13D Filing: Internet Gold Golden Lines and B Communications Ltd (BCOM)

Page 2 of 7 SEC Filing

 

CUSIP
No.  M15629 10 4

 

1	NAME OF REPORTING PERSON: Internet Gold-Golden Lines Ltd.   I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY): Not applicable.

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:	(a)   ☒
		(b)   ☐

3	SEC USE ONLY
4	SOURCE OF FUNDS: NOT APPLICABLE
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e):  ☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION: Israel

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER: -0- Ordinary Shares
	8	SHARED VOTING POWER: 19,363,396 Ordinary Shares*
	9	SOLE DISPOSITIVE POWER: -0- Ordinary Shares
	10	SHARED DISPOSITIVE POWER: 19,363,396 Ordinary Shares*

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 19,363,396 Ordinary Shares*
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES   ☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 64.78%**
14	TYPE OF REPORTING PERSON: CO

 

*	Internet Gold holds of record 19,363,396 ordinary shares of the Issuer. Eurocom Communications Ltd., or Eurocom Communications, is the controlling shareholder of Internet Gold.

Eurocom
Communications is 99.33% owned by Eurocom Holdings (1979) Ltd., or Eurocom Holdings. 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). The remaining 0.67% interest in Eurocom Communications is directly owned by Mr.
Shaul Elovitch. Accordingly, Mr. Shaul Elovitch may be deemed to have the sole voting and dispositive power as to the ordinary
shares of the Issuer held of record directly by Internet Gold. Mr. Shaul Elovitch may also be deemed to be the beneficial holder
of 3,177 ordinary shares of the Issuer held of record by his wife Mrs. Iris Elovitch and 26,893 ordinary shares of Internet Gold
held of record by Mrs. Iris Elovitch. In addition, Or Elovitch, a director of the issuer, and the son of Shaul Elovitch, holds
5,225 shares of the issuer. In addition, 8,300 shares of Internet Gold are held by other family members of Mr. Shaul Elovitch.

**	Based on 29,889,045 ordinary shares issued and outstanding as disclosed in the proxy statement on Form 6-K of the Issuer dated May 11, 2015 (which excludes 19,230 shares held as treasury stock).