- Amended Statement of Ownership (SC 13G/A)
February 11 2009 - 3:56PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Layne Christensen Co.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
521050104
December 31, 2008
Date of Event Which Requires Filing of the Statement
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o
Rule 13d-1(b)
þ
Rule 13d-1(c)
o
Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting persons 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).
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CUSIP No.
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521050104
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13G
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Page
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2
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of
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10
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1
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
KBC Asset Management Ltd.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
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(b)
þ
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Ireland
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5
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SOLE VOTING POWER
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NUMBER OF
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0
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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905,902 shares of Common Stock
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EACH
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7
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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0
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WITH
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8
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SHARED DISPOSITIVE POWER
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905,902 shares of Common Stock
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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905,902 shares of Common Stock
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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Approximately 4.7% as of 12/31/08 (based on 19,401,274 shares of Common Stock issued and outstanding as of 12/1/08, per Form 10Q dated 12/9/08)
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12
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TYPE OF REPORTING PERSON
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IA
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CUSIP No.
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521050104
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13G
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Page
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3
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of
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10
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1
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
KBC Group NV
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
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(b)
þ
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Belgium
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5
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SOLE VOTING POWER
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NUMBER OF
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0
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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905,902 shares of Common Stock
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EACH
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7
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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0
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WITH
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8
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SHARED DISPOSITIVE POWER
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905,902 shares of Common Stock
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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|
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905,902 shares of Common Stock
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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Approximately 4.7% as of 12/31/08 (based on 19,401,274 shares of Common Stock issued and outstanding as of 12/1/08, per Form 10Q dated 12/9/08)
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12
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TYPE OF REPORTING PERSON
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HC
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CUSIP No.
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521050104
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13G
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Page
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4
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of
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10
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1
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
KBC Asset Management NV
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
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(b)
þ
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Belgium
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5
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SOLE VOTING POWER
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NUMBER OF
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0
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SHARES
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6
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SHARED VOTING POWER
|
BENEFICIALLY
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|
OWNED BY
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905,902 shares of Common Stock
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|
|
|
EACH
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7
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|
SOLE DISPOSITIVE POWER
|
REPORTING
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PERSON
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0
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WITH
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8
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SHARED DISPOSITIVE POWER
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|
|
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|
905,902 shares of Common Stock
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|
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
905,902 shares of Common Stock
|
|
|
|
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
|
o
|
|
|
|
11
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|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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|
Approximately 4.7% as of 12/31/08 (based on 19,401,274 shares of Common Stock issued and outstanding as of 12/1/08, per Form 10Q dated 12/9/08)
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12
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TYPE OF REPORTING PERSON
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IA/HC
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CUSIP No.
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521050104
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13G
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Page
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5
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of
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10
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1
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
KBC Bank NV
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
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(b)
þ
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Belgium
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5
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SOLE VOTING POWER
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NUMBER OF
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0
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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905,902 shares of Common Stock
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|
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EACH
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7
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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0
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WITH
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8
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SHARED DISPOSITIVE POWER
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|
|
|
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|
905,902 shares of Common Stock
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|
|
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
905,902 shares of Common Stock
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|
|
|
10
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
|
o
|
|
|
|
11
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|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
Approximately 4.7% as of 12/31/08 (based on 19,401,274 shares of Common Stock issued and outstanding as of 12/1/08, per Form 10Q dated 12/9/08)
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12
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TYPE OF REPORTING PERSON
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BK/HC
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CUSIP No.
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521050104
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13G
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Page
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6
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of
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10
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Item 1(a)
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Name of Issuer: Layne Christensen Co.
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Item 1(b)
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Address of Issuers Principal Executive Offices:
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1900 Shawnee Mission Pkwy
Mission Woods, Kansas 66205-2001
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Item 2(a)
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Name of Person Filing
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Item 2(b)
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Address of Principal Business Office
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KBC Asset Management Ltd.
