UNIVERSAL ELECTRONICS INC — Major Shareholding Notification 2012

Feb 8, 2012

SC 13G/A 1 d296699dsc13ga.htm AMENDMENT NO. 1 TO SCHEDULE 13G Amendment No. 1 to Schedule 13G

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 13G

(Rule 13d-102)

Under the Securities Exchange Act of 1934

(Amendment No. 1)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 204.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO § 204.13d-2.

Universal Electronics Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

913483103

(CUSIP Number)

December 31, 2011

(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)

x Rule 13d-1(c)

¨ 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 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 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).

CUSIP No. 913483103

1.	NAMES OF REPORTING PERSONS CG International Holdings Limited
2.	CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP* (a) x (b) ¨
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 -0-
	7.	SOLE DISPOSITIVE POWER -0-
	8.	SHARED DISPOSITIVE POWER -0-
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -0-
10.	CHECK IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
11.	PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW (9) 0%
12.	TYPE OF REPORTING
PERSON* FI

• SEE INSTRUCTIONS

1.	NAMES OF REPORTING PERSONS Pacific Cyberworks Limited
2.	CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP* (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 -0-
	7.	SOLE DISPOSITIVE POWER -0-
	8.	SHARED DISPOSITIVE POWER -0-
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -0-
10.	CHECK IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
11.	PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW (9) 0%
12.	TYPE OF REPORTING
PERSON* FI

• SEE INSTRUCTIONS

1.	NAMES OF REPORTING PERSONS Luen Hung Thomas Lau
2.	CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP* (a) x (b) ¨
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF
ORGANIZATION Canadian
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER -0-
	6.	SHARED VOTING POWER -0-
	7.	SOLE DISPOSITIVE POWER -0-
	8.	SHARED DISPOSITIVE POWER -0-
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -0-
10.	CHECK IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES* ¨
11.	PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW (9) 0%
12.	TYPE OF REPORTING
PERSON* IN

• SEE INSTRUCTIONS

Item 1	(a).	Name of Issuer:
		The name of the issuer is Universal Electronics Inc. (the “Company”).
Item 1	(b).	Address of Issuer’s Principal Executive Offices:
		The Company’s principal executive offices are located at 6101 Gateway Drive, Cypress, California 90630.
Item 2	(a).	Name of Person Filing:
		This statement is filed by:
		(i)	CG International Holdings Limited (“CGI”), an exempted company incorporated in the Cayman Islands under the Companies Law with limited liability, with
respect to the shares of Common Stock directly owned by it;
		(ii)	Pacific Cyberworks Limited (“PCL”), a company incorporated in the British Virgin Islands with limited liability, which owns 65.017% of the equity of CGI,
with respect to the shares of Common Stock directly owned by CGI; and
		(iii)	Mr. Lau, who owns 100% of the equity of PCL, with respect to the shares of Common Stock directly owned by CGI.
		The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons.”
Item 2	(b).	Address of Principal Business Office, or if none, Residence:
		The address of the principal business office of CGI, PCL and Mr. Lau is c/o 20/F, East Point Centre, 555 Hennessy Road, Hong
Kong.
Item 2	(c).	Citizenship:
		CGI is an exempted company incorporated in the Cayman Islands under the Companies Law with limited liability. PCL is a company
incorporated in the British Virgin Islands with limited liability. Mr. Lau is a Canadian citizen.
Item 2	(d).	Title of Class of Securities:
		Common Stock, par value $0.01 per share
Item 2	(e).	CUSIP Number:
		913483103
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:
	Not applicable.

Item 4.	Ownership:
	The Reporting Persons’ ownership is as follows:
	(a)	Amount beneficially owned:
		-0-
	(b)	Percent of class:
		0%
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote:
			-0-
		(ii)	Shared power to vote or to direct the vote:
			-0-
		(iii)	Sole power to dispose or to direct the disposition of:
			-0-
		(iv)	Shared power to dispose or to direct the disposition of:
			-0-
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. x
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.
Item 10.	Certification:
	Each of the Reporting Persons hereby makes the following certification:
	By signing below we certify that, to the best of our 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 our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.

Dated: February 6, 2012

CG INTERNATIONAL HOLDINGS LTD
By:	/ S / P O W AN I VY L AM
Name:	Po Wan Ivy Lam
Title:	Director
Pacific Cyberworks Limited
By:	/ S / L UEN H UNG T HOMAS L AU
Name:	Luen Hung Thomas Lau
Title:	Director
Luen Hung Thomas Lau
By:	/ S / L UEN H UNG T HOMAS L AU