Major Shareholding Notification • Apr 10, 2016
Major Shareholding Notification
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Washington, D.C. 20549
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Under the Securities Exchange Act of 1934 (Amendment No. 6)*
(Name of Issuer)
(Title of Class of Securities)
M51474118
(CUSIP Number)
FIMI IV 2007 Ltd . Electra Tower. 98 Yigal Alon St., Tel-Aviv 67891. Israel +(972)-3-565-2244
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
April 3, 2016
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(t) or 240.13d-1(g), check the following box □ .
Note: Schedules filed in paper format shall include a signed of the schedule, including all exhibits. See § 240.13d-7 for other paries to whom copies are to be sent.
*The renainder of this over page stall be filled out for a reporting person's initial filing on this form with respect to the say 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 "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.
| 1 | NAME OF REPORTING PERSONS. FIMI IV 2007 Ltd . I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
||
|---|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) প্রে (b) ロ |
||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 177 |
||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Israel |
||
| 7 | SOLE VOTING POWER | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY |
8 | SHARED VOTING POWER 18,901,865 |
|
| EACH REPORTING PERSON WITH |
9 | SOLE DISPOSITIVE POWER | |
| 10 | SHARED DISPOSITIVE POWER 18,901,865 |
||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,901,865 |
||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 34.8% |
||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) CO |
Page 2 of 12 Pages
| 1 | NAME OF REPORTING PERSONS. FIMI FIVE 2012 Ltd . I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
||
|---|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) 区 (b) □ |
||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 网 |
||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Israel |
||
| 7 | SOLE VOTING POWER | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY |
8 | SHARED VOTING POWER 18,901,865 |
|
| EACH REPORTING PERSON WITH |
9 | SOLE DISPOSITIVE POWER | |
| 10 | SHARED DISPOSITIVE POWER 18,901,865 |
||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,901,865 |
||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 34.8% |
||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) CO |
Page 3 of 12 Pages
| 1 | NAME OF REPORTING PERSONS. FIMI Opportunity IV, L.P. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
||
|---|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) 区 (b) □ |
||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) WC |
||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) D |
||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
||
| 7 | SOLE VOTING POWER | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY |
8 | SHARED VOTING POWER 18,901,865 |
|
| EACH REPORTING PERSON WITH |
9 | SOLE DISPOSITIVE POWER | |
| 10 | SHARED DISPOSITIVE POWER 18,901,865 |
||
| 11 | AGGREGATE AMOUNT BENEFICIALL Y OWNED BY EACH REPORTING PERSON 18,901,865 |
||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ロ |
||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 34.8% |
||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN |
Page 4 of 12 Pages
| 1 | NAME OF REPORTING PERSONS. FIMI Israel Opportunity IV, Limited Partnership I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
||
|---|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) প্রে (b) □ |
||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) WC |
||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) D |
||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Israel |
||
| 7 | SOLE VOTING POWER | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY |
8 | SHARED VOTING POWER 18,901,865 |
|
| EACH REPORTING PERSON WITH |
9 | SOLE DISPOSITIVE POWER | |
| 10 | SHARED DISPOSITIVE POWER 18,901,865 |
||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,901,865 |
||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 34.8% |
||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN |
Page 5 of 12 Pages
| 1 | NAME OF REPORTING PERSONS. FIMI Opportunity V, L.P. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
||
|---|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) 区 (b) □ |
||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) WC |
||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) F |
||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
||
| 7 | SOLE VOTING POWER | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY |
8 | SHARED VOTING POWER 18,901,865 |
|
| EACH REPORTING PERSON WITH |
9 | SOLE DISPOSITIVE POWER | |
| 10 | SHARED DISPOSITIVE POWER 18,901,865 |
||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,901,865 |
||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 0 |
||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 34.8% |
||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN |
Page 6 of 12 Pages
| 1 | NAME OF REPORTING PERSONS. FIMI Israel Opportunity Five, Limited Partnership I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
||
|---|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) 区 (b) |
||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) WC |
||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 国 |
||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Israel |
