0000806260-13-000010.txt : 20130213
0000806260-13-000010.hdr.sgml : 20130213
20130213171801
ACCESSION NUMBER: 0000806260-13-000010
CONFORMED SUBMISSION TYPE: SC 13G
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20130213
DATE AS OF CHANGE: 20130213
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: NORTHWESTERN CORP
CENTRAL INDEX KEY: 0000073088
STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931]
IRS NUMBER: 460172280
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-36015
FILM NUMBER: 13604492
BUSINESS ADDRESS:
STREET 1: 3010 W 69TH STREET
CITY: SIOUX FALLS
STATE: SD
ZIP: 57108
BUSINESS PHONE: 6059782908
MAIL ADDRESS:
STREET 1: 3010 W 69TH STREET
CITY: SIOUX FALLS
STATE: SD
ZIP: 57108
FORMER COMPANY:
FORMER CONFORMED NAME: NORTHWESTERN PUBLIC SERVICE CO
DATE OF NAME CHANGE: 19920703
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: MUNDER CAPITAL MANAGEMENT
CENTRAL INDEX KEY: 0000806260
IRS NUMBER: 383212521
STATE OF INCORPORATION: MI
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G
BUSINESS ADDRESS:
STREET 1: 480 PIERCE ST
CITY: BIRMINGHAM
STATE: MI
ZIP: 48009
BUSINESS PHONE: 2486479200
MAIL ADDRESS:
STREET 1: 480 PIERCE STREET
CITY: BIRMINGHAM
STATE: MI
ZIP: 48009
SC 13G
1
northwestern12.31.12.txt
MUNDER 13G FILING FOR NORTHWESTERN CORPORATION
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
UNDER THE SECURITES EXCHANGE ACT OF 1934
(Amendment No. ____)*
NorthWestern Corporation
(Name of Issuer)
Common Stock
--------------------------------------------------------------------------------
(Title of Class of Securities)
668074305
--------------------------------------------------------------------------------
(CUSIP Number)
12/31/2012
--------------------------------------------------------------------------------
(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
persons 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).
CUSIP No. 668074305 13G Page 2 OF 4 Pages
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1. NAMES OF REPORTING PERSONS
Munder Capital Management
-------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
(see instructions) (b)
--------------------------------------------------------------------------------
3. SEC USE ONLY
--------------------------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
State of Delaware
--------------------------------------------------------------------------------
5. SOLE VOTING POWER
NUMBER OF 1,924,513**
SHARES -----------------------------------------------------
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY
EACH 0
REPORTING -----------------------------------------------------
PERSON WITH 7. SOLE DISPOSITIVE POWER
2,122,156**
-----------------------------------------------------
8. SHARED DISPOSITIVE POWER
0
--------------------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,122,156**
--------------------------------------------------------------------------------
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
--------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.7%
--------------------------------------------------------------------------------
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
--------------------------------------------------------------------------------
** SEE ITEM 4 OF THIS FILING.
CUSIP No. 668074305 13G Page 3 OF 4 Pages
Item 1.
(a) Name of Issuer:
NorthWestern Corporation (the Company)
(b) Address of Issuer's Principal Executive Offices:
3010 West 69th Street
Sioux Falls, South Dakota 57108
Item 2.
(a) Name of Person Filing:
Munder Capital Management (Munder Capital)
(b) Address of Principal Business Office:
Munder Capital Center
480 Pierce Street
Birmingham, MI 48009
(c) Citizenship:
Delaware
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
668074305
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:
(e) [X] An investment adviser in accordance with 240.13d-
1(b)(1)(ii)(E);
Item 4. Ownership
The information in Item 1 and Items 5 and through 11 on the cover page of
this Schedule G is hereby incorporated by reference.
Munder Capital is the sole owner of Integrity Asset Management,
LLC (Integrity). Due to this ownership structure, holdings for Munder Capital
and Integrity are aggregated for purposes of this filing. Munder Capital and
Integrity are registered investment advisers, each furnishing investment advice
to various investment companies registered under Section 8 of the Investment
Company Act of 1940 and to individual and institutional clients
(collectively referred to herein as Managed Portfolios).
CUSIP No. 668074305 13G Page 4 OF 4 Pages
As a result of its ownership structure and its role as investment
adviser or sub-adviser to the Managed Portfolios, Munder Capital may be
deemed to be the beneficial owner of 2,122,156 shares or 5.7% of the
Companys shares of common stock outstanding (the Common Stock). However,
Munder Capital does not have the right to receive any dividends from,
or the proceeds from the sale of, the Common Stock held by the Managed
Portfolios and disclaims any ownership associated with such rights.
No Managed Portfolio has the right to receive or the power to direct
the receipt of dividends from, or the proceeds from the sale of, more
than 5% of the Common Stock.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company
Not Applicable.
Item 8. Identification and Classification of Members of the Group
Not Applicable.
Item 9. Notice of Dissolution of Group
Not Applicable.
Item 10. Certification
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.
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, 2013
MUNDER CAPITAL MANAGEMENT,
a Delaware general partnership
By: /s/ Mary Ann C. Shumaker
Associate General Counsel