-----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, LdZiYEseow8Z1oNyqLyVLIxDtBqkFlG8yR+wQul7NG+7JNaf2lkfBToWlM1bcFdT rHWuVOBPltV/eEWuC8EI7Q== 0001104659-03-013349.txt : 20030627 0001104659-03-013349.hdr.sgml : 20030627 20030627141142 ACCESSION NUMBER: 0001104659-03-013349 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 10 FILED AS OF DATE: 20030627 GROUP MEMBERS: AVRAHAM LIVNAT GROUP MEMBERS: CLAL INDUSTRIES AND INVESTMENTS LTD. GROUP MEMBERS: IDB DEVELOPMENT CORPORATION GROUP MEMBERS: NOCHI DANKNER GROUP MEMBERS: RUTH MANOR GROUP MEMBERS: SHELLY DANKNER-BERGMAN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FUNDTECH LTD CENTRAL INDEX KEY: 0001054836 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-50534 FILM NUMBER: 03760625 BUSINESS ADDRESS: STREET 1: C/O FUNDTECH CORP STREET 2: 30 MONTGOMERY ST STE 501 CITY: JERSEY CITY STATE: NJ ZIP: 07302 BUSINESS PHONE: 2019461100 MAIL ADDRESS: STREET 1: C/O FUNDTECH CORP STREET 2: 30 MONTGOMERY ST STE 501 CITY: JERSEY CITY STATE: NJ ZIP: 07302 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: IDB HOLDING CORP LTD CENTRAL INDEX KEY: 0000919593 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 3 AZRIELI CENTER STREET 2: THE TRIANGULAR TOWER, 44TH FLOOR CITY: TEL AVIV ISRAEL BUSINESS PHONE: 2122511153 MAIL ADDRESS: STREET 1: 511 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 SC 13D/A 1 j2504_sc13da.htm SC 13D/A

SEC 1746
(11-02)


Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE
COMMISSION

OMB Number:
3235-0145

 

Washington, D.C. 20549

Expires: December 31, 2005

 

SCHEDULE 13D

Estimated average burden hours per response. . 11

Rule 13d-101
Information to be Included in Statements Filed pursuant to Rule 13d-1(a)
 and Amendments Thereto Filed Pursuant to Rule 13d-2(a)

Under the Securities Exchange Act of 1934

(Amendment No. 13)*

FUNDTECH LTD.

(Name of Issuer)

 

ORDINARY SHARES, PAR VALUE NIS 0.01 PER SHARE

(Title of Class of Securities)

 

M47095100

(CUSIP Number)

 

Doron Feinberg, Adv.
Clal Industries and Investments Ltd.
3 Azrieli Center, Triangle Tower
Tel Aviv, 67023
Tel: 972-3-6075795
Israel

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

 

May 19, 2003

(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).

 



 

CUSIP No.   M47095100

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
Clal Industries and Investments Ltd. (no U.S. I.D. number)

 

 

2.

Check the Appropriate Box if a Member of a Group * (See Instructions)

 

 

(a)

 [ X ]

 

 

(b)

 [    ]

 

 

3.

SEC Use Only

 

 

4.

Source of Funds* (See Instructions)
WC

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)    [    ]

 

 

6.

Citizenship or Place of Organization
Israel

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power

 

8.

Shared Voting Power
5,161,197 shares

 

9.

Sole Dispositive Power

 

10.

Shared Dispositive Power
5,161,197 shares

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
                          5,161,197 shares

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares* (See Instructions)  [    ]

 

 

13.

Percent of Class Represented by Amount in Row (11)
                       35.93%

 

 

14.

Type of Reporting Person* (See Instructions)
                         CO

 

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS  1-7

(INCLUDING EXHIBITS)  OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

 

 

2



 

CUSIP No.   M47095100

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
IDB Development Corporation Ltd. (no U.S. I.D. number)

 

 

2.

Check the Appropriate Box if a Member of a Group* (See Instructions)

 

 

(a)

 [ X ]

 

 

(b)

 [    ]

 

 

3.

SEC Use Only

 

 

4.

Source of Funds* (See Instructions)
Not Applicable

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)    [    ]

 

 

6.

Citizenship or Place of Organization
Israel

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power

 

8.

Shared Voting Power
5,161,197 shares

 

9.

Sole Dispositive Power

 

10.

Shared Dispositive Power
5,161,197 shares

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
                          5,161,197 shares

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares* (See Instructions)  [    ]

 

 

13.

Percent of Class Represented by Amount in Row (11)
                       35.93%

 

 

14.

Type of Reporting Person* (See Instructions)
                         CO

 

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS  1-7

(INCLUDING EXHIBITS)  OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

 

 

3



 

CUSIP No.   M47095100

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
IDB Holding Corporation Ltd. (no U.S. I.D. number)

 

 

2.

Check the Appropriate Box if a Member of a Group* (See Instructions)

 

 

(a)

 [ X ]

 

 

(b)

 [    ]

 

 

3.

SEC Use Only

 

 

4.

Source of Funds* (See Instructions)
Not Applicable

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)    [    ]

 

 

6.

Citizenship or Place of Organization
Israel

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power

 

8.

Shared Voting Power
5,161,197 shares

 

9.

Sole Dispositive Power

 

10.

Shared Dispositive Power
5,161,197 shares

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
                          5,161,197 shares

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares* (See Instructions)  [    ]

 

 

13.

Percent of Class Represented by Amount in Row (11)
                       35.93%

 

 

14.

Type of Reporting Person* (See Instructions)
                         CO

 

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS  1-7

(INCLUDING EXHIBITS)  OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

 

 

4



 

CUSIP No.   M47095100

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
Nochi Dankner

 

 

2.

