0001140361-12-007668.txt : 20120214 0001140361-12-007668.hdr.sgml : 20120214 20120214101531 ACCESSION NUMBER: 0001140361-12-007668 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120214 DATE AS OF CHANGE: 20120214 GROUP MEMBERS: REAL RETURN GROUP LTD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: VCA ANTECH INC CENTRAL INDEX KEY: 0000817366 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE SERVICES [0700] IRS NUMBER: 954097995 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-45093 FILM NUMBER: 12603509 BUSINESS ADDRESS: STREET 1: 12401 WEST OLYMPIC BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90064-1022 BUSINESS PHONE: (310) 571-6500 MAIL ADDRESS: STREET 1: 12401 WEST OLYMPIC BOULEVARD CITY: LOS ANGELES STATE: CA ZIP: 90064-1022 FORMER COMPANY: FORMER CONFORMED NAME: VETERINARY CENTERS OF AMERICA INC DATE OF NAME CHANGE: 19940328 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Veritas Asset Management (UK) Ltd. CENTRAL INDEX KEY: 0001541448 IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: ELIZABETH HOUSE, 6TH FLOOR STREET 2: 39 YORK ROAD CITY: LONDON STATE: X0 ZIP: SE1 7NQ BUSINESS PHONE: 44 (0) 20 7961 1600 MAIL ADDRESS: STREET 1: ELIZABETH HOUSE, 6TH FLOOR STREET 2: 39 YORK ROAD CITY: LONDON STATE: X0 ZIP: SE1 7NQ SC 13G 1 formsc13g.htm VCA ANTECH INC SC13G 12-31-2011 formsc13g.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G

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

VCA ANTECH, INC
(Name of Issuer)

Common Stock
(Title of Class of Securities)

918194101
(CUSIP Number)

December 31, 2011
(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)
 
 
 
 
 

CUSIP No. 918194101
  
Page   2   of   9   Pages
1.
names of reporting persons
irs identification nos. of above persons (entities only)
 
Veritas Asset Management (UK) Limited
2.
check the appropriate box if a member of a group
 
(a)o
(b)o
3.
sec use only
 
4.
citizenship or place of organization
 
England & Wales
number of
shares
beneficially
 owned by
each
reporting
person with
5.
sole voting power
0
6.
shared voting power
5,694,900
7.
sole dispositive power
0
8.
shared dispositive power
5,694,900
9.
aggregate amount beneficially owned by each reporting person
5,694,900
10.
check if the aggregate amount in row (9) excludes certain shares
 
  
11.
percent of class represented by amount in row (9)
6.57%
12.
type of reporting person
CO

 
 
 
CUSIP No. 918194101
  
Page   3   of   9   Pages
1.
names of reporting persons
irs identification nos. of above persons (entities only)
 
The Real Return Group  Limited
2.
check the appropriate box if a member of a group
 
(a)o
(b)o
3.
sec use only
 
4.
citizenship or place of organization
 
England & Wales
number of
shares
beneficially
owned by
each
 reporting
person with
5.
sole voting power
0
6.
shared voting power
5,694,900
7.
sole dispositive power
0
8.
shared dispositive power
5,694,900
9.
aggregate amount beneficially owned by each reporting person
5,694,900
10.
check if the aggregate amount in row (9) excludes certain shares
 
  
11.
percent of class represented by amount in row (9)
6.57%
12.
type of reporting person
HC

 
 
 
 
Page 4 of 9 Pages
 
Item 1.
(a)
Name of Issuer:
 
VCA Antech, Inc.
 
 
(b)
Address of Issuer's Principal Executive Offices:
 
12401 West Olympic Boulevard
Los Angeles, California 90064-1022
 
Item 2.
(a)
Name of Person Filing:
 
This Schedule 13G is being filed jointly by Veritas Asset Management (UK) Limited and The Real Return Group Limited.
 
 
(b)
Address of Principal Business Office or, if none, Residence:
 
The address of Veritas Asset Management (UK) Limited is Elizabeth House, 39 York Road, London, SE1 7NQ, England.
 
The address of The Real Return Group Limited is Brookfield Lane, Ivinghoe, Leighton Buzzard, Bedfordshire, England.
 
 
(c)
Citizenship:
 
Veritas Asset Management (UK) Limited is a company incorporated under the laws of England and Wales.
 
The Real Return Group Limited is a company incorporated under the laws of England and Wales.
 
