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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. _)
WSFS FINANCIAL CORPORATION
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(Name of Issuer)
Common Stock
par value $0.01 per share
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(Title of Class of Securities)
929328102
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(CUSIP Number)
ROBERT E. SULLIVAN
Pillsbury Madison & Sutro
235 Montgomery Street
San Francisco, CA 94104
(415) 983-1361
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 1, 1996
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(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 [ ].
Check the following box if a fee is being paid with the statement [X].
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).
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CUSIP No. 929328102 13D Page 2
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1. NAMES OF REPORTING PERSONS Isocrates Limited
S.S. OR I.R.S. IDENTIFICATION Isocrates Trust
NO. OF ABOVE PERSONS Sorgente Company Unlimited
Zayucel Limited
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS See Item 3
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION British Virgin Islands
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NUMBER OF 7. SOLE VOTING POWER 1,234,971
SHARES -------------------------------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY -------------------------------------------------------------
EACH 9. SOLE DISPOSITIVE POWER 1,234,971
REPORTING -------------------------------------------------------------
PERSON 10. SHARED DISPOSITIVE POWER
WITH
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,234,971
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.9%
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14. TYPE OF REPORTING PERSON CO and OO
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CUSIP No. 929328102 13D Page 3
Item 1. Security and Issuer.
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This statement on Schedule 13D relates to the Common Stock, par value
$0.01 per share (the "Common Stock"), of WSFS Financial Corporation
("WSFS"). WSFS's principal executive offices are located at 838 Market Street,
Wilmington, Delaware 19899.
Item 2. Identity and Background.
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The entities filing this Schedule 13D are Isocrates Limited, Isocrates
Trust, Sorgente Company Unlimited, and Zayucel Limited (the "filing entities").
The filing entities were each formed under the laws of the British Virgin
Islands and have their principal office at Craigmuir Chambers, P.O. Box 71, Road
Town, Tortola, British Islands. The principal business of Isocrates Limited and
of Zayucel Limited is to hold investments of Isocrates Trust. The principal
business address of the filing entities is 15 Bing Tong Park, Singapore 1026.
Isocrates Limited is a trustee of the Isocrates Trust, and both Sorgente Company
Unlimited and Zayucel Limited are assets of the Isocrates Trust.
The filing entities have not, during the last five years, been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), or have been party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
have become subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
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On November 1, 1996, Sorgente Company Unlimited acquired direct
beneficial ownership of 740,742 shares and Zayucel Limited acquired direct
beneficial ownership of 494,229 shares of Common Stock of WSFS through a
distribution of shares held by Quad-C Offshore Partners L.P. and Quad-C Partners
II, L.P. Holding Sorgente Company Unlimited and Zayucel Limitd as trust assets,
Isocrates Trust and its trustee Isocrates Limited became indirect beneficial
owners of the aggregate ammount of shares totalling 1,234,971.
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CUSIP No. 929328102 13D Page 4
Item 4. Purpose of Transaction.
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The filing entities are holding the Common Stock for investment
purposes. Depending on market conditions, and other factors, the filing
entities may purchase additional shares of Common Stock in the open market or in
private transactions. Alternatively, depending on market conditions and other
factors, they may, at some future time, sell all or some of their shares of
Common Stock.
Except as set forth in this Item 4, the filing entities have no
present plans or proposals that relate to or would result in any of the
actions set forth in clauses (a) through (j) of Item 4, although the filing
entities may in the future take actions that would have such an effect.
Item 5. Interest in Securities of the Issuer.
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(a) and (b) WSFS has advised the filing entities that, as of August 9,
1996, there were issued and outstanding 13,832,198 shares of Common Stock. As of
the close of business on November 1, 1996, Sorgente Company Unlimited directly
owned beneficially 740,742 shares of Common Stock and Zayucel Limited directly
owned beneficially 494,229 shares of Common Stock. Isocrates Limited and
Isocrates Trust indirectly owned beneficially the aggregate of the shares owned
by Sorgente Company Unlimited and Zayucel Limited, numbering 1,234,971 shares.
Such shares in the aggregate constitute 8.9% of the total number of shares of
Common Stock outstanding. The filing entities have the sole power to vote and to
dispose of all such shares of Common Stock.
(c) See Item 3 with respect to shares acquired in partnership
distributions.
(d) Inapplicable.
(e) Inapplicable.
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CUSIP No. 929328102 13D Page 5
Item 6. Contracts, Arrangements, Understandings or
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Relationships With Respect to Securities of the
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Issuer.
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The filing entities entered into an agreement on the joint filing of
this Schedule 13D. This statement is thereby filed on behalf of all the
filing entities.
7. Material To Be Filed as Exhibits
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The joint filing agreement mentioned in Item 6 is filed as Exhibit A.
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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.
Dated: November 8 1996.
ISOCRATES LIMITED
By: /s/ R. TED WESCHLER
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Name: R. Ted Weschler
Title: Director
ISOCRATES TRUST
By: /s/ R. TED WESCHLER
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Name: R. Ted Weschler
Title: Director of
Isocrates Limited,
Trustee
SORGENTE COMPANY UNLIMITED
By: /s/ ROBERT E. SULLIVAN,
ATTORNEY FOR LAURENCE MOH
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Name:
Title: Lead Director
ZAYUCEL LIMITED
By: /s/ R. TED WESCHLER
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Name: R. Ted Weschler
Title: Director
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EXHIBIT A
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November 8, 1996
The undersigned hereby agree that the attached Schedule 13D is filed on
behalf of all the following entities: Isocrates Limited, Isocrates Trust,
Sorgente Company Unlimited, and Zayucel Limited. This joint filing agreement is
in accordance with Rule 13D-1(f).
ISOCRATES LIMITED
By: /s/ R. TED WESCHLER
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Name: R. Ted Weschler
Title:
ISOCRATES TRUST
BY: /s/ R. TED WESCHLER
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Name: R. Ted Weschler
Title:
SORGENTE COMPANY UNLIMITED
By: /s/ ROBERT E. SULLIVAN,
ATTORNEY FOR LAURENCE MOH
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Name:
Title: Director
ZAYUCEL LIMITED
By: /s/ R. TED WESCHLER
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Name: R. Ted Weschler
Title:
