Filing Details

 

1	Names of Reporting Persons.
	I.R.S. Identification Nos. of above persons (entities only)
	Koor Industries 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)
	OO
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
			0
		8	Shared Voting Power
			78,477,620 (*)
		9	Sole Dispositive Power
			0
		10	Shared Dispositive Power
			75,065,120 (**)
11	Aggregate Amount Beneficially Owned by Each Reporting Person
	78,477,620 (*)
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
	☒
13	Percent of Class Represented by Amount in Row (11)
	48.21% (*)
14	Type of Reporting Person (See Instructions)
	CO

 

1	Names of Reporting Persons.
	I.R.S. Identification Nos. of above persons (entities only)
	Discount Investment Corporation 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)
	OO
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
			0
		8	Shared Voting Power
			78,477,620 (*)
		9	Sole Dispositive Power
			0
		10	Shared Dispositive Power
			75,065,120 (**)
11	Aggregate Amount Beneficially Owned by Each Reporting Person
	78,477,620 (*)
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
	☒ (***)
13	Percent of Class Represented by Amount in Row (11)
	48.21%
14	Type of Reporting Person (See Instructions)
	CO

 

1	Names of Reporting Persons.
	I.R.S. Identification Nos. of above persons (entities only)
	Eduardo Sergio Elsztain
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)
	OO
5	Check if disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
	☐
6	Citizenship or Place of Organization
	Argentina
Number of Shares Beneficially Owned by Each Reporting Person With:		7	Sole Voting Power
			0
		8	Shared Voting Power
			78,477,620 (*)
		9	Sole Dispositive Power
			0
		10	Shared Dispositive Power
			75,065,120 (**)
11	Aggregate Amount Beneficially Owned by Each Reporting Person
	78,477,620 (*)
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
	☒ (***)
13	Percent of Class Represented by Amount in Row (11)
	48.21%
14	Type of Reporting Person (See Instructions)
	IN

 

1	Names of Reporting Persons.
	I.R.S. Identification Nos. of above persons (entities only)
	Wior Communications 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)
	OO (see Item 6)
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
			0
		8	Shared Voting Power
			8,138,736 (**)
		9	Sole Dispositive Power
			0
		10	Shared Dispositive Power
			8,138,736 (**)
11	Aggregate Amount Beneficially Owned by Each Reporting Person
	8,138,736 (**)
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
	☐
13	Percent of Class Represented by Amount in Row (11)
	5.0% (**)
14	Type of Reporting Person (See Instructions)
	IN

 

1	Names of Reporting Persons.
	I.R.S. Identification Nos. of above persons (entities only)
	Mauricio Wior (*)
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)
	OO (see Item 6)
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
			0
		8	Shared Voting Power
			8,138,736 (**)
		9	Sole Dispositive Power
			0
		10	Shared Dispositive Power
			8,138,736 (**)
11	Aggregate Amount Beneficially Owned by Each Reporting Person
	8,138,736 (**)
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
	☐
13	Percent of Class Represented by Amount in Row (11)
	5.0% (**)
14	Type of Reporting Person (See Instructions)
	IN

 

1	Names of Reporting Persons.
	I.R.S. Identification Nos. of above persons (entities only)
	Blejer Communications (*)
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)
	OO (see Item 6)
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
			0
		8	Shared Voting Power
			8,138,736 (**)
		9	Sole Dispositive Power
			0
		10	Shared Dispositive Power
			8,138,736 (**)
11	Aggregate Amount Beneficially Owned by Each Reporting Person
	8,138,736 (**)
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
	☐
13	Percent of Class Represented by Amount in Row (11)
	5.0% (**)
14	Type of Reporting Person (See Instructions)
	IN

 

1	Names of Reporting Persons.
	I.R.S. Identification Nos. of above persons (entities only)
	Mario Blejer(*)
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)
	OO (see Item 6)
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
			0
		8	Shared Voting Power
			8,138,736 (**)
		9	Sole Dispositive Power
			0
		10	Shared Dispositive Power
			8,138,736 (**)
11	Aggregate Amount Beneficially Owned by Each Reporting Person
	8,138,736 (**)
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
	☐
13	Percent of Class Represented by Amount in Row (11)
	5.0% (**)
14	Type of Reporting Person (See Instructions)
	IN

