-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EnGHvPWlvmmB4ao9ICqinPD/AbqLWLNsYnAxULGOOmWCqGlrFptjCR7XWXf/dzMk 7bq/mg+8GFtPkT789+PUng== 0001144204-07-003734.txt : 20070129 0001144204-07-003734.hdr.sgml : 20070129 20070129101058 ACCESSION NUMBER: 0001144204-07-003734 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070129 DATE AS OF CHANGE: 20070129 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ON TRACK INNOVATIONS LTD CENTRAL INDEX KEY: 0001021604 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-78575 FILM NUMBER: 07559132 BUSINESS ADDRESS: STREET 1: P O BOX 32 STREET 2: ZHR INDUSTRIAL ZONE CITY: ROSH PINAISRAEL STATE: L3 BUSINESS PHONE: 2126616500 MAIL ADDRESS: STREET 1: ZHR INDUSTRIAL ZONE STREET 2: PO BOX 32 CITY: ROSH PINA IARAEL STATE: L3 ZIP: 00000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SuperCom Ltd. CENTRAL INDEX KEY: 0001291855 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: PO BOX 2094 CITY: RA STATE: L3 ZIP: 43665 BUSINESS PHONE: 972-9-775-0800 MAIL ADDRESS: STREET 1: PO BOX 2094 CITY: RA STATE: L3 ZIP: 43665 SC 13G 1 v063644_sc13g.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Information to be Included in Statements Filed Pursuant to Rules 13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2(b) Under the Securities Exchange Act of 1934 (Amendment No. )* On Track Innovations Ltd. - -------------------------------------------------------------------------------- (Name of Issuer) Ordinary Shares, par value NIS 0.1 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) M8791A 109 - -------------------------------------------------------------------------------- (CUSIP Number) December 31, 2006 - -------------------------------------------------------------------------------- (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 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 the disclosures 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). Page 1 of 7 pages ====================== ================= CUSIP NO. ____________ 13G Page of Pages ====================== ================= ============= ================================================================== 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Supercom Ltd. - ------------- ------------------------------------------------------------------ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) - ------------- ------------------------------------------------------------------ 3 SEC USE ONLY - ------------- ------------------------------------------------------------------ 4 CITIZENSHIP OR PLACE OF ORGANIZATION Israel ============ =================================================================== 5 SOLE VOTING POWER NUMBER OF SHARES ------- ------------------------------------------------ BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 2,827,200 ------- ------------------------------------------------ EACH 7 SOLE DISPOSITIVE POWER REPORTING 2,827,200 ------- ------------------------------------------------ PERSON WITH 8 SHARED DISPOSITIVE POWER ============ =================================================================== 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,827,200 - ------------ ------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [X] - ------------ ------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 15.28% - ------------ ------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* CO ============ =================================================================== *SEE INSTRUCTIONS BEFORE FILLING OUT! Page 2 of 7 pages Item 1(a). Name of Issuer: On Track Innovations Ltd. (the "Issuer") Item 1(b). Address of Issuer's Principal Executive Offices: Z.H.R. Industrial Zone, P.O. Box 32, Rosh-Pina, Israel, 12000 Item 2(a). Name of Person Filing: Supercom Ltd. (the "Reporting Person") Item 2(b). Address of Principal Business Office or, if None, Residence: Sagid House "Hasharon Industrial Park" P.O.B. 5039 Qadima 60920 Israel Item 2(c). Citizenship: Israel Item 2(d). Title of Class of Securities: Ordinary Shares, par value NIS 0.1 per share Item 2(e). CUSIP Number: M8791A 109 Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: (a) [ ] Broker or dealer registered under Section 15 of the Exchange Act. (b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act. Page 3 of 7 pages (c) [ ] Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) [ ] Investment company registered under Section 8 of the Investment Company Act. (e) [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). (f) [ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). (g) [ ] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. (i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. (j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J). If this statement is filed pursuant to Rule 13d-1(c), check this box. [X] Item 4. Ownership (a) Amount beneficially owned: 2,827,200 (b) Percent of class: 15.28% The percentage amounts are based on a total of 18,508,064 Ordinary Shares outstanding. (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: N/A Page 4 of 7 pages (ii) shared power to vote or to direct the vote: 2,827,200* *The Reporting Person has granted to the Issuer's Chairman, on behalf of the Issuer's Board of Directors, or whomever else the Issuer's Board of Directors may appoint, an irrevocable proxy on the above ordinary shares until the sale or transfer of such shares to an unaffiliated third party by the Reporting Person in an arm's-length transaction. (iii) sole power to dispose or to direct the disposition of: 2,827,200 (iv) shared power to dispose or to direct the disposition of: N/A 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 N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company N/A Item 8. Identification and Classification of Members of the Group N/A Page 5 of 7 pages Item 9. Notice of Dissolution of Group N/A Item 10. Certification By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose 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. Page 6 of 7 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: January 29, 2007 SUPERCOM LTD. /s/ Eyal Tuchman ------------------------------------ Name: Eyal Tuchman Title: Chief Executive Officer Page 7 of 7 pages -----END PRIVACY-ENHANCED MESSAGE-----