zk1414383.htm

0001178913-14-000485.txt : 20140212 0001178913-14-000485.hdr.sgml : 20140212 20140212102953 ACCESSION NUMBER: 0001178913-14-000485 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20140212 DATE AS OF CHANGE: 20140212 GROUP MEMBERS: XT HOLDINGS LTD. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Enzymotec Ltd. CENTRAL INDEX KEY: 0001578809 STANDARD INDUSTRIAL CLASSIFICATION: MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-87816 FILM NUMBER: 14597411 BUSINESS ADDRESS: STREET 1: SAGI 2000 INDUSTRIAL AREA STREET 2: P.O. BOX 6 CITY: MIGDAL HA?EMEQ STATE: L3 ZIP: 2310001 BUSINESS PHONE: 972747177177 MAIL ADDRESS: STREET 1: SAGI 2000 INDUSTRIAL AREA STREET 2: P.O. BOX 6 CITY: MIGDAL HA?EMEQ STATE: L3 ZIP: 2310001 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Ofer Hi-Tech Investments Ltd. CENTRAL INDEX KEY: 0001278119 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 40 EINSTEIN STREET STREET 2: RAMAT AVIV OFFICE TOWER, 6TH FLOOR CITY: TEL AVIV STATE: L3 ZIP: 69102 BUSINESS PHONE: 011972-3-745-6000 MAIL ADDRESS: STREET 1: 40 EINSTEIN STREET STREET 2: RAMAT AVIV OFFICE TOWER, 6TH FLOOR CITY: TEL AVIV STATE: L3 ZIP: 69102 FORMER COMPANY: FORMER CONFORMED NAME: OFER SHIPS HOLDINGS LTD DATE OF NAME CHANGE: 20040130 SC 13G 1 zk1414383.htm SC 13G zk1414383.htm

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_____________

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO § 240.13d-2

Enzymotec Ltd.

(Name of Issuer)

Ordinary Shares, par value NIS 0.01

(Title of Class of Securities)

M4059L101

(CUSIP Number)

December 31, 2013

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

o Rule 13d-1(c)

x 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, as amended (the “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. M4059L101

13G

Page 2 of 8 Pages

1.	NAMES OF REPORTING PERSONS XT Hi-Tech Investments (1992) Ltd.
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) o (b) o
3.	SEC Use Only
4.	CITIZENSHIP OR PLACE OF ORGANIZATION Israel
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 3,068,704
		6.	SHARED VOTING POWER 0
		7.	SOLE DISPOSITIVE POWER 3,068,704
		8.	SHARED DISPOSITIVE POWER 0
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,068,704
10.	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) o
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 14.2% (1)
12.	TYPE OF REPORTING PERSON (See Instructions) CO

(1)

This percentage is based on 21,564,820 Ordinary Shares issued and outstanding as of November 14, 2013 (as appearing in the Issuer’s proxy statement for its 2013 annual general meeting of shareholders, annexed as Exhibit 99.1 to the Issuer’s Report of Foreign Private Issuer on Form 6-K, furnished to the SEC on November 18, 2013).

CUSIP No. M4059L101

13G

Page 3 of 8 Pages

1.	NAMES OF REPORTING PERSONS XT Holdings Ltd.
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) o (b) o
3.	SEC Use Only
4.	CITIZENSHIP OR PLACE OF ORGANIZATION Israel
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5.	SOLE VOTING POWER 0
		6.	SHARED VOTING POWER 3,068,704 (1)
		7.	SOLE DISPOSITIVE POWER 0
		8.	SHARED DISPOSITIVE POWER 3,068,704 (1)
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,068,704 (1)
10.	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) o
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 14.2% (2)
12.	TYPE OF REPORTING PERSON (See Instructions) CO

(1)

Consists entirely of the 3,068,704 Ordinary Shares held by XT Hi-Tech Investments (1992) Ltd., which is an indirect, wholly-owned subsidiary of the Reporting Person with which the Reporting Person shares beneficial ownership as a result of the Reporting Person’s indirect, 100% control of the equity securities thereof. See Item 4.

(2)

Item 1(a). Name of Issuer:

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

Item 1(b). Address of Issuer’s Principal Executive Offices:

The Issuer’s principal executive offices are located at Sagi 2000 Industrial Area, Migdal Ha’Emeq, 2310001, Israel.

