-----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, EKOWU6dJ2gdw8XyYpn1J/rmY/qFqgg48WdepWVmAWm5ledWX/IsqBQ4ev2DTwBJO QqWEAxopzjL8QTMNsMnzcA== 0001104659-08-069569.txt : 20081110 0001104659-08-069569.hdr.sgml : 20081110 20081110123448 ACCESSION NUMBER: 0001104659-08-069569 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 6 FILED AS OF DATE: 20081110 DATE AS OF CHANGE: 20081110 GROUP MEMBERS: ANDREW A. ZIEGLER GROUP MEMBERS: ARTISAN FUNDS, INC. GROUP MEMBERS: ARTISAN INVESTMENT CORPORATION GROUP MEMBERS: CARLENE M. ZIEGLER GROUP MEMBERS: ZFIC, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SI INTERNATIONAL INC CENTRAL INDEX KEY: 0001143363 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 522127278 STATE OF INCORPORATION: DE FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-78766 FILM NUMBER: 081174321 BUSINESS ADDRESS: STREET 1: 12012 SUNSET HILLS ROAD STREET 2: SUITE 800 CITY: RESTON STATE: VA ZIP: 20190-5869 BUSINESS PHONE: 7032347000 MAIL ADDRESS: STREET 1: 12012 SUNSET HILLS ROAD STREET 2: SUITE 800 CITY: RESTON STATE: VA ZIP: 20190 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ARTISAN PARTNERS LTD PARTNERSHIP CENTRAL INDEX KEY: 0001010643 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 875 EAST WISCONSIN AVE STE 800 CITY: MILWAUKEE STATE: WI ZIP: 53202 BUSINESS PHONE: 414-390-6100 MAIL ADDRESS: STREET 1: 875 EAST WISCONSIN AVE STE 800 CITY: MILWAUKEE STATE: WI ZIP: 53202 SC 13G/A 1 a08-28050_2sc13ga.htm SC 13G/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

(Rule 13d-102)

 

Information to be Included in Statements Filed Pursuant to Rule 13d-1(b), (c)

and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2.

 

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

 

SI International, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

78427V102

(CUSIP Number)

October 31, 2008

(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)

o

Rule 13d-1(c)

o

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. 78427V102

 

 

1.

Names of Reporting Persons
Artisan Partners Limited Partnership  

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

 

Not Applicable

 

 

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
None

 

6.

Shared Voting Power
865,400

 

7.

Sole Dispositive Power
None

 

8.

Shared Dispositive Power
947,500

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
947,500

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
Not Applicable

 

 

11.

Percent of Class Represented by Amount in Row (9)
7.14%

 

 

12.

Type of Reporting Person (See Instructions)
IA

 

2



 

CUSIP No. 78427V102

 

 

1.

Names of Reporting Persons
Artisan Investment Corporation

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

 

Not Applicable

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Wisconsin

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
None

 

6.

Shared Voting Power
865,400

 

7.

Sole Dispositive Power
None

 

8.

Shared Dispositive Power
947,500

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
947,500

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
Not Applicable

 

 

11.

Percent of Class Represented by Amount in Row (9)
7.14%

 

 

12.

Type of Reporting Person (See Instructions)
CO

 

3



 

CUSIP No. 78427V102

 

 

1.

Names of Reporting Persons
ZFIC, Inc.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

 

Not Applicable

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Wisconsin

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
None

 

6.

Shared Voting Power
865,400

 

7.

Sole Dispositive Power
None

 

8.

Shared Dispositive Power
947,500

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
947,500

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
Not Applicable

 

 

11.

Percent of Class Represented by Amount in Row (9)
7.14%

 

 

12.

Type of Reporting Person (See Instructions)
CO

 

4



 

CUSIP No. 78427V102

 

 

1.

Names of Reporting Persons
Andrew A. Ziegler

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

 

Not Applicable

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
U.S.A.

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
None

 

6.

Shared Voting Power
865,400

 

7.

Sole Dispositive Power
None

 

8.

Shared Dispositive Power
947,500

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
947,500

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
Not Applicable

 

 

11.

