SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. )
AsiaInfo-Linkage, Inc.
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(Name of Issuer)
Common Stock, $0.01 par value of the Issuer
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(Title of Class of Securities)
04518A104
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(CUSIP Number)
Tim O'Brien
c/o Pine River Capital Management L.P.
601 Carlson Parkway
Suite 330
Minnetonka, MN 55305
p. (612) 238-3300
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 3, 2014
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(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 [ ].
CUSIP No. 04518A104
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1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Pine River Capital Management L.P.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [_]
(b) [x]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [_]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
7. SOLE VOTING POWER
0
8. SHARED VOTING POWER
4,448,650
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
4,448,650
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,448,650
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.1%
14. TYPE OF REPORTING PERSON
IA, PN
CUSIP No. 04518A104
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1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Brian Taylor
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [_]
(b) [x]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [_]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
7. SOLE VOTING POWER
0
8. SHARED VOTING POWER
4,448,650
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
4,448,650
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,448,650
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.1%
14. TYPE OF REPORTING PERSON
IN
CUSIP No. 04518A104
---------
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Item 1. Security and Issuer.
The name of the issuer is AsiaInfo-Linkage, Inc., a Delaware corporation
(the "Issuer"). The address of the Issuer's principal executive offices is 4th
Floor, Zhongdian Information Tower, 6 Zhongguancun South Street, Haidian
District, Beijing 100086, The People's Republic of China.
This schedule relates to the Common Stock, $0.01 par value of the
Issuer ("Shares").
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Item 2. Identity and Background.
(a-c, f) This Schedule 13D is being filed by Pine River Capital Management
L.P., a Delaware limited partnership (the "Investment Manager")
and Brian Taylor, the Manager and President of Pine River Capital Management
LLC, the general partner of the Investment Manager (the "Managing Member")
(each a "Reporting Person" and collectively the "Reporting Persons").
The principal business address of the Investment Manager and the
Managing Member is located at 601 Carlson Parkway, Suite 330,
Minnetonka, MN 55305, United States of America.
(d) Brian Taylor has not, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) None of the Reporting Persons have, during the last five years, been a
party to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding were or are subject to a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, Federal or state securities laws or finding
any violation with respect to such laws.
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Item 3. Source and Amount of Funds or Other Consideration.
As of the date hereof, Pine River Capital Management L.P. may be deemed to
beneficially own 4,448,650 Shares.
As of the date hereof, Brian Taylor may be deemed to beneficially
own 4,448,650 Shares.
No borrowed funds were used to purchase the Shares, other than any
borrowed funds used for working capital purposes in the ordinary course of
business.
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Item 4. Purpose of Transaction.
The Reporting Persons acquired the Shares for investment purposes and in the
ordinary course of business, pursuant to investment strategies, including merger
arbitrage and event driven strategies, because the Reporting Persons believed
that the Shares, when purchased, represented an attractive investment
opportunity.
On May 12, 2013, the Issuer entered into an Agreement and Plan of Merger
(the "Merger Agreement"), by and among the Issuer, Skipper Limited ("Parent")
and Skipper Acquisition Corporation ("Merger Sub"). Under the terms of the
Merger Agreement, Merger Sub will be merged with and into the Issuer, with
the Issuer continuing as the surviving company after the merger as a wholly
owned subsidiary of Parent (the "Merger"). If completed, the proposed Merger
will result in the Issuer becoming a privately-held company and the common
stock of the Issuer will no longer be listed on the NASDAQ Global Market.
The Reporting Persons expect to review from time to time their investment in
the Issuer and may, depending on the market and other conditions: (i) purchase
additional Shares, options or related derivatives in the open market, in
privately negotiated transactions or otherwise and (ii) sell all or a portion
of the Shares, options or related derivatives now beneficially owned or
hereafter acquired by them. Also, consistent with their investment intent,
the Reporting Persons may engage in communications with, among others, one
or more shareholders of the Issuer, one or more officers of the Issuer
and/or one or more members of the board of directors of the Issuer regarding
the Issuer, including its operations, governance and control.
Except as set forth above, none of the Reporting Persons has any plans or
proposals which relate to, or could result in, any of the matters referred to
in paragraphs (a) through (j), inclusive, of the instructions to Item 4 of
Schedule 13D. The Reporting Persons may, at any time and from time to time,
review or reconsider their position and/or change their purpose and/or
formulate plans or proposals with respect thereto.
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Item 5. Interest in Securities of the Issuer.
