UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

(Rule 13d–102)

 

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.
(Amendment No.     )*

 

Wilmington Trust Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

971807102

(CUSIP Number)

December 31, 2010

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

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. 971807102

 

 

1.

Names of Reporting Persons
Susquehanna Capital Group

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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 (1)
4,856,677

 

6.

Shared Voting Power (1)
4,944,549 Shares of Common Stock

 

7.

Sole Dispositive Power (1)
4,856,677

 

8.

Shared Dispositive Power (1)
4,944,549 Shares of Common Stock

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person (1)
4,944,549 Shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.4%

 

 

12.

Type of Reporting Person (See Instructions)
BD, PN

 


(1)   Susquehanna Capital Group, Susquehanna Financial Group, LLLP and Susquehanna Securities are affiliated independent broker-dealers who may be deemed a group.  For purposes of this report, we have indicated that each reporting person has sole voting and dispositive power with respect to the shares beneficially owned by it and that the reporting persons have shared voting and dispositive power with respect to all shares beneficially owned by all of the reporting persons.  Each of the reporting persons disclaims beneficial ownership of shares owned directly by another reporting person.

 

2



 

CUSIP No. 971807102

 

 

1.

Names of Reporting Persons
Susquehanna Financial Group, LLLP

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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 (1)
50,048

 

6.

Shared Voting Power (1)
4,944,549 Shares of Common Stock

 

7.

Sole Dispositive Power (1)
50,048

 

8.

Shared Dispositive Power (1)
4,944,549 Shares of Common Stock

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person (1)
50,048 Shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.4%

 

 

12.

Type of Reporting Person (See Instructions)
BD, PN

 


(1)   Susquehanna Capital Group, Susquehanna Financial Group, LLLP and Susquehanna Securities are affiliated independent broker-dealers who may be deemed a group.  For purposes of this report, we have indicated that each reporting person has sole voting and dispositive power with respect to the shares beneficially owned by it and that the reporting persons have shared voting and dispositive power with respect to all shares beneficially owned by all of the reporting persons.  Each of the reporting persons disclaims beneficial ownership of shares owned directly by another reporting person.

 

3



 

CUSIP No. 971807102

 

 

1.

Names of Reporting Persons
Susquehanna Securities

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
37,824 Shares of Common Stock (1)

 

6.

Shared Voting Power
4,944,549 Shares of Common Stock (1)

 

7.

Sole Dispositive Power
37,824 Shares of Common Stock (1)

 

8.

Shared Dispositive Power
4,944,549 Shares of Common Stock (1)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,944,549 Shares of Common Stock (1)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.4%

 

 

12.

Type of Reporting Person (See Instructions)
BD, PN

 


(1)   Susquehanna Capital Group, Susquehanna Financial Group, LLLP and Susquehanna Securities are affiliated independent broker-dealers who may be deemed a group.  For purposes of this report, we have indicated that each reporting person has sole voting and dispositive power with respect to the shares beneficially owned by it and that the reporting persons have shared voting and dispositive power with respect to all shares beneficially owned by all of the reporting persons.  Each of the reporting persons disclaims beneficial ownership of shares owned directly by another reporting person.

 

4



 

CUSIP No. 971807102

 

Item 1.

 

(a)

Name of Issuer
Wilmington Trust Corporation (the “Company”).

 

(b)

Address of Issuer’s Principal Executive Offices
Rodney Square North

1100 North Market Street

Wilmington, DE  19890

 

Item 2.

 

(a)

Name of Person Filing
This statement is filed by the entities listed below, who are collectively referred to herein as “Reporting Persons,” with respect to the shares of Common Stock of the Company (the “Shares”).

 

(i)  Susquehanna Capital Group

(ii) Susquehanna Financial Group, LLLP

(iii) Susquehanna Securities

 

(b)

Address of Principal Business Office or, if none, Residence for each Reporting Person

 

The address of the principal business office of each of Susquehanna Capital Group, Susquehanna Financial Group, LLLP and Susquehanna Securities is:

 

401 City Avenue, Suite 220

Bala Cynwyd, PA  19004

 

(c)

Citizenship
Citizenship is set forth in Row 4 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each Reporting Person.

 

(d)

Title of Class of Securities
Common Stock

 

(e)

CUSIP Number
971807102

 

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:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

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);

 

(j)

o

A non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J);

 

(k)

o

Group, in accordance with Rule 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:____________________________

 

5



 

CUSIP No. 971807102

 

 

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.

 

The information required by Items 4(a) – (c) is set forth in Rows 5 – 11 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each Reporting Person. The amount beneficially owned by Susquehanna Capital Group includes options to buy 900 shares of the Company’s common stock.  The Company’s Form 10-Q for the Quarterly Period Ended September 30, 2010, filed on November 8, 2010, indicates that there were 91,483,687 Shares outstanding as of September 30, 2010.

 

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 five percent of the class of securities, check the following   o.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

 

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group

 

Not Applicable

 

Item 9.

Notice of Dissolution of Group

 

Not Applicable

 

6



 

CUSIP No. 971807102

 

 

Item 10.

Certifications

By signing below each of the undersigned certifies that, to the best of its 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.

 

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.

 

Dated: February 11, 2011

 

 

SUSQUEHANNA CAPITAL GROUP

SUSQUEHANNA FINANCIAL GROUP, LLLP

 

 

 

By:

/s/ Brian Sopinsky

 

By:

/s/ Brian Sopinsky

Name: Brian Sopinsky

Name: Brian Sopinsky

Title Authorized Signatory

Title Assistant Secretary

 

 

SUSQUEHANNNA SECURITIES

 

 

 

By:

/s/ Brian Sopinsky

 

 

Name: Brian Sopinsky

 

Title Assistant Secretary

 

 

 

 

7



 

CUSIP No. 971807102

 

Exhibits:

 

Exhibit I:  Joint Filing Agreement, dated as of February 11, 2011, by and among Susquehanna Capital Group, Susquehanna Financial Group, LLLP and Susquehanna Securities.

 

8



 

CUSIP No. 971807102

 

EXHIBIT I

 

JOINT FILING AGREEMENT

 

This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Shares is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

 

Dated as of February 11, 2011

 

 

SUSQUEHANNA CAPITAL GROUP

SUSQUEHANNA FINANCIAL GROUP, LLLP

 

 

 

By:

/s/ Brian Sopinsky

 

By:

/s/ Brian Sopinsky

Name: Brian Sopinsky

Name: Brian Sopinsky

Title Authorized Signatory

Title Assistant Secretary

 

 

SUSQUEHANNNA SECURITIES

 

 

 

By:

/s/ Brian Sopinsky

 

 

Name: Brian Sopinsky

 

Title Assistant Secretary

 

 

 

 

9