Apax Europe VII-A SC 13D/A Beneficial ownership report (amended)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

(Rule 13d-101)

Under the Securities Exchange Act of 1934

(Amendment No. 8)

IGATE CORPORATION

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

451 69U 10 5

(CUSIP Number)

Devora Har-Tuv

c/o Viscaria Limited

Lemesou, 77

Elia House

P.C. 2121, Nicosia, Cyprus

+972 3777-4416

Copies to:

Joshua N. Korff, Esq.

Srinivas S. Kaushik, Esq.

601 Lexington Avenue

New York, New York 10022

(212) 446-4800

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

November 14, 2014

(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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ¨

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 (“Exchange Act”) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act.

CUSIP No. 451 69U 10 5

1	Names of reporting persons / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Viscaria Limited
2	Check the appropriate box if a member of a group (see instructions) (a)  ¨        (b)  x
3	SEC use only
4	Source of funds (see instructions)     WC
5	Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨     N/A
6	Citizenship or place of organization     Cyprus
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     23,384,095
		9	Sole dispositive power     0
		10	Shared dispositive power     23,384,095
11	Aggregate amount beneficially owned by each reporting person     23,384,095
12	Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨     N/A
13	Percent of class represented by amount in Row (11)     28.9%*
14	Type of reporting person (see instructions)     CO

* Based on 59,050,607 shares of common stock of the Issuer outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014) plus the 21,730,290 shares of common stock issued to the Investor (as defined below) in connection with the Conversion and Exchange (as defined below) on November 4, 2014.

2

CUSIP No. 451 69U 10 5

1	Names of reporting persons / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Apax Europe VII-A, L.P.
2	Check the appropriate box if a member of a group (see instructions) (a)  ¨        (b)  x
3	SEC use only
4	Source of funds (see instructions)     OO
5	Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨     N/A
6	Citizenship or place of organization     England
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     5,559,556
		9	Sole dispositive power     0
		10	Shared dispositive power     5,559,556
11	Aggregate amount beneficially owned by each reporting person     5,559,556
12	Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨     N/A
13	Percent of class represented by amount in Row (11)     6.9%*
14	Type of reporting person (see instructions)     PN

* Based on 59,050,607 shares of common stock of the Issuer outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014) plus the 21,730,290 shares of common stock issued to the Investor (as defined below) in connection with the Conversion and Exchange (as defined below) on November 4, 2014.

3

CUSIP No. 451 69U 10 5

1	Names of reporting persons / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Apax Europe VII-B, L.P.
2	Check the appropriate box if a member of a group (see instructions) (a)  ¨        (b)  x
3	SEC use only
4	Source of funds (see instructions)     OO
5	Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨     N/A
6	Citizenship or place of organization     England
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     10,200,697
		9	Sole dispositive power     0
		10	Shared dispositive power     10,200,697
11	Aggregate amount beneficially owned by each reporting person     10,200,697
12	Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨     N/A
13	Percent of class represented by amount in Row (11)     12.6%*
14	Type of reporting person (see instructions)     PN

* Based on 59,050,607 shares of common stock of the Issuer outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014) plus the 21,730,290 shares of common stock issued to the Investor (as defined below) in connection with the Conversion and Exchange (as defined below) on November 4, 2014.

4

CUSIP No. 451 69U 10 5

1	Names of reporting persons / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Apax Europe VII-1, L.P.
2	Check the appropriate box if a member of a group (see instructions) (a)  ¨        (b)  x
3	SEC use only
4	Source of funds (see instructions)     OO
5	Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨     N/A
6	Citizenship or place of organization     England
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     260,962
		9	Sole dispositive power     0
		10	Shared dispositive power     260,962
11	Aggregate amount beneficially owned by each reporting person     260,962
12	Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨     N/A
13	Percent of class represented by amount in Row (11)     0.3%*
14	Type of reporting person (see instructions)     PN

* Based on 59,050,607 shares of common stock of the Issuer outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014) plus the 21,730,290 shares of common stock issued to the Investor (as defined below) in connection with the Conversion and Exchange (as defined below) on November 4, 2014.

5

CUSIP No. 451 69U 10 5

1	Names of reporting persons / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Apax Europe VII GP L.P. Inc.
2	Check the appropriate box if a member of a group (see instructions) (a)  ¨        (b)  x
3	SEC use only
4	Source of funds (see instructions)     OO
5	Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨     N/A
6	Citizenship or place of organization     Guernsey
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     16,021,215
		9	Sole dispositive power     0
		10	Shared dispositive power     16,021,215
11	Aggregate amount beneficially owned by each reporting person     16,021,215
12	Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨     N/A
13	Percent of class represented by amount in Row (11)     19.8%*
14	Type of reporting person (see instructions)     OO

* Based on 59,050,607 shares of common stock of the Issuer outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014) plus the 21,730,290 shares of common stock issued to the Investor (as defined below) in connection with the Conversion and Exchange (as defined below) on November 4, 2014.

6

CUSIP No. 451 69U 10 5

1	Names of reporting persons / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Apax Europe VII GP Co. Limited
2	Check the appropriate box if a member of a group (see instructions) (a)  ¨        (b)  x
3	SEC use only
4	Source of funds (see instructions)     OO
5	Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)��   ¨     N/A
6	Citizenship or place of organization     Guernsey
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     16,021,215
		9	Sole dispositive power     0
		10	Shared dispositive power     16,021,215
11	Aggregate amount beneficially owned by each reporting person     16,021,215
12	Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨     N/A
13	Percent of class represented by amount in Row (11)     19.8%*
14	Type of reporting person (see instructions)     OO

* Based on 59,050,607 shares of common stock of the Issuer outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014) plus the 21,730,290 shares of common stock issued to the Investor (as defined below) in connection with the Conversion and Exchange (as defined below) on November 4, 2014.

