13D Filing: Cevian Capital II GP Ltd and Ericsson L M Telephone Co (ERIC)

Page 5 of 9 – SEC Filing

Item 5. INTEREST IN SECURITIES
OF THE ISSUER
   
(a) See rows (11) and (13) of the cover pages
to this Schedule 13D for the aggregate number of Class B Shares and percentage of the Class B Shares beneficially owned by
the Reporting Person.  The percentage used in this Schedule 13D is calculated based upon 3,011,298,230 Class B Shares,
which is the difference obtained by subtracting the 58,097,522 Class B Shares held in treasury as of May 3, 2017 (as reported
in the Report of Foreign Private Issuer on Form 6-K filed by the Issuer with the SEC on May 3, 2017) from the 3,069,395,752
Class B Shares in issue as of December 31, 2016 (as reported in the Issuer’s Annual Report for the year ended December 31,
2016, available on the Issuer’s website).
   
  The Reporting Person also beneficially
owns 113,510 Class A Shares of the Issuer.
   
(b) See rows (7) through (10) of the cover
pages to this Schedule 13D for the number of Class B Shares as to which the Reporting Person has the sole power to vote or
direct the vote and sole power to dispose or to direct the disposition.
   
(c) The transactions in the Class B Shares
by the Reporting Person for the benefit of the Cevian Entities within the past sixty days, which were all in the open market,
are set forth in Schedule B, and are incorporated herein by reference.  
   
(d) No person other than the Cevian Entities
and the Reporting Person is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds
from the sale of, such Class B Shares.
   
(e) Not applicable.

 

Item 6. CONTRACTS, ARRANGEMENTS,
UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
   
  To the best of the Reporting Person’s
knowledge, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named
in Item 2 hereof and between such persons and any person with respect to any securities of the Issuer, including but not limited
to transfer or voting of any of the securities of the Issuer, finder’s fees, joint ventures, loan or option arrangements,
puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies, including any
securities pledged or otherwise subject to a contingency the occurrence of which would give another person voting power or
investment power over such securities other than standard default and similar provisions contained in loan agreements.

 

Item 7. MATERIAL TO BE FILED AS
EXHIBITS
   
  None.

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