UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 3)*
RADVISION LTD.
Name of Issuer)
ORDINARY SHARES, PAR VALUE NIS .1 PER SHARE
(Title of Class of Securities)
M81869105
(CUSIP Number)
JUNE 30, 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:
[X] Rule 13d-1(b)
[ ] 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).
Continued on the following page(s)
Page 1 of 9 Pages
PAGE 2 OF 9 PAGES
1 Name of Reporting Persons I.R.S. Identification Nos. of above persons
(entities only)
SARANAC CAPITAL MANAGEMENT LP
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
Delaware
5 Sole Voting Power
Number of
Shares 0
Beneficially 6 Shared Voting Power
Owned By
Each 0
Reporting
Person 7 Sole Dispositive Power
With
0
8 Shared Dispositive Power
0
9 Aggregate Amount of Beneficially Owned by Each Reporting Person
0
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
[ ]
11 Percent of Class Represented By Amount in Row (9)
0.0%
12 Type of Reporting Person (See Instructions)
PN; IA
PAGE 3 OF 9 PAGES
1 Names of Reporting Persons I.R.S. Identification Nos. of above persons
(entities only)
SARANAC CAPITAL MANAGEMENT GP LLC
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
Delaware
5 Sole Voting Power
Number of
Shares 0
Beneficially 6 Shared Voting Power
Owned By
Each 0
Reporting
Person 7 Sole Dispositive Power
With
0
8 Shared Dispositive Power
0
9 Aggregate Amount of Beneficially Owned by Each Reporting Person
0
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
[ ]
11 Percent of Class Represented By Amount in Row (9)
0.0%
12 Type of Reporting Person (See Instructions)
OO; HC
PAGE 4 OF 9 PAGES
1 Names of Reporting Persons I.R.S. Identification Nos. of above persons
(entities only)
ROSS MARGOLIES
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
UNITED STATES
5 Sole Voting Power
Number of
Shares 40,012
Beneficially 6 Shared Voting Power
Owned By
Each 0
Reporting
Person 7 Sole Dispositive Power
With
40,012
8 Shared Dispositive Power
0
9 Aggregate Amount of Beneficially Owned by Each Reporting Person
40,012
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
[X]
11 Percent of Class Represented By Amount in Row (9)
0.2%
12 Type of Reporting Person (See Instructions)
IN; HC
PAGE 5 OF 9 PAGES
ITEM 1(A) NAME OF ISSUER:
Radvision Ltd. (the "Issuer").
ITEM 1(B) ADDRESS OF THE ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
24 Raoul Wallenberg Street, Tel Aviv 69719, Israel
ITEM 2(A) NAME OF PERSON FILING:
This statement is filed on behalf of each of the following persons
(collectively, the "Reporting Persons"): (i) Saranac Capital Management LP, a
Delaware limited partnership ("Saranac Capital"), (ii) Saranac Capital
Management GP LLC, a Delaware limited liability company ("Saranac Management
GP"), and (iii) Ross Margolies ("Mr. Ross Margolies").
This statement relates to Shares (as defined herein) held for the accounts
of Saranac Capital and for the accounts of Mr. Ross Margolies and members of his
immediate family.
Saranac Management GP is the general partner of Saranac Capital and, in
such capacity may be deemed to have investment discretion over and be the
beneficial owner of securities held for the account of Saranac Capital. In his
capacity as the managing member of Saranac Management GP, Mr. Ross Margolies may
be deemed to have investment discretion over, and may be the beneficial owner of
securities held for the account of Saranac Capital.
ITEM 2(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
The address and principal business office of each of the Reporting Persons
is 31 West 52nd Street, New York, NY 10019.
ITEM 2(C) CITIZENSHIP:
(i) Saranac Capital is a Delaware limited partnership;
(ii) Saranac Management GP is a Delaware limited liability company;
and
(iii) Mr. Ross Margolies is a United States citizen.
ITEM 2(D) TITLE OF CLASS OF SECURITIES:
Ordinary Shares, par value NIS .1 per share (the "Shares").
ITEM 2(E) CUSIP NUMBER:
M81869105
PAGE 6 OF 9 PAGES
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SS.SS. 240.13D-1(B) OR
240.13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under Section 15 of the Act (15
U.S.C. 78o);
(b) [ ] Bank as defined in Section 3(a)(6) of the Act (15 U.S.C.
78c);
(c) [ ] Insurance company as defined in Section 3(a)(19) of the Act
(15 U.S.C. 78c);
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [X] Investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E);
(f) [ ] Employee benefit plan or endowment fund in accordance with
ss.240.13d-1(b)(1)(ii)(F);
(g) [X] Parent holding company or control person in accordance with
ss.240.13d-1(b)(1)(ii)(G);
(h) [ ] Savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] Church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with ss.240.13d-1(b)(1)(ii)(J).
ITEM 4. OWNERSHIP:
ITEM 4(A) AMOUNT BENEFICIALLY OWNED:
As of June 30, 2006, each of Saranac Capital and Saranac Management GP may
be deemed to be the beneficial owner of no Shares. Mr. Ross Margolies may be
deemed to be the beneficial owner of 40,012 Shares, which consists of 40,012
Shares held for members of his immediate family.
ITEM 4(B) PERCENT OF CLASS:
The number of Shares of which each of Saranac Capital and Saranac
Management GP may be deemed to be the beneficial owners constitutes
approximately 0.0% of the total number of Shares outstanding (based upon
22,223,177 Shares outstanding). The number of Shares which Mr. Ross Margolies
may be deemed to beneficially own constitutes approximately 0.2%of the total
number of Shares outstanding.
PAGE 7 OF 9 PAGES
ITEM 4(C) NUMBER OF SHARES AS TO WHICH THE PERSON HAS:
SARANAC CAPITAL
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 0
SARANAC MANAGEMENT GP
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 0
MR. ROSS MARGOLIES
(i) Sole power to vote or to direct the vote: 40,012
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 40,012
(iv) Shared power to dispose or to direct the disposition of: 0
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 Persons have ceased to be the beneficial owners of more
than five percent of the class of securities, check the following [X].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
The limited partners of Saranac Capital have the right to participate in
the receipt of dividends from, or proceeds from the sale of, securities held for
the account of Saranac Capital in accordance with their respective ownership
interests in Saranac Capital.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
This Item 7 is not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
This Item 8 is not applicable.
PAGE 8 OF 9 PAGES
ITEM 9. NOTICE OF DISSOLUTION OF GROUP:
This Item 9 is not applicable.
ITEM 10. CERTIFICATION:
By signing below each signatory certifies that, to the best of his/its
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 9 OF 9 PAGES
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Date: June 30, 2006 SARANAC CAPITAL MANAGEMENT LP
By: Saranac Capital Management GP, LLC
Its General Partner
By: /s/ Ross Margolies
-----------------------------------
Name: Ross Margolies
Title: Managing Member
Date: June 30, 2006 SARANAC CAPITAL MANAGEMENT GP, LLC
By: /s/ Ross Margolies
--------------------------------------------
Name: Ross Margolies
Title: Managing Member
Date: June 30, 2006 ROSS MARGOLIES
/s/ Ross Margolies
------------------------------------------------