UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________

 

SCHEDULE 13D/A

(Amendment No. 3)

 

Under the Securities Exchange Act of 1934

 

RENESOLA LTD.

(Name of Issuer)

 

Ordinary Shares of no par value,

American Depositary Shares, each representing 10 Ordinary Shares

(Title of Class of Securities)

 

75971T103

(CUSIP Number)

 

Shah Capital Management, Inc.

8601 Six Forks Road, Suite 630

Raleigh, NC 27615

(919) 719-6360

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

June 29, 2022

(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 which is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240-13d.1(f) or 240.13d-1(g), check the following box: [X]

 

Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-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 the 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).

 

(Continued on following pages)

 

 

 

CUSIP NO. 75971T103 13D Page 2 of 11 Pages

 

1

NAMES OF REPORTING PERSONS

 

Shah Capital Management

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) [ ]

(b) [ ]

3

SEC USE ONLY

 

4

SOURCE OF FUNDS

 

OO (Other)

 

5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) [ ]
6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

State of North Carolina, United States of America

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING PERSON WITH

7

SOLE VOTING POWER

 

N/A

 

8

SHARED VOTING POWER

 

12,693,189 shares

9

SOLE DISPOSITIVE POWER

 

N/A

 

10

SHARED DISPOSITIVE POWER

 

12,693,189 shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

12,693,189 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES

CERTAIN SHARES

[ ]

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

 

18.88% of the outstanding shares

12

TYPE OF REPORTING PERSON

 

IA (Investment Adviser)

 

 

 

 

CUSIP NO. 75971T103 13D Page 3 of 11 Pages

 

1

NAMES OF REPORTING PERSONS

 

Shah Capital Opportunity Fund LP

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) [ ]

(b) [ ]

3

SEC USE ONLY

 

4

SOURCE OF FUNDS

 

OO (Other)

 

5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) [ ]
6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

State of Delaware, United States of America

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING PERSON WITH

7

SOLE VOTING POWER

 

N/A

 

8

SHARED VOTING POWER

12,305,455 shares

9

SOLE DISPOSITIVE POWER

 

N/A

 

10

SHARED DISPOSITIVE POWER

 

12,305,455shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

12,305,455 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES

CERTAIN SHARES

[ ]

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

 

18.30% of the outstanding shares

12

TYPE OF REPORTING PERSON

 

PN (Partnership)

 

 

 

 

CUSIP NO. 75971T103 13D Page 4 of 11 Pages

 

1

NAMES OF REPORTING PERSONS

 

Himanshu H. Shah

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) [ ]

(b) [ ]

3

SEC USE ONLY

 

4

SOURCE OF FUNDS

 

OO (Other); PF (Personal Funds)

 

5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) [ ]
6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States of America

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING PERSON WITH

7

SOLE VOTING POWER

 

56,370 shares

8

SHARED VOTING POWER

 

12,749,559 shares

9

SOLE DISPOSITIVE POWER

 

56,370 shares

10

SHARED DISPOSITIVE POWER

 

12,749,559 shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

12,749,559 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES

CERTAIN SHARES

[ ]

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

 

18.96% of the outstanding shares

12

TYPE OF REPORTING PERSON

 

IN (Individual)

 

 

 

 

Item 1. Security and Issuer.

 

The securities to which this statement on Schedule 13D (this “Statement”) relates are the shares of no par value of ReneSola LTD., a British Virgin Islands business company (the “Issuer”). The address of the principal executive office of the Issuer is 3rd floor, 850 Canal St, Stamford, CT 06902, U.S.A.

 

Item 2. Identity and Background.

 

(a)       Name.

 

This Statement is filed by:

 

(i) Shah Capital Management, Inc. (“Shah Capital”), a North Carolina corporation, who serves as the investment adviser to Shah Opportunity (as defined below);

 

(ii) Shah Capital Opportunity Fund LP (“Shah Opportunity”), a Delaware limited partnership; and

 

(iii) Himanshu H. Shah, who serves as President and Chief Investment Officer of Shah Capital.

 

Shah Capital, Shah Opportunity and Mr. Shah are referred to collectively as the “Reporting Persons.” Reporting Persons have entered into a joint filing agreement Exhibit 1 which is incorporated herein by reference made to the Schedule 13D filed with the Securities and Exchange Commission (“SEC”) on October 1, 2019 (the “Schedule 13D”).

 

(b)       Residence of Business Address

 

The address of the principal business and principal office of each of the Reporting Persons is 8601 Six

Forks Road, Suite 630, Raleigh, North Carolina 27615.

 

(c)Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or Other Organization in Which Such Employment Is Conducted

 

The principal business of each of Shah Capital and Shah Opportunity is investing in securities.