As DIC has been informed, as of September 30, 2020:

Dolphin Netherlands is a company incorporated in the Netherlands, held by (a) Dolphin Investments (Gibraltar) Ltd., a company that was incorporated in Gibraltar, which is wholly owned by Dolphin Fund Limited ("Dolphin Fund") and holds 100% of the voting rights of Dolphin Netherlands; (b) Tyrus S.A., which holds 100% of the capital rights of Dolphin Netherlands. Dolphin Fund is controlled by Mr. Eduardo Elsztain (indirectly), through the holding of 85% in the share capital of Consultores Assets Management S.A. ("CAM"). The balance of CAM's share capital (15%) is held by Mr. Saul Zang, who holds office as a Director in DIC.

IRSA is a company that was incorporated in Argentina, whose shares are listed for trading on the Buenos Aires Stock Exchange and on the New York Stock Exchange (GDS). IRSA is controlled (directly and indirectly) by Cresud Sociedad Anonima Comercial, Inmobiliaria Financiera y Agropecuaria ("Cresud"), which has a holding of approximately 62.06% in it. Cresud is a company that was incorporated in Argentina, whose shares are listed for trading on the Buenos Aires Stock Exchange and on the NASDAQ Stock Exchange (ADR).

Inversiones Financieras del Sur S.A. ("IFISA") has a 14.73% holding in Cresud. IFISA is a private company that is registered in Uruguay and is wholly owned by IFIS Limited ("IFIS"). In addition, IFIS holds 1.73% of the voting rights in Cresud until February 18, 2021 or until the sale of the shares to a third party. IFIS has a right of first refusal to sell the said percentage of Crasud shares. In addition, as DIC has been informed, Agroinvestment S.A., a company incorporated in the Republic of Uruguay, which is held 100% by Mr. Elstein ("Agroinvestment"), holds 20.55% of the issued share capital of Cresud.

IFIS is a private investments company, which is registered in Bermuda, which is controlled, indirectly, by Mr. Eduardo Elsztain, who has a holding of approximately 74.49% of the voting rights in it, by virtue of his holdings in the share capital of IFIS (approximately 39.05% through CVCU and Consultores Venture Capital Ltd., a company that was incorporated in the Cayman Islands and which is wholly owned by CVCU and 29.60% through Agroinvestment), and by virtue of an irrevocable power of attorney that were given to Mr. Elsztain with respect to the additional voting rights in IFIS (Mr. Saul Zang, serving as a director in the Company is amongst those granting the power of attorney and indirectly holds approximately 3.72% in IFIS, and the companies through which Mr. Elsztain holds in IFIS as described above).

In addition to the holdings that are described above, Mr. Elsztain and the companies that are controlled by him hold additional shares in IRSA and in Cresud, such that Mr. Elsztain's overall holdings, directly and indirectly, stands at approximately 35.30% in Cresud (and approximately 37.03% of the voting rights as described above) and at approximately 63.09% in IRSA. Mr. Elsztain is the largest shareholder, directly and indirectly, in Cresud. It should be noted that Mr. Alejandro Elsztain, a director in DIC holds directlry and indirectly) approximately 0.39% of IRSA's share capital, and approximately 2% of Cresud's share capital and approximately 5.73% of IFIS' share capital, and Mrs. Diana Elsztain Dan, a director in DIC, holds approximately 0.02% of IFIS's share capital. It should further be noted, that Messrs. Eduardo Elsztain Diana Elsztain Dan and Alejandro Elsztain are siblings.

See Item 2 above for a description of the Post Amendment 5 Transactions.

