SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Warburg Pincus (Cayman) XII, L.P.

(Last) (First) (Middle)
C/O WARBURG PINCUS & CO.
450 LEXINGTON AVENUE

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2019
3. Issuer Name and Ticker or Trading Symbol
CYREN Ltd. [ CYRN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares 27,586,733 I See footnotes(1)(2)(3)(4)(5)(6)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Warburg Pincus (Cayman) XII, L.P.

(Last) (First) (Middle)
C/O WARBURG PINCUS & CO.
450 LEXINGTON AVENUE

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Warburg Pincus (Cayman) XII GP LLC

(Last) (First) (Middle)
C/O WARBURG PINCUS & CO.
450 LEXINGTON AVENUE

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Warburg Pincus Partners II (Cayman), L.P.

(Last) (First) (Middle)
C/O WARBURG PINCUS & CO.
450 LEXINGTON AVENUE

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Warburg Pincus (Bermuda) Private Equity GP Ltd.

(Last) (First) (Middle)
C/O WARBURG PINCUS & CO.
450 LEXINGTON AVENUE

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
1. Name and Address of Reporting Person*
WARBURG PINCUS LLC

(Last) (First) (Middle)
C/O WARBURG PINCUS & CO.
450 LEXINGTON AVENUE

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
1. Name and Address of Reporting Person*
KAYE CHARLES R

(Last) (First) (Middle)
C/O WARBURG PINCUS & CO.
450 LEXINGTON AVENUE

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Landy Joseph P.

(Last) (First) (Middle)
C/O WARBURG PINCUS & CO.
450 LEXINGTON AVENUE

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
Explanation of Responses:
1. This Form 3 is being jointly filed by and on behalf of each of the following persons (each, a "Warburg Pincus Reporting Person") in connection with the transition by Cyren Ltd. (the "Issuer") from a foreign private issuer to a domestic issuer, effective January 1, 2019: (i) WP XII Investments B.V., a company incorporated in the Netherlands ("WP XII Investments"); (ii) WP XII Investments Cooperatief U.A., a company incorporated in the Netherlands ("WP XII Investments Cooperatief"); (iii) Warburg Pincus (Callisto) Private Equity XII (Cayman), L.P., a Cayman Islands exempted limited partnership ("WP XII Callisto"); (iv) Warburg Pincus (Europa) Private Equity XII (Cayman), L.P., a Cayman Islands exempted limited partnership ("WP XII Europa"); (v) Warburg Pincus (Ganymede) Private Equity XII (Cayman), L.P., a Cayman Islands exempted limited partnership ("WP XII Ganymede"); (vi) Warburg Pincus Private Equity
2. (Continued from Footnote 1) XII-B (Cayman), L.P., a Cayman Islands exempted limited partnership ("WP XII-B"); (vii) Warburg Pincus Private Equity XII-D (Cayman), L.P., a Cayman Islands exempted limited partnership ("WP XII-D"); (viii) Warburg Pincus Private Equity XII-E (Cayman), L.P., a Cayman Islands exempted limited partnership ("WP XII-E"); (ix) Warburg Pincus XII Partners (Cayman), L.P., a Cayman Islands exempted limited partnership ("Warburg Pincus XII Partners"); (x) WP XII Partners (Cayman), L.P., a Cayman Islands exempted limited partnership ("WP XII Partners", and together with WP XII Callisto, WP XII Europa, WP XII Ganymede, WP XII-B, WP XII-D, WP XII-E and Warburg Pincus XII Partners, the "WP XII Funds");
3. (Continued from Footnote 2) (xi) Warburg Pincus LLC, a New York limited liability company ("WP LLC"); (xii) Warburg Pincus (Cayman) XII, L.P., a Cayman Islands exempted limited partnership ("WP XII Cayman GP"); (xiii) Warburg Pincus (Cayman) XII GP LLC, a Delaware limited liability company ("WP XII Cayman GP LLC"); (xiv) Warburg Pincus Partners II (Cayman), L.P., a Cayman Islands exempted limited partnership ("WPP II Cayman"); (xv) Warburg Pincus (Bermuda) Private Equity GP Ltd., a Bermuda exempted company ("WP Bermuda GP", and, together with WP XII Investments, WP XII Investments Cooperatief, the WP XII Funds, WP LLC, WP XII Cayman GP, WP XII Cayman GP LLC, WPP II Cayman and WP Bermuda GP, the "Warburg Entities"); (xvi) Charles R. Kaye; and (xvii) Joseph P. Landy.
4. WP XII Investments is wholly owned by WP XII Investments Cooperatief, which is wholly owned by the WP XII Funds. WP LLC is the manager of the WP XII Funds and WP XII Cayman GP is the general partner of each of the WP XII Funds. WP XII Cayman GP LLC is the general partner of WP XII Cayman GP. WPP II Cayman is the sole member of WP XII Cayman GP LLC. WP Bermuda GP is the general partner of WPP II Cayman. Charles R. Kaye and Joseph P. Landy are the Co-Chairmen and sole Directors of WP Bermuda GP, and the Managing Members and Co-Chief Executive Officers of WP LLC, and may be deemed to control the Warburg Entities.
5. Reflects 27,586,733 ordinary shares of the Issuer directly held by WP XII Investments.
6. Each of Messrs. Kaye and Landy and each Warburg Entity disclaims beneficial ownership with respect to any ordinary shares of the Issuer, except to the extent of its indirect pecuniary interest in such ordinary shares. Information with respect to each of the Warburg Pincus Reporting Persons is given solely by such Warburg Pincus Reporting Person, and no Warburg Pincus Reporting Person has responsibility for the accuracy or completeness of information supplied by another Warburg Pincus Reporting Person.
Remarks:
Due to the limitation on the number of Reporting Persons allowed on Form 3, WP XII Investments Cooperatief and the WP XII Funds are included on a separate Form 3 filed on the date hereof.
See Exhibit 99.1 01/02/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
EXHIBIT 99.1

