Filed Pursuant to Rule 424(b)(3) and (c)
Registration No. 333-14140
PROSPECTUS SUPPLEMENT
To Prospectus Dated November 28, 2001
6,701,802 Shares
ATTUNITY LTD
Ordinary Shares
The information contained in the prospectus is hereby amended and supplemented
as follows:
722,500 of the ordinary shares offered by the prospectus are being offered by
Special Situations Technology Fund II, L.P., a successor to a portion of the
ordinary shares held by Special Situations Technology Fund, L.P. Special
Situations Technology Fund, L.P. split into two funds: (i) Special Situations
Technology Fund, L.P., and (ii) Special Situations Technology Fund II, L.P. As a
result of the split, Special Situations Technology Fund, L.P. is the beneficial
holder of 141,200 ordinary shares of Attunity Ltd, and Special Situations
Technology Fund II, L.P. is the beneficial holder of 722,500 ordinary shares of
Attunity Ltd.
As a result of sales of ordinary shares of Attunity Ltd by Special Situations
Fund III, L.P., Special Situations Private Equity Fund, L.P., Special Situations
Technology Fund, L.P., Special Situations Technology Fund II, L.P. and Special
Situations Cayman Fund, L.P, the number of Attunity's Ltd ordinary shares
beneficially owned by the different funds have been reduced. The following table
reflects the beneficial ownership of the above funds as of October 29, 2003:
Ordinary Shares
Name of Beneficial Ordinary Shares Beneficially Owned Beneficially Owned After
Owner* Prior to this Offering(1) this Offering(1)
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Number Percent of Ordinary shares, par Number Percent of
total shares value 0.01 NIS per total shares
outstanding share, offered outstanding
pursuant to this
prospectus
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Special Situations Fund
III, L.P. 3,541,252(2)(3) 21.0% 3,541,252(2)(3) -- --
Special Situations
Private Equity Fund,L.P. 1,653,050(4)(5) 10.5 1,653,050(4)(5) -- --
Special Situations
Technology Fund, L.P. 141,200(6)(7) 1.0 141,200(6)(7) -- --
Special Situations
Technology Fund II,
L.P. 722,500(8)(9) 4.8 722,500(8)(9) -- --
Special Situations
Cayman Fund, L.P. 643,800(10)(11) 4.2 643,800(10)(11) -- --
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(1) Based on information provided by the beneficial owner.
(2) Includes 1,557,792 ordinary shares currently issuable upon exercise of
Series A Warrants exercisable at $1.75 per share.
(3) Includes 519,264 ordinary shares currently issuable upon exercise of Series
B Warrants exercisable at $2.25 per share.
(4) Includes 692,250 ordinary shares currently issuable upon exercise of Series
A Warrants exercisable at $1.75 per share.
(5) Includes 230,750 ordinary shares currently issuable upon exercise of Series
B Warrants exercisable at $2.25 per share.
(6) Includes 56,643 ordinary shares currently issuable upon exercise of Series
A Warrants exercisable at $1.75 per share.
(7) Includes 18,881 ordinary shares currently issuable upon exercise of Series
B Warrants exercisable at $2.25 per share.
(8) Includes 289,482 ordinary shares currently issuable upon exercise of Series
A Warrants exercisable at $1.75 per share.
(9) Includes 96,494 ordinary shares currently issuable upon exercise of Series
B Warrants exercisable at $2.25 per share.
(10) Includes 288,450 ordinary shares currently issuable upon exercise of Series
A Warrants exercisable at $1.75 per share.
(11) Includes 96,150 ordinary shares currently issuable upon exercise of Series
B Warrants exercisable at $2.25 per share.
(*) MGP Advisors Limited is the general partner of Special Situations Fund
III, L.P. AWM Investment Company, Inc. is the general partner of MGP
Advisors Limited and the general partner of and investment adviser to
Special Situations Cayman Fund, L.P. SST Advisers, L.L.C. is the general
partner of and investment adviser to Special Situations Technology Fund,
L.P. and to Special Situations Technology Fund II, L.P. MG Advisers,
L.L.C. is the general partner of and investment adviser to Special
Situations Private Equity Fund, L.P. Austin W. Marxe and David M.
Greenhouse are the principal owners of MGP Advisers Limited, AWM
Investment Company, Inc., SST Advisers, L.L.C. and MG Advisers, L.L.C. and
are principally responsible for the selection, acquisition and disposition
of the portfolio securities by each investment adviser on behalf of its
fund.
Investing in our common stock involves risks. See "Risk Factors" beginning on
page 5 of the prospectus.
This prospectus supplement should be read in conjunction with, and may not be
delivered or utilized without the prospectus.
The date of this Prospectus Supplement is November 3, 2003
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