-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BoB5Se8UYYNuHRvwAmuTn2/rbdV5ewliOgAUMjeDPM9H4TjBGXvcYyXD1GT4I5Kx FlzKg5qn2cFz5hTjwcpEyw== 0001015402-03-004820.txt : 20031128 0001015402-03-004820.hdr.sgml : 20031127 20031128092914 ACCESSION NUMBER: 0001015402-03-004820 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20031128 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LUMENIS LTD CENTRAL INDEX KEY: 0001004945 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MEDICAL, DENTAL & HOSPITAL EQUIPMENT & SUPPLIES [5047] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-49946 FILM NUMBER: 031027986 BUSINESS ADDRESS: STREET 1: PO BOX 240 CITY: YOKNEAM ISRAEL 20692 STATE: L5 ZIP: 00000 BUSINESS PHONE: 9729599000 MAIL ADDRESS: STREET 1: 100 CRESENT ROAD CITY: NEEDHAM STATE: MA ZIP: 02194 FORMER COMPANY: FORMER CONFORMED NAME: ESC MEDICAL SYSTEMS LTD DATE OF NAME CHANGE: 19951214 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BANK HAPOALIM BM CENTRAL INDEX KEY: 0000902528 IRS NUMBER: 132775750 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 50 ROTHCHILD BOULEVARD CITY: TEL AVIV STATE: L3 BUSINESS PHONE: 9723567494 MAIL ADDRESS: STREET 1: BANK HAPOALIM B M STREET 2: 50 ROTHCHILD BOULEVARD CITY: TEL AVIV STATE: L3 ZIP: 00000 SC 13G 1 bankhapoal13g.htm BANK HAPOALIM SC 13G 11-19-2003 Schedule 13G

SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

SCHEDULE 13G
(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) and (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. ____________)*


Lumenis LTD.
(Name of Issuer)

Ordinary Shares, NIS 0.10 par value per shares
(Title of Class of Securities)

M6778Q105
(CUSIP Number)

November 19, 2003
(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 
[ ]  Rule 13d-1(b)
[ X ]  Rule 13d-1(c)
[ ]  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 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 ("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).

 



SCHEDULE 13G
CUSIP No. M6778Q105
  1. Names of Reporting Persons.
Bank Hapoalim B. M.
I.R.S. Identification Nos. of above persons (entities only).
  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
9,235,300
6. Shared Voting Power
N/A
7. Sole Dispositive Power
9,235,300
8. Shared Dispositive Power
N/A
  9. Aggregate Amount Beneficially Owned by Each Reporting Person
9,235,300
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [  ]
  11. Percent of Class Represented by Amount in Row (9)
19.9%
  12. Type of Reporting Person
OO


         

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Item 1.

 

(a)

Name of Issuer

Lumenis Ltd.

 

(b)

Address of Issuer's Principal Executive Offices

P.O. Box 240
Yokneam, Israel 20692


Item 2.

 

(a)

Name of Person Filing

Bank Hapoalim B.M.

 

(b)

Address of Principal Business Office or, if none, Residence

63 Yehuda Halevy Street
Tel Aviv, Israel

 

(c)

Citizenship

A commercial bank organized under the laws of Israel.

 

(d)

Title of Class of Securities

Ordinary Shares, NIS 0.10 par value per share.

 

(e)

CUSIP Number

M6778Q105


Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

[  ]

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

[  ]

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

[  ]

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

[  ]

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(e)

[  ]

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

[  ]

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

[  ]

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

 

(h)

[  ]

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

[  ]

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

[  ]

Group, in accordance with §240.13d-1(b)(1)(ii)(J).


Item 4.

Ownership.

         The ownership percentage set forth below is based on 36,942,439 ordinary shares, NIS 0.10 par value per share, outstanding, as reported in the issuer's Quarterly Report on Form 10-Q dated November 19, 2003. The shares reported as beneficially owned by the reporting person are issuable upon exercise of immediately exercisable stock options. The number of shares issuable upon exercise of such options is subject to adjustment in the event of stock splits, stock dividends and certain other corporate actions.

 

(a)

Amount beneficially owned:

         9,235,300

 

(b)

Percent of class:

         19.9%

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote

         9,235,300

 

 

(ii)

Shared power to vote or to direct the vote

         N/A

 

 

(iii)

Sole power to dispose or to direct the disposition of

         9,235,300

 

 

(iv)

Shared power to dispose or to direct the disposition of

         N/A

 


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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 five percent of the class of securities, check the following [  ].


Instruction: Dissolution of a group requires a response to this item.

         Not Applicable.


Item 6.

Ownership of More than Five Percent on Behalf of Another Person

                  Not Applicable.


Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

                  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

          By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 


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SIGNATURE

        After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 
Date:  November 26, 2003
  Bank Hapoalim B.M.

    /s/ Ofer Levi
   
  By: Ofer Levi
  Title: Manager Controller Division
     
    /s/ Ori Shalev
   
  By: Ori Shalev
  Title: Department Manager
 


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