Check the Appropriate Box if a Member of a Group* (See Instructions)

 

 

(a)

 [ X ]

 

 

(b)

 [    ]

 

 

3.

SEC Use Only

 

 

4.

Source of Funds* (See Instructions)
Not Applicable

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)    [    ]

 

 

6.

Citizenship or Place of Organization
Israel

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
3,200

 

8.

Shared Voting Power
5,161,197 shares

 

9.

Sole Dispositive Power
3,200

 

10.

Shared Dispositive Power
5,161,197 shares

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
                          5,164,397 shares

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares* (See Instructions)  [    ]

 

 

13.

Percent of Class Represented by Amount in Row (11)
                       35.93%

 

 

14.

Type of Reporting Person* (See Instructions)
                         IN

 

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS  1-7

(INCLUDING EXHIBITS)  OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

 

 

5



 

CUSIP No.   M47095100

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
Shelly Dankner-Bergman

 

 

2.

Check the Appropriate Box if a Member of a Group* (See Instructions)

 

 

(a)

 [ X ]

 

 

(b)

 [    ]

 

 

3.

SEC Use Only

 

 

4.

Source of Funds* (See Instructions)
Not Applicable

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)    [    ]

 

 

6.

Citizenship or Place of Organization
Israel

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power

 

8.

Shared Voting Power
5,161,197 shares

 

9.

Sole Dispositive Power

 

10.

Shared Dispositive Power
5,161,197 shares

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
                          5,161,197 shares

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares* (See Instructions)  [    ]

 

 

13.

Percent of Class Represented by Amount in Row (11)
                       35.93%

 

 

14.

Type of Reporting Person* (See Instructions)
                         IN

 

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS  1-7

(INCLUDING EXHIBITS)  OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

 

 

6



 

CUSIP No.   M47095100

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
Avraham Livnat

 

 

2.

Check the Appropriate Box if a Member of a Group* (See Instructions)

 

 

(a)

 [ X ]

 

 

(b)

 [    ]

 

 

3.

SEC Use Only

 

 

4.

Source of Funds* (See Instructions)
Not Applicable

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)    [    ]

 

 

6.

Citizenship or Place of Organization
United States

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power

 

8.

Shared Voting Power
5,161,197 shares

 

9.

Sole Dispositive Power

 

10.

Shared Dispositive Power
5,161,197 shares

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
                          5,161,197 shares

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares* (See Instructions)  [    ]

 

 

13.

Percent of Class Represented by Amount in Row (11)
                       36.02%

 

 

14.

Type of Reporting Person* (See Instructions)
                         IN

 

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS  1-7

(INCLUDING EXHIBITS)  OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

 

 

7



 

CUSIP No.   M47095100

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
Ruth Manor

 

 

2.

Check the Appropriate Box if a Member of a Group* (See Instructions)

 

 

(a)

 [ X ]

 

 

(b)

 [    ]

 

 

3.

SEC Use Only

 

 

4.

Source of Funds* (See Instructions)
Not Applicable

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)    [    ]

 

 

6.

Citizenship or Place of Organization
Israel

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power

 

8.

Shared Voting Power
5,161,197 shares

 

9.

Sole Dispositive Power

 

10.

Shared Dispositive Power
5,161,197 shares

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
                          5,161,197 shares

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares* (See Instructions)  [    ]

 

 

13.

Percent of Class Represented by Amount in Row (11)
                       36.02%

 

 

14.

Type of Reporting Person* (See Instructions)
                         IN

 

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS  1-7

(INCLUDING EXHIBITS)  OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

 

 

8



 

This Amendment No. 13 restates and amends the Statement on Schedule 13D, as amended, previously filed with the Securities and Exchange Commission by certain of the Reporting Persons with  respect to the ordinary shares, par value New Israeli Shekel 0.01 per share, of Fundtech Ltd.

 

Item 1.

Security and Issuer

 

Item 2.

Identity and Background

 

(a), (b) and (c):      The Reporting Persons.

 

 

On May 19, 2003, companies controlled by Oudi Recanati, Leon Recanati, Judith Yovel Recanati and Elaine Recanati, who were Reporting Persons until that date, completed a sale of all the shares (constituting approximately 51.7% of the outstanding share capital) of IDB Holding Corporation Ltd. owned by such companies to a group comprising a private company controlled by Nochi Dankner and Shelly Dankner-Bergman, a private company controlled by Ruth Manor and a private company controlled by Avraham Livnat. As a result, Oudi Recanati, Leon Recanati, Judith Yovel Recanati and Elaine Recanati ceased to be Reporting Persons, and from such date the following are the names of the Reporting Persons, the place of organization, principal business, and address of principal business of each Reporting Person that is a corporation, and the residence or business address and present principal occupation of each Reporting Person who is a natural person:  

 

(1)           Clal Industries and Investments Ltd. an Israeli public corporation ("Clal Industries"), with its principal office at the Triangular Tower, 45rd floor, 3 Azrieli Center, Tel Aviv 67023, Israel. Clal Industries is a holding company whose principal holdings are in the industrial and technology sectors. The outstanding shares of Clal Industries are listed for trading on the Tel Aviv Stock Exchange. As of May 19, 2003, Clal Industries owns directly Ordinary Shares of the Issuer and may be deemed to share the power to vote and dispose of the Ordinary Shares owned directly by it.

 

(2)           IDB Development Corporation Ltd.,  an Israeli public corporation ("IDB Development"), with its principal office at the Triangular Tower, 44th floor, 3 Azrieli Center, Tel Aviv 67023, Israel. IDB Development, through its subsidiaries, organizes, acquires interests in, finances and participates in the management of companies. The outstanding shares of IDB Development are listed for trading on the Tel Aviv Stock Exchange. As of May 19, 2003 IDB Development owned approximately 63.64% of the outstanding shares of Clal Industries. By reason of IDB Development’s control of Clal Industries, IDB Development may be deemed beneficial owner of, and to share the power to vote and dispose of the Ordinary Shares owned directly by Clal Industries.

