Outerbridge Capital Amends Allot Ltd. Stake Filing
Ticker: ALLT · Form: SC 13D/A · Filed: Jun 21, 2024 · CIK: 1365767
Sentiment: neutral
Topics: 13d-amendment, shareholder-activity, sec-filing
Related Tickers: ALLT
TL;DR
Outerbridge Capital filed an amendment on Allot Ltd. stock. Watch closely.
AI Summary
Outerbridge Capital Management, LLC has filed an amendment (No. 8) to its Schedule 13D regarding Allot Ltd. The filing, dated June 21, 2024, indicates a change in the reporting entity's holdings or intentions concerning the company's common stock. Outerbridge Capital Management, LLC, based in New York, is the filer, and Allot Ltd. is the subject company.
Why It Matters
This filing signals a potential shift in major shareholder activity or strategy for Allot Ltd., which could impact its stock price and corporate direction.
Risk Assessment
Risk Level: medium — Schedule 13D filings, especially amendments, often precede significant corporate actions or shifts in investor sentiment, warranting close monitoring.
Key Players & Entities
- Outerbridge Capital Management, LLC (company) — Filing entity
- Allot Ltd. (company) — Subject company
- 20240621 (date) — Filing date
FAQ
What specific changes are detailed in Amendment No. 8 to the Schedule 13D?
The filing is an amendment to the Schedule 13D, indicating changes in holdings or intentions, but the specific details of these changes are not provided in the header information.
Who is the filing entity and what is their address?
The filing entity is Outerbridge Capital Management, LLC, located at 767 Third Avenue, 11th Floor, New York, NY 10017.
What is the subject company and its business address?
The subject company is Allot Ltd., with a business address at 22 Hangar Street, Neve Ne'eman, Industrial Zone B, Hod-Hasharon, L3 4501317.
What is the CUSIP number for Allot Ltd. common stock?
The CUSIP number for Allot Ltd. common stock is M0854Q105.
When was the previous company name for Allot Ltd. changed?
The former company name, Allot Communications Ltd., was changed on June 12, 2006.
Filing Stats: 3,497 words · 14 min read · ~12 pages · Grade level 12.6 · Accepted 2024-06-21 11:53:42
Key Financial Figures
- $4,106,945 — by Outerbridge SOF II is approximately $4,106,945, excluding brokerage commissions. The a
- $21,071,107 — d directly by QVT Fund is approximately $21,071,107, excluding brokerage commissions. Item
- $2.1474 — Purchase of Ordinary Shares 92,500 $2.1474 06/12/2024 Purchase of Ordinary Shar
- $2.0500 — Purchase of Ordinary Shares 96,900 $2.0500 06/18/2024 QVT FAMILY OFFICE FUND LP
Filing Documents
- sc13da812733003_06212024.htm (SC 13D/A) — 260KB
- 0000921895-24-001453.txt ( ) — 262KB
Identity and Background
Item 2. Identity and Background .
(a) is hereby amended
Item 2(a) is hereby amended and restated to read as follows: (a) This statement is filed by : (i) Outerbridge Special Opportunities Fund II, LP, a Delaware limited partnership (“Outerbridge SOF II”); (ii) Outerbridge Special Opportunities GP II, LLC, a Delaware limited liability company (“Outerbridge GP II”), as the general partner of Outerbridge SOF II; (iii) Outerbridge Capital Management, LLC, a Delaware limited liability company (“Outerbridge Capital”), as the investment manager to Outerbridge SOF II; (iv) Rory Wallace, as the managing member of each of Outerbridge Capital and Outerbridge GP II (together with Outerbridge SOF II, Outerbridge GP II and Outerbridge Capital, “Outerbridge”); (v) QVT Family Office Fund LP (“QVT Fund”), a Cayman Islands limited partnership; (vi) QVT Associates GP LLC, a Delaware limited liability company (“QVT Associates GP”), as the general partner of QVT Fund; (vii) QVT Financial LP, a Delaware limited partnership (“QVT Financial”), as the investment manager of QVT Fund; and (viii) QVT Financial GP LLC, a Delaware limited liability company (“QVT Financial GP”, and together with QVT Fund, QVT Associates GP, and QVT Financial, “QVT”), as the general partner of QVT Financial. Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.” Each of the Reporting Persons is party to that certain Group Agreement (the “Group Agreement”), as further described in Item 6 of the Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on April 19, 2021 (the “Schedule 13D”), as amended by Amendment No. 1 to the Group Agreement, as further described in Item 6 of Amendment No. 7 to the Schedule 13D filed with the SEC on May 12, 2022. Accordingly, the Reporting Persons are hereby filing a joint Schedule 13D
Source and Amount of Funds or Other Consideration
Item 3. Source and Amount of Funds or Other Consideration .
