ Curtis L.
Buser
Name:
Curtis L. Buser
Title: Director
CAGP
General Partner, L.P.
By: /s/ Curtis L.
Buser
Name:
Curtis L. Buser
Title: Director
Carlyle
Asia Growth Partners III, L.P.
By: /s/ Curtis L.
Buser
Name:
Curtis L. Buser
Title: Director
CAGP
III Co-Investment, L.P.
By: /s/ Curtis L.
Buser
Name:
Curtis L. Buser
Title: Director
Exhibit
99.1
JOINT
FILING AGREEMENT
In accordance with Rule 13d-1(k)(1)
promulgated under the Securities Exchange Act of 1934, the undersigned agree to
the joint filing of a Statement on Schedule 13G (including any and all
amendments thereto) with respect to the Ordinary Shares, par value $0.0001 per
share, of Concord Medical Services Holdings Limited and further agree to the
filing of this agreement as an Exhibit thereto. In addition, each
party to this Agreement expressly authorizes each other party to this Agreement
to file on its behalf any and all amendments to such Statement on Schedule
13G.
CAGP
Ltd.
By: /s/ Curtis L.
Buser
Name:
Curtis L. Buser
Title: Director
CAGP
General Partner, L.P.
By: /s/ Curtis L.
Buser
Name:
Curtis L. Buser
Title: Director
Carlyle
Asia Growth Partners III, L.P.
By: /s/ Curtis L.
Buser
Name:
Curtis L. Buser
Title: Director
CAGP
III Co-Investment, L.P.
By: /s/ Curtis L.
Buser
Name:
Curtis L. Buser
Title: Director