 

(3)           IDB Holding Corporation Ltd., an Israeli public corporation ("IDB Holding"), with its principal office at the Triangular Tower, 44th floor, 3 Azrieli Center, Tel Aviv 67023, Israel. IDB Holding is a holding company that, through IDB Development, organizes, acquires interests in, finances and participates in the management of companies. The outstanding shares of IDB Holding are listed for trading on the Tel Aviv Stock Exchange. As of May 19, 2003, IDB Holding owned approximately 58% of the outstanding shares of IDB Development. By reason of IDB Holding’s control (through IDB Development) of Clal Industries, IDB Holding may

 

 

9



 

be deemed beneficial owner of, and to share the power to vote and dispose of the Ordinary Shares owned directly by Clal Industries.

 

The following persons, may by reason of their interests in and relationships among them with respect to IDB Holding be deemed to control the corporations referred to in paragraphs (1) - (3) above:

 

(4)           Mr. Nochi Dankner, whose address is 46 Rothschild Blvd., 22nd floor, Tel-Aviv 66883, Israel. His present principal occupation is businessman and director of companies.

 

(5)           Mrs. Shelly Dankner-Bergman, whose address is 12 Recanati Street, Ramat Aviv Gimmel, Tel Aviv, Israel. Her present principal occupation is director of companies.

 

(6)           Mrs. Ruth Manor, whose address is 26 Hagderot Street, Savyon, Israel. Her present principal occupation is director of companies.

 

(7)           Mr. Avraham Livnat, whose address is Taavura Junction, Ramle, Israel. His present principal occupation is Managing Director of Taavura Holdings Ltd., an Israeli private company.

 

Nochi Dankner (together with a private company controlled by him) and Shelly Dankner-Bergman own approximately 41.1% and 15.6% respectively of the outstanding shares of, and control, Ganden Holdings Ltd. (“Ganden Holdings”), a private Israeli corporation, which owns through intermediary private companies all the outstanding shares of Ganden Investments I.D.B. Ltd. (“Ganden”), a private Israeli corporation which in turn owns since May 19, 2003 approximately 31.02% of the outstanding shares of IDB Holding. Nochi Dankner and Shelly Dankner-Bergman, who are brother and sister, entered into a memorandum of understanding dated May 5, 2003 setting forth, among other things, agreements between them as to how they will vote their shares of Ganden Holdings at its shareholders’ meetings, who will they appoint as directors of such corporation, and first refusal and tag along rights available to each one of them in connection with sales of shares of such corporation owned by the other. In addition, pursuant to an Investment and Shareholders Agreement dated February 9, 2000, as amended, among Ganden Holdings and all its shareholders, Nochi Dankner has an option exercisable from time to time until February 15, 2005 to acquire from Ganden Holdings shares constituting up to 9% of the outstanding shares of such corporation. Furthermore, Nochi Dankner granted to two of the other shareholders of Ganden Holding a put option which is exercisable at any time until the earlier of an initial public offering of Ganden Holdings’ shares or June 7, 2006, whereby Nochi Dankner may be required to acquire from such other shareholders certain shares of Ganden Holdings constituting in the aggregate at the date hereof approximately 10% of its outstanding shares. Also, Nochi Dankner granted to such shareholders and to one other shareholder of Ganden Holdings a tag along right to participate in certain sales of Ganden Holdings’ shares by Nochi Dankner, and such shareholders agreed to vote all their shares of Ganden Holdings, constituting in the aggregate at the date hereof approximately 13.7% of Ganden Holdings’ outstanding shares, in accordance with Nochi Dankner’s instructions.

 

 

10



 

Nochi Dankner is the Chairman of the Boards of Directors, and Shelly Dankner-Bergman is a director, of IDB Holding, IDB Development and Clal.

 

Ruth Manor controls a private Israeli corporation which in turn controls Manor Investments - IDB Ltd. (“Manor”), a private Israeli corporation owning since May 19, 2003 approximately 10.34% of the outstanding shares of IDB Holding. Ruth Manor’s husband, Isaac Manor, and their son, Dori Manor, are directors of IDB Holding, IDB Development and Clal.

 

Avraham Livnat controls a private Israeli corporation which owns all the outstanding shares of Avraham Livnat Investments (2002) Ltd. (“Livnat”), a private Israeli corporation owning since May 19, 2003 approximately 10.34% of the outstanding shares of IDB Holding. Avraham Livnat’s son, Zvi Livnat, is a director of IDB Holding, IDB Development and Clal.

 