 

The principal occupation of Mr. Shah is serving as the President and Chief Investment Officer of Shah Capital.

 

(d)       Criminal Convictions

 

During the past five years, none of the Reporting Persons has been convicted in a criminal proceeding

(excluding traffic violations or similar misdemeanors).

 

(e)       Civil Proceedings

 

During the past five years, none of the Reporting Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding such person was or is 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.

 

 

 

(f)       Citizenship

 

Shah Capital is a North Carolina corporation.

Shah Opportunity is a Delaware limited partnership.

Mr. Shah is a citizen of the United State of America.

 

Amendment No. 3 to Schedule 13D

Reference is hereby made to the Schedule 13D filed with the Securities and Exchange Commission (“SEC”) on October 1, 2019 (the “Schedule 13D”) filed by the Reporting Persons with respect to the Common Stock, $0.01 par value (“Common Stock”), issued by Renesola LTD (the “Issuer”) and Amendment No. 2 filed on January 8, 2021. This Amendment amends and supplements Amendment No. 2 (filed on January 8, 2021) to the statement on Schedule 13D jointly filed with the Securities and Exchange Commission (the “SEC”) on October 1, 2019 by the Reporting Persons (the “Original Schedule 13D”).

 

The following items of the Schedule 13D are hereby amended to furnish the additional information set forth herein. All capitalized terms contained herein but not otherwise defined shall have the meaning ascribed to such terms in the Schedule 13D.

 

Item 5. Interest in Securities of the Issuer.

 

Item 5 (a) and (b) of the Schedule 13D is hereby amended by replacing it in its entirety with the following:

 

 

Shah Capital Management

 

Shah Capital Opportunity Fund LP

 

Himanshu H. Shah

(a) Amount Beneficially Owned: 12,693,189 12,305,455 12,749,559
(b) Percent of Class: 18.88% 18.30% 18.97%
(c) Number of Shares to Which Reporting Person Has:      
  (i) Sole Voting Power: N/A N/A 56,370
  (ii) Shared Voting Power: 12,693,189 12,305,455 12,693,189
  (iii) Sole Dispositive Power: N/A N/A 40,370
  (iv) Shared Dispositive Power: 12,693,189 12,305,455 12,693,189

 

 

 

The percentage in this paragraph relating to beneficial ownership of shares of no par value based on 67,224,841 ADS shares outstanding as of June 30, 2022.

 

(c) Except as described in Exhibit 1 below, none of the Reporting Persons has effected any transactions in the share of no par value in the 60 days prior to the date of this Statement.

 

(d) No other person is known to the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of no par value covered by this Statement.

 

(e) Not applicable.

 

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

 

Other than as described in this Statement, to the knowledge of the Reporting Persons, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Persons or between the Reporting Persons and any other persons with respect to any securities of the Issuer, including but not limited to transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.

 

Item 7. Material to be Filed as Exhibits.

 

The following documents are filed as exhibits:

 

Item 7 of the Original Schedule 13D is hereby amended and supplemented by adding the following exhibits:

 

Exhibit Number Description
1 Reporting Person Transactions of Common Stock During the Past 60 days (inclusive of commission paid)

 

 

 

Signature

 

After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned certifies that the information set forth in this Statement is true, complete and correct.

 

  Date: July 15, 2022  
 

 

SHAH CAPITAL MANAGEMENT, INC.

 
 

 

By:

/s/ Himanshu H. Shah

 
  Name: Himanshu H. Shah  
  Title: President and Chief Investment Officer  
 

 

 
  Date: July 15, 2022  
 

 

SHAH CAPITAL OPPORTUNITY FUND LP

 
 

 

By:

/s/ Himanshu H. Shah

 
  Name: Himanshu H. Shah  
  Title: Managing Member  
 

 

 
  Date: July 15, 2022  
 

 

/s/ Himanshu H. Shah

 
  Himanshu H. Shah  
     

 

EXHIBIT 1

 

REPORTING PERSON TRANSACTIONS OF

COMMON STOCK DURING THE PAST 60 DAYS

 

Reporting Person

Effecting

Transaction

Date

Type of

Transaction

Number of

Shares

Price Per

Share

How

Transaction

Effected

Shah Opportunity 6/13/2022 Buy 106499 $4.3996 Open Market
Shah Opportunity 6/14/2022 Buy 309008 $4.3960 Open Market
Shah Opportunity 6/21/2022 Buy 145000 $4.6338 Open Market
Shah Opportunity 6/22/2022 Buy 492241 $4.5705 Open Market
Shah Opportunity 6/29/2022 Buy 92707 $4.4341 Open Market