0001144204-17-032986.txt : 20170619 0001144204-17-032986.hdr.sgml : 20170619 20170619115225 ACCESSION NUMBER: 0001144204-17-032986 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20170619 DATE AS OF CHANGE: 20170619 GROUP MEMBERS: NOKED EQUITY INVESTMENTS LTD. GROUP MEMBERS: NOKED EQUITY LP GROUP MEMBERS: NOKED OPPORTUNITY L.P SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Pointer Telocation Ltd CENTRAL INDEX KEY: 0000920532 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-57523 FILM NUMBER: 17917965 BUSINESS ADDRESS: STREET 1: 14 HAMELACHA STREET CITY: ROSH HA'AYIN STATE: L3 ZIP: 48091 BUSINESS PHONE: 97235723111 MAIL ADDRESS: STREET 1: 14 HAMELACHA STREET CITY: ROSH HA'AYIN STATE: L3 ZIP: 48091 FORMER COMPANY: FORMER CONFORMED NAME: NEXUS TELOCATION SYSTEMS LTD DATE OF NAME CHANGE: 19980623 FORMER COMPANY: FORMER CONFORMED NAME: NEXUS TELECOMMUNICATIONS SYSTEMS LTD DATE OF NAME CHANGE: 19980112 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Noked Capital LTD CENTRAL INDEX KEY: 0001709622 IRS NUMBER: 514956846 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 85 MEDINAT HAYHUDIM CITY: HERZLIYA STATE: L3 ZIP: 4673300 BUSINESS PHONE: 972737803400 MAIL ADDRESS: STREET 1: 85 MEDINAT HAYHUDIM CITY: HERZLIYA STATE: L3 ZIP: 4673300 SC 13G 1 v469061_sc13g.htm SC 13G

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

Pointer Telocation Ltd

(Name of Issuer)

Ordinary Shares

(Title of Class of Securities)

M7946T104

(CUSIP Number)

Dikla Kaftzan, 85 Medinat Hayehudim St. Herzliya, Israel +972 73 3906028

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

June 6, 2017

(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 information required on 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. M7946T104

13G

Noked Equity LP


1.		NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) XXXXXXXXXX
2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) x (b) ¨
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 —
	6.	SHARED VOTING POWER 684,998 (*)
	7.	SOLE DISPOSITIVE POWER —
	8.	SHARED DISPOSITIVE POWER 684,998 (*)

9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 684,998
10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ¨

11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.53%
12.		TYPE OF REPORTING PERSON (see instructions) PN
	*	Based on 8,128,048 Ordinary Shares outstanding as of June 8, 2017 (as reported on Bloomberg)

CUSIP No. M7946T104

13G

Noked Opportunity L.P


1.		NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) XXXXXXXXXX
2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) x (b) ¨
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 —
	6.	SHARED VOTING POWER 684,998 (*)
	7.	SOLE DISPOSITIVE POWER —
	8.	SHARED DISPOSITIVE POWER 684,998 (*)

9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 684,998
10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ¨

11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.53%
12.		TYPE OF REPORTING PERSON (see instructions) PN
	*	Based on 8,128,048 Ordinary Shares outstanding as of June 8, 2017 (as reported on Bloomberg)

CUSIP No. M7946T104

13G

Noked Capital Ltd.


1.		NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) XXXXXXXXXX
2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) x (b) ¨
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 —
	6.	SHARED VOTING POWER 684,998 (*)
	7.	SOLE DISPOSITIVE POWER —
	8.	SHARED DISPOSITIVE POWER 684,998 (*)

9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 684,998
10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ¨

11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.53%
12.		TYPE OF REPORTING PERSON (see instructions) CO
	*	Based on 8,128,048 Ordinary Shares outstanding as of June 8, 2017 (as reported on Bloomberg)

CUSIP No. M7946T104

13G

Noked Equity Investments Ltd.


