SC 13G: Schedule filed to report acquisition of beneficial ownership of 5% or more of a class of equity securities by passive investors and certain institutions
Published on February 14, 2007
OMB APPROVAL |
||
OMB Number: 3235-0145 |
||
Expires: February 28, 2009 |
||
Estimated average burden hours per response...10.4 |
||
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
Under the Securities Exchange Act of 1934
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 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. |
681936100 |
Page | 2 |
of | 6 |
1 | NAMES OF REPORTING PERSONS: ING Groep N.V. |
||||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): | |||||
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: | ||||
The Netherlands | |||||
5 | SOLE VOTING POWER: | ||||
NUMBER OF | 9,713,849 1 2 3 | ||||
SHARES | 6 | SHARED VOTING POWER: | |||
BENEFICIALLY | |||||
OWNED BY | 0 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER: | |||
REPORTING | |||||
PERSON | 9,713,849 1 2 3 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER: | |||
0 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: | ||||
9,713,849 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS): 12,800 custodian shares |
||||
þ | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): | ||||
16.27% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): | ||||
HC |
- 2 -
CUSIP No. |
681936100 |
Page | 3 |
of | 6 |
Item 1(a). | Name of Issuer: |
Item 1(b). | Address of Issuers Principal Executive Offices: |
Timonium, MD 21093
Item 2(a). | Name of Person Filing: |
Item 2(b). | Address of Principal Business Office or, if None, Residence: |
1081 KL Amsterdam
The Netherlands
Item 2(c). | Citizenship: |
Item 2(d). | Title of Class of Securities: |
Item 2(e). | CUSIP Number: |
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: (Not Applicable) |
(a) o | Broker or dealer registered under Section 15 of the Securities Exchange Act of 1934, as amended (the Exchange Act); | |||
(b) o | Bank as defined in Section 3(a)(6) of the Exchange Act; | |||
(c) o | Insurance company as defined in Section 3(a)(19) of the Exchange Act; | |||
(d) o | Investment company registered under Section 8 of the Investment Company Act of 1940, as amended (the Investment Company Act); | |||
(e) o | Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E) under the Exchange Act; |
- 3 -
CUSIP
No. |
681936100 |
Page | 4 |
of | 6 |
(f) o | Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F) under the Exchange Act; | |||
(g) o | Parent holding company or control person in accordance with Rule 13d-1(b)(ii)(G) under the Exchange Act; | |||
(h) o | Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; | |||
(i) o | Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; | |||
(j) o | Group in accordance with Rule 13d-1(b)(1)(ii)(J) under the Exchange Act. |
Item 4. | Ownership. |
(i) | Sole power to vote or to direct the vote: | ||
See item 5 on Page 2 | |||
(ii) | Shared power to vote or to direct the vote: | ||
See item 6 on Page 2 | |||
(iii) | Sole power to dispose or to direct the disposition of: | ||
See item 7 on Page 2 | |||
(iv) | Shared power to dispose or to direct the disposition of: | ||
See item 8 on Page 2 |
Item 5. | Ownership of Five Percent or Less of a Class. |
Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
- 4 -
CUSIP No. |
681936100 |
Page | 5 |
of | 6 |
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
Item 8. | Identification and Classification of Members of the Group. |
Item 9. | Notice of Dissolution of Group. |
Item 10. | Certification. |
- 5 -
CUSIP No. |
681936100 |
Page | 6 |
of | 6 |
February 13, 2007 | ||||
(Date) | ||||
ING GROEP N.V. | ||||
By: | ||||
/s/ K. de Wit | ||||
(Signature) | ||||
K. de Wit / Head of Compliance Operations | ||||
(Name/Title) | ||||
/s/ C. Blokbergen | ||||
(Signature) | ||||
C. Blokbergen / Head Legal Group | ||||
(Name/Title) |