0000898432-15-000220.txt : 20150218 0000898432-15-000220.hdr.sgml : 20150216 20150217160407 ACCESSION NUMBER: 0000898432-15-000220 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150217 DATE AS OF CHANGE: 20150217 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: REED ELSEVIER NV CENTRAL INDEX KEY: 0000929872 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS PUBLISHING [2741] IRS NUMBER: 000000000 STATE OF INCORPORATION: E1 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-50508 FILM NUMBER: 15622166 BUSINESS ADDRESS: STREET 1: RADARWEG 29 STREET 2: 1043 NX AMSTERDAM CITY: THE NETHERLANDS STATE: P7 ZIP: 00000 BUSINESS PHONE: 011442071665660 MAIL ADDRESS: STREET 1: RADARWEG 29 STREET 2: 1043 NX AMSTERDAM CITY: THE NETHERLANDS STATE: P7 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: ELSEVIER NV / DATE OF NAME CHANGE: 19980327 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CAUSEWAY CAPITAL MANAGEMENT LLC CENTRAL INDEX KEY: 0001165797 IRS NUMBER: 954861680 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 11111 SANTA MONICA BOULEVARD STREET 2: 15TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 3102316100 MAIL ADDRESS: STREET 1: 11111 SANTA MONICA BOULEVARD STREET 2: 15TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90025 SC 13G 1 sc13g.htm
 
 
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.  ______)*


REED ELSEVIER NV
(Name of Issuer)
 
ORDINARY SHARES OF €0.07
(Title of Class of Securities)
 
758204200
(CUSIP Number)
 
December 31, 2014
(Date of Event Which Requires Filing of this Statement)
    
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[X] Rule 13d-1(b)
[   ] Rule 13d-1(c)
[   ] 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 the disclosures provided in a prior cover page.

The information required in 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).
Page 1 of 5 pages
 CUSIP No. 758204200
1
NAMES OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
 
Causeway Capital Management LLC, TIN #95-486180
 
 
 
 
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
 
 
33,152,235
 
 
 
 
6
SHARED VOTING POWER
 
 
0
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
43,036,591
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
0
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
43,036,591
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
5.81%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
IA
 
 
 
 
Page 2 of 5 pages

Item 1.
 
(a)
Name of Issuer
 REED ELSEVIER NV
 
(b)
Address of Issuer’s Principal Executive Offices
 Radarweg 29, 1043 NX
Amsterdam, The Netherlands
   
Item 2.
 
(a)
Name of Person Filing
 Causeway Capital Management LLC
 
(b)
Address of Principal Business Office or, if none, Residence
 11111 Santa Monica Blvd, 15th Floor
Los Angeles, CA  90025
 
(c)
Citizenship
 Delaware, USA
 
(d)
Title of Class of Securities
 Ordinary Shares of €0.07
 
(e)
CUSIP Number
 785204200
 
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)
☐
A non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J);
 
Item 4.    Ownership
 
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
 
(a) Amount beneficially owned: 43,036,591
 
(b) Percent of class: 5.81%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote 33,152,235.
 
(ii) Shared power to vote or to direct the vote 0.
(iii) Sole power to dispose or to direct the disposition of 43,036,591.
(iv) Shared power to dispose or to direct the disposition of 0.
 
Page 3 of 5 pages
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 five percent of the class of securities, check the following ☐.   N/A
 
Item 6.  Ownership of More than Five Percent on Behalf of Another Person. 
 
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified.  A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.  The investment advisory clients of the reporting person have the right to receive dividends and sales proceeds from such securities.
 
Item 7.  Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company:
 
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.  N/A
Item 8.  Identification and Classification of Members of the Group
 
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group . If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.  N/A
 
Item 9.  Notice of Dissolution of Group
 
Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity.  See Item 5.  N/A
Page 4 of 5 pages
Item 10. Certification
 
(a)     The following certification shall be included if the statement is filed pursuant to §240.13d-1(b):
 
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.

(b)  The following certification shall be included if the statement is filed pursuant to §240.13d-1(c):
 
By signing below I certify that, to the best of my 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.
 
 
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.
 
February 13, 2015
                Date
 
 
/s/ Nicolas Chang
 
                Signature
 
 
Nicolas Chang / Compliance Officer
 
                Name/Title
 
 
 
Page 5 of 5 pages