Ganden, Manor and Livnat entered into a Shareholders Agreement dated May 23, 2002 (the “Shareholders Agreement”) with respect to their ownership of shares of IDB Holding, constituting in the aggregate approximately 51.7% of the outstanding shares of IDB Holding, for the purpose of maintaining and exercising control of IDB Holding as one single group of shareholders. The Shareholders Agreement provides, among other things, that Ganden will be the manager of the group as long as Ganden and its permitted transferees will be the largest shareholder of IDB Holding among the parties to the Shareholders Agreement; that the parties to the Shareholders Agreement will vote together at shareholders’ meetings of IDB Holding as shall be determined according to a certain mechanism set forth therein; and that they will exercise their voting power in IDB Holding for electing their designees as directors of IDB Holding and its direct and indirect subsidiaries and other investee companies. Other provisions of the Shareholders Agreement relate, among other things, to proposed transactions in shares of IDB Holding by any party thereto, including (i) a limitation whereby no party may sell its shares of IDB Holding for a period of two years from May 19, 2003 other than to certain permitted transferees of such party, (ii) a right of “first opportunity” whereby any party wishing to sell any of its shares of IDB Holding, other than to certain permitted transferees of such party, must first offer such shares to the other parties, (iii) a “tag along” right whereby in case of sale of any shares of IDB Holding owned by the manager of the group, other than to certain permitted transferees thereof, the other parties may join such sale, (iv) a “drag along” right whereby in case of sale of all of the shares of IDB Holding owned by the manager of the group, it may obligate the other parties to sell all their shares of IDB Holding together with such sale by the manager of the group to the same purchaser, at the same time and on terms as set forth in the Shareholders Agreement, (v) an obligation of any party to offer its shares of IDB Holding to the other parties upon certain changes in the control of such party, and (vi) a right of participation in future acquisitions of shares of IDB Holding whereby any party acquiring additional shares of IDB Holding from third parties must offer the other parties the opportunity to participate in such acquisition on a pro rata basis. No party may sell shares of IDB Holding to any purchaser (including permitted transferees of such party) unless such purchaser joins the Shareholders Agreement and assumes the rights and obligations of the selling party thereunder with respect to the shares sold by it. The term of the Shareholders Agreement is twenty years from May 19, 2003 which

 

 

11



 

may be extended by agreement of all parties thereto, and may be terminated as to any party in certain circumstances as set forth therein.

 

Ganden, Manor and Livnat pledged their shares of IDB Holding to certain financial institutions as collateral for the repayment of certain loans in an aggregate principal amount of $219 million borrowed by Ganden, Manor and Livnat to finance part of the price which they paid for the shares of IDB Holding purchased by them. The scheduled repayment dates of these loans are spread over a period of 12 years ending in May 2015. The pledges will be in effect until the loans are fully repaid, and include, among other things, certain restrictions relating to the disposition of, and the exercise of the voting rights attached to, the pledged shares. The lenders may realize the pledges and also may accelerate the repayment dates of the loans, in several different events (some of which will not be considered for such purpose to have occurred if rectified as provided for in the agreements relating to the loans) including, among others, default by the borrowers in performing their obligations under the agreements relating to these loans; the occurrence of events that entitle a third party to accelerate the repayment of other debts of the borrowers, or certain debts of IDB Holding or any of several specified companies held by it; if the borrowers or IDB Holding or certain of its major subsidiaries enter into certain extraordinary transactions such as a merger or reorganization, or sale or acquisition of major assets, or resolve to be voluntarily wound up, without the lenders’ consent; if any of such entities becomes subject to insolvency, receivership or certain other similar proceedings; if certain financial ratios with respect IDB Holding, or a certain minimum ratio between the value of the collateral and the outstanding balance of the loans, are not met; if the shares of IDB Holding or certain of its major subsidiaries are delisted from trading on the Tel Aviv Stock Exchange; if the Shareholders Agreement is amended without the lenders’ consent, or the control of the borrowers is changed; and the occurrence of a material adverse change in the financial condition of IDB Holding, which in the lenders’ opinion may jeopardize the repayment of the loans, or an adverse change in the financial condition of certain entities and persons  controlling the borrowers, which in the lenders’ opinion may jeopardize the payment of certain contingent financial liabilities of such entities and persons in connection with the loans.

 

By reason of the control of IDB Holding by Nochi Dankner, Shelly Dankner-Bergman, Ruth Manor and Avraham Livnat, and the relations among them, as set forth above, Nochi Dankner, Shelly Dankner-Bergman, Ruth Manor and Avraham Livnat may each be deemed beneficial owner of, and to share the power to vote and dispose of, the Ordinary Shares owned directly by Clal Industries.

 

The name, citizenship, residence or business address and present principal occupation of the directors and executive officers of (i) Clal Industries, (ii) IDB Holding and (iii) IDB Development are set forth in Exhibits A, B and C attached hereto, respectively, and incorporated herein by reference.

 

(d)           None of the Reporting Persons or, to the knowledge of the Reporting Persons, any director or executive officer named in Exhibits A, B and C to this Statement, has, during the last five years, been convicted in any criminal proceeding, excluding traffic violations and similar misdemeanors.

 

 

12



 

(e)           None of the Reporting Persons or, to the knowledge of the Reporting Persons, any director or executive officer named in Exhibits A, B and C to this Statement, has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws.

 

(f)            The Reporting Persons referred to in (4), (5), (6) and (7) above are citizens of Israel.

 

Item 3.

Source and Amount of Funds or Other Consideration

 

Item 4.

Purpose of Transaction

 

Item 5.

Interest in Securities of the Issuer

The Issuer has advised the Reporting Persons that there were 14,364,452 Ordinary Shares outstanding on March 31, 2003. The percentages of Ordinary Shares outstanding set forth in this Statement are based on this number.

 

As of May 19, 2003, Clal Industries was the direct owner of 5,161,197 Ordinary Shares of the Issuer, constituting approximately 35.93% of the Ordinary Shares of the Issuer.

 

As of May 19, 2003, 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 5,161,197 Ordinary Shares held by Clal Industries, constituting approximately 35.93% of the Ordinary Shares.

 

Based on information furnished to the Reporting Persons, Mr. Yeoshua Agassi, the Executive Vice President of Clal Industries, hold options for 15,003 Ordinary Shares which are exercise within 60 days after May 19, 2003.

 

Item 6.

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

 

Item 7.

Material to Be Filed as Exhibits

 

Exhibits 1, 2, 3

Name, citizenship, business address, present principal occupation and employer of executive officers and directors of (1) Clal Industries , (2) IDB Holding and (3) IDB Development.

 

 

 

 

Exhibit 4-

Agreement dated June 22, 2003, between Clal Industries and IDB Holding authorizing IDB Holding to file this Schedule 13D and any amendment hereto on behalf of Clal Industries.