is hereby amended
Item 3 is hereby amended and restated to read as follows: The Ordinary Shares beneficially owned by each of the Reporting Persons were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases, except as otherwise noted. 10 CUSIP No. M0854Q105 The aggregate purchase price of the 722,523 Ordinary Shares owned directly by Outerbridge SOF II is approximately $4,106,945, excluding brokerage commissions. The aggregate purchase price of the 2,857,225 Ordinary Shares owned directly by QVT Fund is approximately $21,071,107, excluding brokerage commissions.
Purpose of Transaction
Item 4. Purpose of Transaction .
is hereby amended
Item 4 is hereby amended to add the following: The Reporting Persons acknowledge the actions taken by the Issuer over the past year to significantly reduce its costs and improve its operations. The Reporting Persons credit the Issuer’s refreshed Board and Executive Committee for taking necessary steps to achieve an appropriate cost structure and provide runway for the long-term optionality of the Issuer’s security as a service (“SECaaS”) business to bear fruit. The Reporting Persons also acknowledge and support the Issuer’s appointment of Mr. Eyal Harari as CEO and Ms. Liat Nahum as CFO, and look forward to their contributions as the Issuer’s turnaround progresses. The Reporting Persons continue to believe that the Issuer’s traffic management and analytics business boasts significant technological differentiation and intrinsic value. The Reporting Persons believe the Issuer has an opportunity to capitalize on disruption at certain traffic management competitors, while also capturing growth in new markets like Fixed Wireless Access (“FWA”). Accordingly, the Reporting Persons look forward to the Issuer’s new management team presenting their findings and articulating their strategy for the traffic management and analytics business to shareholders in the coming quarters. The Reporting Persons also note promising signs in the Issuer’s SECaaS business, including a 50% revenue growth rate in the first fiscal quarter of 2024 and the success of the service at leading carriers like Far EasTone and Verizon. The Reporting Persons believe the Issuer is on the cusp of transformational expansion opportunities and continue to see the potential for a highly profitable SECaaS revenue stream to build over time. Accordingly, the Reporting Persons look forward to the Issuer presenting strategic updates to shareholders about its SECaaS business in the coming quarters. The Reporting Persons intend to continue their cons
Interest in Securities of the Issuer
Item 5. Interest in Securities of the Issuer . Items 5(a) – (c) are hereby amended and restated to read as follows: The aggregate percentage of Ordinary Shares reported owned by each person named herein is based upon 38,441,772 Ordinary Shares outstanding as of March 31, 2024, which is the total number of Ordinary Shares outstanding as reported in the Issuer’s Form 20-F filed with the SEC on April 10, 2024. A. Outerbridge SOF II (a) As of the close of business on June 20, 2024, Outerbridge SOF II beneficially owned directly 722,523 Ordinary Shares. Percentage: Approximately 1.9% 11 CUSIP No. M0854Q105 (b) 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 722,523 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 722,523 (c) The transactions in the securities of the Issuer by Outerbridge SOF II during the past sixty days are set forth on Schedule B and are incorporated herein by reference. B. Outerbridge GP II (a) As the general partner of Outerbridge SOF II, Outerbridge GP II may be deemed the beneficial owner of the 722,523 Ordinary Shares beneficially owned directly by Outerbridge SOF II. Percentage: Approximately 1.9% (b) 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 722,523 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 722,523 (c) Outerbridge GP II has not entered into any transactions in the securities of the Issuer during the past sixty days. The transactions in the securities of the Issuer on behalf of Outerbridge SOF II during the past sixty days are set forth in Schedule B and are incorporated herein by reference. C. Outerbridge Capital (a) As the investment manager of Outerbridge SOF II, Outerbridge Capital may be deemed the beneficial owner of the 722,523 Ordinary Shares beneficially owned directly by Outerbridge SOF II. In additio