SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
(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 13d-2 (b)
(Amendment No. ___________)*
Allot Communications Ltd.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
M0854Q105
(CUSIP Number)
December 31, 2006
(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)
[X]
Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
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).
(Continued on following pages)
Page 1 of 19
Exhibit Index on Page 16
CUSIP # M0854Q105 | Page 2 of 19 |
1 | NAME OF REPORTING PERSONS Jerusalem Venture Partners IV, L.P. (JVP IV) | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF | 5 | SOLE VOTING POWER | |
| 6 | SHARED VOTING POWER | |
| 7 | SOLE DISPOSITIVE POWER | |
| 8 | SHARED DISPOSITIVE POWER | |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 1,018,403 | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 4.9% | ||
12 | TYPE OF REPORTING PERSON* PN |
CUSIP # M0854Q105 | Page 3 of 19 |
1 | NAME OF REPORTING PERSONS Jerusalem Venture Partners IV-A, L.P. (JVP IV-A) | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF | 5 | SOLE VOTING POWER | |
| 6 | SHARED VOTING POWER | |
| 7 | SOLE DISPOSITIVE POWER | |
| 8 | SHARED DISPOSITIVE POWER | |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 8,598 | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0% | ||
12 | TYPE OF REPORTING PERSON* PN |
CUSIP # M0854Q105 | Page 4 of 19 |
1 | NAME OF REPORTING PERSONS Jerusalem Venture Partners Entrepreneurs Fund IV, L.P. (JVPEF IV) | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF | 5 | SOLE VOTING POWER | |
| 6 | SHARED VOTING POWER | |
| 7 | SOLE DISPOSITIVE POWER | |
| 8 | SHARED DISPOSITIVE POWER | |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 9,125 | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0% | ||
12 | TYPE OF REPORTING PERSON* PN |
CUSIP # M0854Q105 | Page 5 of 19 |
1 | NAME OF REPORTING PERSONS Jerusalem Venture Partners IV (Israel), L.P. (JVP IV (Israel)) | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF | 5 | SOLE VOTING POWER | |
| 6 | SHARED VOTING POWER | |
| 7 | SOLE DISPOSITIVE POWER | |
| 8 | SHARED DISPOSITIVE POWER | |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 24,505 | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1% | ||
12 | TYPE OF REPORTING PERSON* PN |
CUSIP # M0854Q105 | Page 6 of 19 |
1 | NAME OF REPORTING PERSONS Jerusalem Partners IV, L.P. (JP IV) | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF | 5 | SOLE VOTING POWER | |
| 6 | SHARED VOTING POWER | |
| 7 | SOLE DISPOSITIVE POWER | |
| 8 | SHARED DISPOSITIVE POWER | |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 1,036,126 | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.0% | ||
12 | TYPE OF REPORTING PERSON* PN |
CUSIP # M0854Q105 | Page 7 of 19 |
1 | NAME OF REPORTING PERSONS Jerusalem Partners IV - Venture Capital, L.P. (JP IV VC) | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF | 5 | SOLE VOTING POWER | |
| 6 | SHARED VOTING POWER | |
| 7 | SOLE DISPOSITIVE POWER | |
| 8 | SHARED DISPOSITIVE POWER | |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 24,505 | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1% | ||
12 | TYPE OF REPORTING PERSON* PN |
CUSIP # M0854Q105 | Page 8 of 19 |
1 | NAME OF REPORTING PERSONS JVP Corp. IV (JVPC IV) | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF | 5 | SOLE VOTING POWER | |
| 6 | SHARED VOTING POWER | |
| 7 | SOLE DISPOSITIVE POWER | |
| 8 | SHARED DISPOSITIVE POWER | |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 1,060,631 | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.1% | ||
12 | TYPE OF REPORTING PERSON* CO |
CUSIP # M0854Q105 | Page 9 of 19 |
1 | NAME OF REPORTING PERSONS Erel Margalit (Margalit) | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF | 5 | SOLE VOTING POWER | |
| 6 | SHARED VOTING POWER | |
| 7 | SOLE DISPOSITIVE POWER | |
| 8 | SHARED DISPOSITIVE POWER | |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 1,060,631 | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.1% | ||
12 | TYPE OF REPORTING PERSON* IN |
CUSIP # M0854Q105 | Page 10 of 19 |
ITEM 1(A).
