CUSIP No. M47095100
|
Schedule 13D
|
Page 2 of 13 Pages
|
1 |
NAME OF REPORTING PERSON
Clal Industries and Investments Ltd. (no U.S. I.D. number)
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) x
(b) o
|
||
3 |
SEC USE ONLY
|
||
4 | SOURCE OF FUNDS*
WC
|
||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o
|
||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7 |
SOLE VOTING POWER
0
|
|
8 | SHARED VOTING POWER
8,801,398 shares
|
||
9 |
SOLE DISPOSITIVE POWER
0
|
||
10 | SHARED DISPOSITIVE POWER
8,800,398 shares
|
||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,801,398 shares
|
||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
o
|
||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
57.5%1
|
||
14 | TYPE OF REPORTING PERSON*
CO
|
1
|
The percentage is based on 15,306,712 Ordinary Shares outstanding as of September 12, 2011, as disclosed by the Issuer (including 1,000 restricted shares of the Reporting Persons which vested on September 21, 2011).
|
CUSIP No. M47095100
|
Schedule 13D
|
Page 3 of 13 Pages
|
1 |
NAME OF REPORTING PERSON
IDB Development Corporation Ltd. (no U.S. I.D. number)
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) x
(b) o
|
||
3 |
SEC USE ONLY
|
||
4 | SOURCE OF FUNDS*
OO
|
||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o
|
||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7 |
SOLE VOTING POWER
0
|
|
8 | SHARED VOTING POWER
8,877,390 shares 1
|
||
9 |
SOLE DISPOSITIVE POWER
0
|
||
10 | SHARED DISPOSITIVE POWER
8,876,390 shares 1
|
||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,877,390 shares 1
|
||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
x2
|
||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
58.0%3
|
||
14 | TYPE OF REPORTING PERSON*
CO
|
1
|
IDB Development Corporation Ltd. (“IDB Development”) may be deemed to beneficially own: (i) 8,801,398 Ordinary Shares beneficially owned by Clal Industries and Investments Ltd. (“Clal Industries”), a subsidiary of IDB Development; (ii) 75,992 Ordinary Shares beneficially owned by Clal Insurance Enterprises Holdings Ltd. (“CIEH”), a subsidiary of IDB Development; (iii) 26,826 Ordinary Shares held by mutual funds managed by subsidiaries of CIEH; and (iv) 500 Ordinary Shares held for the benefit of clients of companies controlled by Epsilon Investment House Ltd., an indirect subsidiary of IDB Development (the Ordinary Shares described in clauses (iii) and (iv), the “CIEH and Epsilon Shares”). Pursuant to Rule 13d-4 under the Securities Exchange Act of 1934, as amended, the Reporting Person disclaims beneficial ownership of all Ordinary Shares reported in this Schedule 13D, except to the extent of any pecuniary interest therein.
|
2
|
Excludes the CIEH and Epsilon Shares.
|
3
|
The percentage is based on 15,306,712 Ordinary Shares outstanding as of September 12, 2011, as disclosed by the Issuer (including 1,000 restricted shares of the Reporting Persons which vested on September 21, 2011).
|
CUSIP No. M47095100
|
Schedule 13D
|
Page 4 of 13 Pages
|
1 |
NAME OF REPORTING PERSON
IDB Holding Corporation Ltd. (no U.S. I.D. number)
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) x
(b) o
|
||
3 |
SEC USE ONLY
|
||
4 | SOURCE OF FUNDS
OO
|
||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o
|
||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7 |
SOLE VOTING POWER
0
|
|
8 | SHARED VOTING POWER
8,877,390 shares 1
|
||
9 |
SOLE DISPOSITIVE POWER
0
|
||
10 | SHARED DISPOSITIVE POWER
8,876,390 shares 1
|
||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,877,390 shares 1
|
||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
x2
|
||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
58.0%3
|
||
14 | TYPE OF REPORTING PERSON*
CO
|
1
|
The Reporting Person may be deemed to beneficially own 8,877,390 Ordinary Shares that may be deemed to be beneficially owned by IDB Development Corporation Ltd. (“IDB Development”), its wholly-owned subsidiary. Pursuant to Rule 13d-4 under the Securities Exchange Act of 1934, as amended, the Reporting Person disclaims beneficial ownership of all Ordinary Shares reported in this Schedule 13D, except to the extent of any pecuniary interest therein.
