0001193125-13-312611.txt : 20130731 0001193125-13-312611.hdr.sgml : 20130731 20130731162353 ACCESSION NUMBER: 0001193125-13-312611 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20130731 DATE AS OF CHANGE: 20130731 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WHITEWAVE FOODS Co CENTRAL INDEX KEY: 0001555365 STANDARD INDUSTRIAL CLASSIFICATION: DAIRY PRODUCTS [2020] IRS NUMBER: 460631061 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-87103 FILM NUMBER: 13999325 BUSINESS ADDRESS: STREET 1: 1225 SEVENTEENTH STREET STREET 2: SUITE 1000 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 303-635-4500 MAIL ADDRESS: STREET 1: 1225 SEVENTEENTH STREET STREET 2: SUITE 1000 CITY: DENVER STATE: CO ZIP: 80202 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DEAN FOODS CO CENTRAL INDEX KEY: 0000931336 STANDARD INDUSTRIAL CLASSIFICATION: ICE CREAM & FROZEN DESSERTS [2024] IRS NUMBER: 752559681 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 2711 N. HASKELL AVENUE STREET 2: SUITE 3400 CITY: DALLAS STATE: TX ZIP: 75204 BUSINESS PHONE: 2143033400 MAIL ADDRESS: STREET 1: 2711 N. HASKELL AVENUE STREET 2: SUITE 3400 CITY: DALLAS STATE: TX ZIP: 75204 FORMER COMPANY: FORMER CONFORMED NAME: DEAN FOODS CO/ DATE OF NAME CHANGE: 20011221 FORMER COMPANY: FORMER CONFORMED NAME: SUIZA FOODS CORP DATE OF NAME CHANGE: 19941013 SC 13G/A 1 d576846dsc13ga.htm SC 13G/A SC 13G/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

 

The WhiteWave Foods Company

(Name of Issuer)

Class A common stock, $0.01 par value

(Title of Class of Securities)

966244105

(CUSIP Number)

July 25, 2013

Date of Event Which Requires Filing of the Statement

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

¨ Rule 13d-1(c)

x 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 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).

 

 

 

  1.   

Name of reporting persons.

 

DEAN FOODS COMPANY

  2.  

Check the appropriate box if a member of a group

(a)  ¨        (b)  ¨

 

  3.  

SEC use only

 

  4.  

Citizenship or place of organization

 

DELAWARE

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 box 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

 

CO

 

Item 1 (a) Name of Issuer

The WhiteWave Foods Company

(b) Address of Issuer’s Principal Executive Offices

1225 Seventeenth Street, 10th Floor

Denver, CO 80202

 

Item 2 (a) Name of Person Filing

Dean Foods Company

(b) Address of Principal Business Office

2711 North Haskell Avenue, Suite 3400

Dallas, Texas 75204

(c) Citizenship

Delaware

(d) Title of Class of Securities

Class A common stock

(e) CUSIP Number

966244105

 

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 (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 §240.13d-1(b)(1)(ii)(E);
   (f)   ¨    An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
   (g)   ¨    A parent holding company or control person in accordance with §240.13d-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)   ¨    Group, in accordance with §240.13d-1(b)(1)(ii)(J).

If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:

 

Item 4 Ownership

Provide the following information regarding aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a) Amount beneficially owned:

0 shares

(b) Percent of class:

0 percent

(c) Number of shares as to which such person has:

 

  (i) Sole power to vote or to direct the vote

0 shares

 

  (ii) Shared power to vote or to direct the vote

0 shares

 

  (iii) Sole power to dispose or to direct the disposition of

0 shares

 

  (iv) Shared power to dispose or to direct the disposition of

0 shares

 

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 5 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

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

Not applicable.

SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

DATED: July 31, 2013

 

DEAN FOODS COMPANY
By:  

/s/ Rachel A. Gonzalez

  Name:   Rachel A. Gonzalez
  Title:   Executive Vice President and General Counsel