||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER | |
| 8 | SHARED VOTING POWER 18,901,865 |
||
| 9 | SOLE DISPOSITIVE POWER | ||
| 10 | SHARED DISPOSITIVE POWER 18,901,865 |
||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,901,865 |
||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) D |
||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 34.8% |
||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN |
Page 7 of 12 Pages
| 1 | NAME OF REPORTING PERSONS. Shira and Ishay Davidi Management Ltd. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
||
|---|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ﺍﻵ (b) □ |
||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(c) 国 |
||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Israel |
||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER | |
| 8 | SHARED VOTING POWER 18,901,865 |
||
| 9 | SOLE DISPOSITIVE POWER | ||
| 10 | SHARED DISPOSITIVE POWER 18,901,865 |
||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,901,865 |
||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 34.8% |
||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) CO |
Page 8 of 12 Pages
| 1 | NAME OF REPORTING PERSONS. Ishay Davidi I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
||
|---|---|---|---|
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) প্রে (b) |
||
| 3 | SEC USE ONLY | ||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 180 |
||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Israel |
||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER | |
| 8 | SHARED VOTING POWER 18,901,865 |
||
| 9 | SOLE DISPOSITIVE POWER | ||
| 10 | SHARED DISPOSITIVE POWER 18,901,865 |
||
| 11 | AGGREGATE AMOUNT BENEFICIALL Y OWNED BY EACH REPORTING PERSON 18,901,865 |
||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 34.8% |
||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN |
Page 9 of 12 Pages
This Amendment No. 6 to Schedule 13D originally filed on Scpember 17, 2012, Amendment No. 1 to Schedule 13D originally filed on November 13, 2012, Amendment No. 2 to Schedule 13, 2012, Ameridnent No. 3 to Schedule 13D orginally filed on February 4, 2014, Amendment No. 4 to Schedule 13D originally filed on Schedule 13D originally 13D originally filed on November 29, 2014,
Item 3 is hereby amended and restated as follows:
The aggregate purchase price of the 18,801,865 ordinary shares, par value NIS 0.20 per share (* Shares ") of Gilat Satellite Networks Ltd. (the " Company ") purchased to date by FIMI Opportunity Fund IV, Limited Partnership, FIM Opportunity V, L.P. and FIMI Israel Opportunity V, Limited Partnership (collectively, " FIMI") is \$81,367,71.24 (an average price per the me purchase of such Shares is the capital of FIMI.
Item 4 is hereby amended to add the following sentence :
FIMI participated in a rights offering that was initiated by the Company on February 18, 2016. In such rights offering the Company distributed to each holder of its Shares on the record date, one subscription (" the Right ") for each nine Shares of the Right entitles the holder to purchase, for the subscription price of S7.16, two order of the Company (reflecting a price of S3.58 per share). In such Rights distribution FIMI received 1,929.596.50 Rights (including through an exercise of over-subscription rights offering) to purchase 3,859,193 Shares for a total subscription price of US \$ 13,815,910.94. The Rights expired on March 21, 2016 and the Shares were issued to FIMI on or about April 3, 2016.
(a) (b) The Reporting Persons beneficially own and have power of disposition over 18,901,865 Shares, representine approximately 34.8% of the Company's Shares (based upon (i) the 54,308,417 shares outstanding as of April 5, 2016 (pursuant to a 6-K. filed by the Company on April 3, 2016); and (i) These holdings include options 100,000 Shares which are currently exercisable within 60 days of the date hereof granted to FIMI IV 2007 Ltd. by the Company in connection with the service of its executives, Ishay David and Amiran Bochm, as members of the Company's board of directors).
Except for the Reporting Persons, no person is known by the Reporting Persons to have the power to direct the receipt of dividends (d) from, or the proceeds from the sale of, the Shares beneficially owned by the Reporting Persons.
Page 10 of 12 Pages
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: April 7, 2016
FIMI IV 2007 Ltd.
By: /s/ Ishay Davidi Name: Ishay Davidi Title: CEO
FIMI FIVE 2012 Ltd.
By: /s/ Ishay Davidi Name: Ishay Davidi Title: CEO
FIMI Opportunity IV, L.P. By: FIMI IV 2007 Ltd., general partner
By: /s/ Ishay Davidi Name: Ishay Davidi Title: CEO
FIMI Israel Opportunity IV, Limited Partnership By: FIMI IV 2007 Ltd., general partner
By: /s/ Ishay Davidi Name: Ishay Davidi Title: CEO
FIMI Opportunity V, L.P. By: FIMI Five 2012 Ltd., general partner
By: /s/ Ishay Davidi Name: Ishay Davidi Title: CEO
Page 11 of 12 Pages
FIMI Israel Opportunity Five, Limited Partnership By: FIMI Five 2012 Ltd., general partner
By: /s/ Ishay Davidi Name: Ishay Davidi Title: CEO
Shira and Ishay Davidi Management Ltd.
By: /s/ Ishay Davidi Name: Ishay Davidi Title: CEO
Ishay Davidi
Page 12 of 12 Pages ----------------------------------------------------------------------------------------------------------------------------------------------------------
By: /s/ Ishay Davidi
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