Filing Details
- Accession Number:
- 0001178913-19-001871
- Form Type:
- 13D Filing
- Publication Date:
- 2019-07-11 12:54:14
- Filed By:
- Davidi Ishay
- Company:
- Gilat Satellite Networks Ltd (NASDAQ:GILT)
- Filing Date:
- 2019-07-11
- SEC Url:
- 13D Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| FIMI IV | 8 | 18,801,865 | 10 | 18,801,865 | 18,801,865 | 33.9% |
| FIMI FIVE | 8 | 18,801,865 | 10 | 18,801,865 | 18,801,865 | 33.9% |
| FIMI Opportunity IV | 8 | 18,801,865 | 10 | 18,801,865 | 18,801,865 | 33.9% |
| FIMI Israel Opportunity IV, Limited Partnership | 8 | 18,801,865 | 10 | 18,801,865 | 18,801,865 | 33.9% |
| FIMI Opportunity V | 8 | 18,801,865 | 10 | 18,801,865 | 18,801,865 | 33.9% |
| FIMI Israel Opportunity Five, Limited Partnership | 8 | 18,801,865 | 10 | 18,801,865 | 18,801,865 | 33.9% |
| Shira and Ishay Davidi Management Ltd | 8 | 18,801,865 | 10 | 18,801,865 | 18,801,865 | 33.9% |
| Ishay Davidi | 8 | 18,801,865 | 10 | 18,801,865 | 18,801,865 | 33.9% |
Filing
| UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 | OMB APPROVAL OMB Number: | |
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SCHEDULE 13D\A
Under the Securities Exchange Act of 1934
(Amendment
No. 7)*
Gilat Satellite Networks Ltd.
(Name of Issuer)
Ordinary Shares, Par Value NIS 0.2 Per Share
(Title of Class of Securities)
M51474118
(CUSIP Number)
(CUSIP Number)
| FIMI IV 2007 Ltd. Alon Towers 2, 94 Yigal Alon St., Tel-Aviv 6789141, Israel +(972)-3-565-2244 |
Receive Notices and Communications)
July 11, 2019
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this
Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box o.
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
*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.
| 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) ☒ (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) ☐ | ||
| 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 18,801,865 | ||
| 9 | SOLE DISPOSITIVE POWER _____ | ||
| 10 | SHARED DISPOSITIVE POWER 18,801,865 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,801,865 | ||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 33.9% | ||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) CO | ||
| 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) ☒ (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) | ||
| 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 18,801,865 | ||
| 9 | SOLE DISPOSITIVE POWER _____ | ||
| 10 | SHARED DISPOSITIVE POWER 18,801,865 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,801,865 | ||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 33.9% | ||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) CO | ||
| 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) ☒ (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) | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER _____ | |
| 8 | SHARED VOTING POWER 18,801,865 | ||
| 9 | SOLE DISPOSITIVE POWER _____ | ||
| 10 | SHARED DISPOSITIVE POWER 18,801,865 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,801,865 | ||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 33.9% | ||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN | ||
| 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) ☒ (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) ☐ | ||
| 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 18,801,865 | ||
| 9 | SOLE DISPOSITIVE POWER _____ | ||
| 10 | SHARED DISPOSITIVE POWER 18,801,865 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,801,865 | ||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 33.9% | ||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN | ||
| 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) ☒ (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) | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | ||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER _____ | |
| 8 | SHARED VOTING POWER 18,801,865 | ||
| 9 | SOLE DISPOSITIVE POWER _____ | ||
| 10 | SHARED DISPOSITIVE POWER 18,801,865 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,801,865 | ||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 33.9% | ||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN | ||
| 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) ☒ (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) ☐ | ||
| 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 18,801,865 | ||
| 9 | SOLE DISPOSITIVE POWER _____ | ||
| 10 | SHARED DISPOSITIVE POWER 18,801,865 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,801,865 | ||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 33.9% | ||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN | ||
| 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) ☒ (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) ☐ | ||
| 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 18,801,865 | ||
| 9 | SOLE DISPOSITIVE POWER _____ | ||
| 10 | SHARED DISPOSITIVE POWER 18,801,865 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,801,865 | ||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 33.9% | ||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) CO | ||
| 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) ☒ (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) | ||
| 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 18,801,865 | ||
| 9 | SOLE DISPOSITIVE POWER _____ | ||
| 10 | SHARED DISPOSITIVE POWER 18,801,865 | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,801,865 | ||
| 12 | CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 33.9% | ||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN | ||
This Amendment No. 7 to Schedule 13D amends Schedule 13D originally filed on September 17, 2012, Amendment No. 1 to Schedule 13D originally filed on
November 13, 2012, Amendment No. 2 to Schedule 13D originally filed on November 15, 2012, Amendment No. 3 to Schedule 13D originally filed on February 4, 2014, Amendment No. 4 to Schedule 13D originally filed on September 17, 2014, Amendment No. 5 to
Schedule 13D originally filed on November 29, 2014 and Amendment No. 6 to Schedule 13D originally filed on April 7, 2016. This Amendment No. 7 amends and supplements Items 4, 5 and 6 of the Schedule 13D, as amended.
Item 4. Purpose of Transaction
Item 4 is hereby supplemented as follows:
On July 11, 2019, Gilat Satellite Networks Ltd. (the "Company") filed a universal shelf registration statement on Form F-3 with the Securities and Exchange
Commission ("SEC"). The shelf registration statement has been filed with the SEC but has not yet become effective. Upon being declared effective by the SEC, the shelf registration statement will allow the Company to sell, from time to time, up to
$150 million of ordinary shares, warrants, debt securities and subscription rights, either separately or in units, in one or more offerings. The shelf registration statement also provides for the sale by certain Company shareholders of ordinary
shares of the Company, including the ordinary shares beneficially owned by the Reporting Persons.
In connection with the filing of the shelf registration statement, the Reporting Persons agreed (i) to reimburse the Company for its pro rata portion of all
expenses the Company incurs in connection with the registration and distribution of the securities registered in the shelf registration statement, and (ii) to indemnify and hold the Company harmless from and against any losses it or its directors,
officers or related parties incur as a result of (A) any information included on behalf of the Reporting Persons in the prospectus and in any prospectus supplement included in the shelf registration statement being incorrect or misleading and (B) the
Reporting Persons failing to deliver to the Company timely notice of any matter relating to the Reporting Persons, to enable the Company to timely file a prospectus supplement and/or to amend and/or supplement the prospectus and any prospectus
supplement included in the shelf registration statement.
Item 5. Interest in Securities of the Issuer
Item 5 is hereby amended as follows:
(a)- (b) The Reporting Persons beneficially own and have shared power to vote and shared power of disposition over 18,801,865 Shares,
representing approximately 33.9% of the Company's Shares (based upon the 55,441,303 shares outstanding as of June 30, 2019 (pursuant to the Form F-3 filed by the Company on July 11, 2019).
(d) Except for the Reporting Persons, no person is known by the Reporting Persons to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, the Shares beneficially owned by the Reporting Persons.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
The information set forth in Items 4 and 5 is incorporated herein by reference.
Signatures
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: July 11, 2019 | |
| 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 |
| 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 By: /s/ Ishay Davidi |
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