7

CUSIP No. 451 69U 10 5

1	Names of reporting persons / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Apax Europe VI-1, L.P.
2	Check the appropriate box if a member of a group (see instructions) (a)  ¨        (b)  x
3	SEC use only
4	Source of funds (see instructions)     OO
5	Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨     N/A
6	Citizenship or place of organization     England
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     7,434
		9	Sole dispositive power     0
		10	Shared dispositive power     7,434
11	Aggregate amount beneficially owned by each reporting person     7,434
12	Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨     N/A
13	Percent of class represented by amount in Row (11)     0.0%*
14	Type of reporting person (see instructions)     PN

* Based on 59,050,607 shares of common stock of the Issuer outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014) plus the 21,730,290 shares of common stock issued to the Investor (as defined below) in connection with the Conversion and Exchange (as defined below) on November 4, 2014.

8

CUSIP No. 451 69U 10 5

1	Names of reporting persons / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Apax Europe VI-A, L.P.
2	Check the appropriate box if a member of a group (see instructions) (a)  ¨        (b)  x
3	SEC use only
4	Source of funds (see instructions)     OO
5	Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨     N/A
6	Citizenship or place of organization     England
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     6,155,883
		9	Sole dispositive power     0
		10	Shared dispositive power     6,155,883
11	Aggregate amount beneficially owned by each reporting person     6,155,883
12	Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨     N/A
13	Percent of class represented by amount in Row (11)     7.6%*
14	Type of reporting person (see instructions)     PN

* Based on 59,050,607 shares of common stock of the Issuer outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014) plus the 21,730,290 shares of common stock issued to the Investor (as defined below) in connection with the Conversion and Exchange (as defined below) on November 4, 2014.

9

CUSIP No. 451 69U 10 5

1	Names of reporting persons / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Apax Europe VI GP L.P. Inc.
2	Check the appropriate box if a member of a group (see instructions) (a)  ¨        (b)  x
3	SEC use only
4	Source of funds (see instructions)     OO
5	Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨     N/A
6	Citizenship or place of organization     Guernsey
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     6,163,317
		9	Sole dispositive power     0
		10	Shared dispositive power     6,163,317
11	Aggregate amount beneficially owned by each reporting person     6,163,317
12	Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨     N/A
13	Percent of class represented by amount in Row (11)     7.6%*
14	Type of reporting person (see instructions)     OO

* Based on 59,050,607 shares of common stock of the Issuer outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014) plus the 21,730,290 shares of common stock issued to the Investor (as defined below) in connection with the Conversion and Exchange (as defined below) on November 4, 2014.

10

CUSIP No. 451 69U 10 5

1	Names of reporting persons / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Apax Europe VI GP Co. Limited
2	Check the appropriate box if a member of a group (see instructions) (a)  ¨        (b)  x
3	SEC use only
4	Source of funds (see instructions)     OO
5	Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨     N/A
6	Citizenship or place of organization     Guernsey
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     6,163,317
		9	Sole dispositive power     0
		10	Shared dispositive power     6,163,317
11	Aggregate amount beneficially owned by each reporting person     6,163,317
12	Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨     N/A
13	Percent of class represented by amount in Row (11)     7.6%*
14	Type of reporting person (see instructions)     OO

* Based on 59,050,607 shares of common stock of the Issuer outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014) plus the 21,730,290 shares of common stock issued to the Investor (as defined below) in connection with the Conversion and Exchange (as defined below) on November 4, 2014.

11

CUSIP No. 451 69U 10 5

1	Names of reporting persons / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Apax Guernsey (Holdco) PCC Limited
2	Check the appropriate box if a member of a group (see instructions) (a)  ¨        (b)  x
3	SEC use only
4	Source of funds (see instructions)     OO
5	Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨     N/A
6	Citizenship or place of organization     Guernsey
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     23,384,095
		9	Sole dispositive power     0
		10	Shared dispositive power     23,384,095
11	Aggregate amount beneficially owned by each reporting person     23,384,095
12	Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨     N/A
13	Percent of class represented by amount in Row (11)     28.9%*
14	Type of reporting person (see instructions)     OO

* Based on 59,050,607 shares of common stock of the Issuer outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014) plus the 21,730,290 shares of common stock issued to the Investor (as defined below) in connection with the Conversion and Exchange (as defined below) on November 4, 2014.

12

CUSIP No. 451 69U 10 5

1	Names of reporting persons / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Apax US VII, L.P.
2	Check the appropriate box if a member of a group (see instructions) (a)  ¨        (b)  x
3	SEC use only
4	Source of funds (see instructions)     OO
5	Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨     N/A
6	Citizenship or place of organization     Cayman Islands
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     1,199,563
		9	Sole dispositive power     0
		10	Shared dispositive power     1,199,563
11	Aggregate amount beneficially owned by each reporting person     1,199,563
12	Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨     N/A
13	Percent of class represented by amount in Row (11)     1.5%*
14	Type of reporting person (see instructions)     PN

* Based on 59,050,607 shares of common stock of the Issuer outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014) plus the 21,730,290 shares of common stock issued to the Investor (as defined below) in connection with the Conversion and Exchange (as defined below) on November 4, 2014.

