-----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, VbdKBePbWLGrN2MW86AqcNxker2uL713iRj4xngcWV2mAdL1AIqls3EKJPKBAiUY cRcicA2lzJ0iLmZJLqsaBA== 0000927016-98-001335.txt : 19980402 0000927016-98-001335.hdr.sgml : 19980402 ACCESSION NUMBER: 0000927016-98-001335 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980401 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ASTEA INTERNATIONAL INC CENTRAL INDEX KEY: 0000945989 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 232119058 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-49091 FILM NUMBER: 98584731 BUSINESS ADDRESS: STREET 1: 455 BUSINESS CENTER DRIVE CITY: HORSHAM STATE: PA ZIP: 19044 BUSINESS PHONE: 2158228888 MAIL ADDRESS: STREET 1: 100 HIGHPOINT DRIVE CITY: CHALFONT STATE: PA ZIP: 18914 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BERGREEN ZACK B CENTRAL INDEX KEY: 0001008396 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: C/O ASTEA INTERNATIONAL INC STREET 2: 455 BUSINESS CENTER DR CITY: HORSHAM STATE: PA ZIP: 09044 BUSINESS PHONE: 2156822500 MAIL ADDRESS: STREET 1: 455 BUSINESS CENTER DR CITY: HORSHAM STATE: PA ZIP: 09044 SC 13D 1 SCHEDULE 13D FOR ZACK B. BERGREEN SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Astea International Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 04622E109 (CUSIP Number) Zack B. Bergreen Astea International Inc. 455 Business Center Drive Horsham, PA 19044 (215) 682-2500 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 24, 1998 (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(b)(3) or (4), check the following box [ ]. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. (Continued on following page(s)) CUSIP No. 04622E109 Page 1 of 6 Pages SCHEDULE 13D - ----------------------- --------------------- CUSIP NO. PAGE 1 OF 6 PAGES - ----------------------- --------------------- - ------------------------------------------------------------------------------ NAME OF REPORTING PERSON 1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON THE ZVI BAR-NIR BERGREEN RETAINED ANNUITY TRUST OF 1998 I - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* 2 (a) [_] (b) [x] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ SOURCE OF FUNDS* 4 00 (no funds were required, since this was a gift) - ------------------------------------------------------------------------------ CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [_] 5 N.A - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 6 United States (Pennsylvania trust) - ------------------------------------------------------------------------------ SOLE VOTING POWER 7 NUMBER OF 900,000 SHARES ----------------------------------------------------------- SHARED VOTING POWER BENEFICIALLY 8 OWNED BY 0 ----------------------------------------------------------- EACH SOLE DISPOSITIVE POWER 9 REPORTING 900,000 PERSON ----------------------------------------------------------- SHARED DISPOSITIVE POWER WITH 10 0 - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11 900,000 - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* 12 [_] N.A. - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13 6.7% - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON* 14 OO - ------------------------------------------------------------------------------ *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. ITEM 1. This statement on Schedule 13D relates to the Common Stock, $.01 par value per share (the "Shares"), of Astea International Inc.(the "Company" or the "issuer"). The Company's principal executive offices are located at 455 Business Center Drive, Horsham, PA 19044. ITEM 2. The Reporting Person is The Zvi Bar-Nir Bergreen Retained Annuity Trust of 1998 I, a Pennsylvania trust(the "Reporting Person"). Its principal business and office address is 896 Brushtown Road, Gwynned Valley, PA 19437-0488. The Reporting Person is a retained annuity trust formed for the sole purpose of holding certain assets of its beneficiaries. The Reporting Person acquired the 900,000 Shares from its grantor on March 24, 1998 as part of the grantor's family estate planning. The Reporting Person has never been convicted in a criminal proceeding or been a party to a civil proceeding of a judicial or administrative body. ITEM 3. The Reporting Person received 900,000 Shares through a transfer without consideration from its grantor, Zack B. Bergreen. Since this was a gift, no funds or other consideration were provided by the Reporting Person. ITEM 4. The Reporting Person acquired the 900,000 Shares from its grantor as part of the grantor's family estate planning. The transfer does not change the grantor's beneficial ownership of the Shares, as such term is defined in Section 13 of the Securities Exchange Act of 1934, as amended (the "Act"). The Reporting Person (through its trustees) has no plans or proposals that would relate to or result in: (a) The acquisition by any person of additional securities of the issuer, or the disposition of securities of the issuer; (b) An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the issuer or any of its subsidiaries; (c) A sale or transfer of a material amount of assets of the issuer or any of its subsidiaries; (d) Any change in the present board of directors or management of the issuer, including any plans or proposals to change the number or term or to fill any existing vacancies on the board; (e) Any material change in the present capitalization or dividend policy of the issuer; (f) Any other material change in the issuer's business or corporate structure; (g) Changes in the issuer's charter, by laws or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person; (h) Causing a class of securities of the issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) A class of equity securities of the issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (j) Any action similar to any of those enumerated above. ITEM 5. (a) The Reporting Person beneficially owns 900,000 Shares, which is equal to 6.7% of all Shares currently outstanding. Although the Reporting Person does not believe that its a member of "group," as such term is defined in Section 13(d)(3) of the Act, the Reporting Person is aware that a trustee of the Reporting Person, Zack B. Bergreen, is the beneficial owner of 5,891,000 Shares in addition to the 900,000 Shares held by the Reporting Person. (b) The Reporting Person (through its trustees) has sole power to vote and to dispose of all of the 900,000 Shares held by it. Of the other 5,891,000 Shares beneficially owned by Mr. Bergreen, Mr. Bergreen has sole power to vote and dispose of 2,991,000 Shares and shared power (as co-trustee) to vote and dispose of 2,900,000 Shares. (c) There have been no transactions in the Shares by the Reporting Person or Mr. Bergreen during the past sixty days, except that Mr. Bergreen transferred 900,000 shares of Common Stock of the issuer to Zvi Bar-Nir Bergreen Retained Annuity Trust of 1998 II on March 24, 1998, which will be reported separately by a Schedule 13D. (d) No person other than the Reporting Person (acting through its trustees) is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the 900,000 Shares held by the Reporting Person. (e) N.A. ITEM 6. There are no contracts, arrangements, understandings or relationships among the Reporting Person and any other person with respect to any securities of the issuer. ITEM 7. N.A. 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: March 31, 1998 THE ZVI BAR-NIR BERGREEN RETAINED ANNUITY TRUST OF 1998 I By: /s/ Zack B. Bergreen --------------------- Zack B. Bergreen, Trustee -----END PRIVACY-ENHANCED MESSAGE-----