Amended Statement of Ownership (sc 13g/a)
January 30 2019 - 6:20AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
VIEWRAY, INC.
|
(Name of Issuer)
|
Common Stock, par value US$0.01 per share
|
(Title of Class of Securities)
|
92672L107
|
(CUSIP Number)
|
December 31
,
2018
|
(Date of Event which Requires Filing of this Statement)
|
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
*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 the disclosures provided in a prior cover page.
The information required in 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
).
SCHEDULE 13G
1
|
Names of Reporting Persons
|
Fosun International Limited
|
2
|
Check the appropriate box if a member of a Group (see instructions)
|
(a)
x
(b)
¨
|
3
|
Sec Use Only
|
|
4
|
Citizenship or Place of Organization
|
Hong Kong
|
Number of
Shares
Beneficially
Owned by
Each
Reporting Person
With:
|
5
|
Sole Voting Power
|
0
|
6
|
Shared Voting Power
|
17,889,374
(1)
|
7
|
Sole Dispositive Power
|
0
|
8
|
Shared Dispositive Power
|
17,889,374
(1)
|
9
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
17,889,374
(1)
|
10
|
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
¨
|
11
|
Percent of class represented by amount in row (9)
|
18.4%
(2)
|
12
|
Type of Reporting Person (See Instructions)
|
CO
|
|
|
|
|
|
(1)
|
Number of shares is number of shares of common stock, par value US$0.01 per share (the
“Common Stock”), of Viewray,
Inc. (the “Issuer”), which
includes 16,471,258 shares of
Common Stock and warrants exercisable for 1,418,116
shares of Common Stock of the Issuer.
|
|
(2)
|
This percentage is calculated based on 95,730,214 shares of Common Stock of the Issuer
outstanding as of November 2, 2018
according to the Issuer’s quarterly report on Form 10-Q filed on November 9, 2018 plus warrants exercisable for
1,418,116 shares of Common Stock of the Issuer.
|
SCHEDULE 13G
1
|
Names of Reporting Persons
|
Strong Influence Limited
|
2
|
Check the appropriate box if a member of a Group (see instructions)
|
(a)
x
(b)
¨
|
3
|
Sec Use Only
|
|
4
|
Citizenship or Place of Organization
|
British Virgin Islands
|
Number of
Shares
Beneficially
Owned by
Each
Reporting Person
With:
|
5
|
Sole Voting Power
|
0
|
6
|
Shared Voting Power
|
15,075,540
(1)
|
7
|
Sole Dispositive Power
|
0
|
8
|
Shared Dispositive Power
|
15,075,540
(1)
|
9
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
15,075,540
(1)
|
10
|
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
¨
|
11
|
Percent of class represented by amount in row (9)
|
15.5%
(2)
|
12
|
Type of Reporting Person (See Instructions)
|
CO
|
|
|
|
|
|
(1)
|
Number of shares is number of shares of Common Stock of the Issuer, which includes 13,657,424
shares of
Common Stock
and warrants
exercisable for
1,418,116 shares of
Common Stock of
the Issuer.
|
|
(2)
|
This percentage is calculated based on 95,730,214 shares of Common Stock of the Issuer
outstanding as of November 2, 2018
according to the Issuer’s quarterly report on Form 10-Q filed on November 9, 2018 plus warrants exercisable for
1,418,116 shares of Common Stock of the Issuer.
|
ViewRay, Inc.
|
(b)
|
Address of Issuer’s Principal Executive Offices:
|
2 Thermo Fisher Way
Oakwood Village, Ohio 44146
U.S.A.
|
(a)
|
Name of Person Filing:
|
This Schedule 13G is filed by
Fosun International Limited (“Fosun International”), a company organized under the laws of the Hong Kong Special Administrative
Region of China, and Strong Influence Limited (“Strong Influence”, together with Fousn International, the “Reporting
Persons”), a British Virgin Islands corporation.
Strong Influence is a wholly-owned subsidiary of Fosun
International.
|
(b)
|
Address of Principal Business Office or, if None, Residence:
|
The address of the principal
business office for Fosun International is Room 808, ICBC Tower, 3 Garden Road, Central, Hong Kong. The address of the principal
business office for Strong Influence is Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British
Virgin Islands.
See Item 2(a)
|
(d)
|
Title of Class of Securities:
|
Common Stock, par value US$0.01
per share, of the Issuer
92672L107
|
Item 3.
|
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing
is a:
|
(a)
|
¨
|
Broker or dealer registered under Section 15 of the Act;
|
(b)
|
¨
|
Bank as defined in Section 3(a)(6) of the Act;
|
(c)
|
¨
|
Insurance
company as defined in Section 3(a)(19) of the Act;
|
(d)
|
¨
|
Investment
company registered under Section 8 of the Investment Company Act of 1940;
|
(e)
|
¨
|
An investment
adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
|
(f)
|
¨
|
An employee
benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
|
(g)
|
¨
|
A parent
holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
|
(h)
|
¨
|
A savings
associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
(i)
|
¨
|
A church
plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940;
|
(j)
|
¨
|
A non-U.S.
institution in accordance with Rule 240.13d-1(b)(1)(ii)(J);
|
(k)
|
¨
|
Group, in
accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: ____
|
|
(a)
|
See Item 9 of the cover pages to this Schedule 13G
for the aggregate number of Common Stock that are beneficially owned by each Reporting Person as of December 31, 2018.
|
|
(b)
|
See Item 11 of the cover pages to this Schedule 13G for the percentage of Common Stock that are
beneficially owned by each Reporting Person as of December 31, 2018.
|
|
(c)
|
See Items 5 through 8 of the cover pages to this Schedule 13G for the number of Common Stock
that are beneficially owned by each Reporting Person as of December 31, 2018 as to which there is sole or shared power to vote
or direct the vote, and sole or shared power to dispose or
direct the disposition.
|
|
Item 5.
|
Ownership of Five Percent or Less of a Class.
|
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 five percent
of the class of securities, check the following
¨
.
|
Item 6.
|
Ownership of more than Five Percent on Behalf of Another Person.
|
Not
applicable.
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported
on by the Parent Holding Company or Control Person.
|
Not applicable.
|
Item 8.
|
Identification and Classification of Members of the Group.
|
See Item 2.
|
Item 9.
|
Notice of Dissolution of Group.
|
Not
applicable.
By signing
below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held
for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction having that purpose or effect.
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: January 30, 2019
FOSUN INTERNATIONAL LIMITED
SZE Mei Ming
Company Secretary
STRONG INFLUENCE LIMITED
Yili Kevin XIE
Director
EXHIBIT INDEX
Exhibit No.
|
|
Description
|
|
|
|
99.1
|
|
Joint
Filing Agreement, dated
November 3, 2017 by and between Fosun International
Limited and Strong Influence Limited (incorporated by reference to Exhibit 99.1 to that certain Schedule 13G filed on
November 3, 2017 by the Reporting Persons with the Securities and Exchange Commission
).
|
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