UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Amendment No. 2
Under the Securities Exchange Act of 1934
Pointer Telocation Ltd.
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(Name of Issuer)
Ordinary Shares, NIS 3.00 Par Value
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(Title of Class of Securities)
M7946T104
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(CUSIP Number)
December 31, 2008
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(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).
Page 1 of 6
CUSIP No. M7946T104
1 Name of Reporting Person: Eurocom Holdings (1979) Ltd.
I.R.S. Identification No. of above person (entities only): N/A
2 Check the Appropriate Box if a Member of a Group (See Instructions): (a) [ ]
(b) [X]
3 SEC Use Only
4 Citizenship or Place of Organization: Israel
Number of 5 Sole Voting Power: -0- Ordinary Shares
Shares
Beneficially 6 Shared Voting Power: 701,592 Ordinary Shares*
Owned by
Each 7 Sole Dispositive Power: -0- Ordinary Shares
Reporting
Person With 8 Shared Dispositive Power: 701,592 Ordinary Shares*
9 Aggregate Amount Beneficially Owned by Each Reporting Person:
701,592 Ordinary Shares*
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions): [ ]
11 Percent of Class Represented by Amount in Row (9): 14.76%**
12 Type of Reporting Person (See Instructions): CO
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* Mr. Shaul Elovitch and Eurocom Holdings (1979) Ltd., or Eurocom Holdings,
are the beneficial owners of an aggregate 701,592 ordinary shares of the
Issuer, of which 536,317 ordinary shares are held directly by Eurocom
Holdings and 165,275 ordinary shares are held directly by Eurocom
Communications Ltd., or Eurocom Communications. Mr. Shaul Elovitch and his
brother, Mr. Yossef Elovitch, own 80% and 20%, respectively, of Eurocom
Holdings. (Mr. Shaul Elovitch and Mr. Yossef Elovitch own 75% and 25%,
respectively, of Eurocom Holdings management shares). Eurocom
Communications is 50.33% owned by Eurocom Holdings and 49% owned by four
holding companies (Eurocom Communication Holdings 2005 Ltd., Eurocom
Technologies Management (2005) Ltd., Eurocom Assets Ltd. and Eurocom Assets
Holdings Ltd.). The four holding companies are 80% owned by Mr. Shaul
Elovitch and 20% owned by Mr. Yossef Elovitch. The remaining 0.67% of
Eurocom Communications is held directly by Mr. Shaul Elovitch. Accordingly,
Mr. Shaul Elovitch may be deemed to have sole voting and dispositive power
as to the ordinary shares of the Issuer held of record by Eurocom Holdings
and Eurocom Communications.
** Based on 4,752,931 ordinary shares issued and outstanding as of December
31, 2008 (according to publicly available information filed by the Issuer
with the Securities and Exchange Commission).
Page 2 of 6
CUSIP No. M7946T104
1 Name of Reporting Person: Shaul Elovitch
I.R.S. Identification No. of above person (entities only): N/A
2 Check the Appropriate Box if a Member of a Group (See Instructions): (a) [ ]
(b) [X]
3 SEC Use Only
4 Citizenship or Place of Organization: Israel
Number of 5 Sole Voting Power: -0- Ordinary Shares
Shares
Beneficially 6 Shared Voting Power: 701,592 Ordinary Shares*
Owned by
Each 7 Sole Dispositive Power: -0- Ordinary Shares
Reporting
Person With 8 Shared Dispositive Power: 701,592 Ordinary Shares*
9 Aggregate Amount Beneficially Owned by Each Reporting Person:
701,592 Ordinary Shares*
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions): [ ]
11 Percent of Class Represented by Amount in Row (9): 14.76%**
12 Type of Reporting Person (See Instructions): IN
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* Mr. Shaul Elovitch and Eurocom Holdings are the beneficial owners of an
aggregate 701,592 ordinary shares of the Issuer, of which 536,317 ordinary
shares are held directly by Eurocom Holdings and 165,275 ordinary shares
are held directly by Eurocom Communications. Mr. Shaul Elovitch and his
brother, Mr. Yossef Elovitch, own 80% and 20%, respectively, of Eurocom
Holdings. (Mr. Shaul Elovitch and Mr. Yossef Elovitch own 75% and 25%,
respectively, of Eurocom Holdings management shares). Eurocom
Communications is 50.33% owned by Eurocom Holdings and 49% owned by four
holding companies (Eurocom Communication Holdings 2005 Ltd., Eurocom
Technologies Management (2005) Ltd., Eurocom Assets Ltd. and Eurocom Assets
Holdings Ltd.). The four holding companies are 80% owned by Mr. Shaul
Elovitch and 20% owned by Mr. Yossef Elovitch. The remaining 0.67% of
Eurocom Communications is held directly by Mr. Shaul Elovitch. Accordingly,
Mr. Shaul Elovitch may be deemed to have sole voting and dispositive power
as to the ordinary shares of the Issuer held of record by Eurocom Holdings
and Eurocom Communications.
