0000898432-12-000183.txt : 20120213 0000898432-12-000183.hdr.sgml : 20120213 20120213111936 ACCESSION NUMBER: 0000898432-12-000183 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120213 DATE AS OF CHANGE: 20120213 GROUP MEMBERS: ALYDAR CAPITAL LLC GROUP MEMBERS: ALYDAR FUND L.P. GROUP MEMBERS: ALYDAR FUND LTD GROUP MEMBERS: ALYDAR QP FUND L.P. GROUP MEMBERS: ALYSUN FUND L.P. GROUP MEMBERS: ALYSUN FUND LTD GROUP MEMBERS: ALYSUN QP FUND L.P. GROUP MEMBERS: JOHN A. MURPHY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SodaStream International Ltd. CENTRAL INDEX KEY: 0001502916 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD APPLIANCES [3630] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-85737 FILM NUMBER: 12596281 BUSINESS ADDRESS: STREET 1: GILBOA STREET STREET 2: AIRPORT CITY CITY: BEN GURION AIRPORT 70100 STATE: L3 ZIP: 70100 BUSINESS PHONE: 972 (3) 976-2323 MAIL ADDRESS: STREET 1: GILBOA STREET STREET 2: AIRPORT CITY CITY: BEN GURION AIRPORT 70100 STATE: L3 ZIP: 70100 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ALYDAR PARTNERS LLC CENTRAL INDEX KEY: 0001279895 IRS NUMBER: 161640417 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 222 BERKELEY STREET STREET 2: 17TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6176463500 MAIL ADDRESS: STREET 1: 222 BERKELEY STREET STREET 2: 17TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 SC 13G/A 1 sc13g-a.htm sc13g-a.htm
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G
(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b)(c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)

(Amendment No. 2)*
 
SodaStream International Ltd.
(Name of Issuer)
 
Ordinary Shares, par value NIS 0.645 per share
(Title of Class of Securities)
 
M9068E105
(CUSIP Number)
 
December 31, 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:
 
[ X ] Rule 13d-1(b)

[     ] 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.  M9068E105
1. Names of Reporting Person Alydar Capital, LLC
I.R.S. Identification Nos. of above persons (entities only)
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) X
(b) o
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:  203,885
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 203,885
9. Aggregate Amount Beneficially Owned by Each Reporting Person. 203,885
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions).
11. Percent of Class Represented by Amount in Row (9)  1.02%
12. Type of Reporting Person (See Instructions)  IA

 
 
 
 
CUSIP No.  M9068E105
1. Names of Reporting Person: Alydar Partners, LLC
I.R.S. Identification Nos. of above persons (entities only)
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) X
(b) o
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: 539,480
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 539,480
9. Aggregate Amount Beneficially Owned by Each Reporting Person. 539,480
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions).
11. Percent of Class Represented by Amount in Row (9)  2.705%
12. Type of Reporting Person (See Instructions)  IA

 

 

 
 
 
 
CUSIP No.   M9068E105
1. Names of Reporting Person John A. Murphy
I.R.S. Identification Nos. of above persons (entities only)
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) X
(b) o
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: 0
6. Shared Voting Power: 539,480
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 539,480
9. Aggregate Amount Beneficially Owned by Each Reporting Person. 539,480
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions).
11. Percent of Class Represented by Amount in Row (9) 2.705%
12. Type of Reporting Person (See Instructions)  IN


 
 
 
 
CUSIP No.  M9068E105
1. Names of Reporting Person Alydar Fund, L.P.
I.R.S. Identification Nos. of above persons (entities only)
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) X
(b) o
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:  13,463
6. Shared Voting Power:  0
7. Sole Dispositive Power:  13,463
8. Shared Dispositive Power: 0
9. Aggregate Amount Beneficially Owned by Each Reporting Person. 13,463
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions).
11. Percent of Class Represented by Amount in Row (9)  0.07%
12. Type of Reporting Person (See Instructions)  PN

 
 
 
 
 
CUSIP No.  M9068E105
1. Names of Reporting Person Alydar QP Fund, L.P.
I.R.S. Identification Nos. of above persons (entities only)
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) X
(b) o
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:  159,396
6. Shared Voting Power:  0
7. Sole Dispositive Power:  159,396
8. Shared Dispositive Power: 0
9. Aggregate Amount Beneficially Owned by Each Reporting Person. 159,396
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions).
11. Percent of Class Represented by Amount in Row (9)  0.80%
12. Type of Reporting Person (See Instructions)  PN
 

 
 
 
 
CUSIP No.  M9068E105
1. Names of Reporting Person Alysun Fund, L.P.
I.R.S. Identification Nos. of above persons (entities only)
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) X
(b) o
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:  3,522
6. Shared Voting Power:  0
7. Sole Dispositive Power:  3,522
8. Shared Dispositive Power: 0
9. Aggregate Amount Beneficially Owned by Each Reporting Person. 3,522
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions).
11. Percent of Class Represented by Amount in Row (9)  0.02%
12. Type of Reporting Person (See Instructions)  PN

 

 
 
 
 
CUSIP No.  M9068E105
1. Names of Reporting Person Alysun QP Fund, L.P.
I.R.S. Identification Nos. of above persons (entities only)
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) X
(b) o
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:  27,504
6. Shared Voting Power:  0
7. Sole Dispositive Power:  27,504
8. Shared Dispositive Power: 0
9. Aggregate Amount Beneficially Owned by Each Reporting Person. 27,504
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions).
11. Percent of Class Represented by Amount in Row (9)  0.14%
12. Type of Reporting Person (See Instructions)  PN

 

 
 
 
 
