1) |
NAMES OF REPORTING PERSONS
|
||
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) x
|
||
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
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7) |
SOLE VOTING POWER
0
|
|
8) | SHARED VOTING POWER
65,948,897*
|
||
9) |
SOLE DISPOSITIVE POWER
0
|
||
10) | SHARED DISPOSITIVE POWER
|
||
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
65,948,897*
|
||
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
x*
|
||
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
70.16%*
|
||
14) | TYPE OF REPORTING PERSON
CO
|
1) |
NAMES OF REPORTING PERSONS
Clal Industries and Investments Ltd.
|
||
2) |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) x
|
||
3) |
SEC USE ONLY
|
||
4) |
SOURCE OF FUNDS
Not Applicable
|
||
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
65,948,897*
|
||
9) |
SOLE DISPOSITIVE POWER
0
|
||
10) | SHARED DISPOSITIVE POWER
65,948,897*
|
||
11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
65,948,897*
|
||
12) |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
x*
|
||
13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
70.16%*
|
||
14) | TYPE OF REPORTING PERSON
CO
|
Schedule A:
|
Name, citizenship, residence or business address and present principal occupation of the directors and executive officers (or managing partners, as applicable) of CBI (1)
|
Schedule B:
|
Name, citizenship, residence or business address and present principal occupation of the directors and executive officers of Clal Industries (2)
|
Exhibit 1
|
Joint Filing Agreement (3)
|
Exhibit 3
|
June 2008 SPA (4)
|
Exhibit 4
|
Form of Debenture (5)
|
Exhibit 5
|
Form of Warrant (6)
|
Exhibit 6
|
2011 SPA (7)
|
Exhibit 7
|
2012 SPA (8)
|
Exhibit 8
|
2012 Merger (9)
|
|
(1)
|
Filed herewith.
|
|
(2)
|
Previously filed as Schedule B to the Schedule 13D filed with the SEC on August 16, 2012, and incorporated herein by reference.
|
|
(3)
|
Previously filed as Exhibit 1 to the Schedule 13D filed with the SEC on August 16, 2012, and incorporated herein by reference.
|
|
(4)
|
Filed as Exhibit 10.17 to the Subsidiary’s Registration Statement on Form S-1 filed with the SEC on December 17, 2008, and incorporated herein by reference.
|
|
(5)
|
Filed as Exhibit 4.3 to the Subsidiary’s Registration Statement on Form S-1 filed with the SEC on December 17, 2008, and incorporated herein by reference.
|
|
(6)
|
Filed as Exhibit 4.4 to the Subsidiary’s Registration Statement on Form S-1 filed with the SEC on December 17, 2008, and incorporated herein by reference.
|
|
(7)
|
Filed as Exhibit 8 to the Reporting Persons’ Schedule 13D filed with the SEC (with respect to securities of the Subsidiary) on March 7, 2012, and incorporated herein by reference.
|
|
(8)
|
Filed as Exhibit 10.1 to the Form F-4 of the Issuer filed with the SEC on May 29, 2012, and incorporated herein by reference.
|
|
(9)
|
Filed as Annex A to the Form F-4/A of the Issuer filed with the SEC on June 5, 2012, and incorporated herein by reference.
|
Clal Biotechnology Industries Ltd.
|
|||
Clal Industries and Investments Ltd.
|
|||
BY: Clal Biotechnology Industries Ltd.
|
|||
|
By:
|
/s/ Amos Bankirer, /s/ Orit Lidor | |
Amos Bankirer and Orit Lidor, authorized signatories of Clal Biotechnology Industries Ltd.,
for itself and on behalf of the other Reporting Persons pursuant to an agreement annexed
as Exhibit 1 to the Schedule 13D filed on August 16, 2012.
|
Name & Resident or Business Address
|
Position
|
Current Principal Occupation
|
Avi Fischer
3 Azrieli Center, The Triangular Tower, 45th floor, Tel-Aviv 67023, Israel
|
Chairman of the Board of Directors
|
Chairman of Clal Industries and Investments Ltd.
|
Dr. Aharon Schwartz
5 Rambam Street, Mevaseret Zion, Israel
|
Director
|
Dr. Schwartz served as Vice President Innovative Ventures for Teva Pharmaceutical Industries Ltd.
Dr. Shwartz is Chairman of Biocancell Therapeutics Inc. and BioLineRx, and also serves as a director of D-Pharm Ltd, Protologics Ltd, Amorfical Ltd, Lipocure Ltd and Medingalil.
|
Prof. Gabi Barabash
17 Bnei Neviim Street, Ramat Gan, Israel
|
Director
|
Prof. Barabash currently serves as Director General of the Tel Aviv Sourasky Medical Center and as Professor of Epidemiology and Preventive Medicine at the Sackler School of Medicine, Tel Aviv University.
|
Jonathan Kaplan
7 Ze'ev Zabotinsky Street, Aviv Tower, 50th
Floor, Ramat-Gan, Israel
|
Director
|
Mr. Kaplan is an economic consultant focusing primarily on complex tax issues.
|
Sigalia Heifetz
12 Hatzedef St., Tel-Aviv, Israel
|
Director
|
Ms. Heifetz is a consultant and business entrepreneur.
|
Shmuel (Milki) Ruenstein
106 David Ha'melech Street, Herzliya, Israel
|
External Director
|
Director at Excellence Bioscience Ltd., Medison Pharma Ltd., Genarset Ltd., Ramidor Biomed Ltd. and Sibana Medical Ltd. Until 2010, served as the CEO of Taro Pharmaceuticals Ltd.
|
Avi Zigelman
8 Uri Keisary Street, Tel Aviv, Israel
|
External Director
|
Mr. Zigelman is a financial consultant.
|
Ruben Krupik
c/o Clal Biotechnology Industries Ltd.
Hogi Tower, 12A Abba Hillel Silver Street
Ramat Gan 52506, Israel
|
Chief Executive Officer
|
Mr. Krupik is CEO of CBI and active Chairman of D-Pharm, CureTech, MediWound, Gamida Cell, Biocancell Therapeutics Inc. and Andromeda.
|
Amos Bankirer
c/o Clal Biotechnology Industries Ltd.
Hogi Tower, 12A Abba Hillel Silver Street
Ramat Gan 52506, Israel
|
Vice President for Strategy and Corporate Development
|
Vice President for Strategy and Corporate Development at CBI
|
Gil Milner
c/o Clal Biotechnology Industries Ltd.
Hogi Tower, 12A Abba Hillel Silver Street
Ramat Gan 52506, Israel
|
Chief Financial Officer and Comptroller
|
CFO and Comptroller for CBI.
|
Orit Lidor
c/o Clal Biotechnology Industries Ltd.
Hogi Tower, 12A Abba Hillel Silver Street
Ramat Gan 52506, Israel
|
Vice President & General Counsel
|
Vice President & General Counsel at CBI.
|
Ofer Goldberg
c/o Clal Biotechnology Industries Ltd.
Hogi Tower, 12A Abba Hillel Silver Street
Ramat Gan 52506, Israel
|
Vice President
|
At CBI, Mr. Goldberg is in charge of business development of CBI's portfolio companies.
|
Ofer Gonen
c/o Clal Biotechnology Industries Ltd.
Hogi Tower, 12A Abba Hillel Silver Street
Ramat Gan 52506, Israel
|
Vice President
|
At CBI, Mr. Gonen is in charge of business development of CBI's portfolio companies.
|