 

 

 

 

Exhibit 5-

Agreement dated June 23, 2003, between IDB Development and IDB Holding authorizing IDB Holding to file this Schedule 13D and any amendments hereto on behalf of IDB Development.

 

 

13



 

 

Exhibit 6-

Agreement dated June 18, 2003 between Nochi Dankner and IDB Holding authorizing IDB Holding to file this Schedule 13D and any amendments hereto on behalf of Mr. Dankner.

 

 

 

 

Exhibit 7 -

Agreement dated June 23, 2003 between Shelly Dankner-Bergman and IDB Holding authorizing IDB Holding to file this Schedule 13D and any amendment hereto on behalf of Mrs. Dankner-Bergman.

 

 

 

 

Exhibit 8 -

Agreement dated June 22, 2003 between Avraham Livnat and IDB Holding authorizing IDB Holding to file this Schedule 13D and any amendment hereto on behalf of Mr. Livnat.

 

 

 

 

Exhibit 9 -

Agreement dated June 19, 2003 between Ruth Manor and IDB Holding authorizing IDB Holding to file this Schedule 13D and any amendment hereto on behalf of Mrs. Manor.

 

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 June 26, 2003

 

 

CLAL INDUSTRIES AND INVESTMENTS LTD.

 

IDB DEVELOPMENT CORPORATION LTD.

 

IDB HOLDING CORPORATION LTD.

 

NOCHI DANKNER

 

SHELLY DANKNER-BERGMAN

 

AVRAHAM LIVNAT

 

RUTH MANOR

 

 

 

 

By:

IDB HOLDING CORPORATION LTD.

 

 

 

 

 

By:

  (signed)

 

 

 

 

Rina Cohen and Arthur Caplan, authorized signatories of IDB Holding Corporation Ltd. for itself and on behalf of Clal Industries and Investments Ltd., IDB Development Corporation Ltd., Nochi Dankner, Shelly Dankner-Bergman, Avraham Livnat and Ruth Manor pursuant to the agreements annexed as exhibit 4-9 to this Schedule 13D.

 

 

 

14


EX-1 3 j2504_ex1.htm EX-1

Exhibit 1

 

(Information provided as of June 23, 2003 in response

to Items 2 through 6 of Schedule 13D)

Executive Officers and Directors of

Clal Industries and Investments Ltd.

Address is: 3 Azrieli Center, Triangle Tower, Tel Aviv 67023, Israel

(citizenship the same as country of residence unless otherwise noted)

 

Name and Address

 

Position in Clal
Industries

 

Principal Occupation

 

 

 

 

 

Nochi Dankner
46 Rothschild Blvd., 22nd
floor Tel-Aviv 66883,
Israel

 

Chairman of the Board

 

Business Manager, Chairman and Director of Companies, Attorney

 

 

 

 

 

Shelly Dankner-Bergman
12 Recanati St, Ramat-
Aviv Gimel Tel-Aviv
69494, Israel

 

Director

 

Director of Companies

 

 

 

 

 

Zvi Livnat
Taavura Junction, Ramla
72102, Israel

 

Director and Co-Chief Executive Officer

 

Vice President of Taavura Holdings

 

 

 

 

 

Avi Fischer
11 Beit Zuri St. Ramat
Aviv, Tel-Aviv, Israel

 

Director and Co-Chief Executive Officer

 

Partner in Fischer, Behar, Chen & Co. law firm, Chairman of Ganden tourism & Aviation Ltd., Vice-Chairman of Ganden Holdings Ltd., Director of companies

 

 

 

 

 

Isaac Manor*
26 Hagderot St. Savion,
Israel

 

Director

 

Chairman of the board of Automobile Companies

 

 

 

 

 

Dori Manor*
18 Hareches St. Savion,
Israel

 

Director

 

Chief Executive Officer of Automobile Companies

 

 

 

 

 

Lior Hannes
46 Rothschild Blvd., 22nd
floor Tel-Aviv 66883,
Israel

 

Director

 

CEO of Ganden Tourism & Aviation Ltd., Director of companies

 

 

 

 

 

Refael Bisker
46 Rothschild Blvd., 22nd
floor Tel-Aviv 66883,
Israel

 

Director

 

CEO of Ganden Real Estate Ltd., Chairman & Director of Companies

 

1



 

Name and Address

 

Position in Clal
Industries

 

Principal Occupation

 

 

 

 

 

Darko Horvat**
20 Kensington Park
Gardens, London
W113HD, UK

 

Director

 

Founder owner and president of Aktiva group

 

 

 

 

 

Mark Schimmel***
54-56 Euston St. London
NW1 U.K.

 

Director

 

Director of Companies

 

 

 

 

 

Yecheskel Dovrat
1 Nachshon St. Ramat
Hasharon, Israel

 

Director

 

Economical consultant & Director of companies

 

 

 

 

 

Eliahu Cohen
3 Azrieli Center,
Triangular Tower,
Tel Aviv, Israel

 

Director

 

Director and Chief Executive Officer of IDB Holding and IDB Development

 

 

 

 

 

David Leviatan
18 Mendele Street
Herzelia, Israel

 

Director

 

Director of Companies

 

 

 

 

 

Nachum Langental
3a Jabotinski Street,
Ramat Gan, Israel

 

External Director

 

Director of Companies

 

 

 

 

 

Aliza Rotbard
6, Rosenblum Street;
#6101 Sea & Sun
Tel Aviv, Israel

 

External Director

 

C.E.O of DOORS Information Systems, Inc.

