UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. )*
LanguageWare.net (Company) Ltd.
(Name of Issuer)
Ordinary Shares, NIS .01 nominal value per share
(Title of Class of Securities)
MO1575105
(CUSIP Number)
January 14, 2000
(Dave of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* 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 the 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 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).
Page 1 of 12 Pages
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SCHEDULE 13G
CUSIP No. MO1575105 Page 2 of 12 Pages
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
InfoTech Ventures Limited
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Singapore
NUMBER OF 5 SOLE VOTING POWER
SHARES None
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 2,939,109
EACH 7 SOLE DISPOSITIVE POWER
REPORTING None
PERSON 8 SHARED DISPOSITIVE POWER
WITH 2,939,109
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,939,109
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.4%
12 TYPE OF REPORTING PERSON *
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. MO157505 Page 3 of 12 Pages
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
WIIG Global Ventures Pte Ltd.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Singapore
NUMBER OF 5 SOLE VOTING POWER
SHARES None
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 2,086,376
EACH 7 SOLE DISPOSITIVE POWER
REPORTING None
PERSON 8 SHARED DISPOSITIVE POWER
WITH 2,086,376
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,086,376
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.1%
12 TYPE OF REPORTING PERSON *
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. MO1575105 Page 4 of 12 Pages
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Seed Ventures II Limited
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Singapore
NUMBER OF 5 SOLE VOTING POWER
SHARES None
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 2,939,109
EACH 7 SOLE DISPOSITIVE POWER
REPORTING None
PERSON 8 SHARED DISPOSITIVE POWER
WITH 2,939,109
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,939,109
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.4%
12 TYPE OF REPORTING PERSON *
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. MO157505 Page 5 of 12 Pages
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Seed Ventures Management Pte Ltd.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Singapore
NUMBER OF 5 SOLE VOTING POWER
SHARES None
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 7,964,594
EACH 7 SOLE DISPOSITIVE POWER
REPORTING None
PERSON 8 SHARED DISPOSITIVE POWER
WITH 7,964,594
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,964,594
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11.7%
12 TYPE OF REPORTING PERSON *
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. MO157505 Page 6 of 12 Pages
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Walden International Investment Group (S) Pte Ltd.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Singapore
NUMBER OF 5 SOLE VOTING POWER
SHARES None
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 7,964,594
EACH 7 SOLE DISPOSITIVE POWER
REPORTING None
PERSON 8 SHARED DISPOSITIVE POWER
WITH 7,964,594
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,964,594
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11.7%
12 TYPE OF REPORTING PERSON *
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
ITEM 1(A). NAME OF ISSUER
LanguageWare.net (Company) Ltd. (the "Issuer")
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
28 Pierre Koenig Street
Jerusalem 91530 Israel
ITEM 2(A). NAME OF PERSONS FILING
InfoTech Ventures Limited ("IVL")
WIIG Global Ventures Pte Ltd. ("WIIG")
Seed Ventures II Limited ("Seed")
Seed Ventures Management Pte Ltd. ("Seed Management")
Walden International Investment Group (S) Pte Ltd.
("Walden")
IVL, WIIG, Seed, Seed Management and Walden are filing
this Statement on Schedule 13G jointly pursuant to Rule
13d-1(k)(1) of the Securities Exchange Act of 1934, as
amended (the "Act"). Attached to this Statement as
Exhibit A is the Joint Filing Agreement of IVL, WIIG
and Walden pursuant to Rule 13d-1(k)(1)(iii) of the Act.
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICES OR, IF NONE, RESIDENCE
The principal business office of each of IVL, WIIG,
Seed, Seed Management and Walden is located at:
396 Alexandra Road
#16-03 BP Tower
Singapore 119954
ITEM 2(C). CITIZENSHIP
IVL-Singapore
WIIG-Singapore
Seed-Singapore
Seed Management-Singapore
Walden-Singapore
ITEM 2(D). TITLE OF CLASS OF SECURITIES
Ordinary Shares, NIS .01 nominal value per share (the
"Shares")
ITEM 2(E). CUSIP NUMBER
MO157505
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:
Page 7of 12 Pages
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(a) [ ] Broker or dealer registered under Section 15
of the Exchange Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the
Exchange Act;
(c) [ ] Insurance company defined in Section 3(a)(19)
of the Exchange Act;
(d) [ ] Investment company registered under Section 8
of the Investment Company Act;
(e) [ ] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section
3(b) of the Federal Deposit Insurance Act;
(i) [ ] A church plan that is excluded from the
definition of an investment company under Section
3(c)(14) of the Investment Company Act;
(j) [ ] Group, in accordance with Rule 13d-
1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c),
check this box. [X]
ITEM 4. OWNERSHIP
(a) Amount Beneficially Owned
Walden is the investment manager of IVL and WIIG. Seed
Management is the investment manager of Seed. Walden and Seed
Management share common directors and management pursuant to
which Walden and Seed Management exercise joint voting and
investment power over the securities of the Issuer beneficially
owned by IVL, WIIG and Seed. Walden and Seed Management may be
deemed to share with IVL, WIIG and Seed the power to vote or
direct the vote and to dispose or direct the disposition of the
7,964,594 Shares of which IVL, WIIG and Seed are direct
beneficial owners as of January 14, 2000. Included in the
7,964,594 Shares beneficially owned by Walden and Seed Management
are 588,649 Shares, 418,447 Shares and 588,649 Shares which,
respectively, IVL, WIIG and Seed have the right to acquire direct
beneficial ownership within 60 days of January 14, 2000.
