0001193125-12-484152.txt : 20121129 0001193125-12-484152.hdr.sgml : 20121129 20121128182259 ACCESSION NUMBER: 0001193125-12-484152 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20121129 DATE AS OF CHANGE: 20121128 GROUP MEMBERS: JOHN H. LEWIS GROUP MEMBERS: OSMIUM CAPITAL II, LP GROUP MEMBERS: OSMIUM CAPITAL, LP GROUP MEMBERS: OSMIUM SPARTAN, LP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CIMATRON LTD CENTRAL INDEX KEY: 0001008595 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-49313 FILM NUMBER: 121230028 BUSINESS ADDRESS: STREET 1: 11 GUSH ETZION ST STREET 2: GIVAT SHMUEL CITY: ISRAEL 51905 STATE: L3 ZIP: 00000 BUSINESS PHONE: 9725312121 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Osmium Partners, LLC CENTRAL INDEX KEY: 0001316729 IRS NUMBER: 550793716 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 388 MARKET, SUITE 920 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415.362.4484 MAIL ADDRESS: STREET 1: 388 MARKET, SUITE 920 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 SC 13G 1 d446120dsc13g.htm SC 13G SC 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.         )*

 

 

 

CIMATRON LTD.

(Name of Issuer)

 

 

 

Ordinary Shares, par value NIS 0.10 per share

(Title of Class of Securities)

 

M23798107

(CUSIP Number)

 

November 2, 2012

(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 9 pages

CUSIP No. 032159105  

 

  1.   

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only).

 

John H. Lewis

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  x

 

  3.  

SEC Use Only

 

  4.  

Citizenship or Place of Organization

 

United States

Number of

Shares

Beneficially

owned by

Each

Reporting

Person

With:

    5.    

Sole Voting Power

 

200

   6.   

Shared Voting Power

 

624,169

   7.   

Sole Dispositive Power

 

200

   8.   

Shared Dispositive Power

 

624,169

  9.

  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

624,369

10.

  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ¨

 

11.

  

Percent of Class Represented by Amount in Row (9)

 

6.7%

12.

  

Type of Reporting Person (See Instructions)

 

IN

 

 

Page 2 of 9 pages

CUSIP No. 032159105  

 

  1.   

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only).

 

Osmium Partners, LLC

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  x

 

  3.  

SEC Use Only

 

  4.  

Citizenship or Place of Organization

 

Delaware

Number of

Shares

Beneficially

owned by

Each

Reporting

Person

With:

    5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

624,169

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

624,169

  9.

  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

624,169

10.

  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)    ¨

 

11.

  

Percent of Class Represented by Amount in Row (9)

 

6.7%

12.

  

Type of Reporting Person (See Instructions)

 

IA, OO

 

Page 3 of 9 pages

CUSIP No. 032159105  

 

  1.   

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only).

 

Osmium Capital, LP

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  x

 

  3.  

SEC Use Only

 

  4.  

Citizenship or Place of Organization 

 

Delaware

Number of

Shares Beneficially

owned by Each

Reporting

Person

With:

    5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

203,965

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

203,965

  9.

  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

203,965

10.

  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)    ¨

 

11.

  

Percent of Class Represented by Amount in Row (9)

 

2.2%

12.

  

Type of Reporting Person (See Instructions)

 

PN

 

Page 4 of 9 pages

CUSIP No. 032159105  

 

  1.   

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only).

 

Osmium Capital II, LP

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  x

 

  3.  

SEC Use Only

 

  4.  

Citizenship or Place of Organization

 

Delaware

Number of

Shares

Beneficially

owned by

Each

Reporting

Person

With:

    5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

328,644

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

328,644

  9.

  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

328,644

10.

  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)    ¨

 

11.

  

Percent of Class Represented by Amount in Row (9)

 

3.5%

12.

  

Type of Reporting Person (See Instructions)

 

PN

 

 

Page 5 of 9 pages

CUSIP No. 032159105  

 

  1.   

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only).

 

Osmium Spartan, LP

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  x

 

  3.  

SEC Use Only

 

  4.  