Item 2(a). Name of Person Filing:

The following entity and individuals, listed in (i)-(ii) below, who are filing this Statement of Beneficial Ownership on Schedule 13G (this “Statement”), are referred to herein collectively as the “Reporting Persons”:

(i)

XT Hi-Tech Investments (1992) Ltd. (“XT Hi-Tech”)

(ii)

XT Holdings Ltd. (“XT Holdings”)

XT Hi-Tech is an indirect wholly owned subsidiary of XT Investments Ltd. (“XT Investments”), which is a direct wholly-owned subsidiary of XT Holdings, of which Orona Investments Ltd. (“Orona”) and Lynav Holdings Ltd. (“Lynav”) are each the direct owners of one-half of the outstanding ordinary shares. Orona is indirectly owned 56% by Mr. Udi Angel, who also indirectly owns 100% of the means of control of Orona. Lynav is held 95% by CIBC Bank and Trust Company (Cayman) Ltd. (“CIBC”)— as trustee of a discretionary trust established in the Cayman Islands. Udi Angel is member of the board of directors of XT Hi-Tech and has a casting vote with respect to various decisions taken by the board, including voting and disposition over the Ordinary Shares held by XT Hi-Tech.

Item 2(b). Address of Principal Business Office or, if None, Residence:

The principal business office of each Reporting Person is as follows:

(i)

XT Hi-Tech— 9 Andre Saharov Street, P.O. Box 15090, Haifa 31905, Israel

(ii)

XT Holdings— 9 Andre Saharov Street, P.O. Box 15090, Haifa 31905, Israel

Item 2(c). Citizenship:

The state of organization of each Reporting Person is as follows:

(i)

XT Hi-Tech — Israel

(ii)

XT Holdings — Israel

Item 2(d). Title of Class of Securities:

This Statement relates to the ordinary shares, par value New Israeli Shekel (“NIS”) 0.01 per share (“Ordinary Shares”), of the Issuer.

Page 4 of 8 Pages

Item 2(e). CUSIP Number:

The CUSIP number of the Ordinary Shares is M4059L101.

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)	o	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)	o	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)	o	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)	o	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

(e)	o	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

(f)	o	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);

(g)	o	A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)	o	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813);

(i)	o	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)	o	A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);

(k)	o	Group, in accordance with §240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: __________________

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.

XT Hi-Tech

(a)

Amount beneficially owned: 3,068,704 Ordinary Shares

(b)

Percent of class*: 14.2%

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote: 3,068,704

(ii)

Shared power to vote or to direct the vote: 0

(iii)

Sole power to dispose of or to direct the disposition of: 3,068,704

(iv)

Shared power to dispose of or to direct the disposition of: 0

II.

XT Holdings

(a)

Amount beneficially owned: 3,068,704 Ordinary Shares

(b)

Percent of class*: 14.2%

(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: 3,068,704

(iii)

Sole power to dispose of or to direct the disposition of: 0

(iv)

Shared power to dispose of or to direct the disposition of: 3,068,704

Page 5 of 8 Pages

* All percentage ownership reflected in this Statement are based on 21,564,820 Ordinary Shares issued and outstanding as of November 14, 2013 (as appearing in the Issuer’s proxy statement for its 2013 annual general meeting of shareholders, annexed as Exhibit 99.1 to the Issuer’s Report of Foreign Private Issuer on Form 6-K, furnished to the SEC on November 18, 2013).

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: o.

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

Each of (i) XT Investments, as the indirect parent company of XT Hi-Tech, (ii) XT Holdings, as the direct parent company of XT Investments, (iii) Orona and Lynav, as the direct owners of one-half of the outstanding ordinary shares of XT Holdings, and (iv) CIBC, as the holder of 95% of Lynav, have the right to receive dividends from, and proceeds from the sale of, the 3,068,704 Ordinary Shares held by XT Hi-Tech.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security BeingReported on By the Parent Holding Company or Control Person.

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. Certifications.

Not applicable.

Page 6 of 8 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.

XT HI-TECH INVESTMENTS (1992) LTD.

By: /s/ Yoav Doppelt

Name: Yoav Doppelt

Title: CEO

XT HOLDINGS LTD.

By: /s/ Yossi Rosen

Name: Yossi Rosen

Title: President

Dated: February 12, 2014

Page 7 of 8 Pages

EXHIBITS

Exhibit 1 – Joint Filing Agreement pursuant to Rule 13d-1(k)(1)

Page 8 of 8 Pages

EX-99 2 exhibit_1.htm EXHIBIT 1 exhibit_1.htm

Exhibit 1

JOINT FILING AGREEMENT

The undersigned parties hereby agree that this Statement on Schedule 13G filed herewith, and any amendments thereto filed hereafter by any of the undersigned parties, relating to the ordinary shares, par value NIS 0.01 per share, of Enzymotec Ltd., is being (and will be, in the case of amendments hereto) filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, on behalf of each such person.

Date: February 12, 2014

XT HI-TECH INVESTMENTS (1992) LTD.

By: /s/ Yoav Doppelt

Name: Yoav Doppelt

Title: CEO

XT HOLDINGS LTD.

By: /s/ Yossi Rosen

Name: Yossi Rosen

Title: President