13

CUSIP No. 451 69U 10 5

1	Names of reporting persons / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Apax US VII GP, L.P.
2	Check the appropriate box if a member of a group (see instructions) (a)  ¨        (b)  x
3	SEC use only
4	Source of funds (see instructions)     OO
5	Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨     N/A
6	Citizenship or place of organization     Cayman Islands
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     1,199,563
		9	Sole dispositive power     0
		10	Shared dispositive power     1,199,563
11	Aggregate amount beneficially owned by each reporting person     1,199,563
12	Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨     N/A
13	Percent of class represented by amount in Row (11)     1.5%*
14	Type of reporting person (see instructions)     PN

* Based on 59,050,607 shares of common stock of the Issuer outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014) plus the 21,730,290 shares of common stock issued to the Investor (as defined below) in connection with the Conversion and Exchange (as defined below) on November 4, 2014.

14

CUSIP No. 451 69U 10 5

1	Names of reporting persons / I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Apax US VII GP, Ltd.
2	Check the appropriate box if a member of a group (see instructions) (a)  ¨        (b)  x
3	SEC use only
4	Source of funds (see instructions)     OO
5	Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨     N/A
6	Citizenship or place of organization     Cayman Islands
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     1,199,563
		9	Sole dispositive power     0
		10	Shared dispositive power     1,199,563
11	Aggregate amount beneficially owned by each reporting person     1,199,563
12	Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨     N/A
13	Percent of class represented by amount in Row (11)     1.5%*
14	Type of reporting person (see instructions)     CO

* Based on 59,050,607 shares of common stock of the Issuer outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014) plus the 21,730,290 shares of common stock issued to the Investor (as defined below) in connection with the Conversion and Exchange (as defined below) on November 4, 2014.     

15

Pursuant to Rule 13d-2 of the Securities Exchange Act of 1934, this Amendment No. 8 (“Amendment No. 8”) amends and supplements the Schedule 13D filed with the United States Securities and Exchange Commission (the “SEC”) on February 11, 2011 (the “Original 13D”), as amended and supplemented by Amendment No. 1 to the Original 13D filed with the SEC on May 19, 2011 (“Amendment No. 1”), Amendment No. 2 to the Original 13D filed with the SEC on December 19, 2011 (“Amendment No. 2”), Amendment No. 3 to the Original 13D filed with the SEC on May 15, 2012 (“Amendment No. 3”), Amendment No. 4 to the Original 13D filed with the SEC on April 4, 2013 (“Amendment No. 4”), Amendment No. 5 to the Original 13D filed with the SEC on January 10, 2014 (“Amendment No. 5”), and Amendment No. 6 to the Original 13D filed with the SEC on April 28, 2014 (“Amendment No. 6”), and Amendment No. 7 to the Original 13D filed with the SEC on September 29, 2014 (“Amendment No. 7”, and, together with the Original 13D, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6 and this Amendment No. 8, the “Schedule 13D”) with respect to the Items and matters described below. The Schedule 13D was filed jointly on behalf of (i) Viscaria Limited, a private company limited by shares formed under the laws of Cyprus (“Investor”), (ii) Apax Europe VI-A, L.P. and Apax Europe VI-1, L.P. (collectively, the “Apax Europe VI Funds”), (iii) Apax Europe VII-A, L.P., Apax Europe VII-B, L.P. and Apax Europe VII-1, L.P. (collectively, the “Apax Europe VII Funds”), (iv) Apax US VII, L.P. (the “Apax US Fund”), (v) Apax Europe VI GP L.P. Inc. and Apax Europe VI GP Co. Limited (collectively, the “Apax Europe VI Funds GPs”), (vi) Apax Europe VII GP L.P. Inc. and Apax Europe VII GP Co. Limited (collectively, the “Apax Europe VII Funds GPs”), (vii) Apax US VII GP, L.P. and Apax US VII GP, Ltd. (collectively, the “Apax US Fund GPs”) and (viii) Apax Guernsey (Holdco) PCC Limited (the entities in clauses (i) through (viii), collectively the “Reporting Persons”). Capitalized terms used in this Amendment No. 8 but not otherwise defined herein have the meanings set forth in the Schedule 13D.

Item 2. Identity and Background.

Item 2 of the Schedule 13D is amended and restated in its entirety as follows:

On February 1, 2011 Investor acquired, in connection with the first closing (“First Closing”) pursuant to that certain Securities Purchase Agreement, dated January 10, 2011 (the “Purchase Agreement”), 210,000 shares of 8% Series B Convertible Participating Preferred Stock, no par value per share (the “Series B Preferred Stock”). On May 9, 2011 in connection with the Purchase Agreement, the Issuer and Investor completed a second closing (the “Second Closing”) pursuant to the terms of the Purchase Agreement at which the Issuer sold and issued to Investor an additional 120,000 shares of Series B Preferred Stock for an aggregate purchase price of $120 million. The Series B Preferred Stock was convertible into shares of common stock, par value $0.01 per share, of the Issuer (“Common Stock”) at an initial conversion price of $20.30. On November 4, 2014, Investor and the Issuer entered into that certain Conversion and Exchange Agreement (the “Conversion and Exchange Agreement”) pursuant to which Investor exercised its option to convert its 330,000 shares of Series B Preferred Stock into 21,730,290 shares of Common Stock, which conversion occurred on November 4, 2014 (the “Conversion and Exchange”). In connection with the Conversion and Exchange, the Company paid Viscaria an amount in cash equal to $80,000,000. The Common Stock is listed on the NASDAQ Stock Market under the symbol “IGTE”.