Koor is the direct owner of 66,926,384 Ordinary Shares, constituting approximately 41.12% of the Ordinary Shares then outstanding. DIC may be deemed beneficial owner of, and to share the power to vote and dispose, of the 66,926,384 Ordinary Shares held by Koor. In addition, 3,412,500 Ordinary Shares, representing approximately 2.10% of the outstanding Ordinary Shares, are held by two shareholders whose voting rights in respect of these shares are vested in Koor and whose dispositive power in respect of these shares is subject to certain rights of Koor. DIC may be deemed to share the power to vote and the other rights of Koor with respect to such 3,412,500 Ordinary Shares. In addition, DIC and Koor may be deemed beneficial owner of, and to share the power to vote, of the 8,138,736 Ordinary Shares, representing 5% of the outstanding Ordinary shares, held by the Israeli Shareholders due to a lending agreement with Koor.  See Item 6. Contracts, Arrangements, Understandings or Relationships with respect to Securities of the Issuer.

 

Each of Wior Communications and Blejer Communications is the direct owner of 4,069,368 Ordinary Shares, constituting 2.5% of the Ordinary Shares then outstanding, and each of Wior Communications (and  its sole shareholder, Mauricio Wior) and Blejer Communications (and its sole shareholder, Mario Blejer) may be deemed beneficial owner of, and to share the power to vote, the 4,069,368 Ordinary Shares held by the other by virtue of the voting agreement which is part of the agreement described in Item 6.

 

Each of Mr. Elsztain and DIC may each be deemed the beneficial owners of, and to share the power to vote and dispose of, an aggregate of 78,477,620 Ordinary Shares held by DIC and Koor (which includes 8,138,736 Ordinary Shares, constituting 5% of the Ordinary Shares then outstanding, held by the Israeli Shareholders by virtue of the agreement between Koor and the Israeli Shareholders described in Item 6), constituting in the aggregate approximately 48.21% of the Ordinary Shares then outstanding and, in addition, be deemed to share the power to vote and the other rights of Koor with respect to the aforementioned 3,412,500 Ordinary Shares held by two shareholders, constituting approximately 2.10% of the Ordinary Shares then outstanding. Each of the Israeli Shareholders, Wior Communications and Blejer Communications may be deemed beneficial owner of, and to share the power to vote, an aggregate of 8,138,736 Ordinary Shares, constituting 5% of the Ordinary Shares then outstanding.  This Statement shall not be construed as an admission by DIC and Mr. Elsztain that they are the beneficial owners of any of the Ordinary Shares covered by this Statement.

 

The Issuer advised the Reporting Persons that as of September 30, 2020 there were 162,774,691 Ordinary Shares outstanding, and the percentages of Shares outstanding set forth in this Schedule 13D/A are based on this number, except that for Koor, DIC and Elsztain, the percentages of Shares outstanding set forth in this Schedule 13D/A are based on 162,774,691 Ordinary Shares outstanding, in accordance with Rule 13d-3(d)(1) under the Securities Exchange Act of 1934, as amended.

Information provided to the Reporting Persons indicates that none of the executive officers and directors of DIC and Koor owned as of September 30, 2020, or purchased or sold from July 30, 2020 through September 30, 2020, any Ordinary Shares (except for Mr. Mario Blejer and Mr. Mauricio Wior, who are a reporting persons and also serves as a directors in DIC).

Item 7. Material to Be Filed as Exhibits

SIGNATURE

          After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this Statement is true, complete and correct.

 

 

	KOOR INDUSTRIES LTD.
	DISCOUNT INVESTMENT CORPORATION LTD.
	EDUARDO SERGIO ELSZTAIN
	BY:  DISCOUNT INVESTMENT CORPORATION LTD.
	BY: /s/ Aaron Kaufman          /s/ Haim Tabouch
	Aaron Kaufman and Haim Tabouch, authorized signatories of Discount Investment Corporation Ltd., for itself and on behalf of, Koor Industries Ltd. and Eduardo Sergio Elsztain, pursuant to agreements annexed to the Statement filed on May 20, 2014 as Exhibits 1 and 3 thereto.
	/s/ Mauricio Wior
	MAURICIO WIOR
	WIOR COMMUNICATIONS LTD.
	/s/ Mauricio Wior
	Name: Mauricio Wior
	Title: Director
	/s/ Mario Blejer
	MARIO BLEJER
	BLEJER COMMUNICATIONS LTD.
	/s/ Mario Blejer
	Name: Mario Blejer
	Title: Director

* Appointed on October 1, 2020.