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Causeway Capital Management LLC – ‘SC 13G’ on 2/17/15 re: Reed Elsevier NV

On:  Tuesday, 2/17/15, at 4:04pm ET   ·   Accession #:  898432-15-220   ·   File #:  5-50508

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 2/17/15  Causeway Capital Management LLC   SC 13G                 1:62K  Reed Elsevier NV                  K&L Gates LLP/DC/FA

Statement of Beneficial Ownership   —   Schedule 13G
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13G      Statement of Beneficial Ownership                   HTML     34K 


This is an HTML Document rendered as filed.  [ Alternative Formats ]



 
 
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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)
 
(CUSIP Number)
 
(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
 
(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.
 
                Date
 
 
 
                Signature
 
 
Nicolas Chang / Compliance Officer
 
                Name/Title
 
 
 
Page 5 of 5 pages

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘SC 13G’ Filing    Date    Other Filings
Filed on:2/17/1513F-HR,  6-K
2/13/156-K
12/31/1413F-HR
2/28/09
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Filing Submission 0000898432-15-000220   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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