-----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, Jaul1D+lBt/yX5WmCKB3B5XHs2t5XEnVjPyV8GS/xNseCECx66P2RL4b5VGwj3pc H9+ZVVHhu7Sp8ByBYycSxw== 0001044797-00-000014.txt : 20000215 0001044797-00-000014.hdr.sgml : 20000215 ACCESSION NUMBER: 0001044797-00-000014 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: JOURNAL REGISTER CO CENTRAL INDEX KEY: 0001035815 STANDARD INDUSTRIAL CLASSIFICATION: NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING [2711] IRS NUMBER: 223498615 STATE OF INCORPORATION: DE FISCAL YEAR END: 1226 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-52689 FILM NUMBER: 538130 BUSINESS ADDRESS: STREET 1: STATE STREET SQUARE STREET 2: 50 WEST STATE ST CITY: TRENTON STATE: NY ZIP: 08605 BUSINESS PHONE: 6093962200 MAIL ADDRESS: STREET 1: STATE STREET SQUARE STREET 2: 50 WEST STATE STREET CITY: TRENTON STATE: NY ZIP: 08605 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: NEW SOUTH CAPITAL MANAGEMENT INC CENTRAL INDEX KEY: 0001044797 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 621237220 STATE OF INCORPORATION: TN FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1000 RIDGEWAY LOOP ROAD STREET 2: SUITE 233 CITY: MEMPHIS STATE: TN ZIP: 38120 BUSINESS PHONE: 9017615561 MAIL ADDRESS: STREET 1: 1000 RIDGEWAY LOOP RD STREET 2: SUITE 233 CITY: MEMPHIS STATE: TN ZIP: 38120 SC 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Journal Register Company (Name of Issuer) Common Stock (Title of Class of Securities) 481138105 (Cusip Number) December 31, 1999 (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). 1. NAME OF REPORTING PERSON S.S. OR I.R.S. INDENTIFICATION NO. OF ABOVE PERSON: NewSouth Capital Management, Inc. Tax ID #: 62-1237220 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*(a)[ ] (b)[ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Tennessee NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 2,861,475 6. SHARED VOTING POWER None 7. SOLE DISPOSITIVE POWER 2,861,475 8. SHARED DISPOSITIVE POWER None 9. AGGREGATE AMOUNT BENEFICALLY OWNED BY EACH REPORTING PERSON 2,861,475 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES N/A 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.2% 12. TYPE OF REPORTING PERSON* I/A Item 1. (a) Name of Issuer: Journal Register Company Item 1. (b) Address of Issuer's Principal Executive Offices: 50 West State Street Trenton, NJ 08608-1298 Item 2. (a) Name of Person Filing: NewSouth Capital Management, Inc. Item 2. (b) Address of Principal Business Office: 1000 Ridgeway Loop Rd. - Suite 233 Memphis, TN 38120 Item 2. (c) Citizenship: Tennessee Item 2. (d) Title of Class of Securities: Common Stock Item 2. (e) CUSIP Number: 481138105 Item 3. (e) /x/ Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 Item 4. Ownership: (a) Amount Beneficially Owned: 2,861,475 (b) Percent of Class: 6.2% (c) Number of Shares as to which such person has: (i) Sole Power to vote or to direct the vote: 2,861,475 (ii) Shared Power to vote or to direct the vote: None (iii) Sole Power to dispose or to direct the disposition of: 2,861,475 (iv) Shared Power to dispose or to direct the disposition of: None With regard to the shares set forth under Item 4, of the 2,861,475 Shares being reported, 200 or .0004% of the outstanding shares of Common Stock of Journal Register Company are managed by NewSouth Capital Management, Inc. through a Smith Barney Fiduciary Services Program whereby accounts are placed with NewSouth for management. Although discretionary responsibility for the accounts is with NewSouth, Smith Barney retains responsibility for SEC filings should their cumulative holdings trigger the need for 13G reporting. Of the 2,861,475 shares being reported, 5,700 or .001% of the outstanding shares of Common Stock of Journal Register Company are managed by NewSouth Capital Management, Inc. through a Morgan Keegan Preferred Program ("MKPfd") whereby accounts are placed with NewSouth for management. Although discretionary responsibility for the accounts is with NewSouth MKPfd retains responsibility for SEC filings should their cumulative holdings trigger the need for 13G reporting. Item 5. Ownership of Five Percent or Less of a Class: N/A Item 6. Ownership of More than Five Percent on Behalf of Another Person: NewSouth Capital Management is an Investment Advisor and in such capacity acquired the securities on behalf of it's Advisor clients. No single client's interest relates to more than 5% of the class. 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: N/A 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. 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: 02/10/2000 as of 12/31/99 Signature:______________________________ Name: David M. Newman Title: Vice President -----END PRIVACY-ENHANCED MESSAGE-----