CUSIP No. M81865103
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
RADCOM LTD.
(Name of Issuer)
ORDINARY SHARES, NIS 0.05 PAR VALUE
(Title of Class of Securities)
M81865103
(CUSIP Number)
March 28, 2004
(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 of 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. M81865103
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Barel, Dr. Meir
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) X
(b)
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
German
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5 SOLE VOTING POWER
NUMBER OF 1,225,490*
SHARES --------------------------------------------------
6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY N/A
--------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON 1,225,490*
--------------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
N/A
--------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,225,490*
-------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
N/A
-------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.4%**
-------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON
IN
--------------------------------------------------------------------------------
*Includes 245,098 warrants to purchase ordinary shares exercisable within 60
days of March 28, 2004.
**Based on 14,396,097 ordinary shares outstanding as of March 28, 2004
(includes 962,887 warrants to purchase ordinary shares exercisable within 60
days of March 28, 2004).
CUSIP No. M81865103
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SVM STAR VENTURES MANAGEMENT GMBH NO. 3
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) X
(b)
-------------------------------------------------------------------------------
3 SEC USE ONLY
-------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
GERMANY
-------------------------------------------------------------------------------
5 SOLE VOTING POWER
NUMBER OF 1,225,490*
-------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY N/A
-------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON 1,225,490*
-------------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
N/A
-------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,225,490*
-------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
N/A
-------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.4%
-------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON
CO
-------------------------------------------------------------------------------
*Includes 245,098 warrants to purchase ordinary shares exercisable within 60
days of March 28, 2004.
** Based on 14,396,097 ordinary shares outstanding as of March 28, 2004
(includes 962,887 warrants to purchase ordinary shares exercisable within 60
days of March 28, 2004).
CUSIP No. M81865103
This Schedule 13G reflects a statement of beneficial ownership of
securities of the reporting persons as of March 28, 2004.
Item 1(a) Name of Issuer:
--------------
Radcom Ltd.
Item 1(b) Address of Issuer's Principal Executive Offices:
------------------------------------------------
Radcom Ltd.
24 Raoul Wallenberg Street
Tel Aviv 69719
Israel
Item 2(a) Name of Person Filing:
-----------------------
(I) Dr. Meir Barel ("Barel"), a German citizen who is a
professional investment manager residing at Munich, Germany.
(a) Barel, Dr. Meir (b) c/o Star Ventures Management,
Possartstrasse 9, D-81679 Munich, Germany (c) German (d)
Ordinary Shares
(e) M1865103
(II) SVM Star Ventures Management GmbH No. 3 ("STAR Germany"),
a German company which manages investments primarily in
securities of Israeli and Israel-related companies. STAR
Germany manages the affairs of Star Growth Enterprise, a German
Civil Law Partnership (with limitation of liability), which
invests primarily in securities of Israeli and Israel-related
companies including the securities of the Company which are the
subject of this filing.
The sole director and primary owner of STAR Germany is Barel.
(a) SVM Star Ventures Management GmbH No. 3 (b) Possartstrasse
9, D-81679 Munich, Germany (c) n/a (d) Ordinary Shares
(e) M1865103
Item 2(b) Address of Principal Business Office or, if None, Residence:
------------------------------------------------------------
See above
Item 2(c) Citizenship:
-----------
see above
Item 2(d) Title of Class of Securities:
----------------------------
see above
Item 2(e) CUSIP Number:
-------------
see above
Item 3 If this statement is filed pursuant to Rule 13d-1(b),
or 13d-2(b):
-----------------------------------------------------
n/a
Item 4. Ownership:
---------
Through STAR Germany, Barel beneficially owns the following:
(a) Amount beneficially owned: 1,225,490 ordinary shares
(includes 245,098 warrants to purchase ordinary shares
exercisable within 60 days of March 28, 2004)
(b) Percent of class: 8.4% (based on 14,396,097 ordinary
shares outstanding as of March 28, 2004 (includes 962,887
warrants to purchase ordinary shares exercisable within 60
days of March 28, 2004)
(c) Number of Shares as to which the person has:
(i) Sole power to vote or to direct the vote: 1,225,490
ordinary shares (includes 245,098 warrants to purchase
ordinary shares exercisable within 60 days of March 28, 2004)
(ii) Shared power to vote or to direct the vote: n/a
(iii) Sole power to dispose or to direct the disposition of:
1,225,490 ordinary shares (includes 245,098 warrants to
purchase ordinary shares exercisable within 60 days of
March 28, 2004)
(iv) Shared power to dispose or to direct the disposition of:
n/a
Sole voting and dispositive power over 1,137,955 ordinary
shares (includes 227,591 warrants to purchase ordinary shares
exercisable within 60 days of March 28, 2004)
(approximately 7.8%) are exercised by STAR Germany on behalf
of Star Growth Enterprise, a German Civil Law Partnership
(with limitation of liability).
Sole voting and dispositive power over 87,535 ordinary shares
(includes 17,507 warrants to purchase ordinary shares
exercisable within 60 days of March 28, 2004)(approximately
0.6%) are exercised by STAR Germany as trustee for Dr. Barel.
The total holdings described in this filing that constitute
beneficial ownership for Barel are the following:
(a) Amount beneficially owned: 1,225,490 ordinary shares
(includes 245,098 warrants to purchase ordinary shares
exercisable within 60 days of March 28, 2004)
(b) Percent of class: 8.4% (based on 14,396,097 ordinary shares
outstanding as of March 28, 2004 (includes 962,887 warrants to
purchase ordinary shares exercisable within 60 days of
March 28, 2004)
(c) Number of Shares as to which the person has:
(i) Sole power to vote or to direct the vote: 1,225,490
ordinary shares (includes 245,098 warrants to purchase ordinary
shares exercisable within 60 days of March 28, 2004)
(ii) Shared power to vote or to direct the vote: n/a
(iii) Sole power to dispose or to direct the disposition of:
1,225,490 ordinary shares (includes 245,098 warrants to
purchase ordinary shares exercisable within 60 days of
March 28, 2004)
(iv) Shared power to dispose or to direct the disposition of:
n/a
Dr. Barel and Star Germany each hereby disclaims beneficial
ownership of all of the foregoing shares (includes all
warrants) except to the extent of any pecuniary interest of
such person therein, including, in the case of Dr. Barel,
87,535 ordinary shares (includes 17,507 warrants to purchase
ordinary shares exercisable within 60 days of March 28, 2004)
held by Star Germany as trustee for Dr. Barel.
Item 5 Ownership of Five Percent of 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. N/A
Item 6 Ownership of More Than Five Percent on Behalf of Another
Person:
---------------------------------------------------------------
To the best knowledge of the Reporting Persons, no person other
than each of the Reporting Persons will have the right to
receive or the power to direct the receipt of dividends from,
or the proceeds from the sale of, the shares of the Company
beneficially owned by each of the Reporting Persons except as
set forth in Item 4(a) above. N/A
Item 7 Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company:
---------------------------------------------------------------
N/A
Item 8 Identification and Classification of Members of the Group:
----------------------------------------------------------
N/A
Item 9 Notice of Dissolution of the Group:
-----------------------------------
Not Applicable.
Item 10 Certification:
--------------
Not Applicable.
CUSIP No. M81865103
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.
Date: May 10, 2004
/s/ Dr. Meir Barel
------------------
Dr. Meir Barel
SVM Star Ventures Management GmbH No. 3
By: /s/ Dr. Meir Barel
-----------------------
Dr. Meir Barel, Director