|
2
|
Excludes the CIEH and Epsilon Shares.
|
3
|
The percentage is based on 15,306,712 Ordinary Shares outstanding as of September 12, 2011, as disclosed by the Issuer (including 1,000 restricted shares of the Reporting Persons which vested on September 21, 2011).
|
CUSIP No. M47095100
|
Schedule 13D
|
Page 5 of 13 Pages
|
1 |
NAME OF REPORTING PERSON
Nochi Dankner
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) x
(b) o
|
||
3 |
SEC USE ONLY
|
||
4 | SOURCE OF FUNDS
OO
|
||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o
|
||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7 |
SOLE VOTING POWER
0
|
|
8 | SHARED VOTING POWER
8,877,390 shares 1
|
||
9 |
SOLE DISPOSITIVE POWER
0
|
||
10 | SHARED DISPOSITIVE POWER
8,876,390 shares 1
|
||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,877,390 shares 1
|
||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
x2
|
||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
58.0% 3
|
||
14 | TYPE OF REPORTING PERSON*
IN
|
1
|
The Reporting Person may be deemed to beneficially own 8,877,390 Ordinary Shares that may be deemed to be beneficially owned by IDB Holding Corporation Ltd. (“IDB Holding”). Pursuant to Rule 13d-4 under the Securities Exchange Act of 1934, as amended, the Reporting Person disclaims beneficial ownership of all Ordinary Shares reported in this Schedule 13D, except to the extent of any pecuniary interest therein.
|
2
|
Excludes the CIEH and Epsilon Shares.
|
3
|
The percentage is based on 15,306,712 Ordinary Shares outstanding as of September 12, 2011, as disclosed by the Issuer (including 1,000 restricted shares of the Reporting Persons which vested on September 21, 2011).
|
CUSIP No. M47095100
|
Schedule 13D
|
Page 6 of 13 Pages
|
1 |
NAME OF REPORTING PERSON
Shelly Dankner-Bergman
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) x
(b) o
|
||
3 |
SEC USE ONLY
|
||
4 | SOURCE OF FUNDS
OO
|
||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o
|
||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7 |
SOLE VOTING POWER
0
|
|
8 | SHARED VOTING POWER
8,877,390 shares 1
|
||
9 |
SOLE DISPOSITIVE POWER
0
|
||
10 | SHARED DISPOSITIVE POWER
8,876,390 shares 1
|
||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,877,390 shares 1
|
||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
x2
|
||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
58.0%2
|
||
14 | TYPE OF REPORTING PERSON*
IN
|
1
|
The Reporting Person may be deemed to beneficially own 8,877,390 Ordinary Shares that may be deemed to be beneficially owned by IDB Holding Corporation Ltd. (“IDB Holding”). Pursuant to Rule 13d-4 under the Securities Exchange Act of 1934, as amended, the Reporting Person disclaims beneficial ownership of all Ordinary Shares reported in this Schedule 13D, except to the extent of any pecuniary interest therein.
|
2
|
Excludes the CIEH and Epsilon Shares.
|
3
|
The percentage is based on 15,306,712 Ordinary Shares outstanding as of September 12, 2011, as disclosed by the Issuer (including 1,000 restricted shares of the Reporting Persons which vested on September 21, 2011).
|
CUSIP No. M47095100
|
Schedule 13D
|
Page 7 of 13 Pages
|
1 |
NAME OF REPORTING PERSON
Avraham Livnat
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) x
(b) o
|
||
3 |
SEC USE ONLY
|
||
4 | SOURCE OF FUNDS
OO
|
||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o
|
||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7 |
SOLE VOTING POWER
0
|
|
8 | SHARED VOTING POWER
8,877,390 shares 1
|
||
9 |
SOLE DISPOSITIVE POWER
0
|
||
10 | SHARED DISPOSITIVE POWER
8,876,390 shares 1
|
||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,877,390 shares 1
|
||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
x2
|
||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
58.0%3
|
||
14 | TYPE OF REPORTING PERSON*
IN
|
1
|
The Reporting Person may be deemed to beneficially own 8,877,390 Ordinary Shares that may be deemed to be beneficially owned by IDB Holding Corporation Ltd. (“IDB Holding”). Pursuant to Rule 13d-4 under the Securities Exchange Act of 1934, as amended, the Reporting Person disclaims beneficial ownership of all Ordinary Shares reported in this Schedule 13D, except to the extent of any pecuniary interest therein.
