This Schedule 13G reflects the beneficial ownership of the Reporting Persons (as defined below) as of August 29, 2013.

 

 

 

 

Item 2.

 

(a), (c)

Name of Person Filing and Citizenship:

 

 

·	The D3 Family Fund, L.P., a Washington limited partnership (the “Family Fund”);

 

·	The D3 Family Bulldog Fund, L.P., a Washington limited partnership (the “Bulldog Fund”);

 

·	The DIII Offshore Fund, L.P., a Bahamas limited partnership (the “Offshore Fund”);

 

·	Nierenberg Investment Management Company, Inc., a Washington corporation (“NIMCO”) which is the sole general partner of the Family Fund and the Bulldog Fund;

 

·	Nierenberg Investment Management Offshore, Inc. (“NIMO”), which is a wholly-owned subsidiary of NIMCO and is the sole general partner of the Offshore Fund;

 

·	David Nierenberg, a United States citizen (“Mr. Nierenberg”), who is the President of each of the two general partners.

 

 

(b)

Address of Principal Business Office or, if None, Residence:

 

 

(d)

Title of Class of Securities:  Class A Common Stock, par value $1.00 (“Common Stock”)

 

 

 

 

 

(e)	CUSIP Number: 87889520

 

Item 3.

If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:  N/A

 

(a)

¨

Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);

 

(b)

¨

Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c)

¨

Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);

 

(d)

¨

Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

 

(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 association 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 (15 U.S.C. 80a-3);

 

(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)(J).

 

 

 

Item 4.

Ownership.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Item 5.

Ownership of Five Percent or Less of a Class.

 

N/A

 

 

 

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

 

N/A

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

 

N/A

 

Item 8.

Identification and Classification of Members of the Group.

 

 

Item 9.

Notice of Dissolution of Group.

 

 

Item 10.

Certification.

 

By signing below each of the undersigned certifies that, to the best of its or his 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.