0001169232-05-001779.txt : 20120615
0001169232-05-001779.hdr.sgml : 20120615
20050323113837
ACCESSION NUMBER: 0001169232-05-001779
CONFORMED SUBMISSION TYPE: SC 13D/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20050323
DATE AS OF CHANGE: 20050323
GROUP MEMBERS: D3 CHILDREN'S FUND, L.P.
GROUP MEMBERS: D3 FAMILY BULLDOG FUND, L.P.
GROUP MEMBERS: D3 FAMILY RETIREMENT FUND, L.P.
GROUP MEMBERS: D3 OFFSHORE FUND, L.P.
GROUP MEMBERS: THE D3 FAMILY FUND, L.P.
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: KOREA EQUITY FUND INC
CENTRAL INDEX KEY: 0000912023
IRS NUMBER: 000000000
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1031
FILING VALUES:
FORM TYPE: SC 13D/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-58207
FILM NUMBER: 05698304
BUSINESS ADDRESS:
STREET 1: 2 WORLD FINANCIAL CENTER
STREET 2: BUILDING B, 22ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10038-4936
BUSINESS PHONE: 8008330018
MAIL ADDRESS:
STREET 1: 2 WORLD FINANCIAL CENTER
STREET 2: BUILDING B, 22ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10038-4936
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: NIERENBERG DAVID
CENTRAL INDEX KEY: 0001040899
FILING VALUES:
FORM TYPE: SC 13D/A
BUSINESS ADDRESS:
STREET 1: 19605 N E 8TH STREET
CITY: CAMAS
STATE: WA
ZIP: 98607
BUSINESS PHONE: 3606048600
SC 13D/A
1
d63064_sc13da.txt
AMENDMENT NO. 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Act of 1934
(Amendment No. 1)
Korea Equity Fund, Inc. (KEF)
(Name of Issuer)
Common Stock
(Title of Class of Securities)
50063B104
(CUSIP Number)
David Nierenberg
The D3 Family Funds
19605 NE 8th Street
Camas, WA 98607
360-604-8600
-------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 23, 2005
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D and is filing this
schedule because of ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box: |_|
--------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON.
The D3 Family Fund, L.P. (David Nierenberg is president
of the General Partner, which is Nierenberg Investment
Management Company.)
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |X|
(b) |_|
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
WC
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) |_|
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
276,500 common shares (3.3%)
-----------------------------------------------------------------
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY -----------------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 276,500
WITH -----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
484,800 Shares (5.7%)
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.7%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
PN
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
2
--------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON.
The D3 Family Retirement Fund, L.P. (David Nierenberg is president of the
General Partner, which is Nierenberg Investment Management Company.)
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |X|
(b) |_|
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
WC
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) |_|
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
92,700 common shares (1.1%)
-----------------------------------------------------------------
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY -----------------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 92,700
WITH -----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
484,800 Shares (5.7%)
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.7%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
PN
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
3
--------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON.
The D3 Children's Fund, L.P. (David Nierenberg is president of the General
Partner, which is Nierenberg Investment Management Company.)
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |X|
(b) |_|
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
WC
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) |_|
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
19,650 common shares (0.2%)
-----------------------------------------------------------------
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY -----------------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 19,650
WITH -----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
484,800 Shares (5.7%)
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.7%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
PN
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
4
--------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON.
The D3 Offshore Fund, L.P. (David Nierenberg is president of the General
Partner, which is Nierenberg Investment Management Company.)
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |X|
(b) |_|
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
WC
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) |_|
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
59,250 common shares (0.7%)
-----------------------------------------------------------------
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY -----------------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 59,250
WITH -----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
484,800 Shares (5.7%)
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.7%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
PN
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
5
--------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON.
The D3 Family Bulldog Fund, L.P. (David Nierenberg is president of the
General Partner, which is Nierenberg Investment Management Company.)
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |X|
(b) |_|
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
N/A
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) |_|
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
36,700 common shares (0.4%)
-----------------------------------------------------------------
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY -----------------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 36,700
WITH -----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
484,800 Shares (5.7%)
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.7%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
PN
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
6
Item 1. Security and Issuer.
Common Stock of Korea Equity Fund, Inc. a Maryland corporation (the
"Issuer"), which has its principal office at 180 Maiden Lane, New York, NY
10038.
Item 2. Identity and Background.
The D3 Family Fund, L.P. is a Washington State limited partnership, whose
principal business is investing in the equities of public micro-cap
issuers. Located at 19605 N.E. 8th St., Camas, Washington 98607. No
convictions or administrative proceedings as described in 2 (d) and (e).
Item 3. Source and Amount of Funds or Other Consideration
Source of funds is money invested in the partnership by its partners.
