0000902664-17-002634.txt : 20170614 0000902664-17-002634.hdr.sgml : 20170614 20170614170524 ACCESSION NUMBER: 0000902664-17-002634 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20170614 DATE AS OF CHANGE: 20170614 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ERICSSON LM TELEPHONE CO CENTRAL INDEX KEY: 0000717826 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 000000000 STATE OF INCORPORATION: V7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-35886 FILM NUMBER: 17911772 BUSINESS ADDRESS: STREET 1: TORSHAMNSGATAN 21 - 23 CITY: STOCKHOLM SWEDEN STATE: V7 ZIP: 164 83 BUSINESS PHONE: 46107190000 MAIL ADDRESS: STREET 1: S 164 83 STOCKHOLM CITY: SWEDEN STATE: V7 ZIP: 0000 FORMER COMPANY: FORMER CONFORMED NAME: LM ERICSSON TELEPHONE CO DATE OF NAME CHANGE: 19911030 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Cevian Capital II GP LTD CENTRAL INDEX KEY: 0001365341 IRS NUMBER: 000000000 STATE OF INCORPORATION: Y9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: AZTEC GROUP HOUSE STREET 2: 11-15 SEATON PLACE CITY: St. Helier STATE: Y9 ZIP: JE4 0QH BUSINESS PHONE: 44 (0)1534 828513 MAIL ADDRESS: STREET 1: AZTEC GROUP HOUSE STREET 2: 11-15 SEATON PLACE CITY: St. Helier STATE: Y9 ZIP: JE4 0QH SC 13D/A 1 p17-1343sc13da.htm ERICSSON LM TELEPHONE CO

SECURITIES AND EXCHANGE COMMISSION		  
Washington, D.C. 20549  
   
SCHEDULE 13D/A
 

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

LM Ericsson Telephone Company

(Name of Issuer)
 

Class B Shares (SEK 5.00 nominal value)

(Title of Class of Securities)
 

CUSIP No. 294821608**

(CUSIP Number)
 

Cevian Capital II GP Limited

11-15 Seaton Place

St. Helier, Jersey JE4 0QH

Channel Islands

Attention: Denzil Boschat

+44 1534 828 513

 

with a copy to:

 

Schulte Roth & Zabel LLP

919 Third Avenue

New York, NY 10022

Attention: Eleazer N. Klein, Esq.

(212) 756-2000

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

June 14, 2017

(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 that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. [ ]

 

** There is no CUSIP number assigned to the Class B Shares. CUSIP number 294821608 has been assigned to the American Depositary Shares ("ADSs") of the Company. Each ADS represents one Class B Share.

 

(Page 1 of 6 Pages)

______________________________

 

 

* 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).

 

CUSIP No. 294821608

SCHEDULE 13D/APage 2 of 6 Pages

 

 

1

NAME OF REPORTING PERSON

Cevian Capital II GP Limited

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Jersey

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 7

SOLE VOTING POWER

        181,623,591

8

SHARED VOTING POWER

-0-

9

SOLE DISPOSITIVE POWER

        181,623,591

10

SHARED DISPOSITIVE POWER

-0-

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

181,623,591

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

6.03%

14

TYPE OF REPORTING PERSON

IA, OO

         

 

 

  

 

 

 

 

 

 

CUSIP No. 294821608

SCHEDULE 13D/APage 3 of 6 Pages

 

This Amendment No. 2 ("Amendment No. 2") amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission on May 30, 2017 (the "Original Schedule 13D", and the Original Schedule 13D as amended, the "Schedule 13D"), with respect to the Class B Shares, SEK 5.00 nominal value (the "Class B Shares") of LM Ericsson Telephone Company, a limited liability company organized under the Swedish Companies Act (the "Issuer"). This Amendment No. 2 amends Item 5(a)-(c) as set forth below. Capitalized terms used herein and not otherwise defined in this Amendment No. 2 have the meanings set forth in the Schedule 13D.

 

Item 5.

INTEREST IN SECURITIES OF THE ISSUER

Item 5(a)-(c) is hereby amended and restated as follows:

(a)

See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of Class B Shares and percentage of the Class B Shares beneficially owned by the Reporting Person. The percentage used in this Schedule 13D is calculated based upon 3,014,013,416 Class B Shares, which is the difference obtained by subtracting the 58,382,336 Class B Shares held in treasury as of May 31, 2017 from the 3,072,395,752 Class B Shares in issue as of May 31, 2017 (each as reported in the Report of Foreign Private Issuer on Form 6-K filed by the Issuer with the SEC on May 31, 2017).

The Reporting Person also beneficially owns 130,160 Class A Shares of the Issuer.

   
(b) See rows (7) through (10) of the cover pages to this Schedule 13D for the number of Class B Shares as to which the Reporting Person has the sole power to vote or direct the vote and sole power to dispose or to direct the disposition.
   
(c)

The transactions in the Class B Shares by the Reporting Person for the benefit of the Cevian Entities since the filing of the Original Schedule 13D, which were all in the open market, are set forth in Schedule B, and are incorporated herein by reference.

 

 

CUSIP No. 294821608

SCHEDULE 13D/APage 4 of 6 Pages

 

SIGNATURES

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.

Date: June 14, 2017

 

  CEVIAN CAPITAL II GP LIMITED
   
  By: /s/ Denzil Boschat
  Name:  Denzil Boschat
  Title:    Director

 

 

CUSIP No. 294821608

SCHEDULE 13D/APage 5 of 6 Pages

 

Schedule B

 

This Schedule sets forth information with respect to each purchase and sale of Class B Shares which were effectuated by the Reporting Person for the benefit of the Cevian Entities since the filing of the Original Schedule 13D. All transactions were effectuated in the open market through a broker.

 

CEVIAN CAPITAL PARTNERS LIMITED

 

Trade Date

(Year-Month-Day)

 Class B Shares Purchased (Sold) Price ($)*
2017-06-08 1,630,573 7.37
2017-06-09 2,078,458 7.35
2017-06-12 3,851,052 7.25
2017-06-13 2,227,291 7.33
2017-06-14 3,150,917 7.26

  

 

CEVIAN CAPITAL II CO-INVESTMENT FUND LP

 

Trade Date

(Year-Month-Day)

 Class B Shares Purchased (Sold) Price ($)*
2017-06-08 116,469 7.37
2017-06-09 148,461 7.35
2017-06-12 275,075 7.25
2017-06-13 159,092 7.33
2017-06-14 225,066 7.26

 

 

*       Excluding commissions, SEC fees, etc. (rounded to nearest cent). The Class B Shares were purchased using Swedish Krona. For purposes of this Schedule 13D, a conversion rate of USD 1.00 for each SEK 8.64205 was used.