Report of Foreign Issuer (6-k)
August 14 2017 - 9:19AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of
August 2017
Commission File Number
000-20181
SAPIENS INTERNATIONAL CORPORATION N.V.
(Translation of registrant’s name
into English)
Azrieli Center
26 Harukmim St.
Holon, 5885800 Israel
(Address of principal executive offices)
Indicate by check mark whether the registrant
files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F
x
Form 40-F
o
Indicate by check mark if the registrant
is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
o
Indicate by check mark if the registrant
is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
o
CONTENTS
Rating for Non-Convertible Debentures
On August 13, 2017,
Sapiens International Corporation N.V. (“
Sapiens
”) filed with the Israeli Securities Authority (“
ISA
”)
and the Tel Aviv Stock Exchange (“
TASE
”) a rating report (the “
Rating Report
”) published
by Ma’alot S&P Global (a part of the global rating firm Standard & Poor's Financial Services LLC) with respect to
each of Sapiens and the new series of Sapiens’ debentures—Series B Debentures (the “
Debentures
”)—that
Sapiens is considering offering publicly in Israel, pursuant to Sapiens’ Israeli shelf prospectus (the “
Israeli
Shelf Prospectus
”). Sapiens’ filing of the Israeli Shelf Prospectus, and its report to the ISA and TASE that it
is considering offering the Debentures, were described in the Report of Foreign Private Issuer on Form 6-K (a “
Form 6-K
”)
that Sapiens furnished to the SEC on August 7, 2017, which description is incorporated herein by reference.
An English translation
of the Rating Report is furnished as Exhibit 99.1 to this Form 6-K.
Important Note re: Debenture Offering
and Related Disclosures
This Form 6-K is not
an offer of securities for sale in the United States. Securities may not be offered or sold in the United States absent registration
under the Securities Act or an exemption from the registration requirements thereunder. Any offering of securities pursuant to
the Israeli Shelf Prospectus and any supplemental shelf offering report will be made only in Israel to residents of Israel, will
not be registered under the Securities Act of 1933, as amended (the “
Securities Act
”) and will not be offered
or sold in the United States or to U.S. persons (as defined in Regulation S under the Securities Act), except pursuant to an applicable
exemption from registration under the Securities Act.
SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
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SAPIENS INTERNATIONAL CORPORATION N.V.
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Date: August 14, 2017
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By:
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/s/ Roni Giladi
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Name: Roni Giladi
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Title: Chief Financial Officer
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EXHIBIT INDEX
The following exhibit
is furnished as part of this Form 6-K:
Exhibit
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Description
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99.1
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Rating
report published by Ma’alot S&P Global (a part of the global rating firm Standard & Poor's Financial Services
LLC) with respect to each of Sapiens and its potential Series B Non-Convertible Debentures that may be offered in Israel
|
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