Item 4. Purpose of Transaction
Though Larry Summers' faculty perhaps loves him less than in the
past, and though it may seem contrary to nature for the trio of Yalies who
run the D3 Family Funds to agree with a bunch of Harvards, we are
supportive of the position taken by The Harvard Management Company in its
Form 13D filed on March 21, 2005.
Specifically, we agree with Harvard that KEF is currently too small
to be cost effective, too small to amortize the fixed costs of managing
the fund, perhaps too small to attract investment talent capable of
outperforming benchmarks, definitely too small to have clout advocating
for improved governance of and transparency from Korean public companies,
and too small to offer American investors meaningful liquidity. Therefore,
unless KEF commits, and undertakes before its upcoming annual meeting, to
grow the fund's size sufficiently to overcome these problems, and commits,
moreover, to a credible program of narrowing the discount from NAV, we
expect to vote all of our KEF shares in support of Harvard's proposals.
Boola, boola!
Item 5. Interest in Securities of the Issuer.
(a,b) D3 Family Fund owns and has sole voting power over 276,500 KEF
shares.
(c) N/A
(d) N/A
7
(e) N/A
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
N/A
Item 7. Material to be Filed as Exhibits
N/A
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, each
of the undersigned certifies that the information set forth in the Statement is
true, complete and correct.
March 23, 2005 /s/ DAVID NIERENBERG
---------------------------------------
President
Nierenberg Investment Management
Company, Inc., the General Partner of
The D3 Family Retirement Fund, L.P
8
Item 1. Security and Issuer.
Common Stock of Korea Equity Fund, Inc. a Maryland corporation (the
"Issuer"), which has its principal office at 180 Maiden Lane, New York, NY
10038.
Item 2. Identity and Background.
The D3 Family Retirement Fund, L.P. is a Washington State limited
partnership, whose principal Business is investing in the equities of
public micro-cap issuers. Located at 19605 N.E. 8th St., Camas, Washington
98607. No convictions or administrative proceedings as described in 2 (d)
and (e).
Item 3. Source and Amount of Funds or Other Consideration
Source of funds is money invested in the partnership by its partners.
Item 4. Purpose of Transaction
Though Larry Summers' faculty perhaps loves him less than in the
past, and though it may seem contrary to nature for the trio of Yalies who
run the D3 Family Funds to agree with a bunch of Harvards, we are
supportive of the position taken by The Harvard Management Company in its
Form 13D filed on March 21, 2005.
Specifically, we agree with Harvard that KEF is currently too small
to be cost effective, too small to amortize the fixed costs of managing
the fund, perhaps too small to attract investment talent capable of
outperforming benchmarks, definitely too small to have clout advocating
for improved governance of and transparency from Korean public companies,
and too small to offer American investors meaningful liquidity. Therefore,
unless KEF commits, and undertakes before its upcoming annual meeting, to
grow the fund's size sufficiently to overcome these problems, and commits,
moreover, to a credible program of narrowing the discount from NAV, we
expect to vote all of our KEF shares in support of Harvard's proposals.
Boola, boola!
Item 5. Interest in Securities of the Issuer.
(a,b) The D3 Family Retirement Fund, L.P. owns and has sole voting power
over 92,700 KEF shares.
(c) N/A
(d) N/A
9
(e) N/A
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
N/A
Item 7. Material to be Filed as Exhibits
N/A
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.
March 23, 2005 /s/ DAVID NIERENBERG
-------------- ------------------------------------------
Date David Nierenberg
President
Nierenberg Investment Management Company,
Inc., the General Partner of the 3D Family
Retirement Fund, L.P.
10
Item 1. Security and Issuer.
Common Stock of Korea Equity Fund, Inc. a Maryland corporation )the
"Issuer"), which has its principal office at 180 Maiden Lane, New York, NY
10038.
Item 2. Identity and Background.
The D3 Children's Fund, L.P. is a Washington State limited partnership,
whose principal Business is investing in the equities of public micro-cap
issuers. Located at 19605 N.E. 8th St., Camas, Washington 98607. No
convictions or administrative proceedings as described in 2 (d) and (e).
Item 3. Source and Amount of Funds or Other Consideration
Source of funds is money invested in the partnership by its partners.
Item 4. Purpose of Transaction
Though Larry Summers' faculty perhaps loves him less than in the
past, and though it may seem contrary to nature for the trio of Yalies who
run the D3 Family Funds to agree with a bunch of Harvards, we are
supportive of the position taken by The Harvard Management Company in its
Form 13D filed on March 21, 2005.
Specifically, we agree with Harvard that KEF is currently too small
to be cost effective, too small to amortize the fixed costs of managing
the fund, perhaps too small to attract investment talent capable of
outperforming benchmarks, definitely too small to have clout advocating
for improved governance of and transparency from Korean public companies,
and too small to offer American investors meaningful liquidity. Therefore,
unless KEF commits, and undertakes before its upcoming annual meeting, to
grow the fund's size sufficiently to overcome these problems, and commits,
moreover, to a credible program of narrowing the discount from NAV, we
expect to vote all of our KEF shares in support of Harvard's proposals.
