Allot Communications Ltd. - Amended Statement of Ownership (SC 13G/A)
20 Febbraio 2008 - 11:08PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
____________
SCHEDULE
13G
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
(Amendment
No. 1)*
Allot
Communications Ltd.
(Name
of
Issuer)
Ordinary
Shares
(Title
of
Class of Securities)
MO854Q
10 5
(CUSIP
Number)
December
31, 2007
(Date
of
Event Which Required Filing of this Statement)
Check
the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
o
Rule
13d-1(b)
o
Rule
13d-1(c)
x
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
disclosures provided in a prior cover page.
The
information required on 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. MO854Q 10 5
|
13G
|
Page
1
of
7 Pages
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
YIGAL
JACOBY
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
x
(b)
o
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
ISRAELI
|
NUMBER
OF SHARES
|
5
|
SOLE
VOTING POWER
1,816,174
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED
VOTING POWER
1,500
|
EACH
REPORTING
|
7
|
SOLE
DISPOSITIVE POWER
|
PERSON
WITH
|
8
|
SHARED
DISPOSITIVE POWER
1,500
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.91%
|
12
|
TYPE
OF REPORTING PERSON
IN
|
CUSIP
No. MO854Q 10 5
|
13G
|
Page
2
of
7 Pages
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
ODEM
ROTEM HOLDINGS LTD.
NONE
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
x
(b)
o
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
ISRAEL
|
NUMBER
OF SHARES
|
5
|
SOLE
VOTING POWER
1,317,204
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED
VOTING POWER
0
|
EACH
REPORTING
|
7
|
SOLE
DISPOSITIVE POWER
1,317,204
|
PERSON
WITH
|
8
|
SHARED
DISPOSITIVE POWER
0
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,317,204
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES
¨
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.85%
|
12
|
TYPE
OF REPORTING PERSON
CO
|
CUSIP
No. MO854Q 10 5
|
13G
|
Page
3
o
f
7
Pages
|
1
|
NAME
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
ANAT
JACOBY
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
x
(b)
o
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
ISRAELI
|
NUMBER
OF SHARES
|
5
|
SOLE
VOTING POWER
0
|
BENEFICIALLY
OWNED BY
|
6
|
SHARED
VOTING POWER
1,500
|
EACH
REPORTING
|
7
|
SOLE
DISPOSITIVE POWER
0
|
PERSON
WITH
|
8
|
SHARED
DISPOSITIVE POWER
1,500
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,500
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES(1)
x
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
12
|
TYPE
OF REPORTING PERSON
IN
|
______________________
(1)
|
Excludes
1,816,174 ordinary shares beneficially owned by Yigal Jacoby either
directly or through Odem-Rotem Holdings Ltd. Anat Jacoby is Yigal
Jacoby’s
spouse and by virtue of that relationship may be deemed to be the
beneficial owner of the shares that he owns. Anat Jacoby disclaims
such
beneficial ownership except to the extent of her pecuniary interest
therein.
|
CUSIP
No. MO854Q 10 5
|
13G
|
Page
4
of
7 Pages
|
Item
1(a).
Name
of Issuer:
Allot
Communications Ltd.
Item
1(b).
Address
of Issuer's Principal Executive Offices:
22
Hanagar Street
Neve
Ne’eman Industrial Zone B
Hod-Hasharon
45240
Israel
Item
2(a).
Name
of Person Filing:
Yigal
Jacoby
Odem
Rotem Holdings Ltd.
Anat
Jacoby
The
foregoing entities and individuals are collectively referred to as the
“Reporting Persons” in this Statement.
This
statement is filed jointly on behalf of the Reporting Persons. In accordance
with Rule 13d-1(k)(1) under the Exchange Act, each person filing this statement
acknowledges that it is responsible for the completeness and accuracy of the
information concerning that person but is not responsible for the completeness
or accuracy of the information concerning the other persons making the filing,
unless such person knows or has reason to believe that such information is
inaccurate.
Item
2(b).
Address
of Principal Business Office or, if none, Residence:
Yigal
Jacoby, Chairman of the Board
22
Hanagar Street
Neve
Ne’eman Industrial Zone B
Hod-Hasharon
45240
Israel
Odem-Rotem
Holdings Ltd.
9 Nordau Street
Rannana
Israel
Anat
Jacoby
9
Nordau
Street
Rannana
Israel
Item
2(c).