 

 

 

 

 

Azri Gonen
3 Azrieli Center,
Triangular Tower,
Tel Aviv, Israel

 

Executive Vice President

 

Executive Vice President of Clal Industries

 

 

 

 

 

Yeoshua Agassi
3 Azrieli Center,
Triangular Tower,
Tel Aviv, Israel

 

Executive Vice President

 

Executive Vice President of Clal Industries

 

 

 

 

 

David Haselkorn #
3 Azrieli Center,
Triangular Tower,
Tel Aviv, Israel

 

Senior Executive Manager

 

Chief Executive Officer of Clal Biotechnology Industries Ltd., a wholly owned subsidiary of Clal Industries.

 

2



 

Name and Address

 

Position in Clal
Industries

 

Principal Occupation

 

 

 

 

 

Nitsa Einan
3 Azrieli Center,
Triangular Tower,
Tel Aviv, Israel

 

Vice President and General Counsel

 

General Counsel of Clal Industries

 

 

 

 

 

Gil Milner
3 Azrieli Center,
Triangular Tower,
Tel Aviv, Israel

 

Vice President and Controller

 

Controller of Clal Industries

 

 

 

 

 

Gonen Bieber ****
3 Azrieli Center,
Triangular Tower, Tel
Aviv, Israel

 

Vice President of Finance Manager

 

Finance Manager of Clal Industries

 

 

 

 

 

Guy Rosen
3 Azrieli Center,
Triangular Tower,
Tel Aviv, Israel

 

Special Assistant to the CEO

 

Special Assistant to the CEO of Clal Industries

 


*

Mr. Isaac Manor  and Mr. Dori Manor are a dual citizen of Israel and French

**

Mr Darko Horvat is a citizen of Slovenia

***

Mr. Mark Schimmel is a citizen of Great Britain

****

Mr. Bieber is a dual citizen of Israel and the Republic of Germany.

#

Has given notice of retirement as of July 1, 2003

 

Based on the information provided to the Reporting Persons, during the past five years, none of the persons listed above has been convicted, or is subject to a judgment, decree or final order, in any of the legal proceedings enumerated in Items 2 (d) and 2 (e) of Schedule 13D.

 

3


EX-2 4 j2504_ex2.htm EX-2

Exhibit 2

 

(Information provided as of June 23, 2003 in response

to Items 2 through 6 of Schedule 13D)

Executive Officers, Directors and Persons Controlling

IDB Holding Corporation Ltd.

Address is: 3 Azrieli Center, Triangular Tower, Tel Aviv 67023, Israel

 (citizenship the same as country of residence unless otherwise noted)

 

Name and Address

 

Position

 

Principal Occupation

 

 

 

 

 

Nochi Dankner
46 Rothschild Blvd., 22nd
floor Tel-Aviv 66883,
Israel

 

Chairman of the Board

 

Business Manager, Chairman and Director of Companies, Attorney

 

 

 

 

 

Shelly Dankner-Bergman
12 Recanati St, Ramat-
Aviv Gimel Tel-Aviv
69494, Israel

 

Director

 

Director of Companies

 

 

 

 

 

Zvi Livnat
Taavura Junction, Ramla
72102, Israel

 

Director and Co-Chief Executive Officer

 

Vice President of Taavura Holdings

 

 

 

 

 

Avi Fischer
11 Beit Zuri St. Ramat
Aviv, Tel-Aviv, Israel

 

Director and Co-Chief Executive Officer

 

Partner in Fischer, Behar, Chen & Co. law firm, Chairman of Ganden tourism & Aviation Ltd., Vice-Chairman of Ganden Holdings Ltd., Director of companies

 

 

 

 

 

Isaac Manor*
26 Hagderot St. Savion,
Israel

 

Director

 

Chairman of the board of Automobile Companies

 

 

 

 

 

Dori Manor*
18 Hareches St. Savion,
Israel

 

Director

 

Chief Executive Officer of Automobile Companies

 

 

 

 

 

Lior Hannes
46 Rothschild Blvd., 22nd
floor Tel-Aviv 66883,
Israel

 

Director

 

CEO of Ganden Tourism & Aviation Ltd., Director of companies

 

 

 

 

 

Refael Bisker
46 Rothschild Blvd., 22nd
floor Tel-Aviv 66883,
Israel

 

Director

 

CEO of Ganden Real Estate Ltd., Chairman & Director of Companies

 

1



 

Name and Address

 

Position in Clal
Industries

 

Principal Occupation

 

 

 

 

 

Darko Horvat**
20 Kensington Park
Gardens, London
W113HD, UK

 

Director

 

Founder owner and president of Aktiva group

 

 

 

 

 

Jacob Schimmel***
54-56 Euston St. London
NW1 U.K.

 

Director

 

Chairman & CEO of UKI Investments

 

 

 

 

 

Shaul Ben-Zeev
Taavura Junction, P.O.Box
320 Ramla 72102, Israel

 

Director

 

Chief Executive Officer Avraham Livnat Ltd.

 

 

 

 

 

Eliahu Cohen
3 Azrieli Center,
Triangular Tower,
Tel Aviv, Israel

 

Director

 

CEO of  IDB Holding and IDB Development

 

 

 

 

 

Rolando Eisen
2A Geiger Street
Neveh Avivim, Tel Aviv,
Israel

 

Independent Director

 

Director of Companies

 

 

 

 

 

Josef Kucik #
35 Wingate St., Herzliah
Pituach, Israel

 

Independent Director

 

Director of Companies

 

 

 

 

 

Meir Rosenne
14 Aluf Simhony Street
Jerusalem, Israel

 

Director

 

Attorney

 

2



 

Name and Address

 

Position

 

Principal Occupation

 

 

 

 

 

Zehavit Joseph****
3 Azrieli Center,
Triangular Tower,
Tel Aviv, Israel

 

Executive Vice President and Chief Financial Officer

 

Executive Vice President and Chief Financial Officer of IDB Holding  and IDB Development

 

 

 

 

 

Rina Cohen
3 Azrieli Center,
Triangular Tower,
Tel Aviv, Israel

 

Controller

 

Controller of IDB Holding and IDB Development

 


*              Mr. Isaac Manor and Mr. Dori Manor are dual citizens of Israel and French

**           Mr Darko Horvat is a citizen of Slovenia

***         Mr. Jacob Schimmel is a citizen of Great Britain

****       Ms. Joseph is a dual citizen of Israel and the United States.

#              Has given notice of retirement as of July 1, 2003

 

 

Based on the information provided to the Reporting Persons, during the past five years, none of the persons listed above has been convicted, or is subject to a judgment, decree or final order, in any of the legal proceedings enumerated in Items 2 (d) and 2 (e) of Schedule 13D.

