0001104659-14-009858.txt : 20140214 0001104659-14-009858.hdr.sgml : 20140214 20140213183501 ACCESSION NUMBER: 0001104659-14-009858 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140214 DATE AS OF CHANGE: 20140213 GROUP MEMBERS: ALICE W. HANDY GROUP MEMBERS: INVESTURE GLOBAL EQUITY (GP), LLC GROUP MEMBERS: INVESTURE GLOBAL EQUITY FUND, LP - ALL ASSET SERIES SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SMART Technologies Inc. CENTRAL INDEX KEY: 0001489147 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 000000000 STATE OF INCORPORATION: A0 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-85696 FILM NUMBER: 14608525 BUSINESS ADDRESS: STREET 1: 3636 RESEARCH ROAD N.W. CITY: CALGARY STATE: A0 ZIP: T2L 1Y1 BUSINESS PHONE: 403-245-0333 MAIL ADDRESS: STREET 1: 3636 RESEARCH ROAD N.W. CITY: CALGARY STATE: A0 ZIP: T2L 1Y1 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Investure, LLC CENTRAL INDEX KEY: 0001476993 IRS NUMBER: 200456218 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 126 GARRETT STREET STREET 2: SUITE J CITY: CHARLOTTESVILLE STATE: VA ZIP: 22902 BUSINESS PHONE: 434-220-0280 MAIL ADDRESS: STREET 1: 126 GARRETT STREET STREET 2: SUITE J CITY: CHARLOTTESVILLE STATE: VA ZIP: 22902 FORMER COMPANY: FORMER CONFORMED NAME: Investure LLC DATE OF NAME CHANGE: 20091117 SC 13G 1 a14-5817_1sc13g.htm SC 13G

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

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

 

Smart Technologies Inc.

(Name of Issuer)

Class A Subordinate Voting Shares

(Title of Class of Securities)

83172R108

(CUSIP Number)

February 5, 2014

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

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 disclosures provided in a prior cover page.

 

The information required on 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. 83172R108

SCHEDULE 13G

 

 

 

1.

Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (Entities Only)
Investure, LLC

I.R.S. #20-0456218

 

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(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
2,560,000*

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
2,560,000*

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,560,000*

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
6.1%*

 

 

12.

Type of Reporting Person
IA

 


* Based on the information set forth on Form 6-K of Smart Technologies Inc. (the “Company”) filed with the Securities and Exchange Commission on February 6, 2014, there were 42,082,593 Class A Subordinate Voting Shares of the Company (the “Shares”) outstanding as of December 31, 2013.

 

2



 

CUSIP No. 83172R108

SCHEDULE 13G

 

 

 

1.

Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (Entities Only)
Investure Global Equity (GP), LLC

I.R.S. #26-4440171

 

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(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
2,560,000*

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
2,560,000*

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,560,000*

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
6.1%*

 

 

12.

Type of Reporting Person
OO

 


* Based on the information set forth on Form 6-K of Smart Technologies Inc. (the “Company”) filed with the Securities and Exchange Commission on February 6, 2014, there were 42,082,593 Class A Subordinate Voting Shares of the Company (the “Shares”) outstanding as of December 31, 2013.

 

3



 

CUSIP No. 83172R108

SCHEDULE 13G

 

 

 

1.

Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (Entities Only)

Investure Global Equity Fund, LP – All Asset Series

I.R.S. #26-4440283

 

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(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
2,560,000*

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
2,560,000*

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,560,000*

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
6.1%*

 

 

12.

Type of Reporting Person
PN

 


* Based on the information set forth on Form 6-K of Smart Technologies Inc. (the "Company") filed with the Securities and Exchange Commission on February 6, 2014, there were 42,082,593 Class A Subordinate Voting Shares of the Company (the "Shares") outstanding as of December 31, 2013.

 

4



 

CUSIP No. 83172R108

SCHEDULE 13G

 

 

 

1.

Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (Entities Only)

Alice W. Handy

 

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
2,560,000*

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
2,560,000*

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,560,000*

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
6.1%*

 

 

12.

Type of Reporting Person
IN

 


* Based on the information set forth on Form 6-K of Smart Technologies Inc. (the "Company") filed with the Securities and Exchange Commission on February 6, 2014, there were 42,082,593 Class A Subordinate Voting Shares of the Company (the "Shares") outstanding as of December 31, 2013.

 

5



 

Item 1.

 

(a)

Name of Issuer
Smart Technologies Inc.

 

(b)

Address of Issuer’s Principal Executive Offices
3636 Research Road NW
Calgary, AB T2L 1Y1
Canada

 

Item 2.

 

(a)

Name of Person Filing
Investure, LLC ("Investure"), Investure Global Equity (GP), LLC ("Investure Global Equity GP"), Investure Global Equity Fund, LP – All Asset Series ("Investure Global Equity") and Alice W. Handy.  Ms. Handy is the managing member of Investure.  Investure is the managing member of Investure Global Equity GP and investment adviser to Investure Global Equity.  Investure Global Equity GP is the general partner of Investure Global Equity, a security holder of the issuer.

 

(b)

Address of the Principal Office or, if none, Residence
The address of the Principal Office of each of Investure Global Equity, Investure Global Equity GP, Investure and Ms. Handy is 126 Garrett Street, Ste. J, Charlottesville, Virginia 22902.

 

(c)

Citizenship
The jurisdiction of formation of each of Investure Global Equity, Investure Global Equity GP and Investure is the State of Delaware.  Ms. Handy is a citizen of the United States.

 

(d)

Title of Class of Securities
Class A Subordinate Voting Shares

 

(e)

CUSIP Number
83172R108

 

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:

Not Applicable

 

6



 

Item 4.

Ownership.

 

(a)

Amount beneficially owned:   

See the response(s) to Item 9 on the attached cover page(s).

 

(b)

Percent of class:   

See the response(s) to Item 11 on the attached cover page(s).

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote:   

See the response(s) to Item 5 on the attached cover page(s).

 

 

(ii)

Shared power to vote or to direct the vote:    

See the response(s) to Item 6 on the attached cover page(s).

 

 

(iii)

Sole power to dispose or to direct the disposition of:   

See the response(s) to Item 7 on the attached cover page(s).

 

 

(iv)

Shared power to dispose or to direct the disposition of:   

See the response(s) to Item 8 on the attached cover page(s).

 

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.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

 

Not Applicable.

 

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.

 

7



 

Item 10.

Certification.

 

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.

 

SIGNATURES

 

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.

 

DATED: February 14, 2014

 

 

INVESTURE, LLC

 

 

 

 

By:

/s/ ALICE W. HANDY

 

Name:

Alice W. Handy

 

Title:

Managing Member

 

 

 

 

INVESTURE GLOBAL EQUITY (GP), LLC

 

 

 

 

By:

INVESTURE, LLC

 

Title:

Managing Member

 

 

 

 

By:

/s/ ALICE W. HANDY

 

Name:

Alice W. Handy

 

Title:

Managing Member

 

 

 

 

INVESTURE GLOBAL EQUITY FUND, LP –ALL ASSET SERIES

 

 

 

 

By:

INVESTURE GLOBAL EQUITY (GP), LLC

 

Title:

General Partner

 

 

 

 

By:

INVESTURE, LLC

 

Title:

Managing Member

 

 

 

 

By:

/s/ ALICE W. HANDY

 

Name:

Alice W. Handy

 

Title:

Managing Member

 

 

 

 

/s/ ALICE W. HANDY

 

Name:

Alice W. Handy

 

8