FORM
6-K
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
REPORT
OF FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 or 15d-16 UNDER
THE
SECURITIES EXCHANGE ACT OF 1934
For
the month of November 2010
Commission
File Number 000-26495
Commtouch
Software Ltd.
(Translation
of registrant’s name into English)
4A
Hazoran Street
Poleg
Industrial Park, P.O. Box 8511
Netanya
42504, Israel
011-972-9-863-6888
(Address
of principal executive offices)
Indicate by check mark whether the
registrant files or will file annual reports under cover of Form 20-F or Form
40-F.
Indicate by check mark if the
registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(1):
Indicate by check mark if the
registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(7):
Indicate by check mark whether the
registrant by furnishing the information contained in this Form is also thereby
furnishing the information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
COMMTOUCH
SOFTWARE LTD.
FORM
6-K
Forward-Looking
Statements
This
Report on Form 6-K contains forward-looking statements, including projections
about our business, within the meaning of Section 27A of the Securities Act of
1933 and Section 21E of the Securities Exchange Act of 1934 and other US
securities laws. For example, statements regarding expected payments, future
employees and contractors and the anticipated closing date relating the
Authentium transaction are forward-looking statements. In addition,
statements in the future tense, and statements including words such as "expect",
"plan", "estimate", anticipate", or "believe" are forward-looking statements.
These statements are based on information available to us at the time of the
Report; we assume no obligation to update any of them. The statements in this
Report are not guarantees of future performance and actual results could differ
materially from our current expectations as a result of numerous factors,
including business conditions and growth or deterioration in the Internet
market, commerce and the general economy, both domestic as well as
international; fewer than expected new-partner relationships; competitive
factors including pricing pressures; technological developments, and products
offered by competitors; the availability of resources from suppliers and other
third parties; the ability of our OEM partners to successfully penetrate markets
with products integrated with Commtouch technology; a slower than expected
acceptance rate for our newer product offerings; availability of qualified
staff; and technological difficulties and resource constraints encountered in
developing new products, as well as those risks described in the company's
Annual Reports on Form 20-F and reports on Form 6-K, which are available through
www.sec.gov. Except
as required by law, we undertake no obligation to publicly release the results
of any revisions to these forward-looking statements that may be made to reflect
events or circumstances after the date hereof, or to reflect the occurrence of
unanticipated events.
Purposes
of this Report
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1.
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Attached
as Exhibit 99.1 hereto is the company’s press release announcing financial
results of the company for the third quarter of
2010.
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2.
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Attached
as Exhibit 99.2 is the company’s Notice of Annual Meeting of Shareholders
and Proxy Statement for the meeting to be held on December 15,
2010.
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3.
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As
of November 10, 2010, the company had 23,627,410 Ordinary Shares
outstanding.
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The GAAP
financial statements included in the press release attached as Exhibit 99.1
to this Report on Form 6-K are hereby incorporated by reference into the
Registrant's Registration Statements on Form S-8, Registration Nos. 333-94995,
333-141177, 333-65532, 333-151929 and 333-162104, and on Form F-3,
Registration Nos. 333-88248, 333-109837, 333-111731, 333-111734, 333-117085,
333-131272 and 333-122407, to be a part thereof from the date on which this
Report is submitted, to the extent not superseded by documents or reports
subsequently filed or furnished.
Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
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COMMTOUCH
SOFTWARE LTD. |
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(Registrant) |
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By:
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/s/ Ron
Ela |
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Ron
Ela |
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Chief
Financial Officer |
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Exhibit
Index
Exhibit
Number |
Description
of Exhibit |
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99.1
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Press
release of November 3, 2010 regarding release of third quarter 2010
financial results
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99.2
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Notice
of Annual Meeting of Shareholders and Proxy
Statement
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