SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No.___)*
 

QIWI plc

(Name of Issuer)
 
 

Class B Shares, no par value

(Title of Class of Securities)
 

74735M108**

(CUSIP Number)
 

May 3, 2012

(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)
ý Rule 13d-1(c)
¨ Rule 13d-1(d)
 
(Page 1 of 8 Pages)

 

______________________________

*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.

**There is no CUSIP number assigned to the Class B Shares. CUSIP number 74735M108 has been assigned to the American Depositary Shares (“ADSs”) of the Company, which are quoted on The NASDAQ Global Select Market under the symbol “QIWI.” Each ADS represents 1 Ordinary Share.

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). 

 

   
CUSIP No. 74735M10813GPage 2 of 8 Pages

 

1

NAME OF REPORTING PERSON

GLG Partners LP

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United Kingdom

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

 

699,605 Class B Shares represented by ADSs

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

 

699,605 Class B Shares represented by ADSs

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

699,605 Class B Shares represented by ADSs

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.60%

12

TYPE OF REPORTING PERSON

PN

         

 

 

 

   
CUSIP No. 74735M10813GPage 3 of 8 Pages

 

1

NAME OF REPORTING PERSON

GLG Partners Limited

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United Kingdom

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

 

699,605 Class B Shares represented by ADSs

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

 

699,605 Class B Shares represented by ADSs

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

699,605 Class B Shares represented by ADSs

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.60%

12

TYPE OF REPORTING PERSON

IA, HC

         

 

 

 

   
CUSIP No. 74735M10813GPage 4 of 8 Pages

 

Item 1(a). NAME OF ISSUER:
   
  The name of the issuer is QIWI plc., a Cyprus corporation (the “Company”).

 

Item 1(b). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:
   
  The Company’s principal executive offices are located at 12-14 Kennedy Ave., Kennedy Business Centre, 2nd Floor, Office 203, 1087 Nicosia Cyprus.

 

   
Item 2(a). NAME OF PERSON FILING:
   
  This statement is filed by the entities and persons listed below, who are collectively referred to herein as “Reporting Persons” with respect to the Class B Shares:
   
  Investment Manager:
   
  (i) GLG Partners LP (the “Investment Manager”), with respect to the Class B Shares held by certain funds and managed accounts to which the Investment Manager serves as investment manager (collectively, the “GLG Funds”).
   
  General Partner:
   
  (ii) GLG Partners Limited (the “General Partner”), which serves as the general partner of the Investment Manager, with respect to the Class B Shares held by each of the GLG Funds.

 

   
Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
Item 2(c). CITIZENSHIP:
   

 

  This statement is filed by:
   
  (i)

GLG Partners LP

1 Curzon Street

London W1J 5HB

United Kingdom

Citizenship: United Kingdom

   
  (ii)

GLG Partners Limited

c/o GLG Partners LP

1 Curzon Street

London W1J 5HB

United Kingdom

Citizenship: United Kingdom

   

   
CUSIP No. 74735M10813GPage 5 of 8 Pages

 

Item 2(d). TITLE OF CLASS OF SECURITIES:
  Class B Shares, no par value (the “Class B Shares”).

 

Item 2(e). CUSIP NUMBER:
 

 

There is no CUSIP number assigned to the Class B Shares.  CUSIP number 74735M108 has been assigned to the ADSs of the Company, which are quoted on The NASDAQ Global Select Market under the symbol “QIWI.”  Each ADS represents 1 Ordinary Share.

 

Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 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) ¨ Employee Benefit Plan or Endowment Fund in accordance with Rule 13d-1(b)(1)(ii)(F),
  (g) ¨ Parent Holding Company or control person in accordance with Rule 13d-1(b)(1)(ii)(G),
  (h) ¨ Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act,
  (i) ¨ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
  (j) ¨ A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
  (k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

 

 

If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please

specify the type of institution:

   
Item 4. OWNERSHIP
  Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
   
  The information required by Items 4(a) – (c)  is set forth in Rows (5) – (11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.  The percentages used in this Schedule 13G are calculated based upon 12,500,000 Class B Shares reported to be outstanding in the Company’s Rule 424(b)(4) Prospectus filed on May 3, 2013 after the consummation of the transactions reported therein.  

  

   
CUSIP No. 74735M10813GPage 6 of 8 Pages

  

   
  The Investment Manager, which serves as the investment manager to each of the GLG Funds, may be deemed to be the beneficial owner of all Class B Shares owned by the GLG Funds. The Investment Manager exercises its investment authority directly or indirectly through various entities, including, without limitation, GLG Inc. The General Partner, as general partner to the Investment Manager, may be deemed to be the beneficial owner of all Class B Shares owned by the GLG Funds. Each of the Investment Manager, the General Partner and GLG Inc. hereby disclaims any beneficial ownership of any such Class B Shares, except for their pecuniary interest therein.
   

  

Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
  Not applicable.
   

 

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.
  Not applicable.
   

 

Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
  Not applicable.
   

 

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 each Reporting Person certifies that, to the best of her or its 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.

 

 

   
CUSIP No. 74735M10813GPage 7 of 8 Pages

 

 

SIGNATURES

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

DATE: May 13, 2013

 

GLG PARTNERS LP    
     
     
By:  /s/ Michelle Robyn Grew    
Name: Michelle Robyn Grew    
Title: Global Head of Compliance & Regulatory    
     
GLG PARTNERS LIMITED    
Individually and in its capacity as General Partner of GLG Partners LP    
     
     
By:  /s/ Geoffrey Galbraith    
Name: Geoffrey Galbraith    
Title: Chief Operating Officer    
     

 

   
CUSIP No. 74735M10813GPage 8 of 8 Pages

EXHIBIT I

 

JOINT FILING AGREEMENT

 

This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Class B Shares is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

 

DATED as of May 13, 2013

 

GLG PARTNERS LP    
     
     
By:  /s/ Michelle Robyn Grew    
Name: Michelle Robyn Grew    
Title: Global Head of Compliance & Regulatory    
     
GLG PARTNERS LIMITED    
Individually and in its capacity as General Partner of GLG Partners LP    
     
     
By:  /s/ Geoffrey Galbraith    
Name: Geoffrey Galbraith    
Title: Chief Operating Officer