 

3


EX-3 5 j2504_ex3.htm EX-3

Exhibit 3

 

(Information provided as of June 22, 2003 in response

to Items 2 through 6 of Schedule 13D)

Executive Officers and Directors of

IDB Development Corporation Ltd.

 Address is: 3 Azrieli Center, Triangular Tower, Tel Aviv 67023, Israel

 (citizenship is Israel, unless otherwise noted)

 

Name and Address

 

Position

 

Principal Occupation

 

 

 

 

 

Nochi Dankner
46 Rothschild Blvd., 22nd
floor Tel-Aviv 66883,
Israel

 

Chairman of the Board

 

Business Manager, Chairman and Director of Companies, Attorney

 

 

 

 

 

Shelly Dankner-Bergman
12 Recanati St, Ramat-
Aviv Gimel Tel-Aviv
69494, Israel

 

Director

 

Director of Companies

 

 

 

 

 

Zvi Livnat
Taavura Junction, Ramla
72102, Israel

 

Director and Co-Chief Executive Officer

 

Vice President of Taavura Holdings

 

 

 

 

 

Isaac Manor*
26 Hagderot St. Savion,
Israel

 

Director

 

Chairman of the board of Automobile Companies

 

 

 

 

 

Dori Manor*
18 Hareches St. Savion,
Israel

 

Director

 

Chief Executive Officer of Automobile Companies

 

 

 

 

 

Lior Hannes
46 Rothschild Blvd., 22nd
floor Tel-Aviv 66883,
Israel

 

Director

 

CEO of Ganden Tourism & Aviation Ltd., Director of companies

 

 

 

 

 

Refael Bisker
46 Rothschild Blvd., 22nd
floor Tel-Aviv 66883,
Israel

 

Director

 

CEO of Ganden Real Estate Ltd., Chairman & Director of Companies

 

1



 

Name and Address

 

Position in Clal
Industries

 

Principal Occupation

 

 

 

 

 

Darko Horvat**
20 Kensington Park
Gardens, London
W113HD, UK

 

Director

 

Founder owner and president of Aktiva group

 

 

 

 

 

Jacob Schimmel***
54-56 Euston St. London
NW1 U.K.

 

Director

 

Chairman & CEO of UKI Investments

 

 

 

 

 

Shaul Ben-Zeev
Taavura Junction, P.O.Box
320 Ramla 72102, Israel

 

Director

 

Chief Executive Officer Avraham Livnat Ltd.

 

 

 

 

 

Eliahu Cohen
3 Azrieli Center,
Triangular Tower,
Tel Aviv, Israel

 

Director

 

CEO of  IDB Holding and IDB Development

 

 

 

 

 

Abraham Ben Joseph
87 Haim Levanon St., Tel
Aviv, Israel

 

Director

 

Director of Companies

 

 

 

 

 

Arnon Gafny
55 Moshe Kol St.,
Jerusalem, Israel

 

Independent Director

 

Economist

 

 

 

 

 

Rami (Avraham) Mardor
33 Haoranim St., Kfar
Shmariyahu, Israel

 

Independent Director

 

Director of Companies

 

2



 

Name and Address

 

Position

 

Principal Occupation

 

 

 

 

 

Zehavit Joseph****
3 Azrieli Center,
Triangular Tower,
Tel Aviv, Israel

 

Executive Vice President and Chief Financial Officer

 

Executive Vice President and Chief Financial Officer of IDB Holding and IDB Development

 

 

 

 

 

Avi Shani
3 Azrieli Center,
Triangular Tower,
Tel Aviv, Israel

 

Vice President, Investments & Chief Economist

 

Vice President, Investments & Chief Economist of IDB Development

 

 

 

 

 

Rina Cohen
3 Azrieli Center,
Triangular Tower,
Tel Aviv, Israel

 

Controller

 

Controller of IDB Holding and IDB Development

 


*                                         Mr. Isaac Manor and Mr. Dori Manor are dual citizens of Israel and French

**                                  Mr Darko Horvat is a citizen of Slovenia

***                           Mr. Jacob Schimmel is a citizen of Great Britain

****                    Ms. Joseph is a dual citizen of Israel and the United States.

 

 

Based on the information provided to the Reporting Persons, during the past five years, none of the persons listed above has been convicted, or is subject to a judgment, decree or final order, in any of the legal proceedings enumerated in Items

2 (d) and 2 (e) of Schedule 13D.

 

3


EX-4 6 j2504_ex4.htm EX-4

Exhibit 4

 

 

June 22, 2003

 

IDB Holding Corporation Ltd.

3 Azrieli Center,

Triangle Tower,

Tel Aviv, Israel

 

Gentlemen:

 

Pursuant to Rule 13d-1(f)(1)(iii) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agrees that IDB Holding Corporation Ltd. (“IDB Holding”) may file as necessary on behalf of the undersigned with the Securities and Exchange Commission a Schedule 13D or Schedule 13G and any amendments thereto in respect of shares of Fundtech Ltd. purchased, owned or sold from time to time by the undersigned.

