0001056520-21-000001.txt : 20210310 0001056520-21-000001.hdr.sgml : 20210310 20210310155015 ACCESSION NUMBER: 0001056520-21-000001 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210302 FILED AS OF DATE: 20210310 DATE AS OF CHANGE: 20210310 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ivy Jerry Lafe JR CENTRAL INDEX KEY: 0001526770 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-49877 FILM NUMBER: 21729604 MAIL ADDRESS: STREET 1: 2125 1ST AVE #3002 CITY: SEATTLE STATE: WA ZIP: 98121 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ON TRACK INNOVATIONS LTD CENTRAL INDEX KEY: 0001021604 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: HATNUFA 5 STREET 2: YOKNEAM INDUSTRIAL ZONE CITY: YOKNEAM STATE: L3 ZIP: 2069200 BUSINESS PHONE: 972 4 686-8021 MAIL ADDRESS: STREET 1: HATNUFA 5 STREET 2: YOKNEAM INDUSTRIAL ZONE CITY: YOKNEAM STATE: L3 ZIP: 2069200 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2021-03-02 0 0001021604 ON TRACK INNOVATIONS LTD OTIVF 0001526770 Ivy Jerry Lafe JR 1003 LAKE ST. #301 KIRKLAND WA 98033 0 0 1 0 Ordinary Shares, NIS .10 par value 0 2021-03-02 4 A 0 0 1500000 A 2021-03-02 2021-06-17 Ordinary Shares 0 0 I As Trustee and beneficiary of the Jerry L. Ivy, Jr. Descendants' Trust The convertible loan was made pursuant to a loan financing agreement dated December 9, 2020. The loan bears interest at 8.0% per annum but upon an extension beyond the maturity date, the interest rate increases to 10.0% per annum. The conversion feature of the loan became effective on March 2, 2021, the date of shareholder approval. Principal and accrued interest may be converted at a price per share (the "Conversion Price")equal to the lower of (a) $0.20 per share and (b) a price per share reflecting a discount of $0.248 (the "Benchmark Price"), as follows: (i) if conversion occurs no later than three months after the Initial Closing, the price will be $0.198; (ii) if conversion occurs more than three months but no later than six months after the Initial Closing, the price will be $0.174; (iii) if conversion occurs more than six months after the Initial Closing (to the extent extended in accordance with the terms of the Agreement), the price will be $0.124; and (iv) if conversion occurs upon an event of default, theprice will be $0.124. Represents the maturity date of the convertible loan. The maturity date may be extended at the sole option of Mr. Ivy, which will extend the expiration date of the conversion right. Jerry L. Ivy, Jr. 2021-03-03