(a, b) As of the date hereof, Pine River Capital Management L.P. may be
deemed to be the beneficial owner of 4,448,650 Shares, or 6.1% of the Shares
of the Issuer, based upon the 73,027,512 Shares issued and outstanding
according to the 10-Q of the Issuer filed November 8, 2013.
Pine River Capital Management L.P. has the sole power to vote or direct the
vote of 0 Shares to which this filing relates; shares the power to vote or
direct the vote of the 4,448,650 Shares; has the sole power to dispose or
direct the disposition of 0 Shares; and shares the power to dispose or direct
the disposition of the 4,448,650 Shares to which this filing relates.
Pine River Capital Management L.P. specifically disclaims beneficial
ownership in the Shares reported herein except to the extent of its pecuniary
interest therein.
(a, b) As of the date hereof, Brian Taylor may be deemed to be the
beneficial owner of 4,448,650 Shares, or 6.1% of the Shares of the Issuer,
based upon the 73,027,512 Shares issued and outstanding according to the 10-Q
of the Issuer filed November 8, 2013.
Brian Taylor has the sole power to vote or direct the vote of 0 Shares to
which this filing relates; shares the power to vote or direct the vote of the
4,448,650 Shares; has the sole power to dispose or direct the disposition of 0
Shares; and shares the power to dispose or direct the disposition of the
4,448,650 Shares to which this filing relates.
Brian Taylor specifically disclaims beneficial ownership in the Shares
reported herein except to the extent of his pecuniary interest therein.
The Shares were acquired for investment purposes. The Reporting Persons may
acquire additional Shares, dispose of all or some of these Shares from time to
time, in each case purchased in a private transaction with the Issuer, block
sales or purchases or otherwise, or may continue to hold the Shares. Moreover,
the Reporting Persons may engage in any or all of the items discussed in Item 4
above.
(c) See Exhibit B for schedule of transactions.
(d) Inapplicable
(e) Inapplicable
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Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
The Reporting Persons do not have any contract, arrangement, understanding
or relationship with any person with respect to the Shares.
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Item 7. Material to be Filed as Exhibits.
Exhibit A: Joint Filing Agreement
Exhibit B: Schedule of Transactions in the Shares of the Issuer
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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.
January 13, 2014
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(Date)
Pine River Capital Management L.P.
By: Pine River Capital Management LLC,
General Partner
By: /s/ Brian Taylor
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Name: Brian Taylor
Title: Manager and President of the General
Partner
/s/ Brian Taylor
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Brian Taylor
Attention. Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).
Exhibit A
AGREEMENT
The undersigned agree that this Schedule 13D, dated January 13, 2014 relating
to the Common Stock, $0.01 par value of AsiaInfo-Linkage, Inc. shall be filed
on behalf of the undersigned.
Pine River Capital Management L.P.
By: Pine River Capital Management LLC,
General Partner
By: /s/ Brian Taylor
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Name: Brian Taylor
Title: Manager and President of the General
Partner
/s/ Brian Taylor
-----------------------------------------------
Brian Taylor
Exhibit B
TRANSACTIONS IN THE SHARES OF THE ISSUER
DURING THE PAST 60 DAYS
The following table sets forth all transactions in the
Shares effected by any of the Reporting Persons during the past
60 days.