 

IDB Holding is hereby authorized to file a copy of this letter as an exhibit to said Schedule 13D or Schedule 13G or any amendments thereto.

 

 

 

Very truly yours,

 

 

 

Clal Industries and Investments Ltd.

 

 

 

 

 

By:

(Signed)

 

 

 

Name:

Gonen Bieber, Gil Milner

 

 

 

Title:

VP Finance, Controller

 

 

 

 

 

 

 

 

 

Agreed:

IDB Holding Corporation Ltd.

 

 

 

 

 

 

 

By:

(Signed)

 

 

 

 

Name:

Arthur Caplan,  Rina Cohen

 

 

 

Title:

Corporate Secretary, Controller

 

 

1


EX-5 7 j2504_ex5.htm EX-5

Exhibit 5

 

 

June 23, 2003

 

IDB Holding Corporation Ltd.

3 Azrieli Center,

Triangle Tower,

Tel Aviv, Israel

 

 

Gentlemen:

 

Pursuant to Rule 13d-1(f)(1)(iii) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agrees that IDB Holding Corporation Ltd. (“IDB Holding”) may file as necessary on behalf of the undersigned with the Securities and Exchange Commission a Schedule 13D or Schedule 13G and any amendments thereto in respect of shares of Fundtech Ltd. purchased, owned or sold from time to time by the undersigned.

 

IDB Holding is hereby authorized to file a copy of this letter as an exhibit to said Schedule 13D or Schedule 13G or any amendments thereto.

 

 

 

Very truly yours,

 

(Signed)

 

 

IDB Development Corporation Ltd.

 

 

 

 

 

(Signed)

 

Agreed:

IDB Holding Corporation Ltd.

 

1


EX-6 8 j2504_ex6.htm EX-6

Exhibit 6

 

 

June 18, 2003

 

IDB Holding Corporation Ltd.

3 Azrieli Center,

Triangle Tower,

Tel Aviv, Israel

 

 

Gentlemen:

 

Pursuant to Rule 13d-1(f)(1)(iii) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agrees that IDB Holding Corporation Ltd. (“IDB Holding”) may file as necessary on behalf of the undersigned with the Securities and Exchange Commission a Schedule 13D or Schedule 13G and any amendments thereto in respect of shares of Fundtech Ltd. purchased, owned or sold from time to time by the undersigned.

 

IDB Holding is hereby authorized to file a copy of this letter as an exhibit to said Schedule 13D or Schedule 13G or any amendments thereto.

 

 

 

Very truly yours,

 

 

 

(Signed)

 

 

Nochi Dankner

 

 

 

 

 

(Signed)

 

Agreed:

IDB Holding Corporation Ltd.

 

1


EX-7 9 j2504_ex7.htm EX-7

Exhibit 7

 

 

June 23, 2003

 

IDB Holding Corporation Ltd.

3 Azrieli Center,

Triangle Tower,

Tel Aviv, Israel

 

 

Gentlemen:

 

Pursuant to Rule 13d-1(f)(1)(iii) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agrees that IDB Holding Corporation Ltd. (“IDB Holding”) may file as necessary on behalf of the undersigned with the Securities and Exchange Commission a Schedule 13D or Schedule 13G and any amendments thereto in respect of shares of Fundtech Ltd. purchased, owned or sold from time to time by the undersigned.

 

IDB Holding is hereby authorized to file a copy of this letter as an exhibit to said Schedule 13D or Schedule 13G or any amendments thereto.

 

 

 

Very truly yours,

 

 

 

(Signed)

 

 

Shelly Dankner-Bergman

 

 

 

 

 

(Signed)

 

Agreed:

IDB Holding Corporation Ltd.

 

1


EX-8 10 j2504_ex8.htm EX-8

Exhibit 8

 

 

June 22, 2003

 

IDB Holding Corporation Ltd.

3 Azrieli Center,

Triangle Tower,

Tel Aviv, Israel

 

 

Gentlemen:

 

Pursuant to Rule 13d-1(f)(1)(iii) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agrees that IDB Holding Corporation Ltd. (“IDB Holding”) may file as necessary on behalf of the undersigned with the Securities and Exchange Commission a Schedule 13D or Schedule 13G and any amendments thereto in respect of shares of Fundtech Ltd. purchased, owned or sold from time to time by the undersigned.

 

IDB Holding is hereby authorized to file a copy of this letter as an exhibit to said Schedule 13D or Schedule 13G or any amendments thereto.

 

 

 

Very truly yours,

 

 

 

(Signed)

 

 

Avraham Livnat

 

 

 

 

 

(Signed)

 

Agreed:

IDB Holding Corporation Ltd.

 

1


EX-9 11 j2504_ex9.htm EX-9

Exhibit 9

 

 

June 19, 2003

 

IDB Holding Corporation Ltd.

3 Azrieli Center,

Triangle Tower,

Tel Aviv, Israel

 

 

Gentlemen:

 

Pursuant to Rule 13d-1(f)(1)(iii) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agrees that IDB Holding Corporation Ltd. (“IDB Holding”) may file as necessary on behalf of the undersigned with the Securities and Exchange Commission a Schedule 13D or Schedule 13G and any amendments thereto in respect of shares of Fundtech Ltd. purchased, owned or sold from time to time by the undersigned.

 

IDB Holding is hereby authorized to file a copy of this letter as an exhibit to said Schedule 13D or Schedule 13G or any amendments thereto.

 

 

 

Very truly yours,

 

 

 

(Signed)

 

 

Ruth Manor

 

 

 

 

 

(Signed)

 

Agreed:

IDB Holding Corporation Ltd.

 

1


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