VERIFONE SYSTEMS, INC.
|
(Name of Issuer)
|
Common Stock
|
(Title of Class of Securities)
|
92342Y109
|
(CUSIP Number)
|
December 31, 2016
|
(Date of Event Which Requires Filing of this Statement)
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
CAUSEWAY CAPITAL MANAGEMENT LLC, TIN # 95-486180
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
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
|
|
|
|
2,693,828
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
7,158,059
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
7,158,059
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
6.43%
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IA
|
|
|
|||
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
CAUSEWAY CAPITAL MANAGEMENT LLC, TIN # 95-486180
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
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
|
|
|
|
2,693,828
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
7,158,059
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
6.43%
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IA
|
|
|
|||
|
|
Item 1(a).
|
Name of Issuer:
VERIFONE SYSTEMS, INC.
|
Item 1(b). |
Address of Issuer's Principal Executive Offices:
88 West Plumeria Drive
San Jose, CA 95134
|
Item 2(a). |
Name of Person Filing:
CAUSEWAY CAPITAL MANAGEMENT LLC
|
Item 2(b). |
Address of Principal Business Office or, if none, Residence:
11111 Santa Monica Blvd, 15th Floor
Los Angeles, CA 90025 |
Item 2(c). |
Citizenship:
Delaware USA
|
Item 2(d). |
Title of Class of Securities:
Common Stock
|
Item 2(e). |
CUSIP Number:
92342Y109
|
Item 3. | If This Statement Is Filed Pursuant to Sections 240.13d-1(b) or |
(a) | ☐ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); |
(b) | ☐ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); |
(c) | ☐ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); |
(d) | ☐ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
(e) | ☒ Investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E); |
(f) | ☐ Employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F); |
(g) | ☐ Parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G); |
(h) | ☐ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
(i) | ☐ 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); |
(j) | ☐ A non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J); |
(k) |
☐ Group, in accordance with Section 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____________________________ .
|
Item 4. | Ownership. |
(a) |
Amount beneficially owned:
7,158,059
|
(b) |
Percent of class:
6.43%
|
(c) | Number of shares as to which the person has: |
(i) |
Sole power to vote or to direct the vote:
2,693,828
|
(ii) | Shared power to vote or to direct the vote: |
(iii) |
Sole power to dispose or to direct the disposition of:
7,158,059
|
(iv) | Shared power to dispose or to direct the disposition of: |
Item 5. | Ownership of Five Percent or Less of a Class. |
Item 6. |
Ownership of More Than Five Percent on Behalf of Another Person.
The investment advisory clients of the reporting person have the right to receive dividends and sales proceeds from such securities.
|
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.
N/A
|
Item 9. |
Notice of Dissolution of Group.
N/A
|
Item 10.
|
Certification.
|
February 14, 2017
|
||
Date
|
||
/s/ Nicolas Chang
|
||
Signature
|
||
Nicolas Chang/Compliance Officer
|
||
Name/Title
|