- Amended Statement of Ownership (SC 13G/A)
January 12 2009 - 6:05AM
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UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities
Exchange Act of 1934
(Amendment No. 2)*
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RRsat Global Communications Network Ltd.
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(Name of Issuer)
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Ordinary Shares, Par Value NIS 0.01 Per Share
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(Title of Class of Securities)
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December 31, 2008
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(Date of Event which Requires Filing of this Statement)
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Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
o
Rule 13d-1(b)
o
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.
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CUSIP No. M8183P102
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Page 2 of 7 Pages
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1
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NAME OF REPORTING PERSONS.
Kardan Communications Ltd.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
N/A
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
x
(b)
o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
N/A
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6
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SHARED VOTING POWER
4,233,600
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7
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SOLE DISPOSITIVE POWER
N/A
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8
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SHARED DISPOSITIVE POWER
4,233,600
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,233,600
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10
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CHECK IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
24.5%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
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CUSIP No. M8183P102
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Page 3 of 7 Pages
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1
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NAME OF REPORTING PERSONS.
Kardan Israel Ltd.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
N/A
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
x
(b)
o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
N/A
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6
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SHARED VOTING POWER
4,233,600
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7
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SOLE DISPOSITIVE POWER
N/A
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8
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SHARED DISPOSITIVE POWER
4,233,600
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,233,600
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10
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CHECK IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
24.5%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
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CUSIP No. M8183P102
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Page 4 of 7 Pages
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1
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NAME OF REPORTING PERSONS.
Kardan N.V.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
N/A
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
x
(b)
o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
The Netherlands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
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SOLE VOTING POWER
N/A
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6
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SHARED VOTING POWER
4,233,600
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7
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SOLE DISPOSITIVE POWER
N/A
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8
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SHARED DISPOSITIVE POWER
4,233,600
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,233,600
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10
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CHECK IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
24.5%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
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RRsat
Global Communications Network Ltd. (the Issuer).
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Item 1(b)
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Address of Issuers Principal Executive Offices
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4
Hagoren Street, Industrial Park, Omer 84965, Israel.
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Item
2(a)-(b)
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Name of Person Filing; Address of Principal Business Office or, if none,
Residence
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(a)
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Kardan
Communications Ltd. The principal business office is located at 154
Menachem Begin Street, Tel Aviv 64921, Israel.
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(b)
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Kardan
Israel Ltd. The principal business office is located at 154 Menachem Begin
Street, Tel Aviv 64921, Israel.
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(c)
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Kardan N.V. The principal business
office is located at Claude Debusseylan 30, Vinoly Building, 13
th
Floor,
Amsterdam, The Netherlands.
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Incorporated
by reference to Item 4 of the cover page pertaining to each reporting person.
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Item 2(d)
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Title of Class of Securities
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Ordinary
Shares, par value NIS 0.01 per share, of the Issuer (Ordinary Shares).
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Item 3
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If
this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the
Person Filing is a:
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Kardan
Communications Ltd.
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(a)
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Amount beneficially owned
: 4,233,600 Ordinary Shares. Kardan
Communications Ltd. is the record owner of 4,233,600 Ordinary Shares.
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(b)
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Percentage of class
: 24.5%
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(c)
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Number of shares as to which the person has
:
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Sole
power to vote or direct the vote
:
N/A
Shared power to vote or direct the
vote
: 4,233,600
Sole power to dispose or direct the disposition of
: N/A
Shared power to dispose or direct the disposition of
: 4,233,600
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Page 5 of 7 Pages
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(a)
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Amount
beneficially owned
: 4,233,600 Ordinary Shares. Kardan Israel Ltd.
beneficially owns all the shares of Kardan Communications Ltd. By reason of
Kardan Israel Ltd.s control over Kardan Communications Ltd., Kardan
Israel may be deemed to beneficially own, and share the power to vote and
dispose of, the Ordinary Shares beneficially owned by Kardan Communications
Ltd.
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(b)
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Percentage
of class
: 24.5%
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(c)
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Number
of shares as to which the person has
:
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Sole
power to vote or direct the vote
:
N/A
Shared power to vote or direct the
vote
: 4,233,600
Sole power to dispose or direct the disposition of
:
N/A
Shared power to dispose or direct the disposition of
:
4,233,600
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(a)
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Amount beneficially owned
:
4,233,600 Ordinary Shares. As of the
date hereof, Kardan N.V. beneficially owns shares of Kardan Israel Ltd. representing
approximately 73% of the voting power of Kardan Israel Ltd. By reason of Kardan
N.V.s control over Kardan Israel Ltd., Kardan N.V. may be deemed to beneficially
own, and share the power to vote and dispose of, the Ordinary Shares beneficially owned by
Kardan Communications Ltd.
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(b)
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Percentage of class
: 24.5%
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(c)
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Number of shares as to which the person has
:
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Sole
power to vote or direct the vote
:
N/A
Shared power to vote or direct the
vote
: 4,233,600
Sole power to dispose or direct the disposition of
:
N/A
Shared power to dispose or direct the disposition of
:
4,233,600
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Item 5
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Ownership of Five Percent or Less of a Class
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Item 6
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Ownership of More than Five Percent on Behalf of Another Person
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Item 7
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Identification and Classification of the Subsidiary Which Acquired the
Security Being
Reported on by the Parent
Holding Company
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Item 8
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Identification and Classification of Members of the Group
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Incorporated
by reference to Items 2 and 4 of this Schedule 13G.
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Item 9
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Notice of Dissolution of Group
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Page 6 of 7 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.
Dated: January 12, 2009
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KARDAN COMMUNICATIONS LTD.
By: AMIT BEN-YEHUDA
Amit Ben-Yehuda
CEO and Director
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By: DAN LEVINSON
Dan Levinson
Business Development Manager
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KARDAN ISRAEL LTD.
By: EYTAN RECHTER
Eytan Rechter
CEO and Director
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By: ASHER ELMOZLINO
Asher Elmoznino
CFO
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KARDAN N.V.
By: ALAIN ICKOVICKS
Alain Ickovicks
Managing Director
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By: ALON SHLANK
Alon Shlank
Managing Director
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Page 7 of 7 Pages
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