-----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, HMeMH8tQOwk3UjTpHkOqMt7hckHuOMwiZrIoFOVDcU/DHmvsVXvgwY2Okqqg6+gr Z/rHA0KJIvKknYdeHbX5Tw== 0001085146-07-000268.txt : 20070209 0001085146-07-000268.hdr.sgml : 20070209 20070209171506 ACCESSION NUMBER: 0001085146-07-000268 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070209 DATE AS OF CHANGE: 20070209 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MDC PARTNERS INC CENTRAL INDEX KEY: 0000876883 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING AGENCIES [7311] IRS NUMBER: 980364441 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-53561 FILM NUMBER: 07599007 BUSINESS ADDRESS: STREET 1: 45 HAZELTON AVE CITY: TORONTO STATE: A6 ZIP: M5R 2E3 BUSINESS PHONE: 646 429 1800 MAIL ADDRESS: STREET 1: MDC PARTNERS INC. - LEGAL DEPT. STREET 2: 950 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: MDC CORP INC DATE OF NAME CHANGE: 20001204 FORMER COMPANY: FORMER CONFORMED NAME: MDC COMMUNICATIONS CORP DATE OF NAME CHANGE: 19961028 FORMER COMPANY: FORMER CONFORMED NAME: MDC CORPORATION DATE OF NAME CHANGE: 19950419 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Robeco USA, L.L.C. CENTRAL INDEX KEY: 0000732926 IRS NUMBER: 132649199 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 909 THIRD AVENUE STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2129089558 MAIL ADDRESS: STREET 1: 909 THIRD AVENUE STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: WEISS PECK & GREER LLC DATE OF NAME CHANGE: 19950712 FORMER COMPANY: FORMER CONFORMED NAME: WEISS PECK & GREER DATE OF NAME CHANGE: 19940302 SC 13G/A 1 mdcarobe1.htm ROBECO USA LLC
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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. 1 )

MDC Partners, Inc.
(Name of Issuer)

Common Stock
(Title of Class of Securities)

552697104
(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)

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).

CUSIP No. 552697104
Person 1
 1. (a) Names of Reporting Persons.
Weiss, Peck & Greer Investments, a division of Robeco USA, L.L.C
  (b) Tax ID
13-2649199
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) []
  (b) [X]
 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  0
6.  Shared Voting Power 1,656,705.00
7. Sole Dispositive Power 0
8. Shared Dispositive Power 1,656,705.00

9. Aggregate Amount Beneficially Owned by Each Reporting Person 1,656,705.00

 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 11. Percent of Class Represented by Amount in Row (9)  6.8 %

 12. Type of Reporting Person (See Instructions)
IA

Item 1.
  (a) Name of Issuer
MDC Partners, Inc.
  (b) Address of Issuer's Principal Executive Offices
   45 Hazelton Avenue toronto, Ontario, Canada M5R 2E3
Item 2.
 (a) Name of Person Filing
Weiss, Peck & Greer Investments, a division of Robeco USA, L.L.C
 (b) Address of Principal Business Office or, if none, Residence
909 Third Avenue, New York, Ny 10022
  (c) Citizenship
Delaware
  (d) Title of Class of Securities
Class A subordinate voting shares
  (e)CUSIP Number
552697104
 
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. 78c).
 (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) [X] 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 associations 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) [] Group, 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:  1,656,705.00
 (b) Percent of class:  6.8% based on 24,191,113 shares outstanding as Nov%
 (c)Number of shares as to which the person has:
  (i) Sole power to vote or to direct the vote 0
 (ii) Shared power to vote or to direct the vote  1,656,705.00
   (iii) Sole power to dispose or to direct the disposition of 0
  (iv) Shared power to dispose or to direct the disposition of 1,656,705.00
 
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.[ ].
 
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
This statement on Schedule 13G ("Schedule 13G") is filed on behalf of Robeco USA, L.L.C. ("Robeco").

This Schedule is being filed with respect to 1,656,705.00 shares of MDC Partners, Inc. (the common stock) held by Weiss, Peck & Greer Investments, a division of Robeco USA, L.L.C. at December 31, 2006 for the discretionary account of certain clients. By reason of rule 13d-3 under the act Robeco may be deemed to be a beneficial owner of such common stock. To the knowledge of Robeco no person has the right to receive or the power to direct the receipt of dividends from or the proceeds from the sale of such common stock which represents more than 5% of the outstanding shares of the common stock refered to in item 4(b) hereof.

Effective January 1, 2007, Robeco, which was a Delaware limited liability company registered as an investment adviser under section 203 of the Investment Advisers Act of 1940, as amended, merged into its parent company, Robec o Investment Management, Inc. ("RIM"), a Delaware corporation also registered as an investment adviser. RIM has been the parent of Robeco since 2001. Accordingly, reference should be made to RIM (CIK #0001386060) for any future filings relating to the holding of shares of common stock described herein.

Item 7.Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
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.

January 31, 2007
Date
Mary Ann Iudice
Signature
Chief Compliance Officer
Name/Title

 

 

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations
(See 18 U.S.C. 1001)

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