-----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, MoUkJDjyeJ3bh2jj7t7mltlvDQgG4f1oHciRYrPggYmCNpkUfnK3hctZzpJRCIK8 TsxnBB2Fjl6aJzRL13BqqQ== 0001036050-99-000727.txt : 19990405 0001036050-99-000727.hdr.sgml : 19990405 ACCESSION NUMBER: 0001036050-99-000727 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990402 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/A SEC ACT: SEC FILE NUMBER: 005-49091 FILM NUMBER: 99586462 BUSINESS ADDRESS: STREET 1: 455 BUSINESS CENTER DRIVE CITY: HORSHAM STATE: PA ZIP: 19044 BUSINESS PHONE: 2156822500 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/A 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/A 1 AMENDMENT NO. 1 TO SCHEDULE 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Amendment No. 1 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 25, 1999 (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 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON THE ZVI BAR-NIR BERGREEN RETAINED ANNUITY TRUST OF 1998 II 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) [X] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO (no funds were required, since this was a gift) 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) N.A. 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States (Pennsylvania trust) 7 SOLE VOTING POWER NUMBER OF SHARES 621,989 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 0 9 SOLE DISPOSITIVE POWER EACH REPORTING 621,989 10 SHARED DISPOSITIVE POWER PERSON WITH 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 621,989 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* N.A. 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.5% 14 TYPE OF REPORTING PERSON* PN 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 II, a Pennsylvania trust(the "Reporting Person"). Its principal business and office address is c/o Zack B. Bergreen, Astea International Inc., 455 Business Center Drive, Horsham, PA 19044. The Reporting Person is a retained annuity trust formed for the sole purpose of holding certain assets of its beneficiaries. The Reporting Person transferred 278,011 Shares to its grantor on March 25, 1999 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 transferred 278,011 Shares to its grantor on March 25, 1999 as part of the grantor's family estate planning. Since this was a gift, no funds or other consideration were provided by the Reporting Person. ITEM 4. The Reporting Person transferred 278,011 Shares to its grantor on March 25, 1999 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 621,989 Shares, which is equal to 4.5% 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 6,169,011 Shares in addition to the 621,989 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 621,989 Shares held by it. Of the other 6,169,011 Shares beneficially owned by Mr. Bergreen, Mr. Bergreen has sole power to vote and dispose of 5,056,036 Shares and shared power (as co-trustee) to vote and dispose of 1,112,975 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, acting as trustee, transferred (a) 278,011 Shares to his own name from the Zvi Bar-Nir Bergreen Retained Annuity Trust of 1998 I on March 25, 1999, which will be reported separately by a Schedule 13D, and (b) a total of 857,144 Shares to his own name from two other trusts controlled by him, which transactions need not be reported separately on a Schedule 13D but will be reported on a Form 4 to be filed by Mr. Bergreen. (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 621,989 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 26, 1999 THE ZVI BAR-NIR BERGREEN RETAINED ANNUITY TRUST OF 1998 II By: /s/ Zack B. Bergreen -------------------- Zack B. Bergreen, Trustee -----END PRIVACY-ENHANCED MESSAGE-----