Filing Details
- Accession Number:
- 0001193125-16-711014
- Form Type:
- 13G Filing
- Publication Date:
- 2016-09-15 16:21:32
- Filed By:
- Addington Hills Ltd.
- Company:
- Ixia (NASDAQ:XXIA)
- Filing Date:
- 2016-09-15
- SEC Url:
- 13G Filing
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 |
|---|---|---|---|---|---|---|
| (I.R.S. Identification Nos. of above persons (entities only) Addington Hills Ltd | 0 | 4,140,000 | 0 | 4,140,000 | 4,140,000 | 5.1% |
| (I.R.S. Identification Nos. of above persons (entities only) The Pink Trust | 0 | 4,140,000 | 0 | 4,140,000 | 4,140,000 | 5.1% |
| (I.R.S. Identification Nos. of above persons (entities only) PraxisIFM Trustees SA | 0 | 4,140,000 | 0 | 4,140,000 | 4,140,000 | 5.1% |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
Ixia
(Name of Issuer)
Common Stock
(Title of Class of Securities)
45071R109
(CUSIP Number)
September 15, 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:
¨ Rule 13d-1(b)
x Rule 13d-1(c)
¨ Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosure 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. 45071R109
| 13G
| Page 2 of 11 Pages
|
| 1 | NAME OF REPORTING PERSONS (I.R.S. Identification Nos. of above persons (entities only)
Addington Hills Ltd. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Bahamas | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 shares | ||||
| 6 | SHARED VOTING POWER
4,140,000 shares, the voting power of which is shared with PraxisIFM Trustees SA, as Trustee of The Pink Trust | |||||
| 7 | SOLE DISPOSITIVE POWER
0 shares | |||||
| 8 | SHARED DISPOSITIVE POWER
4,140,000 shares, the dispositive power of which is shared with PraxisIFM Trustees SA, as Trustee of The Pink Trust. | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,140,000 shares | |||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.1% | |||||
| 12 | TYPE OF REPORTING PERSON
CO | |||||
| CUSIP No. 45071R109
| 13G
| Page 3 of 11 Pages
|
| 1 | NAME OF REPORTING PERSONS (I.R.S. Identification Nos. of above persons (entities only)
The Pink Trust | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Jersey | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 shares | ||||
| 6 | SHARED VOTING POWER
4,140,000 shares, the voting power of which is shared with (i) Addington Hills Ltd. and (ii) PraxisIFM Trustees SA, as Trustee of The Pink Trust | |||||
| 7 | SOLE DISPOSITIVE POWER
0 shares | |||||
| 8 | SHARED DISPOSITIVE POWER
4,140,000 shares, the voting power of which is shared with (i) Addington Hills Ltd. and (ii) PraxisIFM Trustees SA, as Trustee of The Pink Trust. | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,140,000 shares | |||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.1% | |||||
| 12 | TYPE OF REPORTING PERSON
OO | |||||
| CUSIP No. 45071R109
| 13G
| Page 4 of 11 Pages
|
| 1 | NAME OF REPORTING PERSONS (I.R.S. Identification Nos. of above persons (entities only)
PraxisIFM Trustees SA | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Switzerland | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 shares | ||||
| 6 | SHARED VOTING POWER
4,140,000 shares, the voting power of which is shared with Addington Hills Ltd. | |||||
| 7 | SOLE DISPOSITIVE POWER
0 shares | |||||
| 8 | SHARED DISPOSITIVE POWER
4,140,000 shares, the dispositive power of which is shared with Addington Hills Ltd. | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,140,000 shares | |||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.1% | |||||
| 12 | TYPE OF REPORTING PERSON
CO | |||||
| CUSIP No. 45071R109
| 13G
| Page 5 of 11 Pages
|
| ITEM 1(a) | Name of Issuer: | |
| Ixia | ||
| ITEM 1(b) | Address of Issuers Principal Executive Offices: | |
| 26601 W. Agoura Road, Calabasas, CA 91032 | ||
| ITEM 2(a) | Name of Person Filing: | |
| This Statement is being filed by Addington Hills Ltd. (Addington), by The Pink Trust (the Trust) and by PraxisIFM Trustees SA (the Trustee), as trustee of The Pink Trust. The persons filing this Statement are sometimes together referred to as the Reporting Persons. Addington is the direct owner of the shares. The Trust is the beneficial owner of the equity interest in Addington. The Trustee is the trustee of the Trust. | ||
| ITEM 2(b) | Address of Principal Business Office or, if none, Residence: | |
| The address of the principal business office of each of Addington, the Trust and the Trustee is 3 Rue de Marché, PO Box 1668, CH-1211 Geneva 1, Switzerland. | ||
| ITEM 2(c) | Citizenship: | |
| Addington is a company organized under the laws of the Bahamas. The Trust is a trust organized under the laws of Jersey. The Trustee is a company organized under the laws of Switzerland. | ||