 
CUSIP No.  M9068E105
1. Names of Reporting Person Alydar Fund Limited
I.R.S. Identification Nos. of above persons (entities only)
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) X
(b) o
3. SEC Use Only
4. Citizenship or Place of Organization: Cayman Islands
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
5. Sole Voting Power:  327,141
6. Shared Voting Power:  0
7. Sole Dispositive Power: 327,141
8. Shared Dispositive Power: 0
9. Aggregate Amount Beneficially Owned by Each Reporting Person. 327,141
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions).
11. Percent of Class Represented by Amount in Row (9)   1.64%
12. Type of Reporting Person (See Instructions)  OO

 
 
 


 
CUSIP No.  M9068E105
1. Names of Reporting Person Alysun Fund Limited
I.R.S. Identification Nos. of above persons (entities only)
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) X
(b) o
3. SEC Use Only
4. Citizenship or Place of Organization: Cayman Islands
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
5. Sole Voting Power:  8,454
6. Shared Voting Power:  0
7. Sole Dispositive Power: 8,454
8. Shared Dispositive Power: 0
9. Aggregate Amount Beneficially Owned by Each Reporting Person. 8,454
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions).
11. Percent of Class Represented by Amount in Row (9)   0.04%
12. Type of Reporting Person (See Instructions)  OO


 
 
 
 
Item 1.
 
(a) Name of Issuer: SodaStream International Ltd.
 
(b) Address of Issuer’s Principal Executive Offices: Gilboa Street, Airport City, Ben Gurion Airport 70100, Israel
 
Item 2.
 
(a) Name of Person Filing: John A. Murphy, an individual, is managing member of Alydar Capital, LLC and Alydar Partners, LLC, both Delaware limited liability companies.  Alydar Capital, LLC is the general partner of Alydar Fund, L.P., Alydar QP Fund, L.P., Alysun Fund, L.P. and Alysun QP Fund, L.P.  Alydar Partners, LLC is the investment manager of Alydar Fund, L.P., Alydar QP Fund, L.P., Alysun Fund, L.P., Alysun QP Fund, L.P., Alydar Fund Limited and Alysun Fund Limited.1
 
(b) Address of Principal Business Office or, if none, Residence: 222 Berkeley Street, 17th Floor, Boston, Massachusetts 02116
 
(c) Citizenship:  Delaware
 
(d) Title of Class of Securities: Ordinary Shares, par value NIS 0.645 per share
 
(e) CUSIP Number: M9068E105
 
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: N/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 Act (15 U.S.C. 78c).
(c) Insurance company as defined in section 3(a)(19) 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);
(h) A savings associations 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 §240.13d-1(b)(1)(ii)(J).
 
1 John A. Murphy disclaims beneficial ownership of the securities.

 
 
 

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:
 
Alydar Capital, LLC:  203,885 shares
 
Alydar Partners, LLC: 539,480 shares
 
Alydar Fund, L.P.: 13,463shares
 
Alydar QP Fund, L.P.: 159,396 shares
 
Alysun Fund, L.P.:  3,522 shares
 
Alysun QP Fund, L.P.:  27,504 shares
 
Alydar Fund Limited:  327,141 shares
 
Alysun Fund Limited: 8,454 shares
 
John A. Murphy2:  539,480 shares
 
(b) Percent of class:  2.705%
 
(c) Number of shares as to which the person has:
 
(i) Sole power to vote or to direct the vote. 0
 
(ii) Shared power to vote or to direct the vote. 539,480
 
(iii) Sole power to dispose or to direct the disposition of. 0
 
(iv) Shared power to dispose or to direct the disposition of. 539,480
 
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.  þ
 
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
 
Item 9.  Notice of Dissolution of Group N/A
 
2 John A. Murphy disclaims beneficial ownership in the securities.

 
 
 

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.
 
 
Date: February 13, 2012
 
ALYDAR CAPITAL, LLC
  
   
/s/ Paul J. Pitts
  
By:   Paul J. Pitts, Attorney-in-Fact for John A. Murphy, its Manager
  
   
   
ALYDAR PARTNERS, LLC
  
 
  
/s/ Paul J. Pitts
  
By:  Paul J. Pitts, Attorney-in-Fact for John A. Murphy, its Manager
  
   
   
ALYDAR FUND, L.P.
  
   
By:  ALYDAR CAPITAL, LLC, its General Partner
  
   
/s/ Paul J. Pitts
  
By:  Paul J. Pitts, Attorney-in-Fact for John A. Murphy, its Manager
  
   
   
ALYDAR QP FUND, L.P.
  
   
By:  ALYDAR CAPITAL, LLC, its General Partner
  
   
/s/ Paul J. Pitts
  
By:  Paul J. Pitts, Attorney-in-Fact for John A. Murphy, its Manager
  
   
   
/s/ Paul J. Pitts
  
By:  Paul J. Pitts, Attorney-in-Fact for John A. Murphy, its Manager
  
   
   
ALYSUN FUND, L.P.
  
   
By:  ALYDAR CAPITAL, LLC, its General Partner
  
   
/s/ Paul J. Pitts
  
By:  Paul J. Pitts, Attorney-in-Fact for John A. Murphy, its Manager
  
   
   
ALYSUN QP FUND, L.P.
  
   
By:  ALYDAR CAPITAL, LLC, its General Partner
  
   
/s/ Paul J. Pitts
  
By:  Paul J. Pitts, Attorney-in-Fact for John A. Murphy, its Manager
  
   
   
ALYDAR FUND LIMITED
  
   
/s/ Paul J. Pitts
  
By:  Paul J. Pitts, Attorney-in-Fact for John A. Murphy, its Director
  
   
   
ALYSUN FUND LIMITED
  
   
/s/ Paul J. Pitts
  
By:  Paul J. Pitts, Attorney-in-Fact for John A. Murphy, its Director