-----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, CdzrzCUvEVnW2GmALWyYldOrqQnMT7KsUqaAo8kC8WMrt/5MCLL3Vl9jIN6JTvm9 4i7z/5AjrPNIxZmoWTFgVA== 0000909567-07-000156.txt : 20070209 0000909567-07-000156.hdr.sgml : 20070209 20070209114429 ACCESSION NUMBER: 0000909567-07-000156 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070209 DATE AS OF CHANGE: 20070209 GROUP MEMBERS: JOHN WATSON GROUP MEMBERS: SPRUCEGROVE INVESTMENT MANAGEMENT LTD FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SPRUCEGROVE INVESTMENT MANAGEMENT LTD CENTRAL INDEX KEY: 0001234074 IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: 181 UNIVERSITY AVE STREET 2: STE 1300 CITY: TORONTO STATE: A6 ZIP: 99999999 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KEMET CORP CENTRAL INDEX KEY: 0000887730 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670] IRS NUMBER: 570923789 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-42790 FILM NUMBER: 07596319 BUSINESS ADDRESS: STREET 1: 2835 KEMET WAY STREET 2: 2835 KEMET WAY CITY: SIMPSONVILLE STATE: SC ZIP: 29681 BUSINESS PHONE: 8039636300 MAIL ADDRESS: STREET 1: P O BOX 5928 STREET 2: P.O. BOX 5928 CITY: GREENVILLE STATE: SC ZIP: 29606 SC 13G 1 o34708sc13g.txt SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. N/A ) KEMET CORPORATION (Name of Issuer) COMMON (Title of Class of Securities) 488360108 (CUSIP Number) DECEMBER 31, 2006 (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) Schedule 13G Page 1 of 4 CUSIP NO. 488360108 1. Names of Reporting Persons. SPRUCEGROVE INVESTMENT MANAGEMENT LTD. 181 University Avenue, Suite 1300 Toronto, Ontario, Canada M5H 3M7 JOHN WATSON 181 University Avenue, Suite 1300 Toronto, Ontario, Canada M5H 3M7 I.R.S. Identification Nos. of above persons (entities only). N/A 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ X ] (b) [ ] 3. SEC Use Only 4. Citizenship or Place of Organization SPRUCEGROVE INVESTMENT MANAGEMENT LTD. - ONTARIO, CANADA JOHN WATSON - CANADIAN 5. Sole Voting Power JOHN WATSON - 8,000 SHARES SPRUCEGROVE INVESTMENT MANAGEMENT LTD - 6,359,366 SHARES Number of Shares 6. Shared Voting Power NONE Beneficially Owned by Each Reporting 7. Sole Dispositive Power JOHN WATSON - 8,000 SHARES Person With SPRUCEGROVE INVESTMENT MANAGEMENT LTD. - 6,359,366 SHARES 8. Shared Dispositive NONE Power 9. Aggregate Amount Beneficially Owned by Each Reporting Person JOHN WATSON - 8,000 SHARES SPRUCEGROVE INVESTMENT MANAGEMENT - 6,359,366 SHARES 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) N/A 11. Percent of Class Represented by Amount in Row (9) JOHN WATSON - 0% SPRUCEGROVE INVESTMENT MANAGEMENT - 7.31% 12. Type of Reporting Person (See Instructions) SPRUCEGROVE INVESTMENT MANAGEMENT LTD. - IA JOHN WATSON - IN JOHN WATSON - HC Schedule 13G Page 2 of 4 ITEM 1. (a) Name of Issuer KEMET CORPORATION (b) Address of Issuer's Principal Executive Offices 2835 KEMET WAY SIMPSONVILLE, SC 29681 UNITED STATES ITEM 2. (a) Name of Person Filing SPRUCEGROVE INVESTMENT MANAGEMENT LTD. JOHN WATSON (b) Address of Principal Business Office SPRUCEGROVE INVESTMENT MANAGEMENT LTD. 181 UNIVERSITY AVENUE, SUITE 1300 TORONTO, ONTARIO, CANADA M5H 3M7 JOHN WATSON 181 UNIVERSITY AVENUE, SUITE 1300 TORONTO, ONTARIO, CANADA M5H 3M7 (c) Citizenship SPRUCEGROVE INVESTMENT MANAGEMENT LTD - N/A JOHN WATSON - CANADIAN (d) Title of Class of Securities COMMON (e) CUSIP Number 488360108 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO Sections 40.13D-L(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 Section 240.13d-l (b )(1 )(ii)(E); (f) [ ] An employee benefit plan or endowmen t fund in accordance with Section 240.13d-l(b) (1 )(ii)(F); (g) [ ] A parent holding company or control person in accordance with Section 240.13d-l(b) (1 )(ii)( G); (h) [ ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12. 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. 80a3); (j) [ X ] Group, in accordance with ss.240.13d-l(b)(I)(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: JOHN WATSON - 8,000 SHARES SPRUCGROVE INVESTMENT MGMT - 6,359,366 SHARES (b) Percent of class: JOHN WATSON - 0.00% SPRUCEGROVE INVESTMENT MANAGEMENT - 7.31% Schedule 13G Page 3 of 4 (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote JOHN WATSON - 8,000 SHARES SPRUCEGROVE INVESTMENT MANAGEMENT LTD - 6,359,366 SHARES (ii) Shared power to vote or to direct the vote NONE (iii) Sole power to dispose or to direct the disposition of JOHN WATSON - 8,000 SHARES SPRUCEGROVE INVESTMENT MANAGEMENT LTD - 6,359,366 SHARES (iv) Shared power to dispose or to direct the disposition of NONE ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS N/A 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 [ ]. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. N/A 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. ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON. N/A If a parent holding company or Control person has filed this schedule, pursuant to Rule 13d-1 (b) (l)(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 or control person 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. ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP SPRUCEGROVE INVESTMENT MANAGEMENT LTD. - IA JOHN WATSON - IN JOHN WATSON - HC If a group has filed this schedule pursuant to '240.13d-1(b)(l)(ii)(J), so indicate under Item 30) 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. ITEM 9. NOTICE OF DISSOLUTION OF GROUP N/A 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. Schedule 13G Page 4 of 4 ITEM 10. CERTIFICATION (a) The following cerification shall be included if the statement is filed pursuant to Section 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 cerification shall be included if the statement is filed pursuant to Section 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 BLAKE MURHY / CHIEF FINANCIAL OFFICER ------------------------------------- Name / Title The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d- 7 for other parties for whom copies are to be sent. ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 V.S.C. 1001) -----END PRIVACY-ENHANCED MESSAGE-----