Form SC 13G/A - Statement of Beneficial Ownership by Certain Investors: [Amend]
08 Novembro 2024 - 12:37PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO
§240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2.
(Name of Issuer)
(Title of Class of Securities)
(CUSIP Number)
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the
rule pursuant to which this Schedule is filed:
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☒ |
Rule 13d-1(b) |
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☐ |
Rule 13d-1(c) |
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☐ |
Rule 13d-1(d) |
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 (as
amended, the “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. 74915M100 |
13G |
Page 2 of 7 pages |
1 |
NAMES OF REPORTING PERSONS
CONTRARIUS INVESTMENT MANAGEMENT LIMITED |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a) ☒
(b) ☐
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3 |
SEC USE ONLY
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Jersey, Channel Islands
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NUMBERS OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH: |
5 |
SOLE VOTING POWER 0
|
6 |
SHARED VOTING POWER 35,138,516
|
7 |
SOLE DISPOSITIVE POWER 0
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8 |
SHARED DISPOSITIVE POWER 35,138,516
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
35,138,516 |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.1% |
12 |
TYPE OF REPORTING PERSON (See Instructions)
FI |
CUSIP No. 74915M100 |
13G |
Page 3 of 7 pages |
1 |
NAMES OF REPORTING PERSONS
CONTRARIUS INVESTMENT MANAGEMENT (BERMUDA)
LIMITED |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a) ☒
(b) ☐
|
3 |
SEC USE ONLY
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
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NUMBERS OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH: |
5 |
SOLE VOTING POWER 0
|
6 |
SHARED VOTING POWER 35,138,516 |
7 |
SOLE DISPOSITIVE POWER 0
|
8 |
SHARED DISPOSITIVE POWER 35,138,516 |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
35,138,516 |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.1% |
12 |
TYPE OF REPORTING PERSON (See Instructions)
FI |
SCHEDULE 13G
Item 1(a). Name of Issuer:
Qurate Retail, Inc.
Item 1(b). Address of Issuer’s Principal
Executive Offices:
12300 Liberty Boulevard, Englewood, Colorado 80112
Item 2(a). Name of Person Filing:
Contrarius Investment Management Limited
Contrarius Investment Management (Bermuda) Limited
Item 2(b). Address of Principal Business
Office or, if None, Residence:
Contrarius Investment Management Limited -
2 Bond Street, St. Helier, Jersey JE2 3NP, Channel Islands
Contrarius Investment Management (Bermuda) Limited – Waterloo House,
100 Pitts Bay Road, Pembroke HM 08 Bermuda
Item 2(c). Citizenship:
Contrarius Investment Management Limited is a company organized
under the laws of Jersey, Channel Islands.
Contrarius Investment Management (Bermuda) Limited is a company
organized under the laws of Bermuda.
Item 2(d). Title of Class of Securities:
Series A Common Stock
Item 2(e). CUSIP Number:
74915M100
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:
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(a) |
☐ |
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
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(b) |
☐ |
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
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(c) |
☐ |
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
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(d) |
☐ |
Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
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(e) |
☐ |
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E). |
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(f) |
☐ |
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F). |
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(g) |
☐ |
A parent holding company or control person in accordance with § 240.13d– 1(b)(1)(ii)(G). |
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(h) |
☐ |
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S. C. 1813). |
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(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). |
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(j) |
☒ |
A
non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J). |
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(k) |
☒ |
Group, in accordance with §240.13d-1(b)(1)(ii)(K). |
If filing as a non-U.S. institution in accordance
with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: Equivalent to IA.
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: |
35,138,516 |
|
(b) |
Percent
of class: |
9.1% |
|
(c) |
Number
of shares as to which such person has: |
|
|
|
(i) |
Sole power to vote or to direct the vote: |
0 |
|
|
(ii) |
Shared
power to vote or to direct the vote: |
35,138,516 |
|
|
(iii) |
Sole
power to dispose or to direct the disposition of: |
0 |
|
|
(iv) |
Shared
power to dispose or to direct the disposition of: |
35,138,516 |
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 5 percent
of the class of securities, check the following ☐.
Item 6. Ownership
of More than Five Percent on Behalf of Another Person
Other persons have the right to receive and
the power to direct the receipt of dividends from, or the proceeds from the sale of the 35,138,516 shares of Common Stock of Qurate Retail,
Inc. beneficially owned by Contrarius Investment Management Limited and Contrarius Investment Management (Bermuda) Limited.
Item 7. Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
N/A
Item 8. Identification
and Classification of Members of the Group.
Contrarius Investment Management Limited and Contrarius Investment
Management (Bermuda) Limited are together making this filing because they may be deemed to constitute a “group” for the purposes
of section 13(d)(3) of the Act.
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certifications.
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,
other than activities solely in connection with a nomination under § 240.14a-11.
By signing below I certify that, to the best of my
knowledge and belief, the foreign regulatory scheme applicable to Contrarius Investment Management Limited and Contrarius Investment Management
(Bermuda) Limited is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s).
I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.
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.
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8 November 2024 |
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CONTRARIUS INVESTMENT
MANAGEMENT LIMITED |
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By: |
/s/ Thomas Daniel Perkins |
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Name: Thomas Daniel Perkins |
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Title: Director |
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8 November 2024 |
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CONTRARIUS INVESTMENT
MANAGEMENT (BERMUDA) LIMITED |
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By: |
/s/ Matt De Kock |
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Name: Matt De Kock |
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Title: Director |
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