0000919574-16-015878.txt : 20161014 0000919574-16-015878.hdr.sgml : 20161014 20161014164201 ACCESSION NUMBER: 0000919574-16-015878 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20161014 DATE AS OF CHANGE: 20161014 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Modsys International Ltd CENTRAL INDEX KEY: 0001029581 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-52583 FILM NUMBER: 161937427 BUSINESS ADDRESS: STREET 1: 6600 LBJ FREEWAY STREET 2: STE 210 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 206-395-4152 MAIL ADDRESS: STREET 1: 6600 LBJ FREEWAY STREET 2: STE 210 CITY: DALLAS STATE: TX ZIP: 75240 FORMER COMPANY: FORMER CONFORMED NAME: BLUEPHOENIX SOLUTIONS LTD DATE OF NAME CHANGE: 20030811 FORMER COMPANY: FORMER CONFORMED NAME: CRYSTAL SYSTEMS SOLUTIONS LTD DATE OF NAME CHANGE: 19961224 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LAKE UNION CAPITAL MANAGEMENT, LLC CENTRAL INDEX KEY: 0001513202 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 601 UNION STREET STREET 2: SUITE 4616 CITY: SEATTLE STATE: WA ZIP: 98101 BUSINESS PHONE: 206-838-3277 MAIL ADDRESS: STREET 1: 601 UNION STREET STREET 2: SUITE 4616 CITY: SEATTLE STATE: WA ZIP: 98101 SC 13G 1 d7287730_13-g.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

SCHEDULE 13G

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


ModSys International Ltd.
(Name of Issuer)


Ordinary Shares, NIS 0.04 per share
(Title of Class of Securities)


M70378100
(CUSIP Number)


October 14, 2016
(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.
M70378100
   
 
     
1.
NAME OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
     
 
Michael Self
 
     
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
 
     
 
1,978,329
 
     
7.
SOLE DISPOSITIVE POWER
 
     
 
0
 
     
8.
SHARED DISPOSITIVE POWER
 
     
 
1,978,329
 
     
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
 
1,978,329
 
     
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)
 
     
 
10.59%
 
     
12.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN, HC
 
 
 

 
 
 
CUSIP No.
M70378100
   

     
1.
NAME OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
     
 
Lake Union Capital Management, LLC
 
     
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
 
     
 
1,978,329
 
     
7.
SOLE DISPOSITIVE POWER
 
     
 
0
 
     
8.
SHARED DISPOSITIVE POWER
 
     
 
1,978,329
 
     
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
     
 
1,978,329
 
     
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)
 
     
 
10.59%
 
     
12.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
 


CUSIP No.
M70378100
   
     
1.
NAME OF REPORTING PERSONS
 
 
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
     
 
Lake Union Capital Fund, LP
 
     
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
 
     
 
1,561,512
 
     
7.
SOLE DISPOSITIVE POWER
 
     
 
0
 
     
8.
SHARED DISPOSITIVE POWER
 
     
 
1,561,512
 
     
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
 
1,561,512
 
     
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)
 
     
 
8.36%
 
     
12.
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
 



CUSIP No.
M70378100
   

Item 1.
(a).
Name of Issuer:
 
   
ModSys International Ltd.
 
       

 
(b).
Address of issuer's principal executive offices:
 
   
600 University Street, Suite 2409, Seattle, Washington 98101
 
       

Item 2.
(a).
Name of person filing:
 
   
Michael Self
Lake Union Capital Management, LLC
Lake Union Capital Fund, LP
 
       

 
(b).
Address or principal business office or, if none, residence:
 
   
 
Lake Union Capital Management, LLC
714 3rd Street South
Kirkland, WA 98033
 
   
 
Lake Union Capital Fund, LP
714 3rd Street South
Kirkland, WA 98033
 
Michael Self
c/o Lake Union Capital Management, LLC
714 3rd Street South
Kirkland, WA 98033
 
 

 
(c).
Citizenship:
 
   
Michael Self – United States of America
Lake Union Capital Management, LLC - Delaware
Lake Union Capital Fund, LP - Delaware
 
       

 
(d).
Title of class of securities:
 
   
NIS 0.04 per share
 
       

 
(e).
CUSIP No.:
 
       
   
M70378100
 


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

 
(k)
[_]
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.

 
(a)
Amount beneficially owned:
     
   
Michael Self – 1,978,329
Lake Union Capital Management, LLC – 1,978,329
Lake Union Capital Fund, LP – 1,561,512

 
(b)
Percent of class:
     
   
Michael Self – 10.59%
Lake Union Capital Management, LLC – 10.59%
Lake Union Capital Fund, LP – 8.36%

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

   
(i)
Sole power to vote or to direct the vote
   
     
Michael Self – 0
Lake Union Capital Management, LLC – 0
Lake Union Capital Fund, LP – 0
 
           
   
(ii)
Shared power to vote or to direct the vote
   
     
Michael Self – 1,978,329
Lake Union Capital Management, LLC – 1,978,329
Lake Union Capital Fund, LP – 1,561,512
 
         
   
(iii)
Sole power to dispose or to direct the disposition of
   
     
Michael Self – 0
Lake Union Capital Management, LLC – 0
Lake Union Capital Fund, LP – 0
 
         
   
(iv)
Shared power to dispose or to direct the disposition of
   
     
Michael Self – 1,978,329
Lake Union Capital Management, LLC – 1,978,329
Lake Union Capital Fund, LP – 1,561,512
 

 
Instruction:  For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).


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 [_].
 
 
Instruction:  Dissolution of a group requires a response to this item.
   
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 5 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.
 
 
Shares held by Lake Union Capital Management, LLC and Michael Self are held directly by Lake Union Capital Fund, LP and another advisory client.
   

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

 
If a parent holding company or control person 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 or control person 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 Rule 13d-1(c) or Rule 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.


   
The following certification shall be included if the statement is filed pursuant to §240.13d-1(c):

   
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.

 
October 14, 2016
 
                                      (Date)
   
   
 
LAKE UNION CAPITAL FUND, LP
 
 
By:  Lake Union Capital Management, LLC
 
General Partner
 
 
By:  /s/ Michael Self
 
Michael Self
Managing Member
 
 
LAKE UNION CAPITAL MANAGEMENT, LLC
 
 
By:  /s/ Michael Self
 
Michael Self
Managing Member
 
 
MICHAEL SELF
 
/s/ Michael Self
Michael Self




The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative.  If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference.  The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
Note.  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See s.240.13d-7 for other parties for whom copies are to be sent.
Attention.  Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).

Exhibit A
AGREEMENT
The undersigned agree that this Schedule 13G dated October 14, 2016 relating to the NIS 0.04 per share of ModSys International Ltd. shall be filed on behalf of the undersigned.

 
LAKE UNION CAPITAL FUND, LP
 
 
By:  Lake Union Capital Management, LLC
 
General Partner
 
 
By:  /s/ Michael Self
 
Michael Self
Managing Member
 
 
LAKE UNION CAPITAL MANAGEMENT, LLC
 
 
By:  /s/ Michael Self
 
Michael Self
Managing Member
 
 
MICHAEL SELF
 
/s/ Michael Self
Michael Self


SK 21893 0004 7287730