zk1414412.htm
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No.  )

MICRONET ENERTEC TECHNOLOGIES, INC.
(Name of Issuer)
 
Common Stock, $0.001 par value per share
(Title of Class of Securities)
 
595117102
(CUSIP Number)
 
December 31, 2013
(Date of Event Which Requires Filing of this Statement)
 
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 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).
 
 
 
 
 
CUSIP No. 595117102
13G
Page 2 of 8 Pages
 
1.
Names of Reporting Persons
 
David Lucatz
2.
Check the Appropriate Box if a Member of a Group(See Instructions)
(a) ¨
(b) ¨
3.
SEC Use Only
 
 
4.
Citizenship or Place of Organization
 
Israel
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
 5.
Sole Voting Power
 
2,597,200 shares
6.
Shared Voting Power
 
0
7.
Sole Dispositive Power
 
2,597,200 shares
8.
Shared Dispositive Power
 
0
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
2,597,200 shares
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
o
11.
Percent of Class Represented by Amount in Row (9)
 
44.5%
12.
Type of Reporting Person (See Instructions)
 
IN

 
 
 

CUSIP No. 595117102
13G
Page 3 of 8 Pages
 
1.
Names of Reporting Persons
 
D.L. Capital Ltd.
2.
Check the Appropriate Box if a Member of a Group(See Instructions)
(a) ¨
(b) ¨
3.
SEC Use Only
 
 
4.
Citizenship or Place of Organization
 
Israel
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
 5.
Sole Voting Power
 
2,597,200 shares
6.
Shared Voting Power
 
0
7.
Sole Dispositive Power
 
2,597,200 shares
8.
Shared Dispositive Power
 
0
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
2,597,200 shares
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
o
11.
Percent of Class Represented by Amount in Row (9)
 
44.5%
12.
Type of Reporting Person (See Instructions)
 
CO

 
 
 
 
CUSIP No. 595117102
13G
Page 4 of 8 Pages
 
Item 1(a).                      Name of Issuer
 
Micronet Enertec Technologies, Inc.
 
Item 1(b).                      Address of Issuer’s Principal Executive Offices
 
70 Kinderkamack Road, Emerson, New Jersey
 
Item 2(a).                      Name of Person Filing
 
David Lucatz and D.L. Capital Ltd. (“DLC”) are referred to individually herein as a “Filing Person” and collectively as the “Filing Persons.” Mr. Lucatz is the controlling shareholder, Chief Executive Officer and Chairman of the Board of Directors of DLC and may be deemed to have beneficial ownership with respect to all shares held by DLC.
 
Item 2(b).                      Address of Principal Offices or, if None, Residence
 
c/o Micronet Enertec Technologies, Inc., 70 Kinderkamack Road, Emerson, New Jersey
 
Item 2(c).                      Citizenship
 
Mr. Lucatz is a citizen of Israel. DLC is a corporation organized under the laws of the State of Israel.
 
Item 2(d).                      Title of Class of Securities
 
Common Stock, $0.001 par value per share
 
Item 2(e).                       CUSIP Number
 
595117102

Item 3.                           If the statement is being filed pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check whether the filing person is a:

(a)
 o
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
     
(b)
 o
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
     
(c)
 o
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
     
(d)
 o
Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
     
(e)
 o
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
     
(f)
 o
An employee benefit plan or endowment fund in accordance with  §240.13d-1(b)(1)(ii)(F);
     
(g)
 o
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
     
(h)
 o
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
     
(i)
 o
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);
     
(j)
 o
A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
     
(k)
 o
Group, in accordance with §240.13d-1(b)(1)(ii)(K).
 
 
 
 
 
CUSIP No. 595117102
13G
Page 5 of 8 Pages
 
If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:_______________________________

Not applicable.

Item 4.                  Ownership
 
(a)       Amount beneficially owned:
 
DLC directly owns 2,597,200 shares
 
(b)      Percent of class:
 
44.5%, calculated based on the 5,831,246 shares of Common Stock of the Company outstanding as of November 13, 2013 as reported in the issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 14, 2013.
 
(c)       Number of shares as to which the person has:
 
(i)        Sole power to vote or direct the vote:
 
2,597,200 shares
 
   (ii)        Shared power to vote or direct the vote:
 
                         0
 
(iii)      Sole power to dispose or to direct the disposition of:
 
 2,597,200 shares
 
(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 person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following o
 
Item 6.                          Ownership of More Than Five Percent on Behalf of Another Person
 
The shares of Common Stock beneficially owned by Mr. Lucatz are directly held by DLC.
 
 
 
 
 
CUSIP No. 595117102
13G
Page 6 of 8 Pages
 
Item 7.                          Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
 
Not applicable.
 
Item 8.                          Identification and Classification of Members of the Group
 
Not applicable.
 
Item 9.                          Notice of Dissolution of Group
 
Not applicable.
 
Item 10.                        Certification
 
Not applicable.
 
 
 
 
 
CUSIP No. 595117102
13G
Page 7 of 8 Pages
 
SIGNATURE
 
After reasonable inquiry and to the best of the knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement is true, complete and correct.
 
 
Dated:  February 13, 2014
  
     
  /s/ David Lucatz  
 
David Lucatz
  
     
 
D.L. Capital Ltd.
  
     
  /s/ David Lucatz  
  David Lucatz  
 
Chief Executive Officer
  
 
Attention. Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).
 
 
 
 
 
CUSIP No. 595117102
13G
Page 8 of 8 Pages
 
EXHIBIT INDEX
 
Exhibit
  
Description
  
 1
  
 Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.