** Based on 4,752,931 ordinary shares issued and outstanding as of December
31, 2008 (according to publicly available information filed by the Issuer
with the Securities and Exchange Commission).
Page 3 of 6
Item 1.
(a) Name of Issuer: Pointer Telocation Ltd.
(b) Address of Issuer's Principal Executive Offices:
14 Hamelacha Street, Afek Industrial Park, Rosh Haayin 48091, Israel
Item 2.
(a) Name of Persons Filing: Eurocom Holdings (1979) Ltd.
Shaul Elovitch
I.R.S. Identification No. of above person (entities only): N/A
(b) Address of Principal Business Office or, if none, Residence:
The address of each reporting person is 2 Dov Friedman Street, Ramat
Gan 52503, Israel
(c) Citizenship: The entity and person identified in 2(a) above is a
company organized under the laws of, or a citizen of, the State of
Israel.
(d) Title of Class of Securities: Ordinary Shares, par value NIS 3.00
per share
(e) CUSIP Number: M7946T104
Item 3. Not applicable
Item 4. Ownership
(a)-(c) The following information with respect to the ownership of the
ordinary shares of the Issuer by each of the reporting persons is provided as
of December 31, 2008:
-------------------------------- --------------- ------------ -------------- -------------- ------------------ -----------------
Shared
Sole power power to Sole power to Shared power
Amount to vote or vote or to dispose or to to dispose or to
beneficially Percent direct direct direct the direct the
Reporting Person owned: of class*: the vote: the vote: disposition of: disposition of:
---------------- ------ ---------- --------- --------- --------------- ---------------
-------------------------------- --------------- ------------ -------------- -------------- ------------------ -----------------
Eurocom Holdings (1979) Ltd. 701,592** 14.76% 0 701,592** 0 701,592**
-------------------------------- --------------- ------------ -------------- -------------- ------------------ -----------------
Shaul Elovitch 701,592** 14.76% 0 701,592** 0 701,592**
-------------------------------- --------------- ------------ -------------- -------------- ------------------ -----------------
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* Based on 4,752,931 ordinary shares issued and outstanding as of December
31, 2008 (according to publicly available information filed by the Issuer
with the Securities and Exchange Commission).
** Mr. Shaul Elovitch and Eurocom Holdings are the beneficial owners of an
aggregate 701,592 ordinary shares of the Issuer, of which 536,317 ordinary
shares are held directly by Eurocom Holdings and 165,275 ordinary shares
are held directly by Eurocom Communications. Mr. Shaul Elovitch and his
brother, Mr. Yossef Elovitch, own 80% and 20%, respectively, of Eurocom
Holdings. (Mr. Shaul Elovitch and Mr. Yossef Elovitch own 75% and 25%,
respectively, of Eurocom Holdings management shares). Eurocom
Communications is 50.33% owned by Eurocom Holdings and 49% held by four
holding companies (Eurocom Communication Holdings 2005 Ltd., Eurocom
Technologies Management (2005) Ltd., Eurocom Assets Ltd. and Eurocom Assets
Holdings Ltd.). The four holding companies are 80% owned by Mr. Shaul
Elovitch and 20% owned by Mr. Yossef Elovitch. The remaining 0.67% of
Eurocom Communications is held directly by Mr. Shaul Elovitch. Accordingly,
Mr. Shaul Elovitch may be deemed to have sole voting and dispositive power
as to the ordinary shares of the Issuer held of record by Eurocom Holdings
and Eurocom Communications.
Page 4 of 6
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 [ ]
Item 6. Ownership of More than Five 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
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
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 5 of 6
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief,
we certify that the information set forth in this statement is true, complete
and correct.
Date: February 17, 2009
Eurocom Holdings (1979) Ltd.
/s/ Shaul Elovitch
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Shaul Elovitch
Chairman of the Board of Directors
/s/ Shaul Elovitch
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Shaul Elovitch
Page 6 of 6