 
(d)
Title of Class of Securities:
 
Common Stock
 
 
(e)
CUSIP Number:
 
918194101
 
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)
 o
Broker or dealer registered under Section 15 of the Act.
(b)
 o
Bank as defined in Section 3(a)(6) of the Act.
(c)
 o
Insurance company as defined in Section 3(a)(19) of the Act.
(d)
 o
Investment company registered under Section 8 of the Investment Company Act of 1940.
(e)
 o
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
(f)
 o
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
(g)
 x
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
(h)
 o
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
(i)
 o
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.
(j)
 x
A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J).
(k)
 o
Group in accordance with §240.13d-1(b)(1)(ii)(K).
 
 
 
 
 
Page 5 of 9 Pages

Item 4.
Ownership.
 
 
(a)           Amount Beneficially Owned: **
 
(b)           Percent of Class: **
 
(c)           Number of Shares as to which the person has:
 
(i)         sole power to vote or direct the vote: **
(ii)        shared power to vote or direct the vote: **
(iii)       sole power to dispose or direct the disposition of: **
(iv)       shared power to dispose or direct the disposition of: **
 
** See Attachment A
 
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.
   
 
Not applicable
 
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.


 
 
 

Page 6 of 9 Pages

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.
 
By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to an investment manager organized in England and Wales and authorized by the UK Financial Services Authority is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institutions.  I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

 
 
 
 
Page 7 of 9 Pages
 
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:  February 13, 2012
   
     
 
VERITAS ASSET MANAGEMENT (UK) LIMITED
     
     
 
By
 /s/ Richard Grant
 
   
Name:  Richard Grant
   
Title:    Chief Operating Officer
     
     
 
THE REAL RETURN GROUP LIMITED
     
     
 
By
 /s/ Richard Grant
 
   
Name:  Richard Grant
   
Title:    Director
 
 
 
 
 
Page 8 of 9 Pages

AGREEMENT OF JOINT FILING

In accordance with Rule 13d-1(k) under the U.S. Securities Exchange Act of 1934, the undersigned hereby agree to the joint filing with the other persons signatory below of a statement on Schedule 13G or any amendments thereto, with respect to the Common Stock of VCA Antech, Inc., and that this Agreement be included as an attachment to such filing.

This Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement.

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement on this 13th day of February 2012.

 
VERITAS ASSET MANAGEMENT (UK) LIMITED
     
     
 
By
 /s/ Richard Grant
 
   
Name:  Richard Grant
   
Title:    Chief Operating Officer
     
     
 
THE REAL RETURN GROUP LIMITED
     
     
 
By
 /s/ Richard Grant
 
   
Name:  Richard Grant
   
Title:    Director
 
 
 
 
 
Page 9 of 9 Pages

ATTACHMENT A

1.         Beneficial Ownership (Item 4(a) and (b) of Schedule 13G)
 
As of December 31, 2011, Veritas Asset Management (UK) Limited may be deemed to have shared power to vote or to direct the voting of and to dispose or to direct the disposition of 5,694,900 shares of Common Stock of VCA Antech, Inc. (the “Common Stock”).  Accordingly, Veritas Asset Management (UK) Limited may be deemed to be the beneficial owner of the 5,694,900 shares of Common Stock, which, based on there being 86,701,838 shares of Common Stock outstanding as reported in Form 10-Q filed by VCA Antech, Inc. on November 9, 2011 (the “Form 10-Q”), represents approximately 6.57% of the outstanding Common Stock.
 
As of December 31, 2011, The Real Return Group Limited, as the parent holding company of Veritas Asset Management (UK) Limited, may be deemed to have shared power to vote or to direct the voting of and to dispose or to direct the disposition of 5,694,900 shares of Common Stock of VCA Antech, Inc.  Accordingly, The Real Return Group Limited may be deemed to be the beneficial owner of the 5,694,900 shares of Common Stock, which, based on there being 86,701,838 shares of Common Stock outstanding as reported in Form 10-Q, represents approximately 6.57% of the outstanding Common Stock.
 
Each of Veritas Asset Management (UK) Limited and The Real Return Group Limited disclaims beneficial ownership of the 5,694,900 shares of Common Stock, except to the extent of any pecuniary interest therefrom.
 
2.         Power to Vote and Dispose (Item 4(c) of Schedule 13G)
 
As of December 31, 2011, Veritas Asset Management (UK) Limited may be deemed to have shared power to vote or to direct the voting of and to dispose or to direct the disposition of the 5,694,900 shares of Common Stock.
 
As of December 31, 2011, The Real Return Group Limited may be deemed to have shared power to vote or to direct the voting of and to dispose or to direct the disposition of the 5,694,900 shares of Common Stock.
 
Each of Veritas Asset Management (UK) Limited and The Real Return Group Limited disclaims beneficial ownership of the 5,694,900 shares of Common Stock, except to the extent of any pecuniary interest therefrom.