-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SMQGXvDZbav1nento0ryLYT1ykt1v7azXMtxyiiwpVMX840Zq+9LH9bwM0od+3oU Jm/B0hsRNqaOxqsuO7w+7g== 0000897226-06-000074.txt : 20060214 0000897226-06-000074.hdr.sgml : 20060214 20060214161310 ACCESSION NUMBER: 0000897226-06-000074 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060214 DATE AS OF CHANGE: 20060214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SCIENTIFIC ATLANTA INC CENTRAL INDEX KEY: 0000087777 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 580612397 STATE OF INCORPORATION: GA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-11653 FILM NUMBER: 06615201 BUSINESS ADDRESS: STREET 1: 5030 SUGARLOAF PARKWAY CITY: LAWRENCEVILLE STATE: GA ZIP: 30044 BUSINESS PHONE: 7709035000 MAIL ADDRESS: STREET 1: 5030 SUGARLOAF PARKWAY CITY: LAWRENCEVILLE STATE: GA ZIP: 30044 FORMER COMPANY: FORMER CONFORMED NAME: SCIENTIFIC ASSOCIATES INC DATE OF NAME CHANGE: 19671024 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PRIVATE CAPITAL MANAGEMENT CENTRAL INDEX KEY: 0000897226 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 593654603 STATE OF INCORPORATION: FL FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 8889 PELICAN BAY BLVD STREET 2: STE 500 CITY: NAPLES STATE: FL ZIP: 34108 BUSINESS PHONE: 9412542525 MAIL ADDRESS: STREET 1: 8889 PELICAN BAY BLVD STREET 2: STE 500 CITY: NAPLES STATE: FL ZIP: 34108 FORMER COMPANY: FORMER CONFORMED NAME: PRIVATE CAPITAL MANAGEMENT INC /FL DATE OF NAME CHANGE: 19950223 SC 13G/A 1 sfa.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment No. 6 (Name of Issuer) Scientific-Atlanta, Inc. (Title of Class of Securities) Common Stock (CUSIP Number) 808655104 Rule 13d-1(b) NAME OF REPORTING PERSON Private Capital Management I.R.S. IDENTIFICATION NO. 59-3654603 MEMBER OF A GROUP? (b) X PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: SOLE VOTING POWER 0 SHARED VOTING POWER 15,961,981 SOLE DISPOSITIVE POWER SHARED DISPOSITIVE POWER 15,961,981 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 15,961,981 PERCENT OF CLASS REPRESENTED BY AGGREGATE AMOUNT BENEFICIALLY OWNED 10.4% TYPE OF REPORTING PERSON IA NAME OF REPORTING PERSON Bruce S. Sherman I.R.S. IDENTIFICATION NO. MEMBER OF A GROUP? (b) X CITIZENSHIP U.S. Citizen NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: SOLE VOTING POWER 605,600 SHARED VOTING POWER 15,984,076 SOLE DISPOSITIVE POWER 605,600 SHARED DISPOSITIVE POWER 15,984,076 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 16,589,676 AGGREGATE AMOUNT BENEFICIALLY OWNED EXCLUDES CERTAIN SHARES (no) PERCENT OF CLASS REPRESENTED BY AGGREGATE AMOUNT BENEFICIALLY OWNED 10.8% TYPE OF REPORTING PERSON IN NAME OF REPORTING PERSON Gregg J. Powers I.R.S. IDENTIFICATION NO. MEMBER OF A GROUP? (b) X CITIZENSHIP U.S. Citizen NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: SOLE VOTING POWER 50,000 SHARED VOTING POWER 15,961,981 SOLE DISPOSITIVE POWER 50,000 SHARED DISPOSITIVE POWER 15,961,981 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 16,011,981 AGGREGATE AMOUNT BENEFICIALLY OWNED EXCLUDES CERTAIN SHARES (no) PERCENT OF CLASS REPRESENTED BY AGGREGATE AMOUNT BENEFICIALLY OWNED 10.4% ITEMS 1 - 10 OF GENERAL INSTRUCTIONS Item 1. (a)Name of Issuer: Scientific-Atlanta, Inc. (b)Address of Issuer: 5030 Sugarloaf Parkway, Lawrenceville, GA 30044 Item 2. (a)Name of Person Filing: See Exhibit 1 (b)Address of Person Filing: 8889 Pelican Bay Blvd., Naples, FL 34108 (c)Citizenship: See Exhibit 1 (d)Title of Class of Securities: Common Stock (e)CUSIP Number: 808655104 Item 3. The reporting person is filing as an Investment Adviser registered under section 203 of the Investment Advisers Act of 1940. Item 4. Ownership (a)Amount Beneficially Owned: See Exhibit 1 (b)Percent of Class: See Exhibit 1 (c)Number of Shares as to which such person has: (i)sole power to vote or to direct the vote: See Exhibit 1 (ii)shared power to vote or to direct the vote: See Exhibit 1 (iii)sole power to dispose or to direct the disposition of: See Exhibit 1 (iv)shared power to dispose or to direct the disposition of: See Exhibit 1 Item 5. Ownership of Five Percent or Less of 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: N/A Item 8. Identification and Classification of Members of the Group: See Exhibit 1 Item 9. Notice of Dissolution of Group: N/A Item 10. Certification: By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: See Exhibit 2 Signature: See Exhibit 2 Name/Title: See Exhibit 2 Exhibit 1 Item 2. (a) Name of Person Filing 1) Private Capital Management, L.P. 2) Bruce S. Sherman 3) Gregg J. Powers (c)Citizenship 1) Delaware 2) U.S. 3) U.S. Item 4. (a) Amount Beneficially Owned* 1) 15,961,981 2) 16,589,676 3) 16,011,981 (b) Percent of Class 1) 10.4% 2) 10.8% 3) 10.4% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote 1) 0 2) 605,600 3) 50,000 (ii) shared power to vote or to direct the vote 1) 15,961,981 2) 15,984,076 3) 15,961,981 (iii) sole power to dispose or to direct the disposition of 1) 0 2) 605,600 3) 50,000 (iv) shared power to dispose or to direct the disposition of 1) 15,961,981 2) 15,984,076 3) 15,961,981 * Bruce S. Sherman is CEO of Private Capital Management (PCM) and Gregg J. Powers is President of PCM. In these capacities, Messrs. Sherman and Powers exercise shared dispositive power with respect to shares held by PCM's clients and managed by PCM. Messrs. Sherman and Powers disclaim beneficial ownership for the shares held by PCM's clients and disclaim the existence of a group. ** Bruce S. Sherman and Gregg J. Powers as, respectively, the CEO and President of PCM, exercise shared voting authority with respect to shares held by those PCM clients that have delegated proxy voting authority to PCM. Such delegation may be granted or revoked at any time at the client's discretion. Exhibit 2 Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: February 14, 2006 /s/ Bruce S. Sherman Bruce S. Sherman as CEO, PCM as, individual, as applicable /s/ Gregg J. Powers Gregg J. Powers as President, PCM as, individual, as applicable -----END PRIVACY-ENHANCED MESSAGE-----