Percent of Class Represented by Amount in Row (9)
7.14%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

5



 

CUSIP No. 78427V102

 

 

1.

Names of Reporting Persons
Carlene M. Ziegler

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

 

Not Applicable

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
U.S.A.

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
None

 

6.

Shared Voting Power
865,400

 

7.

Sole Dispositive Power
None

 

8.

Shared Dispositive Power
947,500

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
947,500

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
Not Applicable

 

 

11.

Percent of Class Represented by Amount in Row (9)
7.14%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

6



 

CUSIP No. 78427V102

 

 

1.

Names of Reporting Persons
Artisan Funds, Inc.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

 

Not Applicable

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Wisconsin

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
None

 

6.

Shared Voting Power
539,800

 

7.

Sole Dispositive Power
None

 

8.

Shared Dispositive Power
539,800

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
539,800

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
Not Applicable

 

 

11.

Percent of Class Represented by Amount in Row (9)
4.07%

 

 

12.

Type of Reporting Person (See Instructions)
CO

 

7



 

Item 1.

 

(a)

Name of Issuer
SI International, Inc.

 

(b)

Address of Issuer’s Principal Executive Offices
12012 Sunset Hills Road

Reston, Virginia  20190-5869

 

Item 2.

 

(a)

Name of Person Filing
Artisan Partners Limited Partnership (“Artisan Partners”)

Artisan Investment Corporation, the general partner of Artisan Partners (“Artisan Corp.”)

ZFIC, Inc., the sole stockholder of Artisan Corp. (“ZFIC”)

Andrew A. Ziegler

Carlene M. Ziegler

Artisan Funds, Inc. (“Artisan Funds”)

 

(b)

Address of Principal Business Office or, if none, Residence
Artisan Partners, Artisan Corp., ZFIC, Mr. Ziegler, Ms. Ziegler and Artisan

Funds are all located at:

875 East Wisconsin Avenue, Suite 800

Milwaukee, WI 53202

 

(c)

Citizenship

Artisan Partners is a Delaware limited partnership
Artisan Corp. is a Wisconsin corporation

ZFIC is a Wisconsin corporation

Mr. Ziegler and Ms. Ziegler are U.S. citizens

Artisan Funds is a Wisconsin corporation

 

(d)

Title of Class of Securities
Common Stock

 

(e)

CUSIP Number
78427V102

 

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:

 

(d)

 

Artisan Funds is an Investment Company under section 8 of the Investment Company Act.

 

(e)

 

Artisan Partners is an investment adviser registered under section 203 of the Investment Advisers Act of 1940; Artisan Corp. is the general partner of Artisan Partners; ZFIC is the sole stockholder of Artisan Corp.; Mr. Ziegler and Ms. Ziegler are the principal stockholders of ZFIC.

 

8



 

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:   

947,500

 

(b)

Percent of class:   

7.14% (based on 13,276,729 shares outstanding as of October 31, 2008)

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote   

None

 

 

(ii)

Shared power to vote or to direct the vote    

865,400

 

 

(iii)

Sole power to dispose or to direct the disposition of   

None

 

 

(iv)

Shared power to dispose or to direct the disposition of   

947,500

 

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   o.

Not Applicable

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

The shares reported herein have been acquired on behalf of discretionary clients of Artisan Partners; as reported herein, Artisan Partners holds 947,500 shares, including 539,800 shares on behalf of Artisan Funds.  Persons other than Artisan Partners are entitled to receive all dividends from, and proceeds from the sale of, those shares.

 

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

 

9



 

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.

 

 

Date:  November 7, 2008

 

 

 

ARTISAN INVESTMENT CORPORATION,

 

for itself and as the general partner of

 

ARTISAN PARTNERS LIMITED PARTNERSHIP

 

 

 

By: 

Janet D. Olsen*

 

 

 

 

 

ZFIC, INC.

 

 

 

By: 

Janet D. Olsen*

 

 

 

 

 

ANDREW A. ZIEGLER

 

 

 

Andrew A. Ziegler*

 

 

 

 

 

CARLENE M. ZIEGLER

 

 

 

Carlene M. Ziegler*

 

 

 

 

 

ARTISAN FUNDS, INC.