16

This Schedule 13D is being filed jointly on behalf of the Reporting Persons. A Joint Filing Undertaking among the Reporting Persons relating to the joint filing of this Schedule 13D is attached hereto asExhibit 1. As a result of the existing relationships described in this Schedule 13D, the Reporting Persons may be deemed to constitute a “group” within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934 (the “Exchange Act”). However, neither this filing nor anything contained herein shall be construed as an admission that all or any of the Reporting Persons constitute a “group” within the meaning of Rule 13d-5(b) under the Exchange Act, and the existence of any group is expressly disclaimed. Each of the Reporting Persons is responsible for the completeness and accuracy of the information concerning him or it contained herein, but is not responsible for the completeness and accuracy of the information concerning the other Reporting Persons, except to the extent that he or it knows or has reason to believe that such information is inaccurate. Each Reporting Person expressly disclaims beneficial ownership of securities held by any person or entity, except to the extent of such Reporting Person’s pecuniary interest therein.

Investor is a Cyprus private company and, as of the date of this Amendment No. 8, owns 23,384,095 shares of Common Stock and no shares of Series B Preferred Stock. All of the outstanding equity securities of Investor are owned by (a) Apax WW Nominees Ltd (an English company holding 23.8% of the outstanding equity securities of Investor as nominee for Apax Europe VII-A, L.P.), (b) Apax WW Nominees No. 2 Ltd (an English company holding 43.6% of the outstanding equity securities of Investor as nominee for Apax Europe VII-B, L.P.), (c) Apax Europe VII Nominees Ltd (an English company holding 1.1% of the outstanding equity securities of Investor as nominee for Apax Europe VII-1, L.P.), (d) Apax Europe VI Nominees Ltd (an English company holding 26.3% of the outstanding equity securities of Investor as nominee for Apax Europe VI-A, L.P.), (e) Apax Europe VI No. 2 Nominees Ltd (an English company holding 0.0% of the outstanding equity securities of Investor as nominee for Apax Europe VI-1, L.P.), and (F) Apax US VII Nominees Ltd (an English company holding 5.2% of the outstanding equity securities of Investor as nominee for the Apax US Fund). Each of the Apax Europe VI Funds and the Apax Europe VII Funds is constituted under English limited partnership law and domiciled in Guernsey. Each of the above named nominees (the “Nominees”) is an English company which maintains its registered address at 33 Jermyn Street, SW1Y 6DN London, United Kingdom. The registered address of Investor is Lemesou, 77 Elia House, P.C. 2121, Nicosia, Cyprus.

Apax Europe VI GP L.P. Inc., a Guernsey registered limited partnership, is the general partner of each of the Apax Europe VI Funds.

Apax Europe VI GP Co. Limited, a Guernsey incorporated company, is the general partner of Apax Europe VI GP L.P. Inc.

Apax Europe VII GP L.P. Inc., a Guernsey registered limited partnership, is the general partner of each of the Apax Europe VII Funds.

Apax Europe VII GP Co. Limited, a Guernsey incorporated company, is the general partner of Apax Europe VII GP L.P. Inc.

17

Apax US VII GP, L.P., a Cayman Islands exempted limited partnership, is the general partner of the Apax US Fund, a Cayman Islands exempted limited partnership.

Apax US VII GP, Ltd., a Cayman Islands exempted limited company, is the general partner of Apax US VII GP, L.P.

The principal objective of each of the Apax Europe VI Funds, the Apax Europe VII Funds and Apax US Fund is to achieve long-term capital growth through the provision of risk capital. The principal business of the Apax Europe VI Funds GPs and the Apax Europe VII Funds GPs is the management of investments and the general administration of the Apax Europe VI Funds and the Apax Europe VII Funds, respectively. The registered office address of the Apax Europe VI Funds, the Apax Europe VII Funds, the Apax Europe VI Funds GPs and the Apax Europe VII Funds GPs is Third Floor, Royal Bank Place, 1 Glategny Esplanade, St Peter Port, Guernsey GY1 2HJ. The registered office address of Apax US VII GP, Ltd., Apax US GP, L.P., and the Apax US Fund is P.O. Box 908GT, George Town, Grand Cayman, KY1–9002, Cayman Islands.

Apax Guernsey (Holdco) PCC Limited is a Guernsey protected cell company and is the sole beneficial owner of Apax Europe VI GP Co. Limited, Apax Europe VII GP Co. Limited and, as a result of a transfer of John F. Megrue’s 100% equity interests in Apax US VII GP, Ltd. to Apax Guernsey (Holdco) PCC Limited consummated on September 9, 2014, Apax US VII GP Ltd. Apax Guernsey (Holdco) PCC Limited maintains its principal office address at Third Floor Royal Bank Place, 1 Glategny Esplanade, St Peter Port, Guernsey GY1 2HJ.

