SC 13D/A 1 dsc13da.htm AMENDMENT NO. 14 TO SCHEDULE 13D AMENDMENT NO. 14 TO SCHEDULE 13D

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

SCHEDULE 13D

(Rule 13d-1)

 

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

RULE 13d-2(a)

(Amendment No. 14)

 

 

 

 

iShares MSCI South Africa Index Fund

(Name of Issuer)

 

 

Common Stock, $0.001 par value

(Title of Class of Securities)

 

 

464286780

(CUSIP Number)

 

 

COPY TO:

 

Michael Pradko  

Larry Jordan Rowe, Esq.

Harvard Management Company, Inc.  

Ropes & Gray LLP

600 Atlantic Avenue  

One International Place

Boston, MA 02210  

Boston, MA 02110

(617) 523-4400  

(617) 951-7000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

 

April 21, 2005

(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box: ¨.

 

Page 1 of 7 pages

SCHEDULE 13D

 

CUSIP No. 464286780   Page 2 of 7 Pages

 

  1.  

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

            President and Fellows of Harvard College

    
  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

    
  3.  

SEC USE ONLY

 

    
  4.  

SOURCE OF FUNDS

 

            WC

    
  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

   ¨
  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            Massachusetts

    

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

  

  7.    SOLE VOTING POWER

 

                623,200

  8.    SHARED VOTING POWER

 

                —

  9.    SOLE DISPOSITIVE POWER

 

                623,200

10.    SHARED DISPOSITIVE POWER

 

                —

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            623,200

    
12.  

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

 

  

¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

            34.6%1

    
14.  

TYPE OF REPORTING PERSON

 

            EP

    

 

1 Based on 1,800,000 shares outstanding as set forth on the Issuer’s website as of April 22, 2005.

SCHEDULE 13D

 

iShares MSCI South Africa Index Fund

 

Item 1. Security and Issuer.

 

This statement2 relates to the shares of common stock, $0.001 par value (the “Common Stock”), of iShares MSCI South Africa Index Fund, a series of iShares, Inc., a Maryland corporation (the “Fund” or “Issuer”), which has its principal executive offices at iShares, Inc., c/o SEI Investments Distribution Co., 1 Freedom Valley Drive, Oaks, PA 19456.

 

Item 2. Identity and Background.

 

This statement is filed by President and Fellows of Harvard College (“Harvard”), a Massachusetts educational corporation. The principal executive offices of Harvard are located at c/o Harvard Management Company, 600 Atlantic Avenue, Boston, Massachusetts 02210. Harvard’s investment activities are carried on from the offices of Harvard Management Company at 600 Atlantic Avenue, Boston, Massachusetts 02210.

 

Information relating to each of the President, Fellows and executive officers of Harvard is contained in Exhibit A attached hereto and incorporated herein by reference. Each of the President, Fellows and executive officers of Harvard is a citizen of the United States of America.

 

None of Harvard or, to the best of Harvard’s knowledge or belief, any of the persons listed in Exhibit A has, during the past five years, been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors). Neither Harvard, nor to the best of Harvard’s knowledge and belief, any of the persons listed in Exhibit A has, during the past five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding 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.

 

Item 3. Source and Amount of Funds or Other Consideration.

 

Beneficial ownership of the Common Stock of the Fund to which this statement relates was acquired by Harvard with Harvard’s general funds.

 

Item 4. Purpose of Transaction.

 

This Schedule 13D filing is occasioned by Harvard’s disposition of shares of Common Stock of the Fund as described in Item 5 below.

 

This Schedule 13D filing, in lieu of Harvard’s normal filing on Schedule 13G pursuant to Rule 13d-1(b) under the Securities Exchange Act of 1934, as amended, is occasioned solely by Harvard’s ownership of 34.6%3 of the outstanding Common Stock of the Fund. Harvard’s ownership as a percentage of the outstanding Common Stock of the Fund may be deemed to have the resulting effect of changing or influencing the control of the Fund, notwithstanding that the securities of the Fund acquired and held by Harvard were acquired in the ordinary course of its business and were not acquired for the purpose of changing or influencing the control of the Fund.

2 This filing should not be deemed an admission that the reporting person is required to file a report under Section 13 of the Securities Exchange Act of 1934, as amended.
3 Based on 1,800,000 shares outstanding as of the end of business on April 21, 2005 as set forth on the Issuer’s website.

 

Page 3 of 7 Pages

Harvard does not currently have any plans or proposals that relate to or would result in any of the actions set forth in parts (a) through (j) of Item 4.

 

Item 5. Interest in Securities of the Fund.

 

(a), (b) Harvard is the beneficial owner of 623,200 shares of Common Stock (approximately 34.6% of the shares of Common Stock based on information set forth on the Issuer’s website as of April 22, 2005).

 

Harvard has sole power to vote and sole power to dispose of such shares to which this Statement relates.

 

(c) On April 1, 2005 Harvard sold 1,000 shares of Common Stock of the Fund in open market transactions on the American Stock Exchange at a price of $74.50 per share. On April 13, 2005 Harvard sold 2,000 shares of Common Stock of the Fund in open market transactions on the American Stock Exchange at a price of $72.905 per share. On April 14, 2005 Harvard sold 2,000 shares of Common Stock of the Fund in open market transactions on the American Stock Exchange at a price of $71.605 per share. On April 21, 2005 Harvard sold 20,100 shares of Common Stock of the Fund in open market transactions on the American Stock Exchange at a price of $73.5847 per share. On April 22, 2005, Harvard sold 6,000 shares of Common Stock of the Fund in open market transactions on the American Stock Exchange at a price of $73.08 per share.

 

(d) Not applicable.

 

(e) Not applicable.

 

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to the Securities of the Fund.

 

Not applicable.

 

Item 7. Material to be Filed as Exhibits.

 

Exhibit A   —   Information concerning the President, Fellows and executive officers of Harvard.

 

Page 4 of 7 Pages

Signature

 

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

 

Dated: April 25, 2005

 

PRESIDENT AND FELLOWS OF HARVARD COLLEGE

 

By:  

/s/ Stephen McSweeney

Name:   Stephen McSweeney
Title:   Authorized Signatory

 

Page 5 of 7 Pages

EXHIBIT INDEX

 

Exhibit
Number

  

Description

   Page Number In
Sequentially
Numbered Copy

A

   Information Concerning the President, Fellows and executive officers of Harvard   7

 

Page 6 of 7 Pages

EXHIBIT A

 

Directors and Executive Officers

 

The names of the President, Fellows and Executive Officers of Harvard and their business addresses and present principal occupation or employment are set forth below. If no business address is given, the business address of such director or executive officer is c/o Harvard Management Company, Inc., 600 Atlantic Avenue, Boston, Massachusetts 02210.

 

President, Fellows and Executive Officers of Harvard College

 

Name

   

Office/Position

Lawrence H. Summers

    President

James F. Rothenberg

    Treasurer

Mark Goodheart

    Secretary

Hanna H. Gray

    Fellow

Conrad K. Harper

    Fellow

James R. Houghton

    Fellow

Robert E. Rubin

    Fellow

Robert D. Reischauer

    Fellow

 

Page 7 of 7 Pages