Trans Quantity Price Trade Date Settlement Date
Type
Buy 2000 11.598685 11-Nov-13 14-Nov-13
Buy 3400 11.59868824 11-Nov-13 14-Nov-13
Buy 1800 11.59868889 11-Nov-13 14-Nov-13
Buy 12800 11.59868672 11-Nov-13 14-Nov-13
Buy 1600 11.59418125 12-Nov-13 15-Nov-13
Buy 2800 11.59418214 12-Nov-13 15-Nov-13
Buy 1700 11.59418235 12-Nov-13 15-Nov-13
Buy 11300 11.59418319 12-Nov-13 15-Nov-13
Buy 300 11.57156667 12-Nov-13 15-Nov-13
Buy 500 11.57156 12-Nov-13 15-Nov-13
Buy 300 11.57156667 12-Nov-13 15-Nov-13
Buy 2000 11.57156 12-Nov-13 15-Nov-13
Buy 300 11.64133333 15-Nov-13 20-Nov-13
Buy 600 11.64133333 15-Nov-13 20-Nov-13
Buy 400 11.641325 15-Nov-13 20-Nov-13
Buy 2498 11.6413293 15-Nov-13 20-Nov-13
Buy 1800 11.63242222 18-Nov-13 21-Nov-13
Buy 3200 11.63242188 18-Nov-13 21-Nov-13
Buy 2000 11.63242 18-Nov-13 21-Nov-13
Buy 12900 11.63242016 18-Nov-13 21-Nov-13
Buy 2100 11.59989048 18-Nov-13 21-Nov-13
Buy 3700 11.59988919 18-Nov-13 21-Nov-13
Buy 2300 11.59988696 18-Nov-13 21-Nov-13
Buy 15100 11.59988808 18-Nov-13 21-Nov-13
Buy 15500 11.63482323 19-Nov-13 22-Nov-13
Buy 5000 11.58117 19-Nov-13 22-Nov-13
Buy 10000 11.640028 20-Nov-13 25-Nov-13
Buy 1800 11.6116 20-Nov-13 25-Nov-13
Buy 100 11.6316 21-Nov-13 26-Nov-13
Buy 200 11.6316 21-Nov-13 26-Nov-13
Buy 1500 11.63162667 21-Nov-13 26-Nov-13
Buy 2900 11.66165172 25-Nov-13 29-Nov-13
Buy 5700 11.66164912 25-Nov-13 29-Nov-13
Buy 2600 11.66165 26-Nov-13 2-Dec-13
Buy 4659 11.66165057 26-Nov-13 2-Dec-13
Sell 3200 11.66022813 29-Nov-13 4-Dec-13
Sell 7436 11.6602284 29-Nov-13 4-Dec-13
Sell 1800 11.66022778 29-Nov-13 4-Dec-13
Sell 500 11.66832 29-Nov-13 4-Dec-13
Sell 900 11.66832222 29-Nov-13 4-Dec-13
Sell 500 11.66832 29-Nov-13 4-Dec-13
Sell 3011 11.6683195 29-Nov-13 4-Dec-13
Sell 15200 11.64144671 2-Dec-13 5-Dec-13
Sell 34000 11.64144706 2-Dec-13 5-Dec-13
Sell 9200 11.64144674 2-Dec-13 5-Dec-13
Sell 600 11.64145 2-Dec-13 5-Dec-13
Sell 33800 11.62306538 3-Dec-13 6-Dec-13
Sell 81600 11.6230652 3-Dec-13 6-Dec-13
Sell 20100 11.62306517 3-Dec-13 6-Dec-13
Sell 5000 11.623066 3-Dec-13 6-Dec-13
Sell 6400 11.6 4-Dec-13 9-Dec-13
Sell 12000 11.6 4-Dec-13 9-Dec-13
Sell 5800 11.6 4-Dec-13 9-Dec-13
Sell 27782 11.6 4-Dec-13 9-Dec-13
Sell 100 11.6184 5-Dec-13 10-Dec-13
Buy 4883 11.86044927 9-Dec-13 12-Dec-13
Buy 9554 11.86044844 9-Dec-13 12-Dec-13
Buy 14437 11.86044872 9-Dec-13 12-Dec-13
Buy 5498 11.78707519 10-Dec-13 13-Dec-13
Buy 8000 11.757345 10-Dec-13 13-Dec-13
Buy 4883 11.83762675 10-Dec-13 13-Dec-13
Buy 9554 11.83762541 10-Dec-13 13-Dec-13
Buy 14437 11.83762586 10-Dec-13 13-Dec-13
Buy 400 11.77175 12-Dec-13 17-Dec-13
Buy 1500 11.77176 12-Dec-13 17-Dec-13
Buy 2266 11.77176081 12-Dec-13 17-Dec-13
Sell 100 11.988 16-Dec-13 19-Dec-13
Sell 100 11.988 16-Dec-13 19-Dec-13
Sell 100 11.988 16-Dec-13 19-Dec-13
Sell 700 11.988 16-Dec-13 19-Dec-13
Sell 3600 11.94344444 16-Dec-13 19-Dec-13