1.		NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) XXXXXXXXXX
2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) x (b) ¨
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 —
	6.	SHARED VOTING POWER 684,998 (*)
	7.	SOLE DISPOSITIVE POWER —
	8.	SHARED DISPOSITIVE POWER 684,998 (*)

9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 684,998
10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ¨

11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.53%
12.		TYPE OF REPORTING PERSON (see instructions) CO
	*	Based on 8,128,048 Ordinary Shares outstanding as of June 8, 2017 (as reported on Bloomberg)

CUSIP No. M7946T104

13G

Item 1.

	(a)	Name of Issuer Pointer Telocation Ltd

	(b)	Address of Issuer’s Principal Executive Offices 14 Hamelacha Street, Rosh Haayin 4809133, Israel

Item 2.

	(a)(b)	Name of Persons Filing
		Noked Equity LP 85 Medinat Hayehudim St. Herzliya, Israel Noked Opportunity L.P 85 Medinat Hayehudim St. Herzliya, Israel
		Noked Capital Ltd. 85 Medinat Hayehudim St. Herzliya, Israel Noked Equity Investments Ltd. 85 Medinat Hayehudim St. Herzliya, Israel

	(c)	Place of Organization Israel

	(d)	Title of Class of Securities Ordinary Shares, NIS 3.00 nominal value per share

	(e)	CUSIP Number M7946T104

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:

Not applicable

Item 4. Ownership.

Noked Capital Ltd., the general partner of Noked Opportunity LP, is held by Mr. Roy Vermus through Noked Israel (2011) Ltd. (50.68%), Mr. Shlomi Bracha through G.I.O. Investments Ltd, (36.33%) and Mr. Ariel Chilkiyahu Stern through Taga S.P Ltd (12.99%).

Noked Equity Investments Ltd., the general partner of Noked Equity LP, is controlled by Noked Capital Ltd. (63.8%) and A.Y.T . Investments Ltd (36.2%). A.Y.T . Investments Ltd is controlled by by Mr. Shay Itzhaki.

This Statement shall not be construed as an admission that any person listed above is the beneficial owner of any of the securities covered by this Statement, and each of the persons mentioned above disclaims beneficial ownership of any such securities.

CUSIP No. M7946T104

13G

(a)

See row 9 of cover page of each reporting person.

(b)

See row 11 of cover page of each reporting person

(c)

(i)	Sole power to vote or to direct the vote —

(ii)	Shared power to vote or to direct the vote 684,998

(iii)	Sole power to dispose or to direct the disposition of —

(iv)	Shared power to dispose or to direct the disposition of 684,998

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.

CUSIP No. M7946T104

13G

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.

	6/19/2017 Date

	/s/ Dikla Kaftzan
	Signature


	Shlomi Bracha, Managing Partner Dikla Kaftzan, Legal Counsel

EX-99.1 2 v469061_ex1.htm EXHIBIT 1

CUSIP No. .M7946T104

13G

Exhibit 1

Joint Filing Agreement

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of shares of Pointer Telocation Ltd. Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. In accordance with Rule 13d-1(k)(1), the undersigned hereby agree to the joint filing with each other on behalf of each of them of such a statement on Schedule 13G and any amendments thereto with respect to the equity securities (as defined in Rule 13d-1(i)) of the issuer, beneficially owned by each of them. This Joint Filing Agreement shall be included as an exhibit to such Schedule 13G and any amendments thereto.

This agreement may be executed in any number of counterparts, each of which shall be deemed an original.

6/19/ 2017

Noked Equity LP

/s/ Dikla Kaftzan

Shlomi Bracha, Managing Partner
Dikla Kaftzan, Legal counsel

Noked Opportunity L.P

/s/ Dikla Kaftzan

Shlomi Bracha, Managing Partner
Dikla Kaftzan, Legal counsel

Noked Capital Ltd.

/s/ Dikla Kaftzan

Shlomi Bracha, Managing Partner
Dikla Kaftzan, Legal counsel

Noked Equity Investments Ltd.

/s/ Dikla Kaftzan

Shlomi Bracha, Managing Partner
Dikla Kaftzan, Legal counsel