                           SIGNATURES OF REPORTING PERSONS

    This Statement on Form 3 is filed by the Reporting Persons listed below.

January 2, 2019

                                        WARBURG PINCUS (CAYMAN) XII, L.P.


                                        By: Warburg Pincus (Cayman) XII GP LLC,
                                            its general partner
                                        By: Warburg Pincus Partners II (Cayman),
                                            L.P.,
                                            its sole member
                                        By: Warburg Pincus (Bermuda) Private
                                            Equity GP Ltd.,
                                            its general partner


                                        By: /s/ Steven G. Glenn
                                            ------------------------------------
                                            Name: Steven G. Glenn
                                            Title:   Authorized Signatory


                                        WARBURG PINCUS (CAYMAN) XII GP LLC


                                        By: Warburg Pincus Partners II (Cayman),
                                            L.P.,
                                            its sole member
                                        By: Warburg Pincus (Bermuda) Private
                                            Equity GP Ltd.,
                                            its general partner


                                        By: /s/ Steven G. Glenn
                                            ------------------------------------
                                            Name: Steven G. Glenn
                                            Title:   Authorized Signatory


                                        WARBURG PINCUS PARTNERS II
                                        (CAYMAN), L.P.


                                        By: Warburg Pincus (Bermuda) Private
                                            Equity GP Ltd.,
                                            its general partner


                                        By: /s/ Steven G. Glenn
                                            ------------------------------------
                                            Name: Steven G. Glenn
                                            Title:   Authorized Signatory


                                        WARBURG PINCUS (BERMUDA) PRIVATE
                                        EQUITY GP LTD.

                                        By: /s/ Steven G. Glenn
                                            ------------------------------------
                                            Name: Steven G. Glenn
                                            Title:   Authorized Signatory


                                        WARBURG PINCUS LLC

 
                                        By: /s/ Steven G. Glenn
                                            ------------------------------------
                                            Name: Steven G. Glenn
                                            Title:   Authorized Signatory


                                        CHARLES R. KAYE


                                        By: /s/ Steven G. Glenn
                                            ------------------------------------
                                            Name: Steven G. Glenn
                                            Title:   Steven G. Glenn, Attorney-
                                            in-Fact*


                                        JOSEPH P. LANDY


                                        By: /s/ Steven G. Glenn
                                            ------------------------------------
                                            Name: Steven G. Glenn
                                            Title:   Steven G. Glenn, Attorney-
                                            in-Fact*


*The Powers of Attorney given
 by each of Mr. Kaye and Mr. Landy were previously
filed with the U.S. Securities and Exchange Commission on July 12, 2016 as an
exhibit to a beneficial ownership report on Schedule 13D filed by Warburg Pincus
LLC with respect to WEX Inc.