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Proc-Type: 2001,MIC-CLEAR
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FUNDTECH LTD.
(Name of Issuer)
ORDINARY SHARES, PAR VALUE NIS 0.01 PER SHARE
(Title of Class of Securities)
M47095100
(CUSIP Number)
Nitsa Einan, Adv. |
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
March 19, 2002
(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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ¨
Note:
Schedules filed in paper format shall include a signed original and five copies of the Schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent.* 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 in 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).
Page 1 of 9 pages
SCHEDULE 13D
CUSIP No. M47095100 |
Page 2 of 9 pages |
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NAME OF REPORTING PERSONS Clal Industries and Investments Ltd. (no U.S. I.D. number) |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * |
(a) x
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SEC USE ONLY |
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SOURCE OF FUNDS* |
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2 (D) OR 2 (E) |
¨ |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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7 |
SOLE VOTING POWER |
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8 |
SHARED VOTING POWER |
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9 |
SOLE DISPOSITIVE POWER |
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10 |
SHARED DISPOSITIVE POWER |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |
¨ |
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|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
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|
TYPE OF REPORTING PERSON* |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP No. M47095100 |
Page 3 of 9 pages |
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NAME OF REPORTING PERSONS IDB Development Corporation Ltd. (no U.S. I.D. number) |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * |
(a) x
|
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SEC USE ONLY |
||||||
|
SOURCE OF FUNDS* |
||||||
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2 (D) OR 2 (E) |
|
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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|
7 |
SOLE VOTING POWER |
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8 |
SHARED VOTING POWER |
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9 |
SOLE DISPOSITIVE POWER |
||||||
10 |
SHARED DISPOSITIVE POWER |
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|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
||||||
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |
¨ |
|||||
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
||||||
|
TYPE OF REPORTING PERSON* |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP No. M47095100 |
Page 4 of 9 pages |
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NAME OF REPORTING PERSONS IDB Holding Corporation Ltd. (no U.S. I.D. number) |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * |
(a) x
|
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|
SEC USE ONLY |
||||||
|
SOURCE OF FUNDS* |
||||||
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2 (D) OR 2 (E) |
|
|||||
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
||||||
|
7 |
SOLE VOTING POWER |
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8 |
SHARED VOTING POWER |
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9 |
SOLE DISPOSITIVE POWER |
||||||
10 |
SHARED DISPOSITIVE POWER |
||||||
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
||||||
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |
¨ |
|||||
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
||||||
|
TYPE OF REPORTING PERSON* |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP No. M47095100 |
Page 5 of 9 pages |
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NAME OF REPORTING PERSONS Leon Recanati |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * |
(a) x
|
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|
SEC USE ONLY |
||||||
|
SOURCE OF FUNDS* |
||||||
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2 (D) OR 2 (E) |
|
|||||
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
||||||
|
7 |
SOLE VOTING POWER |
|||||
8 |
SHARED VOTING POWER |
||||||
9 |
SOLE DISPOSITIVE POWER |
||||||
10 |
SHARED DISPOSITIVE POWER |
||||||
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
||||||
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |
¨ |
|||||
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
||||||
|
TYPE OF REPORTING PERSON* |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP No. M47095100 |
Page 6 of 9 pages |
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NAME OF REPORTING PERSONS Oudi Recanati |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * |
(a) x
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SEC USE ONLY |
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|
SOURCE OF FUNDS* |
||||||
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2 (D) OR 2 (E) |
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CITIZENSHIP OR PLACE OF ORGANIZATION Israel |
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7 |
SOLE VOTING POWER |
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8 |
SHARED VOTING POWER |
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9 |
SOLE DISPOSITIVE POWER |
||||||
10 |
SHARED DISPOSITIVE POWER |
||||||
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
||||||
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |
¨ |
|||||
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
||||||
|
TYPE OF REPORTING PERSON* |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP No. M47095100 |
Page 7 of 9 pages |
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NAME OF REPORTING PERSONS Elaine Recanati |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * |
(a) x
|
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|
SEC USE ONLY |
||||||
|
SOURCE OF FUNDS* |
||||||
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2 (D) OR 2 (E) |
|
|||||
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
||||||
|
7 |
SOLE VOTING POWER |
|||||
8 |
SHARED VOTING POWER |
||||||
9 |
SOLE DISPOSITIVE POWER |
||||||
10 |
SHARED DISPOSITIVE POWER |
||||||
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
||||||
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |
¨ |
|||||
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
||||||
|
TYPE OF REPORTING PERSON* |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP No. M47095100 |
Page 8 of 9 pages |
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NAME OF REPORTING PERSONS Judith Yovel Recanati |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * |
(a) x
|
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|
SEC USE ONLY |
||||||
|
SOURCE OF FUNDS* |
||||||
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2 (D) OR 2 (E) |
|
|||||
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
||||||
|
7 |
SOLE VOTING POWER |
|||||
8 |
SHARED VOTING POWER |
||||||
9 |
SOLE DISPOSITIVE POWER |
||||||
10 |
SHARED DISPOSITIVE POWER |
||||||
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
||||||
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |
¨ |
|||||
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
||||||
|
TYPE OF REPORTING PERSON* |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
This Amendment No. 8 amends Items 5 of this Statement on Schedule 13D, as previously filed with the Securities and Exchange Commission. Unless otherwise defined in this Amendment No. 8 to Schedule 13D, capitalized terms have the meanings given to them in Schedule 13D previously filed.
Item 5. Interest in Securities of the Issuer
The Issuer has advised the Reporting Persons that there were 14,278,096 Ordinary Shares outstanding on December 31, 2001. The percentages of Ordinary Shares outstanding set forth in this Statement are based on this number.
In Amendment No. 7, the Reporting Persons stated that the 4,486,997 Ordinary Shares of the Issuer directly owned by Clal Industries constituted approximately 33.43% of the Ordinary Shares of the Issuer. The percentage was incorrect and is hereby changed to 31.43%..
As of February 28, 2002, IDB Holding, IDB Development and the Reporting Persons who are natural persons may be deemed to share the power to vote and dispose of the 4,486,997 Ordinary Shares held by Clal Industries, constituting approximately 31.43% of the Ordinary Shares. In addition, Mr. Leon Recanati had the sole power to vote and dispose of 3,200 Ordinary Shares of the Issuer, constituting approximately 0.02% of the Ordinary Shares of the Issuer.
Signature
After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.
Dated: as of March 27, 2002
CLAL INDUSTRIES AND INVESTMENTS LTD.
IDB DEVELOPMENT CORPORATION LTD.
IDB HOLDING CORPORATION LTD.
LEON RECANATI
OUDI RECANATI
ELAINE RECANATI
JUDITH YOVEL RECANATI
By: IDB HOLDING CORPORATION LTD.
By: S/JAMES I. EDELSON
James I. Edelson, U.S. Resident Secretary of IDB Holding Corporation Ltd. for itself and on behalf of Clal Industries and Investments Ltd., IDB Development Corporation Ltd., Leon Recanati, Oudi Recanati, Elaine Recanati and Judith Yovel Recanati pursuant to the agreements annexed to Amendment No. 6 to Schedule 13D as exhibits 4-9, as filed.
Page 9 of 9 pages
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