(b) Percent of Class
As determined pursuant to Rule 13d-3 of the Act:
(i) Walden and Seed Management may each be deemed to be the
beneficial owner of an aggregate of 7,964,594 Shares, which
constitute approximately 11.7% of the outstanding Shares;
(ii) IVL may be deemed to be the beneficial owner of 2,939,109
Shares, which constitute approximately 4.4% of the outstanding
Shares; (iii) WIIG may be deemed to be the beneficial owner of
2,086,376 Shares, which constitute approximately 3.1% of the
outstanding Shares; and (iv) Seed may be deemed to be the
beneficial owner of 2,939,109 Shares, which constitute
approximately 4.4% of the outstanding Shares. According to the
Issuer, 66,314,109 Shares were outstanding as of January 14, 2000.
(c) Number of shares as to which such person has:
(i) SOLE POWER TO VOTE OR TO DIRECT THE VOTE
Page 8 of 12 Pages
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IVL-None
WIIG-None
Seed-None
Seed Management-None
Walden-None
(ii) SHARED POWER TO VOTE OR TO DIRECT THE VOTE
IVL-2,939,109
WIIG-2,086,376
Seed-2,939,109
Seed Management-7,964,594
Walden-7,964,594
(iii)SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
IVL-None
WIIG-None
Seed-None
Seed Management-None
Walden-None
(iv) SHARED POWER TO DISPOSE OR TO DIRECT THE
DISPOSITION OF
IVL-2,939,109
WIIG-2,086,376
Seed-2,939,109
Seed Management-7,964,594
Walden-7,964,594
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
If this statement is being filed to report the fact
that as of the date hereof the reporting person has ceased to be
the beneficial owner of more than five percent of the class of
securities, check the following [ ].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF
ANOTHER PERSON
Not Applicable
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY
WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE
PARENT HOLDING COMPANY
Not Applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not Applicable
Page 9 of 12 Pages
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ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not Applicable
ITEM 10. CERTIFICATIONS
By signing below each of the undersigned certifies
that, to the best of his or its knowledge and belief, the
securities referred to above were not acquired and are not held
for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any
transaction having that purpose or effect.
Page 10 of 12 Pages
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SIGNATURES
After reasonable inquiry and to the best of each of the
undersigned's respective knowledge and belief, each of the
undersigned certifies that the information set forth in this
statement is true, complete and correct.
Date: January 24, 2000
InfoTech Ventures Limited
By: /s/ Loo Hock Voon
Name: Loo Hock Voon
Title: Authorised Signatory
WIIG Global Ventures Ltd.
By: /s/ Loo Hock Voon
Name: Loo Hock Voon
Title: Authorised Signatory
Seed Ventures II Limited
By: /s/ Loo Hock Voon
Name: Loo Hock Voon
Title: Authorised Signatory
Seed Ventures Management Pte Ltd.
By: /s/ Loo Hock Voon
Name: Loo Hock Voon
Title: Authorised Signatory
Walden International Investment
Group (S) Pte Ltd.
By: /s/ Loo Hock Voon
Name: Loo Hock Voon
Title: Authorised Signatory
Page 11 of 12 Pages
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EXHIBIT A
AGREEMENT
The undersigned hereby agree to jointly prepare and
file with regulatory authorities a Schedule 13G and any future
amendments thereto reporting each of the undersigned's ownership
of securities of LanguageWare.Net (Company) Ltd. and hereby
affirm that such Schedule 13G is being filed on behalf of each of
the undersigned.
Date: January 24, 2000
InfoTech Ventures Limited
By: /s/ Loo Hock Voon
Name: Loo Hock Voon
Title: Authorised Signatory
WIIG Global Ventures Ltd.
By: /s/ Loo Hock Voon
Name: Loo Hock Voon
Title: Authorised Signatory
Seed Ventures II Limited
By: /s/ Loo Hock Voon
Name: Loo Hock Voon
Title: Authorised Signatory
Seed Ventures Management Pte Ltd.
By: /s/ Loo Hock Voon
Name: Loo Hock Voon
Title: Authorised Signatory
Walden International Investment
Group (S) Pte Ltd.
By: /s/ Loo Hock Voon
Name: Loo Hock Voon
Title: Authorised Signatory
Page 12 of 12 Pages
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