Joshua Dawson House
Dawson Street
Dublin 2
Ireland
KBC Group NV
Havenlaan 2
1080 Brussels
Belgium
KBC Asset Management NV
Havenlaan 2,
1080 Brussels
Belgium
KBC Bank NV
Havenlaan 2,
1080 Brussels
Belgium
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2(d)
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Title of Class of Securities:
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Common Stock, par value $0.01 per share
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2(e)
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CUSIP Number: 521050104
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Item 3 If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the
person filing is a:
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(a)
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o
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Broker or dealer registered under Section 15 of the
Exchange Act;
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(b)
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o
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Bank as defined in Section 3(a)(6) of the Exchange Act;
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CUSIP No.
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521050104
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13G
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Page
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7
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of
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10
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(c)
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Insurance company as defined in Section 3(a)(19) of the
Exchange Act;
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(d)
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Investment company registered under Section 8 of the
Investment Company Act;
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(e)
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An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
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(f)
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An employee benefit plan or endowment fund in accordance
with Rule 13d-1(b)(1)(ii)(F);
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(g)
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A parent holding company or control person in accordance
with Rule 13d-1(b)(1)(ii)(G);
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(h)
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A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act;
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(i)
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o
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A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment Company Act;
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(j)
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Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
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If this statement is filed pursuant to Rule 13d-1(c), check this box:
þ
(a) Amount beneficially owned:
Incorporated by reference to Item 9 of the cover page pertaining to each reporting person.
(b) Percent of Class:
Incorporated by reference to Item 11 of the cover page pertaining to each reporting person.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
Incorporated by reference to Item 5 of the cover page pertaining to each reporting person.
(ii) shared power to vote or to direct the vote:
Incorporated by reference to Item 6 of the cover page pertaining to each reporting
person.
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CUSIP No.
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521050104
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13G
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Page
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8
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of
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10
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(iii) sole power to dispose or to direct the disposition of:
Incorporated by reference to Item 7 of the cover page pertaining to each reporting person.
(iv) shared power to dispose or to direct the disposition of:
Incorporated by reference to Item 8 of the cover page pertaining to each reporting person.
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Item 5
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Ownership of Five Percent or Less of a Class:
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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
þ
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Item 6
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Ownership of More than Five Percent on Behalf of Another Person:
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Not Applicable.
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Item 7
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Identification and Classification of the Subsidiary which Acquired the Security Being
Reported on by the Parent Holding Company:
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Not Applicable.
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Item 8
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Identification and Classification of Members of the Group:
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Not Applicable.
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Item 9
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Notice of Dissolution of Group:
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Not Applicable.
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.
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CUSIP No.
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521050104
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13G
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Page
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9
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of
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10
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After reasonable inquiry and to the best of its knowledge and belief, the undersigned certify
that the information set forth in this statement is true, complete and correct.
Dated this 11
th
day of February, 2009.
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KBC Group NV
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KBC Asset Management NV
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By:
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/s/ Noel OHalloran
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By:
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/s/ Noel OHalloran
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Name:
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Noel OHalloran
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Name:
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Noel OHalloran
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Its:
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Executive Director and Chief
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Its:
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Executive Director and Chief
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Investment Officer of KBC Asset
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Investment Officer of KBC Asset
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Management Ltd.
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Management Ltd.
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KBC Asset Management Ltd.
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KBC Bank NV
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By:
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/s/ Noel OHalloran
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By:
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/s/ Noel OHalloran
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Name:
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Noel OHalloran
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Name:
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Noel OHalloran
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Its:
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Executive Director and Chief
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Its:
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Executive Director and Chief
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Investment Officer
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Investment Officer of KBC Asset
Management Ltd.
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INDEX TO EXHIBITS
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Exhibit No.
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Exhibit
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99.1
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Joint Filing Agreement
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99.2
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Declaration Granting Officer Authority
|
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