CUSIP No. N7716A102
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Page 2 of 15 Pages
|
1 |
NAME OF REPORTING PERSONS.
KCPS Technology Investments (2006) Ltd.
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) x
(b) o
|
||
3 |
SEC Use Only
|
||
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER
N/A
|
|
6 |
SHARED VOTING POWER
3,759,806
|
||
7 |
SOLE DISPOSITIVE POWER
N/A
|
||
8 |
SHARED DISPOSITIVE POWER
3,759,806
|
||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,759,806
|
||
10 |
CHECK IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
o
|
||
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.50%*
|
||
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
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CUSIP No. N7716A102
|
Page 3 of 15 Pages
|
1 |
NAME OF REPORTING PERSONS.
KCS Private Equity Partners I L.P
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) x
(b) o
|
||
3 |
SEC Use Only
|
||
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER
N/A
|
|
6 |
SHARED VOTING POWER
3,759,806
|
||
7 |
SOLE DISPOSITIVE POWER
N/A
|
||
8 |
SHARED DISPOSITIVE POWER
3,759,806
|
||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,759,806
|
||
10 |
CHECK IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
o
|
||
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.50%*
|
||
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No. N7716A102
|
Page 4 of 15 Pages
|
1 |
NAME OF REPORTING PERSONS.
KCPS Private Equity Partners I (Cayman), L.P
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) x
(b) o
|
||
3 |
SEC Use Only
|
||
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER
N/A
|
|
6 |
SHARED VOTING POWER
3,759,806
|
||
7 |
SOLE DISPOSITIVE POWER
N/A
|
||
8 |
SHARED DISPOSITIVE POWER
3,759,806
|
||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,759,806
|
||
10 |
CHECK IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
o
|
||
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.50%*
|
||
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No. N7716A102
|
Page 5 of 15 Pages
|
1 |
NAME OF REPORTING PERSONS.
KCS Private Equity Partners 1 L.P
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) x
(b) o
|
||
3 |
SEC Use Only
|
||
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER
N/A
|
|
6 |
SHARED VOTING POWER
3,759,806
|
||
7 |
SOLE DISPOSITIVE POWER
N/A
|
||
8 |
SHARED DISPOSITIVE POWER
3,759,806
|
||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,759,806
|
||
10 |
CHECK IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
o
|
||
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.50%*
|
||
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No. N7716A102
|
Page 6 of 15 Pages
|
1 |
NAME OF REPORTING PERSONS.
KCS Private Equity Partners MP L.P
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) x
(b) o
|
||
3 |
SEC Use Only
|
||
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER
N/A
|
|
6 |
SHARED VOTING POWER
3,759,806
|
||
7 |
SOLE DISPOSITIVE POWER
N/A
|
||
8 |
SHARED DISPOSITIVE POWER
3,759,806
|
||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,759,806
|
||
10 |
CHECK IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
o
|
||
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.50%*
|
||
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No. N7716A102
|
Page 7 of 15 Pages
|
1 |
NAME OF REPORTING PERSONS.
KCS Partners, LP
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) x
(b) o
|
||
3 |
SEC Use Only
|
||
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER
N/A
|
|
6 |
SHARED VOTING POWER
3,759,806
|
||
7 |
SOLE DISPOSITIVE POWER
N/A
|
||
8 |
SHARED DISPOSITIVE POWER
3,759,806
|
||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,759,806
|
||
10 |
CHECK IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
o
|
||
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.50%*
|
||
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No. N7716A102
|
Page 8 of 15 Pages
|
1 |
NAME OF REPORTING PERSONS.
KCPS PE Investment Management (2006) Ltd.
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) x
(b) o
|
||
3 |
SEC Use Only
|
||
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER
N/A
|
|
6 |
SHARED VOTING POWER
3,759,806
|
||
7 |
SOLE DISPOSITIVE POWER
N/A
|
||
8 |
SHARED DISPOSITIVE POWER
3,759,806
|
||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,759,806
|
||
10 |
CHECK IF AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
o
|
||
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.50%*
|
||
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
|
Item 1(a)
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Name of Issuer
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Item 1(b)
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Address of Issuer's Principal Executive Offices
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Item 2(a)-(b)
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Name of Person Filing; Address of Principal Business Office or, if none, Residence
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(a)
|
KCPS Technology Investments (2006) Ltd.
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(b)
|
KCS Private Equity Partners I L.P
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(c)
|
KCPS Private Equity Partners I (Cayman), L.P
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(d)
|
KCS Private Equity Partners 1 L.P
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(e)
|
KCS Private Equity Partners MP L.P
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(f)
|
KCS Partners, LP
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(g)
|
KCPS PE Investment Management (2006) Ltd.