To the extent not provided in this Item 2, the name, business address, present principal occupation or employment and citizenship of the directors, executive officers and control persons of the Reporting Persons is set forth onSchedule A. None of the Reporting Persons nor, to the best of their knowledge, any of the entities or persons listed onSchedule A (as applicable) has, during the past five years, (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining such person or entity from future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or a finding of any violation of federal or state securities laws.

Item 3. Source and Amount of Funds or Other Consideration.

Item 3 of the Schedule 13D is supplemented as follows:

In connection with the Conversion and Exchange, on November 4, 2014, Investor converted its 330,000 shares of Series B Preferred Stock into 21,730,290 shares of Common Stock in accordance with the terms of the Statement with Respect to Shares of 8% Series B Convertible Participating Preferred Stock of the Issuer and received an amount in cash equal to $80,000,000 from the Issuer.

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Item 4. Purpose of the Transaction.

Item 4 of the Schedule 13D is supplemented as follows:

The information in Items 2 and 3 with respect to the Conversion and Exchange is incorporated by reference herein.

The foregoing summary description of the Conversion and Exchange Agreement and the Conversion and Exchange contemplated thereby does not purport to be complete and is subject to and qualified in its entirety by reference to the Conversion and Exchange Agreement, the terms of which are set forth in Exhibit 14 hereto, and the terms of which are incorporated herein by reference.

Each of the Reporting Persons acquired the shares of Common Stock pursuant to the Conversion and Exchange Agreement for investment purposes. Consistent with such purposes, the Reporting Persons may engage in communications with, without limitation, management, directors and shareholders (including Reporting Persons) of the Issuer, and may make suggestions concerning the Issuer’s operations, prospects, business and financial strategies, strategic transactions, assets and liabilities, business and financing alternatives and such other matters as the Reporting Persons may deem relevant to their investment in the Common Stock they own.

Each of the Reporting Persons expects to continuously review such person’s investment in the Issuer and, depending on various factors, including but not limited to, the price of shares of Common Stock, the terms and conditions of the transaction, prevailing market conditions and such other considerations as such Reporting Person deems relevant, may at any time or from time to time, and subject to any required regulatory approvals, lend funds, invest in debt or similar investments issued by the Issuer, acquire additional shares of Common Stock, preferred stock of the Issuer or other securities convertible into or exercisable or exchangeable for Common Stock from time to time on the open market, in privately-negotiated transactions, directly from the Issuer, or upon the exercise or conversion of securities convertible into or exercisable or exchangeable for Common Stock. Each Reporting Person, upon invitation by the Issuer, may participate in any investment or strategic transaction involving the Issuer.

Each Reporting Person also may, at any time, subject to compliance with applicable securities laws and regulatory requirements, dispose of, sell or distribute some or all of its Common Stock and/or such other securities or investments it owns or may subsequently acquire such securities depending on various factors, including but not limited to, the price of shares of Common Stock, the terms and conditions of the transaction and prevailing market conditions, as well as liquidity and diversification objectives.

Based on the transactions and relationships described herein, the Reporting Persons may be deemed to constitute a “group” for purposes of Section 13(d)(3) of the Exchange Act. The filing of the Schedule 13D shall not be construed as an admission that the Reporting Persons are a group, or have agreed to act as a group, and the existence of any such group is expressly disclaimed.

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Item 5. Interest in Securities of the Issuer.

Clauses (a) and (b) of Item 5 of the Schedule 13D are amended and restated in their entirety as follows:

(a) and (b)

(i) Investor beneficially owns 23,384,095 shares of Common Stock, which represents 28.9% of the outstanding Common Stock (calculated based on the sum of (x) 58,910,232 shares of Common Stock outstanding as of October 16, 2014 (as disclosed in the Form 10-Q filed by the Issuer on October 22, 2014)plus (y) the 21,730,290 shares of Common Stock issued to the Investor in connection with the Conversion and Exchange on November 4, 2014 (the “Calculation Method”));

(ii) Apax Europe VII-A, L.P. may be deemed to beneficially own, and have shared voting and dispositive power with respect to, 5,559,556 shares of Common Stock, which represents 6.9% of the outstanding Common Stock (calculated based on the Calculation Method);

(iii) Apax Europe VII-B, L.P. may be deemed to beneficially own, and have shared voting and dispositive power with respect to, 10,200,697 shares of Common Stock, which represents 12.6% of the outstanding Common Stock (calculated based on the Calculation Method);

(iv) Apax Europe VII-1, L.P. may be deemed to beneficially own, and have shared voting and dispositive power with respect to, 260,962 shares of Common Stock, which represents 0.3% of the outstanding Common Stock (calculated based on the Calculation Method);

(v) Apax Europe VII GP L.P. Inc. is the general partner of the Apax VII Funds and, as a result, may be deemed to beneficially own, and have shared voting and dispositive power with respect to, 16,021,215 shares of Common Stock, which represents 19.8% of the outstanding Common Stock (calculated based on the Calculation Method);

(vi) Apax Europe VII GP Co. Limited is the general partner of Apax Europe VII GP L.P. Inc., and as a result, may be deemed to beneficially own, and have shared voting and dispositive power with respect to, 16,021,215 shares of Common Stock, which represents 19.8% of the outstanding Common Stock (calculated based on the Calculation Method);

(vii) Apax Europe VI-A, L.P. may be deemed to beneficially own, and have shared voting and dispositive power with respect to, 6,155,883 shares of Common Stock, which represents 7.6% of the outstanding Common Stock (calculated based on the Calculation Method);

