UNITED
STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
SCHEDULE 13D/A
Under the Securities Exchange Act of
1934
(Amendment No.
3)*
China
Yuchai International Limited
(Name of
Issuer)
Common
Stock
(Title of
Class of Securities)
G21082105
(CUSIP
Number)
Shah
Capital Management, Inc.
8601 Six
Forks Road, Suite 630
Raleigh,
NC 27615
(919)
719-6360
December
3, 2009
(Date of
Event which Requires Filing of this Statement)
If the
filing person has previously filed a statement on Schedule 13G to report the
acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following
box. o
Note:
Schedules filed in paper format shall include a signed original and five copies
of the schedule, including all exhibits. See Rule 13d-7 for other parties to
whom copies are to be sent.
* 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).
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CUSIP
No. G21082105
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Schedule
13D/A
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Page
1 of 2
Pages
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Item
7. Material to be filed as Exhibits.
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Exhibit
99.1
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Trading
data of the transactions in securities of China Yuchai International
Limited by Shah Capital Management, Inc., Shah Capital
Opportunity Fund, L.P. (formerly Shah Capital Fund, L.P.) and Mr. Himanshu
Shah that were effected since the Schedule 13D filing on November 24,
2008.
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CUSIP
No. G21082105
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Schedule
13D/A
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Page 2
of
2
Pages
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SIGNATURES
After
reasonable inquiry and to the best of each of the undersigned’s knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
Date:
December 3, 2009
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SHAH
CAPITAL OPPORTUNITY FUND, L.P.
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By:
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Shah
Capital Management, Inc., its
General Partner
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By:
Name:
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/s/ Himanshu
Shah
Himanshu
Shah
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President
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SHAH
CAPITAL MANAGEMENT, INC.
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By:
Name:
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/s/
Himanshu Shah
Himanshu
Shah
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President
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/s/
Himanshu Shah
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Himanshu
Shah
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Exhibit
99.1
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Name
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Buy/Sell
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Security
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Trade
Date
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Quantity
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Trade
Amount
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Price
Per Share
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Shah
Capital Fund, LP*
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Sell
Short
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January
Put @ 5
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12/18/2008
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136
Contracts
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** | $ | 15,333.91 | $ | 1.14 | ||||||
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Himanshu
Shah
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Sell
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Common
Stock
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12/19/2008
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10,000 | $ | 42,000.00 | $ | 4.20 | |||||||
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Shah
Capital Fund, LP*
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Buy
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Common
Stock
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1/13/2009
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49,520 | $ | 208,172.00 | $ | 4.20 | |||||||
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Shah
Capital Fund, LP*
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Buy
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Common
Stock
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1/16/2009
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13,600 | ** | $ | 68,000.00 | $ | 5.00 | ||||||
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Shah
Capital Fund, LP*
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Sell
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Common
Stock
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4/16/2009
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56,667 | $ | 410,836.00 | $ | 7.25 | |||||||
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Shah
Capital Fund, LP*
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Sell
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Common
Stock
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4/24/2009
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953 | $ | 6,337.00 | $ | 6.65 | |||||||
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Shah
Capital Fund, LP*
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Sell
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Common
Stock
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4/30/2009
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8,500 | $ | 64,600.00 | $ | 7.60 | |||||||
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Shah
Capital Fund, LP*
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Sell
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Common
Stock
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5/11/2009
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17,000 | $ | 144,500.00 | $ | 8.50 | |||||||
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Shah
Capital Fund, LP*
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Buy
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October
Call @ 7.5
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8/25/2009
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500
Contracts
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*** | $ | 105,500.00 | $ | 2.10 | ||||||
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Shah
Capital Fund, LP*
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Buy
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Common
Stock
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9/29/2009
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7,000 | $ | 60,252.50 | $ | 8.60 | |||||||
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Shah
Capital Fund, LP*
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Buy
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Common
Stock
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10/16/2009
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50,000 | *** | $ | 376,000.00 | $ | 7.52 | ||||||
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Shah
Capital Fund, LP*
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Sell
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Common
Stock
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11/11/2009
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64,307 | $ | 1,006,405.00 | $ | 15.65 | |||||||
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Shah
Capital Fund, LP*
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Sell
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Common
Stock
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11/16/2009
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5,593 | $ | 90,047.00 | $ | 16.10 | |||||||
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Shah
Capital Management, Inc.
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Sell
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Common
Stock
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11/16/2009
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56,709 | $ | 924,923.79 | $ | 16.31 | |||||||
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Shah
Capital Management, Inc.
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Sell
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Common
Stock
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11/17/2009
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78,996 | $ | 1,269,465.72 | $ | 16.07 | |||||||
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*
Shah Capital Fund, LP is now known as Shah Capital Opportunity Fund,
LP
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**
January Puts sold short on 12/18/2008 were assigned for purchase on
1/16/2009
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***
October Calls purchased on 8/25/2009 were exercised on
10/16/2009
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All
of the transactions shown above were effected in open market transactions
on the New York Stock Exchange.
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December
3, 2009
Office of
Mergers and Acquisitions
Division
of Corporation Finance
Attention:
Mr. David Orlic, Attorney-Advisor
U.S.
Securities and Exchange Commission
Washington,
DC 20549
Re: Schedule 13D/A of
Shah Capital Management, Inc. (“SCM”)
Ladies
and Gentlemen:
We have prepared this letter at the
request and on behalf of our client SCM to follow up on our conversation with
Mr. David Orlic on December 1, 2009. Attached please find an amendment
(“Amendment No. 3”) to the Schedule 13D/A filed by SCM on November 27, 2009.
Amendment No. 3 amends Exhibit 99.1 of the prior filing to describe all of the
transactions in securities of China Yuchai International Limited by SCM, Shah
Capital Opportunity Fund, L.P. (formerly Shah Capital Fund, L.P.) and Mr.
Himanshu Shah from the date of SCM’s original Schedule 13D filing on November
24, 2008 to the present.
SCM
acknowledges that it is responsible for the adequacy and accuracy of the
disclosure in its filings, that Staff comments or changes to disclosure in
response to Staff comments do not foreclose the Commission from taking any
action with respect to the filings, and that SCM may not assert Staff comments
as a defense in any proceeding initiated by the Commission or any person under
the federal securities laws of the United States.
As
discussed in our previous correspondence, SCM is mindful of the broad nature of
its obligations under Schedule 13D and is committed to full compliance
therewith.
Please do
not hesitate to call me if you have any questions or if you wish to discuss this
matter further.
Sincerely,
/s/ Jeffrey T. Skinner
Jeffrey T. Skinner, Esq.
Cc: Ms.
Chaya Rao
Mr.
Himanshu Shah
Matthew Chambers,
Esq.