Citizenship or Place of Organization

 

Delaware

Number of

Shares Beneficially

owned by Each

Reporting Person With:

    5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

91,560

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

91,560

  9.

  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

91,560

10.

  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)    ¨

 

11.

  

Percent of Class Represented by Amount in Row (9)

 

1.0%

12.

  

Type of Reporting Person (See Instructions)

 

PN

 

Page 6 of 9 pages

CUSIP No. 032159105

 

Item 1.

 

(a) The name of the issuer is Cimatron Ltd. (the “Issuer”).

 

(b) The principal executive office of the Issuer is located at 11 Gush Etzion St., Givat Shmuel 54030, Israel

 

Item 2.

 

(a) This statement (this “Statement”) is being filed by John H. Lewis, the controlling member of Osmium Partners, LLC, a Delaware limited liability company (“Osmium Partners”), which serves as the general partner of Osmium Capital, LP, a Delaware limited partnership (the “Fund”) and Osmium Capital II, LP, a Delaware limited partnership (“Fund II”), and Osmium Spartan, LP, a Delaware limited partnership (“Fund III”) (all of the foregoing, collectively, the “Filers”). The Fund, Fund II and Fund III are private investment vehicles formed for the purpose of investing and trading in a wide variety of securities and financial instruments. The Fund, Fund II and Fund III directly own the common shares reported in this Statement (other than the 200 shares owned directly by Mr. Lewis). Mr. Lewis and Osmium Partners may be deemed to share with the Fund, Fund II and Fund III (and not with any third party) voting and dispositive power with respect to such shares. Each Filer disclaims beneficial ownership with respect to any shares other than the shares owned directly by such Filer.

 

(b) The Principal Business Office of the Filers is 300 Drakes Landing Road, Suite 172, Greenbrae, CA 94904.

 

(c) For citizenship information see Item 4 of the cover sheet of each Filer.

 

(d) This Statement relates to the Ordinary Shares of the Issuer.

 

(e) The CUSIP Number of the Common Stock of the Issuer is M23798107.

 

Item 3.

Not applicable.

 

Item 4. Ownership.

See Items 5-9 and 11 on the cover page for each Filer, and Item 2. The percentage ownership of each Filer is based on 9,299,992 shares of Ordinary Shares outstanding as of December 31, 2011, as reported on the Issuer’s Annual Report on Form 20-F for the fiscal year ended December 31, 2011 as filed with the SEC on April 30, 2012. The ownership information and percentage ownership of the Filers is as of November 27, 2012. The Filers exceeded 5% ownership on November 2, 2012 as set forth on the cover page to this Schedule 13G.

 

Page 7 of 9 pages

Item 5. Ownership of Five Percent or Less of a Class

Not applicable.

 

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.

Not applicable.

 

Item 8. Identification and Classification of Members of the Group

Not applicable.

 

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 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 8 of 9 pages

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated: November 28, 2012

John H. Lewis

Osmium Partners, LLC

Osmium Capital, LP

Osmium Capital II, LP

Osmium Spartan, LP

 

By:  

/s/ John H. Lewis

John H. Lewis, for himself and as
Managing Member of Osmium
Partners, LLC, for itself and as
General Partner of Osmium
Capital, LP, Osmium Capital II,
LP and Osmium Spartan, LP

 

Page 9 of 9 pages

EXHIBIT INDEX

 

Exhibit No.

   

Document

1    Joint Filing Agreement
 EX-99.1 2 d446120dex991.htm EXHIBIT 1 Exhibit 1

Exhibit 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Ordinary Shares, par value NIS 0.10 per share, of Cimatron Ltd., and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filing. In evidence thereof, the undersigned hereby execute this Agreement.

Dated: November 28, 2012

 

John H. Lewis

Osmium Partners, LLC

Osmium Capital, LP

Osmium Capital II, LP

Osmium Spartan, LP

By:

  

/s/ John H. Lewis

John H. Lewis, for himself and as
Managing Member of Osmium Partners, LLC, for itself and as General Partner of
Osmium Capital, LP, Osmium Capital II, LP and
Osmium Spartan, LP