Citizenship:
Please
refer to Item 4 on each cover sheet for each Reporting Person.
CUSIP
No. MO854Q 10 5
|
13G
|
Page
5
of
7 Pages
|
Item
2(d).
Title
of Class of Securities:
Ordinary
Shares
Item
2(e).
CUSIP
Number:
MO854Q105
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:
|
(a)
|
o
|
Broker
or dealer registered under section 15 of the
Act;
|
|
(b)
|
o
|
Bank
as defined in section 3(a)(6) of the
Act;
|
|
(c)
|
o
|
Insurance
company as defined in section 3(a)(19) of the
Act;
|
|
(d)
|
o
|
Investment
company registered under section 8 of the Investment Company Act
of
1940;
|
|
(e)
|
o
|
An
investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
|
|
(f)
|
o
|
An
employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F);
|
|
(g)
|
o
|
A
parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G) (Note: See Item
7);
|
|
(h)
|
o
|
A
savings association as defined in section 3(b) of the Federal Deposit
Insurance Act;
|
|
(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;
|
|
(j)
|
o
|
Group,
in accordance with Rule
13d-1(b)(1)(ii)(H).
|
If
this
statement is filed pursuant to Rule 13d-1(c), check this box.
o
Item
4
.
Ownership.
(a)
|
|
Amount
beneficially owned:
|
|
|
Consists
of 30,000 ordinary shares held personally by Mr. Jacoby, and 1,500
ordinary shares held jointly with his spouse, Anat Jacoby.
Also
consists of options held directly by Mr. Jacoby to purchase 222,491
shares
and a right held by Mr. Jacoby to purchase 246,479 shares currently
held
by a trustee.
Also c
onsists
of 835,410 shares held by Odem Rotem Holdings Ltd., a company wholly-owned
and controlled by Mr. Jacoby, and an option to purchase 481,794
shares
held by Odem Rotem Holdings.
|
(b)
|
|
Percent
of class: See Item 11 on each cover page for each Reporting Person.
|
|
|
|
CUSIP
No. MO854Q 10 5
|
13G
|
Page
6
of
7 Pages
|
(c)
|
|
Number
of shares as to which the person has:
(i)
Sole power to vote or to direct the vote: See Item 5 of cover page
for
each Reporting Person.
(ii)
Shared power to vote or direct the vote: See Item 6 of cover page
for each
Reporting Person.
(iii)
Sole power to dispose or to direct the disposition of: See Item 7
of cover
page for each Reporting Person.
(iv)
Shared power to dispose of or to direct the disposition of: See Item
8 of
cover page for each Reporting
Person.
|
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 [ ].
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.
See
Item
2(a) above.
Item
9.
Notice
of Dissolution of Group.
Not
Applicable.
Item
10.
Certification.
Not
applicable.
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 19, 2008
|
|
|
|
|
YIGAL
JACOBY
|
|
|
/s/ Yigal
Jacoby
|
|
|
|
|
|
|
|
|
|
ODEM-ROTEM
HOLDINGS LTD.
|
|
By:
|
/s/ Yigal
Jacoby
|
|
Name: Yigal Jacoby
Title: President
|
|
|
|
|
|
|
|
ANAT
JACOBY
|
|
|
/s/ Anat
Jacoby
|
|
|
|
|
JOINT
FILING AGREEMENT
In
accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as
amended, each of the persons named below agrees to the joint filing of a
Statement on Schedule 13G (including amendments thereto) with respect to the
ordinary shares, par value NIS 0.01 per share, of Allot Communications Ltd.,
an
Israeli company, and further agrees that this Joint Filing Agreement be included
as an exhibit to such filings provided that, as contemplated by Section
13d-1(k)(1)(ii), no person shall be responsible for the completeness or accuracy
of the information concerning the other persons making the filing, unless such
person knows or has reason to believe that such information is inaccurate.
In
evidence thereof, the undersigned, being duly authorized, hereby execute
this
Agreement this February 19, 2008.
|
|
|
|
|
YIGAL
JACOBY
|
|
|
/s/
Yigal Jacoby
|
|
|
|
|
|
|
|
|
|
ODEM-ROTEM
HOLDINGS LTD.
|
|
By:
|
/s/ Yigal Jacoby
|
|
Name:
Yigal
Jacoby
Title:
President
|
|
|
|
|
|
|
|
ANAT
JACOBY
|
|
|
/s/ Anat Jacoby
|
|
|
|
|
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