UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities and Exchange Act of 1934
(Amendment No. 12)*
RADA ELECTRONIC INDUSTRIES LIMITED
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(Name of Issuer)
Ordinary Shares, Par Value NIS .005 Per Share
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(Title of Class of Securities)
750115305
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(CUSIP Number)
Robert T. Burke, Esq.
MBV Law LLP
855 Front Street
San Francisco, CA 94111
(415) 781-4400
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
July 19, 2002
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following
box. [_]
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedules, including all exhibits. See Rule 13d-7 for other
parties to whom copies are to be sent.
* The remainder of this cover page should 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
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 (however, see the
Notes).
SCHEDULE 13D
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CUSIP NO. 750115305 PAGE 2 OF 4 PAGES
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Howard P.L. Yeung
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
2 (a) [_]
(b) [X]
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SEC USE ONLY
3
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SOURCE OF FUNDS
4
PF
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
5 ITEMS 2(d) or 2(e) [_]
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CITIZENSHIP OR PLACE OF ORGANIZATION
6
Hong Kong
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NUMBER OF SOLE VOTING POWER
7
SHARES 4,070,384
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BENEFICIALLY SHARED VOTING POWER
8
OWNED BY 0
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EACH SOLE DISPOSITIVE POWER
9
REPORTING 4,070,384
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PERSON SHARED DISPOSITIVE POWER
WITH 10 0
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
4,070,384
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
12
[X]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
29.0%
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TYPE OF REPORTING PERSON
14
IN
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SCHEDULE 13D
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CUSIP NO. 750115305 PAGE 3 OF 4 PAGES
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This Amendment amends Item 5 of the Statement on Schedule 13D filed by
Howard P.L. Yeung, an individual residing in Hong Kong ("H. Yeung"), on June 8,
1998, as amended by amendments to the Schedule 13D filed on August 11, 1999,
February 1, 2001, March 28, 2001, April 23, 2001, May 21, 2001, July 17, 2001,
October 10, 2001, December 12, 2001, January 28, 2002, March 29, 2002, and May
21, 2002, relating to the Ordinary Shares, par value NIS.005 per share (the
"Ordinary Shares"), of Rada Electronic Industries Limited, an Israeli
corporation ("Rada"), by amending such item as set forth below.
Rada's Form 20-F filed on June 28, 2002, refers to the conversion into
Ordinary Shares of certain debt owed by Rada to H. Yeung (the "Debt
Conversion"), and the issuance to H. Yeung of warrants in connection therewith.
Because H. Yeung has not received confirmation of the closing of the Debt
Conversion and the corresponding warrants have not yet been issued, neither the
Debt Conversion nor the issuance of the warrants is being reported in this
Amendment 12. Nor has H. Yeung received confirmation of the closing of the
private placement described in the Form 20-F. The shares issuable in connection
therewith are therefore not included in the number of Ordinary Shares
outstanding. When confirmation of the closings of the above transactions has
been received, a subsequent amendment to this Schedule 13D will be filed.
ITEM 5: INTEREST IN SECURITIES OF THE ISSUER
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Item 5 of the Schedule 13D is amended by adding the following to the
disclosure already made under the indicated subparagraphs of Item 5:
(a) H. Yeung owns directly 3,834,472 Ordinary Shares, representing
approximately 27.8% of the outstanding Ordinary Shares. If H. Yeung were to
exercise the First Stock Purchase Warrant and the 2001 Warrant previously
reported, he would own 4,070,384 Ordinary Shares, representing approximately
29.0% of the outstanding Ordinary Shares. These percentages are based on
13,816,839 Ordinary Shares issued and outstanding as of June 20, 2002, according
to Rada's Form 20-F filed on June 28, 2002. Any percentages in this report that
assume exercise of warrants include in the total number of outstanding Ordinary
Shares the number of Ordinary Shares that would be acquired by the exercise of
such warrants.
As previously reported, H. Yeung owns 50% of the issued and outstanding
capital stock of Horsham Enterprises Limited, a British Virgin Islands
corporation ("Horsham"). Horsham currently owns 1,350,086 Ordinary Shares (the
"Horsham-Rada Shares"). If, by virtue of his ownership interest in Horsham, H.
Yeung is deemed to be the beneficial owner of the Horsham-Rada Shares, H. Yeung
would be the beneficial owner of 5,420,470 Ordinary Shares (assuming full
exercise of the First Stock Purchase Warrant and the 2001 Warrant). Such
5,420,470 Ordinary Shares would represent approximately 38.6% of the total
number of the outstanding Ordinary Shares. The filing of this statement shall
not be construed as an admission that H. Yeung is the beneficial owner of the
Horsham-Rada Shares.
(b) H. Yeung has sole voting and sole dispositive power over the
Ordinary Shares acquired as described under Item 5(c) below.
SCHEDULE 13D
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CUSIP NO. 750115305 PAGE 4 OF 4 PAGES
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(c) H. Yeung has purchased Ordinary Shares as described below. All
transactions were purchases in the open market:
Date Ordinary Shares Price per Share
05/30/02 27,000 0.70000
06/04/02 16,000 0.72000
06/06/02 50,000 0.71800
06/07/02 8,500 0.65000
06/10/02 5,000 0.65000
06/11/02 10,000 0.65000
06/17/02 10,900 0.62450
06/24/02 2,200 0.63000
06/25/02 4,100 0.63000
06/26/02 5,000 0.63000
06/27/02 5,000 0.63000
07/05/02 50,000 0.63000
07/09/02 5,600 0.63000
07/12/02 1,700 0.63000
07/17/02 2,500 0.63000
07/19/02 100 0.63000
07/22/02 9,100 0.63000
08/02/02 2,600 0.63000
08/06/02 5,000 0.63000
08/08/02 13,000 0.63000
(d) Not applicable.
(e) Not applicable.
SIGNATURE
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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.
August 15, 2002
/s/ Howard P.L. Yeung
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Howard P.L. Yeung