(viii) Apax Europe VI-1, L.P. may be deemed to beneficially own, and have shared voting and dispositive power with respect to, 7,434 shares of Common Stock, which represents 0.0% of the outstanding Common Stock (calculated based on the Calculation Method);

(ix) Apax Europe VI GP L.P. Inc. is the general partner of the Apax VI Funds and, as a result, may be deemed to beneficially own, and have shared voting and dispositive power with respect to, 6,163,317 shares of Common Stock, which represents 7.6% of the outstanding Common Stock (calculated based on the Calculation Method);

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(x) Apax Europe VI GP Co. Limited is the general partner of Apax Europe VI GP L.P. Inc., and as a result, may be deemed to beneficially own, and have shared voting and dispositive power with respect to, 6,163,317 shares of Common Stock, which represents 7.6% of the outstanding Common Stock (calculated based on the Calculation Method);

(xi) Apax Guernsey (Holdco) PCC Limited is the sole equity holder of each of Apax Europe VI GP Co. Limited, Apax Europe VII GP Co. Limited and Apax US VII GP, Ltd., and as a result, may be deemed to beneficially own, and have shared voting and dispositive power with respect to, 23,384,095 shares of Common Stock, which represents 28.9% of the outstanding Common Stock (calculated based on the Calculation Method);

(xii) Apax US Fund may be deemed to beneficially own, and have shared voting and dispositive power with respect to, 1,199,563 shares of Common Stock, which represents 1.5% of the outstanding Common Stock (calculated based on the Calculation Method);

(xiii) Apax US VII GP, L.P. is the general partner of the Apax US Fund and, as a result, may be deemed to beneficially own, and have shared voting and dispositive power with respect to, 1,199,563 shares of Common Stock, which represents 1.5% of the outstanding Common Stock (calculated based on the Calculation Method); and

(xiv) Apax US VII GP, Ltd. is the general partner of Apax US VII GP, L.P., and as a result, may be deemed to beneficially own, and have shared voting and dispositive power with respect to, 1,199,563 shares of Common Stock, which represents 1.5% of the outstanding Common Stock (calculated based on the Calculation Method).

Prior to the vote of the shareholders of the Issuer with respect to the NASDAQ Shareholder Approval (as defined below), the Series B Preferred Stock may not be converted and the holders thereof may not vote on an as-converted basis with the holders of Common Stock. Further, prior to the receipt of the approval of the holders of Common Stock required for the removal of the Conversion Cap (as defined below) in compliance with NASDAQ Market Place Rule 5635(a), (b), (c) and (d) and NASDAQ Market Place Rule 5640, as applicable, or any similar shareholder approval rule (the “NASDAQ Shareholder Approval”), the shares of Series B Preferred Stock described herein shall not be convertible into, and the holders thereof shall not be entitled to exercise voting power with respect to, more than 19.99% of the number of shares of Common Stock outstanding immediately prior to January 10, 2011 (such limitation, the “Conversion Cap”). Dividends on each share of Series B Preferred Stock compound quarterly on each of March 15, June 15, September 15 and December 15 of each year and are added to the accrued value of such share used to calculate the number of shares of Common Stock into which such share may be converted and, therefore, subject to the prior to two sentences of this paragraph, the number of shares of Common Stock into which each share of Series B Preferred Stock may be converted is expected to increase over time.

On May 5, 2011 at the Annual Meeting of the Shareholders of the Issuer, the NASDAQ Shareholder Approval and all other necessary approvals required to remove the restrictions of the Conversion Cap were obtained.

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Neither the filing of the Schedule 13D (or any amendment or supplement thereto) nor any of its contents shall be deemed to constitute an admission by any Reporting Person other than Investor (solely with respect to the shares of Common Stock purchased from Sunil Wadhwani and Ashok Trivedi on May 8, 2012, the shares of Common Stock purchased from Phaneesh Murthy on March 6, 2013, the shares of Common Stock acquired by Investor on NASDAQ on February 11, 2013, February 12, 2013 and February 13, 2013, respectively, and the Common Stock received pursuant to the Conversion and Exchange) that it is the beneficial owner of any of the Series B Preferred Stock or Common Stock referred to herein for purposes of the Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed.

Other than Investor, the Reporting Persons are not entitled to any rights as shareholders of the Issuer.

Except as set forth in this Item 5(a), none of the Reporting Persons and, to the knowledge of the Reporting Persons, no person named inSchedule A hereto beneficially owns any Series B Preferred Stock or any Common Stock.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

The information set forth or incorporated by reference in Item 1, Item 2, Item 3, Item 4 and Item 5 of this Schedule 13D is hereby incorporated by reference in this Item 6.

Item 7. Materials to be Filed as Exhibits.

Item 7 of the Schedule 13D is amended and restated in its entirety as follows:

Exhibit 1	Joint Filing Undertaking, dated as of February 11, 2011, by and among the Reporting Persons, which amends and restates Exhibit 1 to the Original 13D in its entirety (incorporated by reference to Exhibit 1 of Amendment No. 1 filed by the Reporting Persons on May 19, 2011).
Exhibit 2	Amendment No. 1 to Joint Filing Undertaking, dated as of May 19, 2011, by and among the Reporting Persons (incorporated by reference to Exhibit 2 of Amendment No. 1 filed by the Reporting Persons on May 19, 2011).
Exhibit 3	Amendment No. 2 to Joint Filing Undertaking, dated as of December 19, 2011, by and among the Reporting Persons (incorporated by reference to Exhibit 3 of Amendment No. 2 filed by the Reporting Persons on December 19, 2011).
Exhibit 4	Amendment No. 3 to Joint Filing Undertaking, dated as of May 14, 2012, by and among the Reporting Persons (incorporated by reference to Exhibit 4 of Amendment No. 3 filed by the Reporting Persons on May 15, 2012).