NAME OF ISSUER
Allot Communications Ltd.
ITEM 1(B).
ADDRESS OF ISSUERS PRINCIPAL EXECUTIVE OFFICES
22 Hanagar Street
Neve Neeman Industiral Zone B
Hod-Hasharon L3 45800
Israel
ITEM 2(A).
NAME OF PERSONS FILING
This Schedule is filed by Jerusalem Venture Partners IV, L.P., a Delaware limited partnership (JVP IV), Jerusalem Venture Partners IV-A, L.P., a Delaware limited partnership (JVP IV-A), Jerusalem Venture Partners Entrepreneurs Fund IV, L.P., a Delaware limited partnership (JVPEF), Jersualem Venture Partners IV (Israel), L.P., an Israeli limited partnership (JVP IV (Israel)), Jerusalem Partners IV, L.P., a Delaware limited partnership (JP IV), Jerusalem Partners IV - Venture Capital, L.P., an Israeli limited partnership (JP IV VC), JVP Corp. IV, a Cayman Islands corporation (JVPC IV) and Erel Margalit (Margalit). The foregoing entities and individuals are collectively referred to as the Reporting Persons.
JP IV, the general partner of JVP IV, JVP IV-A and JVPEF, may be deemed to have sole power to vote and sole power to dispose of shares of the issuer directly owned by JVP IV, JVP IV-A and JVPEF. JP IV VC, the general partner of JVP IV (Israel) may be deemed to have sole power to vote and sole power to dispose of shares of the issuer directly owned by JVP IV (Israel). JVPC IV, the general partner of JP IV and JP IV VC, may be deemed to have sole power to vote and sole power to dispose of shares of the issuer directly owned by JVP IV, JVP IV-A, JVPEF and JVP IV (Israel). Margalit, as an officer of JVPC IV, may be deemed to have sole power to vote and sole power to dispose of shares of the issuer directly owned by JVP IV, JVP IV-A, JVPEF and JVP IV (Israel).
ITEM 2(B).
ADDRESS OF PRINCIPAL OFFICE
The address for each of the Reporting Persons is:
Jerusalem Venture Partners
7 West 22nd St.
7th Floor
New York, NY 10010
ITEM 2(C)
CITIZENSHIP
JVP IV, JVP IV-A, JP IV and JVPEF are Delaware limited partnerships. JVP IV (Israel) and JP IV VC are Israeli limited partnerships. JVPC IV is a Cayman Islands corporation. Margalit is an Israeli citizen.
CUSIP # M0854Q105 | Page 11 of 19 |
ITEM 2(D) AND (E).
TITLE OF CLASS OF SECURITIES AND CUSIP NUMBER
Common Stock, par value NIS 0.10 per share
M0854Q105
ITEM 3.
Not Applicable
ITEM 4.
OWNERSHIP
The following information with respect to the ownership of the ordinary shares of the issuer by the persons filing this Statement is provided as of December 31, 2006:
(a)
Amount beneficially owned:
See Row 9 of cover page for each Reporting Person.
(b)
Percent of Class:
See Row 11 of cover page for each Reporting Person.
(c)
Number of shares as to which such person has:
(i)
Sole power to vote or to direct the vote:
See Row 5 of cover page for each Reporting Person.
(ii)
Shared power to vote or to direct the vote:
See Row 6 of cover page for each Reporting Person.
(iii)
Sole power to dispose or to direct the disposition of:
See Row 7 of cover page for each Reporting Person.
(iv)
Shared power to dispose or to direct the disposition of:
See Row 8 of cover page for each Reporting Person.
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.
Under certain circumstances set forth in the limited partnership agreements of JVP IV, JVP IV-A, JVPEF, JVP IV (Israel), JP IV and JP IV VC, the general and limited partners of each of such entities may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the issuer owned by each such entity of which they are a partner.
CUSIP # M0854Q105 | Page 12 of 19 |
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.
Not applicable
CUSIP # M0854Q105 | Page 13 of 19 |
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.