 

 

 

By: 

Janet D. Olsen*

 

 

 

 

 

*By:

/s/ Janet D. Olsen

 

 

 Janet D. Olsen

 

 

 Vice President of Artisan Investment Corporation

 

 

 Attorney-in-Fact for ZFIC, Inc.

 

 

 Attorney-in-Fact for Andrew A. Ziegler

 

 

 Attorney-in-Fact for Carlene M. Ziegler

 

 

 General Counsel and Secretary of Artisan Funds, Inc.

 

10



 

Exhibit Index

 

Exhibit 1

 

Joint Filing Agreement dated November 7, 2008 by and among Artisan Partners Limited Partnership, Artisan Investment Corporation, ZFIC, Inc., Andrew A. Ziegler, Carlene M. Ziegler and Artisan Funds, Inc.

 

 

 

Exhibit 2

 

Power of Attorney of ZFIC, Inc., dated March 19, 2007

 

 

 

Exhibit 3

 

Power of Attorney of Andrew A. Ziegler dated March 19, 2007

 

 

 

Exhibit 4

 

Power of Attorney of Carlene M. Ziegler dated March 19, 2007

 

11


EX-99.1 2 a08-28050_2ex99d1.htm EX-99.1

Exhibit 99.1

 

EXHIBIT 1

 

JOINT FILING AGREEMENT

 

                The undersigned hereby agree to the joint filing of the Schedule 13G to which this Agreement is attached.

 

Dated:  November 7, 2008

 

 

 

ARTISAN INVESTMENT CORPORATION,

 

for itself and as the general partner of

 

ARTISAN PARTNERS LIMITED PARTNERSHIP

 

 

 

By: 

Janet D. Olsen*

 

 

 

 

 

ZFIC, INC.

 

 

 

By: 

Janet D. Olsen*

 

 

 

 

 

ANDREW A. ZIEGLER

 

 

 

Andrew A. Ziegler*

 

 

 

 

 

CARLENE M. ZIEGLER

 

 

 

Carlene M. Ziegler*

 

 

 

 

 

ARTISAN FUNDS, INC.

 

 

 

By: 

Janet D. Olsen*

 

 

 

 

 

*By:

/s/ Janet D. Olsen

 

 

 Janet D. Olsen

 

 

 Vice President of Artisan Investment Corporation

 

 

 Attorney-in-Fact for ZFIC, Inc.

 

 

 Attorney-in-Fact for Andrew A. Ziegler

 

 

 Attorney-in-Fact for Carlene M. Ziegler

 

 

 General Counsel and Secretary of Artisan Funds, Inc.

 

1


EX-99.2 3 a08-28050_2ex99d2.htm EX-99.2

Exhibit 99.2

 

EXHIBIT 2

 

POWER OF ATTORNEY

 

The undersigned, ZFIC, Inc., hereby appoints Lawrence A. Totsky, Janet D. Olsen, and Sarah A. Johnson, and each of them individually, its true and lawful attorney-in-fact and agent, with full power to execute and file with the United States Securities and Exchange Commission and any stock exchange or similar authority, for and on its behalf in any and all capacities, any and all reports required to be filed pursuant to Section 13 of the Securities Exchange Act of 1934 and the rules thereunder, including but not limited to reports on Schedule 13D or 13G, any and all amendments to such reports, with all exhibits, and any other forms or documents as may be necessary in connection with the filing of such reports with the United States Securities and Exchange Commission and any stock exchange or similar authority, granting unto said attorney full power and authority to do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete, as fully as the undersigned might or could do in person.

 

                This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact and agents.

 

                IN WITNESS WHEREOF the undersigned has caused this Power of Attorney to be executed this 19th day of March, 2007.

 

 

ZFIC, INC.

 

 

 

 

 

By: 

  /s/ Andrew A. Ziegler

 

 

 Andrew A. Ziegler

 

 

 Vice President

 

 

STATE OF WISCONSIN

)

 

) SS.