Sell 3500 11.94344571 16-Dec-13 19-Dec-13
Sell 5100 11.9434451 16-Dec-13 19-Dec-13
Sell 7830 11.94344342 16-Dec-13 19-Dec-13
Sell 10800 11.92436389 17-Dec-13 20-Dec-13
Sell 10500 11.92436381 17-Dec-13 20-Dec-13
Sell 15000 11.924364 17-Dec-13 20-Dec-13
Sell 22500 11.92436356 17-Dec-13 20-Dec-13
Sell 100 11.938 18-Dec-13 23-Dec-13
Sell 100 11.938 18-Dec-13 23-Dec-13
Sell 100 11.938 18-Dec-13 23-Dec-13
Sell 700 11.93807143 18-Dec-13 23-Dec-13
Sell 3700 11.91877027 18-Dec-13 23-Dec-13
Sell 4900 11.91876939 18-Dec-13 23-Dec-13
Sell 4500 11.91876889 18-Dec-13 23-Dec-13
Sell 28300 11.91876926 18-Dec-13 23-Dec-13
Buy 16928 11.95200024 20-Dec-13 26-Dec-13
Buy 22891 11.95199991 20-Dec-13 26-Dec-13
Buy 19847 11.9519998 20-Dec-13 26-Dec-13
Buy 140334 11.95200001 20-Dec-13 26-Dec-13
Buy 9500 11.952 23-Dec-13 27-Dec-13
Buy 12900 11.952 23-Dec-13 27-Dec-13
Buy 11100 11.952 23-Dec-13 27-Dec-13
Buy 78788 11.95200005 23-Dec-13 27-Dec-13
Buy 5400 11.952 24-Dec-13 30-Dec-13
Buy 7300 11.952 24-Dec-13 30-Dec-13
Buy 6300 11.952 24-Dec-13 30-Dec-13
Buy 44076 11.95199995 24-Dec-13 30-Dec-13
Buy 7700 11.932 26-Dec-13 31-Dec-13
Buy 10400 11.932 26-Dec-13 31-Dec-13
Buy 9000 11.932 26-Dec-13 31-Dec-13
Buy 63855 11.932 26-Dec-13 31-Dec-13
Buy 25506 11.95139992 26-Dec-13 31-Dec-13
Buy 34467 11.95139988 26-Dec-13 31-Dec-13
Buy 30136 11.95139993 26-Dec-13 31-Dec-13
Buy 209891 11.95140004 26-Dec-13 31-Dec-13
Buy 25500 11.9296 27-Dec-13 2-Jan-14
Buy 34500 11.9296 27-Dec-13 2-Jan-14
Buy 30000 11.9296 27-Dec-13 2-Jan-14
Buy 210000 11.9296 27-Dec-13 2-Jan-14
Buy 25531 11.93329992 27-Dec-13 2-Jan-14
Buy 34560 11.9333 27-Dec-13 2-Jan-14
Buy 30096 11.93329993 27-Dec-13 2-Jan-14
Buy 209813 11.93330002 27-Dec-13 2-Jan-14
Buy 42500 11.9592 30-Dec-13 3-Jan-14
Buy 57500 11.9592 30-Dec-13 3-Jan-14
Buy 50000 11.9592 30-Dec-13 3-Jan-14
Buy 350000 11.9592 30-Dec-13 3-Jan-14
Buy 42500 11.962 31-Dec-13 6-Jan-14
Buy 57500 11.962 31-Dec-13 6-Jan-14
Buy 50000 11.962 31-Dec-13 6-Jan-14
Buy 350000 11.962 31-Dec-13 6-Jan-14
Buy 42500 11.952 2-Jan-14 7-Jan-14
Buy 57500 11.952 2-Jan-14 7-Jan-14
Buy 50000 11.952 2-Jan-14 7-Jan-14
Buy 350000 11.952 2-Jan-14 7-Jan-14
Buy 21250 11.9564 2-Jan-14 7-Jan-14
Buy 28750 11.9564 2-Jan-14 7-Jan-14
Buy 25000 11.9564 2-Jan-14 7-Jan-14
Buy 175000 11.9564 2-Jan-14 7-Jan-14
Buy 38700 11.952 3-Jan-14 8-Jan-14
Buy 52400 11.952 3-Jan-14 8-Jan-14
Buy 45600 11.952 3-Jan-14 8-Jan-14
Buy 319000 11.952 3-Jan-14 8-Jan-14
Buy 25700 11.952 6-Jan-14 9-Jan-14
Buy 34800 11.952 6-Jan-14 9-Jan-14
Buy 30300 11.952 6-Jan-14 9-Jan-14
Buy 211761 11.95199999 6-Jan-14 9-Jan-14
Buy 12800 11.957 6-Jan-14 9-Jan-14
Buy 17300 11.957 6-Jan-14 9-Jan-14
Buy 15000 11.957 6-Jan-14 9-Jan-14
Buy 104900 11.957 6-Jan-14 9-Jan-14
Buy 5300 11.957 7-Jan-14 10-Jan-14
Buy 7200 11.957 7-Jan-14 10-Jan-14
Buy 6200 11.957 7-Jan-14 10-Jan-14
Buy 43570 11.957 7-Jan-14 10-Jan-14