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Item 2(c)
|
Citizenship
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Item 2(d)
|
Title of Class of Securities
|
Item 2(e)
|
CUSIP Number
|
Item 3
|
If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
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Item 4
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Ownership
|
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(a)
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Amount beneficially owned: 3,759,806 Common Shares. Subject to the consummation of the transactions contemplated by the Share Purchase Agreement, dated as of July 21, 2011, by and among Sapiens International Corporation N.V., Sapiens Technologies (1982) Ltd., IDIT I.D.I. Technologies Ltd. ("IDIT"), the shareholders of IDIT, Amit Ben-Yehuda, as the IDIT Shareholder Representative, FIS Software Ltd. ("FIS"), the shareholders of FIS and Dan Goldstein, as the FIS Shareholder Representative (collectively referred to herein as the "Transactions"), KCPS Technology Investments (2006) Ltd. will be the record owner of 3,759,806 Common Shares.
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(b)
|
Percentage of class: 9.50% (the calculations are based on a total of 39,572,194 Common Shares outstanding consisting of (i) 22,072,194 Common Shares outstanding and (ii) 17,500,000 Common Shares issuable upon the consummation of the Transactions.)
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(c)
|
Number of shares as to which the person has:
|
|
(a)
|
Amount beneficially owned: 3,759,806 Common Shares. KCS Private Equity Partners I L.P is a significant shareholder of KCPS Technology Investments (2006) Ltd. By reason of KCS Private Equity Partners I L.P's influence over KCPS Technology Investments (2006) Ltd., KCS Private Equity Partners I L.P may be deemed to beneficially own, and share the power to vote and dispose of, the Common Shares to be beneficially owned by KCPS Technology Investments (2006) Ltd. upon consummation of the Transactions.
|
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(b)
|
Percentage of class: 9.50% (the calculations are based on a total of 39,572,194 Common Shares outstanding consisting of (i) 22,072,194 Common Shares outstanding and (ii) 17,500,000 Common Shares issuable upon the consummation of the Transactions.)
|
|
(c)
|
Number of shares as to which the person has:
|
|
(a)
|
Amount beneficially owned: 3,759,806 Common Shares. KCPS Private Equity Partners I (Cayman), L.P is a significant shareholder of KCPS Technology Investments (2006) Ltd. By reason of KCPS Private Equity Partners I (Cayman), L.P's influence over KCPS Technology Investments (2006) Ltd., KCPS Private Equity Partners I (Cayman), L.P may be deemed to beneficially own, and share the power to vote and dispose of, the Common Shares to be beneficially owned by KCPS Technology Investments (2006) Ltd. upon consummation of the Transactions.
|
|
(b)
|
Percentage of class: 9.50% (the calculations are based on a total of 39,572,194 Common Shares outstanding consisting of (i) 22,072,194 Common Shares outstanding and (ii) 17,500,000 Common Shares issuable upon the consummation of the Transactions.)
|
|
(c)
|
Number of shares as to which the person has:
|
|
(a)
|
Amount beneficially owned: 3,759,806 Common Shares. KCS Private Equity Partners 1 L.P is a significant shareholder of KCPS Technology Investments (2006) Ltd. By reason of KCS Private Equity Partners 1 L.P's influence over KCPS Technology Investments (2006) Ltd., KCS Private Equity Partners 1 L.P may be deemed to beneficially own, and share the power to vote and dispose of, the Common Shares to be beneficially owned by KCPS Technology Investments (2006) Ltd. upon consummation of the Transactions.
|
|
(b)
|
Percentage of class: 9.50% (the calculations are based on a total of 39,572,194 Common Shares outstanding consisting of (i) 22,072,194 Common Shares outstanding and (ii) 17,500,000 Common Shares issuable upon the consummation of the Transactions.)
|
|
(c)
|
Number of shares as to which the person has:
|
|
(a)
|
Amount beneficially owned: 3,759,806 Common Shares. KCS Private Equity Partners MP L.P is a significant shareholder of KCPS Technology Investments (2006) Ltd. By reason of KCS Private Equity Partners MP L.P's influence over KCPS Technology Investments (2006) Ltd., KCS Private Equity Partners MP L.P may be deemed to beneficially own, and share the power to vote and dispose of, the Common Shares to be beneficially owned by KCPS Technology Investments (2006) Ltd. upon consummation of the Transactions.
|
|
(b)
|
Percentage of class: 9.50% (the calculations are based on a total of 39,572,194 Common Shares outstanding consisting of (i) 22,072,194 Common Shares outstanding and (ii) 17,500,000 Common Shares issuable upon the consummation of the Transactions.)
