Filing Details
- Accession Number:
- 0000921895-16-004083
- Form Type:
- 13G Filing
- Publication Date:
- 2016-04-11 17:01:34
- Filed By:
- Raging Capital Management
- Company:
- Alpha & Omega Semiconductor Ltd (NASDAQ:AOSL)
- Filing Date:
- 2016-04-11
- SEC Url:
- 13G Filing
Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 2)1
| Alpha and Omega Semiconductor Limited |
| (Name of Issuer) |
| Common Shares, $0.002 par value |
| (Title of Class of Securities) |
| G6331P 10 4 |
| (CUSIP Number) |
| March 31, 2016 |
| (Date of Event Which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| x | Rule 13d-1(b) |
| o | Rule 13d-1(c) |
| o | Rule 13d-1(d) |
| Item 1(a). | Name of Issuer: |
Alpha and Omega Semiconductor Limited
| Item 1(b). | Address of Issuer’s Principal Executive Offices: |
Clarendon House, 2 Church Street
Hamilton HM 11, Bermuda
| Item 2(a). | Name of Person Filing: |
This statement is filed by Raging Capital Management, LLC, a Delaware limited liability company (“Raging Capital”), and William C. Martin. Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”
Raging Capital is the Investment Manager of Raging Capital Master Fund, Ltd., a Cayman Islands exempted company (“Raging Master”), in whose name the Issuer’s Common Shares, $0.002 par value per share (the “Shares”), were held. William C. Martin is the Chairman, Chief Investment Officer and Managing Member of Raging Capital. Raging Master has delegated to Raging Capital the sole authority to vote and dispose of the securities held by Raging Master pursuant to an Investment Management Agreement, dated November 9, 2012 (the “IMA”). The IMA may be terminated by any party thereto effective at the close of business on the last day of any fiscal quarter by giving the other party not less than sixty-one days’ written notice. As a result, each of Raging Capital and William C. Martin may have been deemed to beneficially own the Shares previously held by Raging Master.
| Item 2(b). | Address of Principal Business Office or, if none, Residence: |
The principal business address of each of Raging Capital and William C. Martin is Ten Princeton Avenue, P.O. Box 228, Rocky Hill, New Jersey 08553.
| Item 2(c). | Citizenship: |
Raging Capital is organized under the laws of the State of Delaware. William C. Martin is a citizen of the United States of America.
| Item 2(d). | Title of Class of Securities: |
Common Shares, $0.002 par value per share.
| Item 2(e). | CUSIP Number: |
G6331P 10 4
| Item 3. | If this statement is filed pursuant to Section 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| | / / | Not Applicable |
| | (a) | / / | Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o). |
SIGNATURES
After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: April 11, 2016 | |||
| Raging Capital Management, LLC | |||
| By: | /s/ William C. Martin | ||
| Name: | William C. Martin | ||
| Title: | Chairman, Chief Investment Officer and Managing Member | ||
| /s/ William C. Martin | |
| William C. Martin |