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Exhibit 5	Securities Purchase Agreement, dated as of January 10, 2011, by and among the Issuer and Investor (incorporated by reference to Exhibit 10.1 of the Form 8-K filed by the Issuer on January 12, 2011).
Exhibit 6	Equity Commitment Letter, dated as of January 10, 2011, by and among the Issuer, Investor and the Apax Funds (incorporated by reference to Exhibit 10.2 of the Form 8-K filed by the Issuer on January 12, 2011).
Exhibit 7	Statement with Respect to Shares of 8% Series B Convertible Participating Preferred Stock of the Issuer, dated as of January 31, 2011, filed by the Issuer with the Pennsylvania Corporation Bureau (incorporated by reference to Exhibit 10.3 of the Form 8-K filed by the Issuer on February 4, 2011).
Exhibit 8	Investment Rights Agreement, dated as of February 1, 2011, by and between the Issuer and Investor (incorporated by reference to Exhibit 10.1 of the Form 8-K filed by the Issuer on February 4, 2011).
Exhibit 9	Amended and Restated Voting and Standstill Agreement, dated as of February 1, 2011, by and among the Issuer, Investor and the Shareholders (incorporated by reference to Exhibit 10.2 of the Form 8-K filed by the Issuer on February 4, 2011).
Exhibit 10	Common Stock Purchase Agreement, dated as of May 1, 2012, by and among Investor and the Sellers (incorporated by reference to Exhibit 10 of Amendment No. 3 filed by the Reporting Persons on May 15, 2012).
Exhibit 11	Lock-up Agreement, dated as of April 30, 2012, by and between Investor and Jefferies (incorporated by reference to Exhibit 11 of Amendment No. 3 filed by the Reporting Persons on May 15, 2012).
Exhibit 12	Letter Agreement, dated as of May 14, 2012, by and between Investor and the Issuer (incorporated by reference to Exhibit 12 of Amendment No. 3 filed by the Reporting Persons on May 15, 2012).
Exhibit 13	Common Stock Purchase Agreement, dated as of March 6, 2013, by and between Investor and Mr. Murthy (incorporated by reference to Exhibit 10 of Amendment No. 3 filed by the Reporting Persons on April 3, 2013).
Exhibit 14	Conversion and Exchange Agreement, dated as of November 4, 2014, by and between Investor and the Issuer (incorporated by reference to Exhibit 10.1 of the Form 8-K filed by the Issuer on November 4, 2014).

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SIGNATURES

After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned certify that the information set forth in this Statement is true, complete and correct.

Date: November 14, 2014

VISCARIA LIMITED
By:	/s/ Vivesh Pillay
	Name:	Vivesh Pillay
	Title:	Director
APAX EUROPE VI-A, L.P.
By:	Apax Europe VI GP L.P. Inc.
Its:	General Partner
By:	Apax Europe VI GP Co. Limited
Its:	General Partner
By:	/s/ Andrew W. Guille
	Name:	Andrew W. Guille
	Title:	Director
By:	/s/ Trina Le Noury
	Name:	Trina Le Noury
	Title:	Secretary
APAX EUROPE VI-1, L.P.
By:	Apax Europe VI GP L.P. Inc.
Its:	General Partner
By:	Apax Europe VI GP Co. Limited
Its:	General Partner
By:	/s/ Andrew W. Guille
	Name:	Andrew W. Guille
	Title:	Director
By:	/s/ Trina Le Noury
	Name:	Trina Le Noury
	Title:	Secretary

SIGNATURE PAGE TO FORM 13D FILING

APAX EUROPE VII-A, L.P.
By:	Apax Europe VII GP L.P. Inc.
Its:	General Partner
By:	Apax Europe VII GP Co. Limited
Its:	General Partner
By:	/s/ Andrew W. Guille
	Name:	Andrew W. Guille
	Title:	Director
By:	/s/ Trina Le Noury
	Name:	Trina Le Noury
	Title:	Secretary
APAX EUROPE VII-B, L.P.
By:	Apax Europe VII GP L.P. Inc.
Its:	General Partner
By:	Apax Europe VII GP Co. Limited
Its:	General Partner
By:	/s/ Andrew W. Guille
	Name:	Andrew W. Guille
	Title:	Director
By:	/s/ Trina Le Noury
	Name:	Trina Le Noury
	Title:	Secretary
APAX EUROPE VII-1, L.P.
By:	Apax Europe VII GP L.P. Inc.
Its:	General Partner
By:	Apax Europe VII GP Co. Limited
Its:	General Partner
By:	/s/ Andrew W. Guille
	Name:	Andrew W. Guille
	Title:	Director
By:	/s/ Trina Le Noury
	Name:	Trina Le Noury
	Title:	Secretary