| ITEM 2(d) | Title of Class of Securities: | |
| Common Stock | ||
| ITEM 2(e) | CUSIP Number: | |
| 45071R109 | ||
| 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) | ¨ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). | ||
| (b) | ¨ | Bank as defined in section 3(a)(6) of the of the Act (15 U.S.C. 78c). | ||
| (c) | ¨ | Insurance company as defined in section 3(a)(19) of the of the Act (15 U.S.C. 78c). | ||
| (d) | ¨ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). | ||
| (e) | ¨ | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); | ||
| (f) | ¨ | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); | ||
| (g) | ¨ | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G). | ||
| CUSIP No. 45071R109
| 13G
| Page 6 of 11 Pages
|
| (h) | ¨ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | ||
| (i) | ¨ | 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) | ¨ | A non-US institution in accordance with §240.13d-1(b)(1)(ii)(J). | ||
| (k) | ¨ | Group, in accordance with §240.13d-1(b)(1)(ii)(K). | ||
| Not applicable | ||||
| ITEM 4. | OWNERSHIP |
| (a) | Amount beneficially owned: | 4,140,000 shares | ||
| (b) | Percent of class: | 5.1% | ||
| (c) | Number of shares as to which such person has: | |||
| (i) Sole power to vote or to direct the vote | 0 shares | |||
| (ii) Shared power to vote or to direct the vote | 4,140,000 shares | |||
| (iii) Sole power to dispose or to direct the disposition of | 0 shares | |||
| (iv) Shared power to dispose or to direct the disposition of | 4,140,000 shares | |||
| 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: ¨
Effective July 21, 2016, The Tango Trust, a trust organized under the laws of the Bahamas (The Tango Trust), transferred all of the equity interest in Addington Hills Ltd. to The Pink Trust. As of such date, (i) The Tango Trust ceased to be the beneficial owner of more than five percent of the common stock of Ixia and (ii) The Pink Trust became a beneficial owner of more than five percent of the common stock of Ixia. PraxisIFM Trustees SA is the trustee of The Tango Trust and is also the trustee of The Pink Trust.
As a result of the foregoing, The Pink Trust, in lieu of The Tango Trust and together with Addington Hills Ltd. and PraxisIFM Trustees SA, reports in this statement and will report in amendments to this statement a beneficial ownership interest in the shares of common stock of Ixia that are directly owned by Addington Hills Ltd. and for which reporting on Schedule 13G is required. | ||
| ITEM 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON: | |
| To the best knowledge of each of the Reporting Persons, no person other than each of the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the 4,140,000 shares of Ixia Common Stock beneficially owned by all of the Reporting Persons. | ||
| ITEM 7. | IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY | |
| Not applicable | ||
| ITEM 8. | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP | |
| Not applicable | ||
| CUSIP No. 45071R109
| 13G
| Page 7 of 11 Pages
|
| ITEM 9. | NOTICE OF DISSOLUTION OF GROUP | |
| Not applicable | ||
| ITEM 10. | CERTIFICATION | |
| By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purposes 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, other than activities solely in connection with a nomination under § 240.14a-11. | ||
| CUSIP No. 45071R109
| 13G
| Page 8 of 11 Pages
|
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.
| Date: | September 15, 2016 | |
| Addington Hills Ltd. | ||
| By: | IFM Corporate Directors, Sole Director | |
| By: | /s/ Fritha Beck | |||
| Print Name: | Fritha Beck | |||
| Title: | Director | |||
| By: | /s/ Isabelle Weber Claude | |||
| Print Name: | Isabelle Weber Claude | |||
| Title: | Director | |||
| PraxisIFM Trustees SA, | ||
| on behalf of itself and as Trustee of The Pink Trust | ||
| By: | /s/ Fritha Beck | |
| Print Name: | Fritha Beck | |
| Title: | Director | |
| By: | /s/ Isabelle Weber Claude | |
| Print Name: | Isabelle Weber Claude | |
| Title: | Authorized Signatory | |
The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representatives authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
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 for whom copies are to be sent.
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)
| CUSIP No. 45071R109
| 13G
| Page 9 of 11 Pages
|
EXHIBIT INDEX
| Exhibit Number | Exhibit | Page | ||
| 1 | Agreement to File Joint Statements on Schedule 13G | Page 10 of 11 pages | ||