COUNTY OF MILWAUKEE

)

 

                I, Timothy K. Weston, a Notary Public in and for the County of Milwaukee, State of Wisconsin, DO HEREBY CERTIFY that Andrew A. Ziegler, who is personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that he signed and delivered the said instrument as his own free and voluntary act, for the uses and purposes therein set forth.

 

                Given under my hand and notarial seal, this 19th day of March, 2007.

 

 

 

  /s/ Timothy K. Weston

 

Notary Public

 

1


EX-99.3 4 a08-28050_2ex99d3.htm EX-99.3

Exhibit 99.3

 

EXHIBIT 3

 

POWER OF ATTORNEY

 

The undersigned, Andrew A. Ziegler, hereby appoints Lawrence A. Totsky, Janet D. Olsen, and Sarah A. Johnson, and each of them individually, his true and lawful attorney-in-fact and agent, with full power to execute and file with the United States Securities and Exchange Commission and any stock exchange or similar authority, for and on his behalf in any and all capacities, any and all reports required to be filed pursuant to Section 13 of the Securities Exchange Act of 1934 and the rules thereunder, including but not limited to reports on Schedule 13D or 13G, any and all amendments to such reports, with all exhibits, and any other forms or documents as may be necessary in connection with the filing of such reports with the United States Securities and Exchange Commission and any stock exchange or similar authority, granting unto said attorney full power and authority to do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete, as fully as the undersigned might or could do in person.

 

                This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact and agents.

 

                IN WITNESS WHEREOF the undersigned has caused this Power of Attorney to be executed this 19th day of March, 2007.

 

 

 

 

 

 

  /s/ Andrew A. Ziegler

 

 

 

 

Andrew A. Ziegler

 

 

STATE OF WISCONSIN

)

 

) SS.

COUNTY OF MILWAUKEE

)

 

                I, Timothy K. Weston, a Notary Public in and for the County of Milwaukee, State of Wisconsin, DO HEREBY CERTIFY that Andrew A. Ziegler, who is personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that he signed and delivered the said instrument as his own free and voluntary act, for the uses and purposes therein set forth.

 

                Given under my hand and notarial seal, this 19th day of March, 2007.

 

 

 

  /s/ Timothy K. Weston

 

Notary Public

 

1


EX-99.4 5 a08-28050_2ex99d4.htm EX-99.4

Exhibit 99.4

 

EXHIBIT 4

 

POWER OF ATTORNEY

 

The undersigned, Carlene M. Ziegler, hereby appoints Lawrence A. Totsky, Janet D. Olsen, and Sarah A. Johnson, and each of them individually, her true and lawful attorney-in-fact and agent, with full power to execute and file with the United States Securities and Exchange Commission and any stock exchange or similar authority, for and on her behalf in any and all capacities, any and all reports required to be filed pursuant to Section 13 of the Securities Exchange Act of 1934 and the rules thereunder, including but not limited to reports on Schedule 13D or 13G, any and all amendments to such reports, with all exhibits, and any other forms or documents as may be necessary in connection with the filing of such reports with the United States Securities and Exchange Commission and any stock exchange or similar authority, granting unto said attorney full power and authority to do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete, as fully as the undersigned might or could do in person.

 

                This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact and agents.

 

                IN WITNESS WHEREOF the undersigned has caused this Power of Attorney to be executed this 19th day of March, 2007.

 

 

 

  /s/ Carlene M. Ziegler

 

Carlene M. Ziegler

 

 

STATE OF WISCONSIN

)

 

) SS.

COUNTY OF MILWAUKEE

)

 

                I, Timothy K. Weston, a Notary Public in and for the County of Milwaukee, State of Wisconsin, DO HEREBY CERTIFY that Carlene M. Ziegler, who is personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that she signed and delivered the said instrument as her own free and voluntary act, for the uses and purposes therein set forth.

 

                Given under my hand and notarial seal, this 19th day of March, 2007.

 

 

 

  /s/ Timothy K. Weston

 

Notary Public

 

1


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