0000919574-11-002517.txt : 20110328 0000919574-11-002517.hdr.sgml : 20110328 20110328142647 ACCESSION NUMBER: 0000919574-11-002517 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110328 DATE AS OF CHANGE: 20110328 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MediaMind Technologies Inc. CENTRAL INDEX KEY: 0001275791 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-85971 FILM NUMBER: 11715073 BUSINESS ADDRESS: STREET 1: 135 WEST 18TH STREET STREET 2: 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10011 BUSINESS PHONE: 646-202-1320 MAIL ADDRESS: STREET 1: 135 WEST 18TH STREET STREET 2: 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10011 FORMER COMPANY: FORMER CONFORMED NAME: EYEBLASTER INC DATE OF NAME CHANGE: 20040109 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RIMA MANAGEMENT, LLC CENTRAL INDEX KEY: 0001328785 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 111 EAST 55TH STREET STREET 2: 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 514-281-8082 MAIL ADDRESS: STREET 1: 111 EAST 55TH STREET STREET 2: 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G 1 d1183639_13-g.htm d1183639_13-g.htm

 
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No.____________)*


MediaMind Technologies Inc.
(Name of Issuer)


Common Stock, $0.001 par value
(Title of Class of Securities)


58449c100
(CUSIP Number)


February 14, 2011
(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).
 

 
 
 


CUSIP No
58449c100
    
     
1.
NAME OF REPORTING PERSONS
  
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
  
     
 
 RIMA Management, L.L.C.
  
     
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
   
(a)  [_]
   
(b)  [_]
     
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
  
     
 
1,090,743
  
     
7.
SOLE DISPOSITIVE POWER
  
     
 
0
  
     
8.
SHARED DISPOSITIVE POWER
  
     
 
1,090,743
  
     
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
 
1,090,743
  
     
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
  
   
[_]
     
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
  
     
 
5.8%
  
     
12.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
  
     
 
OO
  

 
 
 


CUSIP No
58449c100
    
     
1.
NAME OF REPORTING PERSONS
  
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
  
     
 
Richard Mashaal
  
     
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
   
(a)  [_]
   
(b)  [_]
     
3.
SEC USE ONLY
  
     
     
     
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
  
     
 
United States of America
  
     
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     
5.
SOLE VOTING POWER
  
     
 
0
  
     
6.
SHARED VOTING POWER
  
     
 
1,090,743
  
     
7.
SOLE DISPOSITIVE POWER
  
     
 
0
  
     
8.
SHARED DISPOSITIVE POWER
  
     
 
1,090,743
  
     
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
 
1,090,743
  
     
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
  
   
[_]
     
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
  
     
 
5.8%
  
     
12.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
  
     
 
IN
  

 
 
 


CUSIP No
58449c100
    

Item 1.
(a).
Name of Issuer:
  
       
   
MediaMind Technologies Inc.
  

 
(b).
Address of Issuer's Principal Executive Offices:
  
       
   
135 West 18th Street, 5th Floor
New York, NY 10011
  

Item 2.
(a).
Name of Person Filing:
  
       
   
RIMA Management, L.L.C.
Richard Mashaal
  

 
(b).
Address of Principal Business Office, or if None, Residence:
  
   
Rima Management, LLC
110 East 55th Street
Suite 1600
New York, New York 10022
 
  
   
Richard Mashaal
c/o Rima Management, LLC
110 East 55th Street
Suite 1600
New York, New York 10022
  

 
(c).
Citizenship:
  
       
   
RIMA Management, L.L.C.:  Delaware
Richard Mashaal:  United States of America
  

 
(d).
Title of Class of Securities:
  
       
   
Common Stock, $0.001 par value
  

 
(e).
CUSIP Number:
  
       
   
58449c100
  

Item 3.
  
If This Statement is filed pursuant to ss.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 Exchange Act (15 U.S.C. 78c).

 
(b)
[_]
Bank as defined in Section 3(a)(6) of the Exchange Act (15 U.S.C. 78c).

 
(c)
[_]
Insurance company as defined in Section 3(a)(19) of the Exchange 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 Rule 13d-1(b)(1)(ii)(G);

 
(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)
[_]
Group, in accordance with s.240.13d-1(b)(1)(ii)(J).

 
Item 4.
Ownership.

 
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 
(a)
Amount beneficially owned:
     
   
RIMA Management, L.L.C.:  1,090,743
Richard Mashaal:  1,090,743

 
(b)
Percent of class:
     
   
RIMA Management, L.L.C.:  5.8%
Richard Mashaal:  5.8%

 
(c)
Number of shares as to which the person has:
     

   
(i)
Sole power to vote or to direct the vote
    
           
     
RIMA Management, L.L.C.:  0
Richard Mashaal:  0
  
         
   
(ii)
Shared power to vote or to direct the vote
    
           
     
RIMA Management, L.L.C.:  1,090,743
Richard Mashaal:  1,090,743
  
         
   
(iii)
Sole power to dispose or to direct the disposition of
    
           
     
RIMA Management, L.L.C.:  0
Richard Mashaal:  0
  
         
   
(iv)
Shared power to dispose or to direct the disposition of
    
           
     
RIMA Management, L.L.C.:  1,090,743
Richard Mashaal:  1,090,743
  


 
 
 


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 [_].
 
 
N/A
   

Item 6.
Ownership of More Than Five Percent on Behalf of Another Person.

 
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified.  A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
 
 
N/A
   

Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

 
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary.  If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
 
 
N/A
   

Item 8.
Identification and Classification of Members of the Group.

 
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group.  If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
 
 
 N/A
   

Item 9.
Notice of Dissolution of Group.

 
Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity.  See Item 5.
 
 
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 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.


 
 
 


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.
 

 
March 28, 2011
   
   
 
RIMA Management, L.L.C.*
   
 
By:  /
s/ George Malikotsis
 
Name:
George Malikotsis
 
Title:
Vice President
   
   
 
/s/ Richard Mashaal*
 
Name:  Richard Mashaal
   
   


*  The Reporting Persons disclaim beneficial ownership except to the extent of their pecuniary interests therein.


 
 
 

EXHIBIT A

AGREEMENT


The undersigned agree that this Schedule 13G dated March 28, 2011 relating to the Common Stock, $0.001 par value, of MediaMind Technologies Inc. shall be filed on behalf of the undersigned.


 
RIMA Management, L.L.C.
   
   
 
By:
/s/ George Malikotsis
 
Name:
George Malikotsis
 
Title:
Vice President
   
   
 
/s/Richard Mashaal
 
Name:  Richard Mashaal
   







SK 01780 0005 1183639