|
2
|
Excludes the CIEH and Epsilon Shares.
|
3
|
The percentage is based on 15,306,712 Ordinary Shares outstanding as of September 12, 2011, as disclosed by the Issuer (including 1,000 restricted shares of the Reporting Persons which vested on September 21, 2011).
|
CUSIP No. M47095100
|
Schedule 13D
|
Page 8 of 13 Pages
|
1 |
NAME OF REPORTING PERSON
Ruth Manor
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) x
(b) o
|
||
3 |
SEC USE ONLY
|
||
4 | SOURCE OF FUNDS
OO
|
||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o
|
||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7 |
SOLE VOTING POWER
0
|
|
8 | SHARED VOTING POWER
8,877,390 shares 1
|
||
9 |
SOLE DISPOSITIVE POWER
0
|
||
10 | SHARED DISPOSITIVE POWER
8,876,390 shares 1
|
||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,877,390 shares 1
|
||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
x2
|
||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
58.0%3
|
||
14 | TYPE OF REPORTING PERSON*
IN
|
1
|
The Reporting Person may be deemed to beneficially own 8,877,390 Ordinary Shares that may be deemed to be beneficially owned by IDB Holding Corporation Ltd. (“IDB Holding”). Pursuant to Rule 13d-4 under the Securities Exchange Act of 1934, as amended, the Reporting Person disclaims beneficial ownership of all Ordinary Shares reported in this Schedule 13D, except to the extent of any pecuniary interest therein.
|
2
|
Excludes the CIEH and Epsilon Shares.
|
3
|
The percentage is based on 15,306,712 Ordinary Shares outstanding as of September 12, 2011, as disclosed by the Issuer (including 1,000 restricted shares of the Reporting Persons which vested on September 21, 2011).
|
Exhibit No.
|
Description
|
Exhibit A
|
Agreement and Plan of Merger, dated as of September 16, 2011, among US FT Parent, Inc., F.T. Israeli Mergerco Ltd. and Fundtech Ltd. (incorporated herein by reference to Exhibit 99.1 to a Report of Foreign Private Issuer on Form 6-K filed by the Issuer on September 16, 2011)
|
Exhibit B
|
Voting Agreement, dated as of September 16, 2011, between US FT Parent, Inc. and Clal Industries and Investments Ltd. (incorporated herein by reference to Exhibit 99.2 to a Report of Foreign Private Issuer on Form 6-K filed by the Issuer on September 16, 2011)
|
CLAL INDUSTRIES AND INVESTMENTS LTD.
IDB DEVELOPMENT CORPORATION LTD.
IDB HOLDING CORPORATION LTD.
NOCHI DANKNER
SHELLY DANKNER-BERGMAN
AVRAHAM LIVNAT
RUTH MANOR
|
|||
By:
|
/s/ Yehuda Ben Ezra | ||
Yehuda Ben Ezra
|
|||
By:
|
/s/ Gonen Bieber | ||
Gonen Bieber
|
|||
Yehuda Ben Ezra and Gonen Bieber are authorized signatories of Clal Industries and Investments Ltd. for itself and on behalf of IDB Holding Corporation Ltd., IDB Development Corporation Ltd., Nochi Dankner, Shelly Dankner-Bergman, Avraham Livnat and Ruth Manor pursuant to the agreements annexed as Exhibits 4-9 to Amendment No. 14 to the Statement.
|
Exhibit No.
|
Description
|
Exhibit A
|
Agreement and Plan of Merger, dated as of September 16, 2011, by and among US FT Parent, Inc., F.T. Israeli Mergerco Ltd. and Fundtech Ltd. (incorporated herein by reference to Exhibit 99.1 to a Report of Foreign Private Issuer on Form 6-K filed by the Issuer on September 16, 2011)
|
Exhibit B
|
Voting Agreement, dated as of September 16, 2011, by and between US FT Parent, Inc. and Clal Industries and Investments Ltd. (incorporated herein by reference to Exhibit 99.2 to a Report of Foreign Private Issuer on Form 6-K filed by the Issuer on September 16, 2011)
|