SIGNATURE PAGE TO FORM 13D FILING

APAX US VII, L.P.
By:	Apax US VII GP L.P.
Its:	General Partner
By:	Apax US VII GP, Ltd.
Its:	General Partner
By:	/s/ Mitchell L. Truwit
	Name:	Mitchell L. Truwit
	Title:	CEO
APAX EUROPE VI GP L.P. INC.
By:	Apax Europe VI GP Co. Limited
Its:	General Partner
By:	/s/ Andrew W. Guille
	Name:	Andrew W. Guille
	Title:	Director
APAX EUROPE VI GP CO. LIMITED
By:	Apax Europe VI GP Co. Limited
Its:	General Partner
By:	/s/ Andrew W. Guille
	Name:	Andrew W. Guille
	Title:	Director
APAX EUROPE VII GP L.P. INC.
By:	/s/ Andrew W. Guille
	Name:	Andrew W. Guille
	Title:	Director
APAX EUROPE VII GP CO. LIMITED
By:	/s/ Andrew W. Guille
	Name:	Andrew W. Guille
	Title:	Director
APAX GUERNSEY (HOLDCO) PCC LIMITED
By:	/s/ Andrew W. Guille
	Name:	Andrew W. Guille
	Title:	Director

SIGNATURE PAGE TO FORM 13D FILING

APAX US VII GP, L.P.
By:	Apax US VII GP, Ltd.
Its:	General Partner
By:	/s/ Mitchell L. Truwit
	Name:	Mitchell L. Truwit
	Title:	CEO
APAX US VII GP, LTD.
By:	/s/ Mitchell L. Truwit
	Name:	Mitchell L. Truwit
	Title:	CEO

SIGNATURE PAGE TO FORM 13D FILING

SCHEDULE A

Set forth below is the name, citizenship, business address and the present principal occupation or employment (and the name and, to the extent not provided in the Schedule 13D to which this Schedule A is attached, the principal business and address of any organization in which such employment is conducted) of each director and executive officer of the Reporting Persons who are corporations.

Name / Citizenship	Business Address	Entity / Present Principal Occupation or Employment
Devora Har-Tuv (United States and Israel citizen)	Lemesou, 77 Elia House P.C. 2121, Nicosia, Cyprus	Viscaria Limited - Director
Vivesh Ramsamy Pillay (British citizen)	Lemesou, 77 Elia House P.C. 2121, Nicosia, Cyprus	Viscaria Limited - Director
Sokratis Kominakis (Greek citizen)	Lemesou, 77 Elia House P.C. 2121, Nicosia, Cyprus	Viscaria Limited - Director
Andreas Athinodorou (Cyprus citizen)	Lemesou, 77 Elia House P.C. 2121, Nicosia, Cyprus	Viscaria Limited - Director
Alexis Xenophontos (British citizen)	Lemesou, 77 Elia House P.C. 2121, Nicosia, Cyprus	Viscaria Limited - Director
Denise Fallaize (British citizen)	Third Floor, Royal Bank Place 1 Glategny Esplanade St Peter Port, Guernsey GY1 2HJ	Apax Guernsey (Holdco) PCC Limited - Director Apax Europe VI GP Co. Limited - Director Apax Europe VII GP Co. Limited - Director
Martin Halusa (Austrian citizen)	33 Jermyn Street London, SW1Y 6DN United Kingdom	Apax Europe VI GP Co. Limited - Director Apax Europe VII GP Co. Limited - Director
Andrew Guille (British citizen)	Third Floor, Royal Bank Place 1 Glategny Esplanade St Peter Port, Guernsey GY1 2HJ	Apax Europe VI GP Co. Limited - Director Apax Europe VII GP Co. Limited - Director Apax Guernsey (Holdco) PCC Limited - Director
David Staples (British citizen)	Third Floor, Royal Bank Place 1 Glategny Esplanade St Peter Port, Guernsey GY1 2HJ	Apax Europe VI GP Co. Limited - Director Apax Europe VII GP Co. Limited - Director
Nicholas Kershaw (British citizen)	Third Floor, Royal Bank Place 1 Glategny Esplanade St Peter Port, Guernsey GY1 2HJ	Apax Europe VI GP Co. Limited - Director Apax Europe VII GP Co. Limited - Director
Simon Cresswell (Australian citizen)	33 Jermyn Street London, SW1Y 6DN United Kingdom	Apax Europe VI GP Co. Limited - Director Apax Europe VII GP Co. Limited - Director

Name / Citizenship	Business Address	Entity / Present Principal Occupation or Employment
Mitchell L. Truwit (United States citizen)	601 Lexington Avenue 53rd Floor New York, New York 10022	Apax US VII GP, Ltd. - CEO Apax Partners, L.P. - CEO
John F. Megrue (United States citizen)	601 Lexington Avenue 53rd Floor New York, New York 10022	Apax US VII GP, Ltd. - Vice President Apax Partners, L.P. - Vice President
William J. Gumina (United States citizen)	601 Lexington Avenue 53rd Floor New York, New York 10022	Apax US VII GP, Ltd. - Vice President Apax Partners, L.P. - Vice President
Jason Wright (United States citizen)	601 Lexington Avenue 53rd Floor New York, New York 10022	Apax US VII GP, Ltd. - Vice President Apax Partners, L.P. - Vice President
Alex Pellegrini (United States citizen)	601 Lexington Avenue 53rd Floor New York, New York 10022	Apax US VII GP, Ltd. - Vice President Apax Partners, L.P. - Vice President