|
|
(c)
|
Number of shares as to which the person has:
|
|
(a)
|
Amount beneficially owned: 3,759,806 Common Shares. KCS Partners, LP is the general partner of all the shareholders of KCPS Technology Investments (2006) Ltd. – KCS Private Equity Partners I L.P, KCPS Private Equity Partners I (Cayman), L.P, KCS Private Equity Partners 1 L.P and KCS Private Equity Partners MP L.P. By reason of KCS Partner, LP's control over all the shareholders of KCPS Technology Investments (2006) Ltd., KCS Partners, LP may be deemed to beneficially own, and share the power to vote and dispose of, the Common Shares to be beneficially owned by KCPS Technology Investments (2006) Ltd. upon consummation of the Transactions.
|
|
(b)
|
Percentage of class: 9.50% (the calculations are based on a total of 39,572,194 Common Shares outstanding consisting of (i) 22,072,194 Common Shares outstanding and (ii) 17,500,000 Common Shares issuable upon the consummation of the Transactions.)
|
|
(c)
|
Number of shares as to which the person has:
|
|
(a)
|
Amount beneficially owned: 3,759,806 Common Shares. KCPS PE Investment Management (2006) Ltd. is the general partner of KCS Partners, LP, which in turn is the general partner of all the shareholders of KCPS Technology Investments (2006) Ltd. By reason of KCPS PE Investment Management (2006) Ltd.'s control over KCS Partner LP, the general partner of all the shareholders of KCPS Technology Investments (2006) Ltd., KCPS PE Investment Management (2006) Ltd. may be deemed to beneficially own, and share the power to vote and dispose of, the Common Shares to be beneficially owned by KCPS Technology Investments (2006) Ltd. upon consummation of the Transactions.
|
|
(b)
|
Percentage of class: 9.50% (the calculations are based on a total of 39,572,194 Common Shares outstanding consisting of (i) 22,072,194 Common Shares outstanding and (ii) 17,500,000 Common Shares issuable upon the consummation of the Transactions.)
|
|
(c)
|
Number of shares as to which the person has:
|
Item 5
|
Ownership of Five Percent or Less of a Class
|
Item 6
|
Ownership of More than Five Percent on Behalf of Another Person
|
Item 7
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company
|
Item 8
|
Identification and Classification of Members of the Group
|
Item 9
|
Notice of Dissolution of Group
|
Item 10
|
Certification
|
Dated: July 25, 2011 |
KCPS Technology Investments (2006) Ltd.
|
||
By:
|
/s/ Gilead Halevy | ||
Name: Gilead Halevy | |||
Title: General Partner | |||
By: | /s/ Gilad Shavit | ||
Name: Gilad Shavit | |||
Title: General Partner | |||
KCS Private Equity Partners I L.P
|
|||
By KCS Partners, LP, its General Partner
|
|||
By KCPS PE Investment Management (2006) Ltd., its General Partner:
|
|||
By:
|
/s/ Gilead Halevy | ||
Name: Gilead Halevy | |||
Title: General Partner | |||
By: | /s/ Gilad Shavit | ||
Name: Gilad Shavit | |||
Title: General Partner | |||
KCPS Private Equity Partners I (Cayman), L.P
|
|||
By KCS Partners, LP, its General Partner
|
|||
By KCPS PE Investment Management (2006) Ltd., its General Partner:
|
|||
By:
|
/s/ Gilead Halevy | ||
Name: Gilead Halevy | |||
Title: Title: General Partner | |||
By: | /s/ Gilad Shavit | ||
Name: Gilad Shavit | |||
Title: General Partner |
KCS Private Equity Partners 1 L.P
|
|||
By KCS Partners, LP, its General Partner:
|
|||
By KCPS PE Investment Management (2006) Ltd., its General Partner:
|
|||
By:
|
/s/ Gilead Halevy | ||
Name: Gilead Halevy | |||
Title: General Partner | |||
By: | /s/ Gilad Shavit | ||
Name: Gilad Shavit | |||
Title: General Partner | |||
KCS Private Equity Partners MP L.P
|
|||
By KCS Partners, LP, its General Partner:
|
|||
By KCPS PE Investment Management (2006) Ltd., its General Partner:
|
|||
By:
|
/s/ Gilead Halevy | ||
Name: Gilead Halevy | |||
Title: Title: General Partner | |||
By: | /s/ Gilad Shavit | ||
Name: Gilad Shavit | |||
Title: General Partner | |||
KCS Partners, LP
|
|||
By KCPS PE Investment Management (2006) Ltd., its General Partner:
|
|||
By:
|
/s/ Gilead Halevy | ||
Name: Gilead Halevy | |||
Title: General Partner | |||
By: | /s/ Gilad Shavit | ||
Name: Gilad Shavit | |||
Title: General Partner | |||
KCPS PE Investment Management (2006) Ltd. | |||
By: | /s/ Gilead Halevy | ||
Name: Gilad Shavit | |||
Title: General Partner | |||
By: | /s/ Gilad Shavit | ||
Name: Gilad Shavit | |||
Title: General Partner |