Boola, boola!
Item 5. Interest in Securities of the Issuer.
(a,b) The D3 Children's Fund, L.P. owns and has sole voting power over
19,650 KEF shares.
(c) N/A
(d) N/A
11
(e) N/A
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
N/A
Item 7. Material to be Filed as Exhibits
N/A
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.
March 23, 2005 /s/ DAVID NIERENBERG
-------------- ----------------------------------------------
Date David Nierenberg
President
Nierenberg Investment Management Company,
Inc., the General Partner of the 3D Family
Retirement Fund, L.P.
12
Item 1. Security and Issuer.
Common Stock of Korea Equity Fund, Inc. a Maryland corporation )the
"Issuer"), which has its principal office at 180 Maiden Lane, New York, NY
10038.
Item 2. Identity and Background.
The D3 Offshore Fund, L.P. is a Washington State limited partnership,
whose principal Business is investing in the equities of public micro-cap
issuers. Located at 19605 N.E. 8th St., Camas, Washington 98607. No
convictions or administrative proceedings as described in 2 (d) and (e).
Item 3. Source and Amount of Funds or Other Consideration
Source of funds is money invested in the partnership by its partners.
Item 4. Purpose of Transaction
Though Larry Summers' faculty perhaps loves him less than in the
past, and though it may seem contrary to nature for the trio of Yalies who
run the D3 Family Funds to agree with a bunch of Harvards, we are
supportive of the position taken by The Harvard Management Company in its
Form 13D filed on March 21, 2005.
Specifically, we agree with Harvard that KEF is currently too small
to be cost effective, too small to amortize the fixed costs of managing
the fund, perhaps too small to attract investment talent capable of
outperforming benchmarks, definitely too small to have clout advocating
for improved governance of and transparency from Korean public companies,
and too small to offer American investors meaningful liquidity. Therefore,
unless KEF commits, and undertakes before its upcoming annual meeting, to
grow the fund's size sufficiently to overcome these problems, and commits,
moreover, to a credible program of narrowing the discount from NAV, we
expect to vote all of our KEF shares in support of Harvard's proposals.
Boola, boola!
Item 5. Interest in Securities of the Issuer.
(a,b) The Offshore Fund, L.P. owns and has sole voting power over 59,250
KEF shares.
(c) N/A
(d) N/A
13
(e) N/A
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
N/A
Item 7. Material to be Filed as Exhibits
N/A
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.
March 23, 2005 /s/ DAVID NIERENBERG
-------------- --------------------------------------------
Date David Nierenberg
President
Nierenberg Investment Management Company,
Inc., the General Partner of the 3D Family
Retirement Fund, L.P.
14
Item 1. Security and Issuer.
Common Stock of Korea Equity Fund, Inc. a Maryland corporation )the
"Issuer"), which has its principal office at 180 Maiden Lane, New York, NY
10038.
Item 2. Identity and Background.
The D3 Family Bulldog Fund, L.P. is a Washington State limited
partnership, whose principal Business is investing in the equities of
public micro-cap issuers. Located at 19605 N.E. 8th St., Camas, Washington
98607. No convictions or administrative proceedings as described in 2 (d)
and (e).
Item 3. Source and Amount of Funds or Other Consideration
Source of funds is money invested in the partnership by its partners.
Item 4. Purpose of Transaction
Though Larry Summers' faculty perhaps loves him less than in the
past, and though it may seem contrary to nature for the trio of Yalies who
run the D3 Family Funds to agree with a bunch of Harvards, we are
supportive of the position taken by The Harvard Management Company in its
Form 13D filed on March 21, 2005.
Specifically, we agree with Harvard that KEF is currently too small
to be cost effective, too small to amortize the fixed costs of managing
the fund, perhaps too small to attract investment talent capable of
outperforming benchmarks, definitely too small to have clout advocating
for improved governance of and transparency from Korean public companies,
and too small to offer American investors meaningful liquidity. Therefore,
unless KEF commits, and undertakes before its upcoming annual meeting, to
grow the fund's size sufficiently to overcome these problems, and commits,
moreover, to a credible program of narrowing the discount from NAV, we
expect to vote all of our KEF shares in support of Harvard's proposals.
Boola, boola!
Item 5. Interest in Securities of the Issuer.
(a,b) The D3 Family Bulldog Fund, L.P. owns and has sole voting power over
36,700 KEF shares.
(c) N/A
(d) N/A
15
(e) N/A
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
N/A
Item 7. Material to be Filed as Exhibits
N/A
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.
March 23, 2005 /s/ DAVID NIERENBERG
-------------- ------------------------------------------
Date David Nierenberg
President
Nierenberg Investment Management Company,
Inc., the General Partner of the 3D Family
Retirement Fund, L.P.
16