0001178913-19-000507.txt : 20190214 0001178913-19-000507.hdr.sgml : 20190214 20190214113013 ACCESSION NUMBER: 0001178913-19-000507 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20190214 DATE AS OF CHANGE: 20190214 GROUP MEMBERS: ARROW PRIDE (ERAN ILAN) SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Nano Dimension Ltd. CENTRAL INDEX KEY: 0001643303 STANDARD INDUSTRIAL CLASSIFICATION: PRINTED CIRCUIT BOARDS [3672] IRS NUMBER: 520029109 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-89872 FILM NUMBER: 19602897 BUSINESS ADDRESS: STREET 1: 2 ILAN RAMON CITY: NESS ZIONA STATE: L3 ZIP: 7403635 BUSINESS PHONE: 00-972-73-7509142 MAIL ADDRESS: STREET 1: 2 ILAN RAMON CITY: NESS ZIONA STATE: L3 ZIP: 7403635 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Michael Ilan Management & Investment Ltd. CENTRAL INDEX KEY: 0001697895 IRS NUMBER: 510613714 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 5062 CITY: KADINA STATE: L3 ZIP: 6092000 BUSINESS PHONE: 972-72222040 MAIL ADDRESS: STREET 1: 5062 CITY: KADINA STATE: L3 ZIP: 6092000 SC 13G/A 1 zk1922682.htm SC 13G/A

 
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934
(Amendment No. 2)
(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 RULE 13d-2(b)

Under the Securities Exchange Act of 1934
 
NANO DIMENSION LTD.
(Name of Issuer)
 
Ordinary Shares, NIS 0.10 par value
(Title of Class of Securities)
 
 
63008G104
 
(CUSIP Number)
 
 December 31, 2018
(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)
 
 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. 63008G104
 
1
Name of Reporting Persons/
 
 
I.R.S. Identification Nos. of above persons (entities only).
 
 
Ilan Holdings (M&I) Ltd.
 
 
 
 
2
Check the Appropriate Box if a Member of a Group
   
(a)
   
(b)
 
 
3
SEC Use only
 
 
 
 
 
 
 
4
Place of Organization
 
 
Israel
 
 
 
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
Sole Voting Power
 
 
0
 
 
 
 
6
Shared Voting Power
 
 
646,351 Ordinary Shares
 
 
 
 
7
Sole Dispositive Power
 
 
0
 
 
 
 
8
Shared Dispositive Power
 
 
646,351 Ordinary Shares
 
 
 
 
9
Aggregate Amount Beneficially Owned by Each Reporting Person
 
 
646,351 Ordinary Shares
 
 
 
 
10
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
 
 
 
 
 
 
11
Percent of Class Represented by Amount in Row (9)
 
 
0.7%*
 
 
 
 
12
Type of Reporting Person :          
 
 
IV
 
 
 
 
 
* Based on 96,571,661 Ordinary Shares outstanding as of January 31, 2019 (as reported by the Issuer in its Form 424B4 filed with the Securities and Exchange Commission on February 1, 2019).

Page 2 of 5 pages


CUSIP NO. 63008G104
 
1
Name of Reporting Persons/
 
 
I.R.S. Identification Nos. of above persons (entities only).
 
 
Arrow Pride (Eran Ilan)
 
 
 
 
2
Check the Appropriate Box if a Member of a Group
   
(a)
   
(b)
 
 
3
SEC Use only
 
 
 
 
 
 
 
4
Place of Organization
 
 
Israel, the United States of America and Canada
 
 
 
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
Sole Voting Power
 
 
0
 
 
 
 
6
Shared Voting Power
 
 
646,351 Ordinary Shares
 
 
 
 
7
Sole Dispositive Power
 
 
0
 
 
 
 
8
Shared Dispositive Power
 
 
646,351 Ordinary Shares
 
 
 
 
9
Aggregate Amount Beneficially Owned by Each Reporting Person
 
 
646,351 Ordinary Shares
 
 
 
 
10
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
 
 
 
 
 
 
11
Percent of Class Represented by Amount in Row (9)
 
 
 0.7%*
 
 
 
 
12
Type of Reporting Person :          
 
 
IN
 
 
 
 
 
* Based on 96,571,661 Ordinary Shares outstanding as of January 31, 2019 (as reported by the Issuer in its Form 424B4 filed with the Securities and Exchange Commission on February 1, 2019).

Page 3 of 5 pages


Item 1.
 
(a)
Name of Issuer: NANO DIMENSION LTD. (the "Issuer").
 
(b)
Address of Issuer’s Principal Executive Offices:
2 Ilan Ramon, Ness Ziona, Israel 7403635
 
Item 2.
 
(a)
Name of Person Filing:          
 
This Statement is filed by:

(1) Ilan Holdings (M&I) Ltd.
(2) Arrow Pride (Eran Ilan)

The foregoing entities are collectively referred to as the "Reporting Persons" in this Statement.

(b)
Address of Principal Business Offices or, if none, Residence:

Ilan Holdings (M&I) Ltd. – Lev Hasharon Industrial Park, Kadima, P.O. Box 5062, Israel 6092000
Arrow Pride (Eran Ilan) - c/o Ilan Holdings (M&I) Ltd., 6 Stricker St., Tel Aviv-Yafo, Israel 6200608

(c)
Place of Organization:
 
Place of organization of the Reporting Persons, as the case may be, is:
 
Ilan Holdings (M&I) Ltd. – Israel
Arrow Pride (Eran Ilan) – Israel, the United States of America and Canada

(d)
Title of Class of Securities:
 
Ordinary Shares, NIS 0.10 par value (the “Ordinary Shares”).
 
(e)
CUSIP Number:
 
63008G104
 
Item 3.
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

Not applicable.
 
Item 4.
Ownership
 
See items 5-11 of the cover pages hereto for beneficial ownership, percentage of class and dispositive power of the Reporting Persons.
 
Item 5.
Ownership of 5 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 5 percent of the class of securities, check the following ☒.
 
Item 6.
Ownership of More than 5 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 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
 
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.
 
Page 4 of 5 pages

 
SIGNATURES
 
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.
 
February 14, 2019
 
 
Ilan Holdings (M&I) Ltd.
 
 
By: /s/ Arrow Pride (Eran Ilan)
Name: Arrow Pride (Eran Ilan)
Title: Director
 
 
Arrow Pride (Eran Ilan)
 
/s/ Arrow Pride (Eran Ilan)
 
 
Page 5 of 5 pages

EX-99 2 exhibit_1.htm EXHIBIT 1

EXHIBIT 1

JOINT FILING AGREEMENT

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
 
February 14, 2019
 
 
Ilan Holdings (M&I) Ltd.
 
 
By: /s/ Arrow Pride (Eran Ilan)
Name: Arrow Pride (Eran Ilan)
Title: Director
 
 
Arrow Pride (Eran Ilan)
 
/s/ Arrow Pride (Eran Ilan)