Date: January 31, 2007
JERUSALEM VENTURE PARTNERS IV, L.P., a Delaware Limited Partnership
By:
Jerusalem Partners IV, L.P.
its General Partner
By:
JVP Corp. IV
its General Partner
By:
/s/ Erel Margalit
Erel Margalit, Officer
Date: January 31, 2007
JERUSALEM VENTURE PARTNERS IV-A, L.P., a Delaware Limited Partnership
By:
Jerusalem Partners IV, L.P.
its General Partner
By:
JVP Corp. IV
its General Partner
By:
/s/ Erel Margalit
Erel Margalit, Officer
CUSIP # M0854Q105 | Page 14 of 19 |
Date: January 31, 2007
JERUSALEM VENTURE PARTNERS ENTREPRENEURS FUND IV, L.P., a Delaware Limited Partnership
By:
Jerusalem Partners IV, L.P.
its General Partner
By:
JVP Corp. IV
its General Partner
By:
/s/ Erel Margalit
Erel Margalit, Officer
Date: January 31, 2007
JERUSALEM VENTURE PARTNERS IV (Israel), L.P., an Israel Limited Partnership
By:
Jerusalem Partners IV-Venture Capital, L.P.
its General Partner
By: JVP Corp. IV
its General Partner
By:
/s/ Erel Margalit
Erel Margalit, Officer
CUSIP # M0854Q105 | Page 15 of 19 |
Date: January 31, 2007
JERUSALEM PARTNERS IV, L.P., a Delaware Limited Partnership
By:
JVP Corp. IV
its General Partner
By:
/s/ Erel Margalit
Erel Margalit, Officer
Date: January 31, 2007
JERUSALEM PARTNERS IV - VENTURE CAPITAL, L.P., an Israeli Limited Partnership
By: JVP Corp. IV
Its General Partner
By:
/s/ Erel Margalit
Erel Margalit, Officer
Date: January 31, 2007
JVP CORP. IV, a Cayman Island Corporation
By:
/s/ Erel Margalit
Erel Margalit, Officer
Date: January 31, 2007
EREL MARGALIT
By:
/s/ Erel Margalit
Erel Margalit
CUSIP # M0854Q105 | Page 16 of 19 |
EXHIBIT INDEX
| Found on Sequentially |
Exhibit | Numbered Page |
Exhibit A: Agreement of Joint Filing | 17 |
|
|
CUSIP # M0854Q105 | Page 17 of 19 |
EXHIBIT A
Agreement of Joint Filing
The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the common stock of Allot Communications Ltd. shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G.
Date: January 31, 2007
JERUSALEM VENTURE PARTNERS IV, L.P., a Delaware Limited Partnership
By:
Jerusalem Partners IV, L.P.
its General Partner
By:
JVP Corp. IV
its General Partner
By:
/s/ Erel Margalit
Erel Margalit, Officer
Date: January 31, 2007
JERUSALEM VENTURE PARTNERS IV-A, L.P., a Delaware Limited Partnership
By:
Jerusalem Partners IV, L.P.
its General Partner
By:
JVP Corp. IV
its General Partner
By:
/s/ Erel Margalit
Erel Margalit, Officer
CUSIP # M0854Q105 | Page 18 of 19 |
Date: January 31, 2007
JERUSALEM VENTURE PARTNERS ENTREPRENEURS FUND IV, L.P., a Delaware Limited Partnership
By:
Jerusalem Partners IV, L.P.
its General Partner
By:
JVP Corp. IV
its General Partner
By:
/s/ Erel Margalit
Erel Margalit, Officer
Date: January 31, 2007
JERUSALEM VENTURE PARTNERS IV (Israel), L.P., an Israel Limited Partnership
By:
Jerusalem Partners IV-Venture Capital, L.P.
its General Partner
By: JVP Corp. IV
its General Partner
By:
/s/ Erel Margalit
Erel Margalit, Officer
CUSIP # M0854Q105 | Page 19 of 19 |
Date: January 31, 2007
JERUSALEM PARTNERS IV, L.P., a Delaware Limited Partnership
By:
JVP Corp. IV
its General Partner
By:
/s/ Erel Margalit
Erel Margalit, Officer
Date: January 31, 2007
JERUSALEM PARTNERS IV - VENTURE CAPITAL, L.P., an Israeli Limited Partnership
By: JVP Corp. IV
Its General Partner
By:
/s/ Erel Margalit
Erel Margalit, Officer
Date: January 31, 2007
JVP CORP. IV, a Cayman Island Corporation
By:
/s/ Erel Margalit
Erel Margalit, Officer
Date: January 31, 2007
EREL MARGALIT
By:
/s/ Erel Margalit
Erel Margalit