SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

  

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

 

(Amendment No. 22*)

 

Sapiens International Corporation N.V.

(Name of Issuer)

 

Common Shares, € 0.01 par value

(Title of Class of Securities)

 

N7716A102

(CUSIP Number)

 

Guy Bernstein

Formula Systems (1985) Ltd.

5 Haplada St.

Or-Yehuda 60218, Israel

972-3-5389487

(Name, Address and Telephone Number of Person Authorized

to Receive Notices and Communications)

 

April 28, 2013

(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 that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. ¨

 

*  The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934  (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 
 

 

CUSIP NO. N7716A102
1.

Names of Reporting Persons

 

Formula Systems (1985) Ltd.
2.

Check the Appropriate Box if a Member of a Group

(See Instructions)

  (a)   ¨
  (b)   ¨
3.

SEC USE ONLY

 

4.

Source of funds (See Instructions)

 

WC

5. Check if disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)		  ¨
6.

Citizenship or Place of Organization            

 

Israel

         

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

 7.

Sole Voting Power

22,369,035

8.

Shared Voting Power

0

9.

Sole Dispositive Power

22,369,035

10.

Shared Dispositive Power

0

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

22,369,035

12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(see instructions) 		 ¨
13.

Percent of Class Represented by Amount in Row(11)

57.2%

14.

Type of Reporting Person (See Instructions)

CO

 

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Item 1. Security and Issuer.

 

This Amendment No. 22 to the Statement of Beneficial Ownership on Schedule 13D filed by the Reporting Person (as defined in Item 2 below) relates to the common shares, par value € 0.01 (“Common Shares”) of Sapiens International Corporation N.V. (“Sapiens” or the “Issuer”).

 

The Issuer is a Curaçao company, whose principal executive offices are located at Landhuis Joonchi; Kaya Richard J. Beaujon z/n; P.O. Box 837 Willemstad, Curaçao.

  

Item 2: Identity and Background

 

The name of the reporting person is Formula Systems (1985) Ltd. (“Formula” or the “Reporting Person”), which is organized under the laws of the State of Israel.

 

Formula’s principal business is holding and managing interests in companies that provide global IT solutions and services.

 

Formula’s principal office is located at 5 Haplada St., Or-Yehuda, 60218, Israel.

 

There are no criminal convictions or civil judgments or injunctions to report under Item 2(d) or (e) of Schedule 13D.

 

Item 3: Source and Amount of Funds or Other Consideration

 

From April 11, 2013 through May 2, 2013, Formula purchased an aggregate of 469,000 Common Shares in broker-initiated and private transactions for an aggregate purchase price of US$2,666,000. The source of such funds was Formula’s working capital.

 

Item 4: Purpose of Transaction

 

The Reporting Person has acquired the Common Shares of Sapiens for long-term investment purposes.

 

The Reporting Person may from time to time acquire additional Common Shares in the public market or in privately negotiated transactions in order to support its control position in Sapiens.

 

The Reporting Person does not have any current plans to dispose of securities of the Issuer or to effect any other transaction or change involving the Issuer that is described in Items 4(b) through (j) of Schedule 13D.

 

Item 5: Interest in Securities of the Issuer

 

(a), (b) Formula is the beneficial owner of and possesses sole voting and dispositive power with respect to 22,369,035 Common Shares, which represent 57.2% of the total issued and outstanding Common Shares of the Issuer. This percentage of beneficial ownership was calculated on the basis of 39,082,702 outstanding Common Shares of the Issuer as of May 2, 2013, which is based on information provided to the Reporting Person by the Issuer in response to the inquiry of the Reporting Person.

 

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(c) During the past sixty days, Formula purchased Common Shares in the following transactions.

 

Date Number of Shares Purchased Price per Share Nature of Transaction
April 11, 2013 300,000 $5.6156 off-market purchase
April 23, 2013 27,500 $5.5841 broker-initiated transaction consummated off-market
April 28, 2013 66,500 $5.8021 broker-initiated transaction consummated off-market
April 30, 2013 53,000 $5.8874 broker-initiated transaction consummated off-market
May 2, 2013 22,000 $5.8872 broker-initiated transaction consummated off-market

 

(d) None.

 

(e) Not applicable.

  

Item 6: Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

 

None.

  

Item 7: Material to Be Filed as Exhibits

 

None.

 

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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: May 6, 2013

 

FORMULA SYSTEMS (1985) LTD.

 

By: /s/ Asaf Berenstin  
Name: Asaf Berenstin  
Title: Chief Financial Officer  

 

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