| 2021-09-06 |
温馨提示：
美股因劳工节，9月6日休市一天
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| 2019-05-06 |
复牌提示：
2019-05-06 07:50:12 停牌，复牌日期 2019-05-07 00:00:01
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| 2019-03-12 |
股东大会：
将于2019-04-04召开股东大会
会议内容 ▼▲
- 1.Approval of the acquisition of TIS by the Parent, including the approval of: (i) the Agreement and Plan of Merger, dated as of February 3, 2019 (as it may be amended from time to time, the “Merger Agreement”), by and among TIS, Parent, Kofax, Inc. a company organized under the Laws of the State of Delaware (the “Ultimate Parent”) and Tornely Ltd., an Israeli company and a wholly-owned subsidiary of Parent (“Merger Sub”); (ii) the merger of Merger Sub with and into TIS (the “Merger”) on the terms and subject to the conditions set forth in the Merger Agreement and in accordance with Sections 314-327 of the Israeli Companies Law, 5759-1999, following which Merger Sub will cease to exist as a separate legal entity and TIS will become a wholly-owned subsidiary of Parent; (iii) the consideration to be received by the shareholders of TIS in the Merger, consisting of $0.86 in cash, without interest and less any applicable withholding taxes (the “Merger Consideration”), for each ordinary share of TIS (other than ordinary shares owned by the Company, the Parent or any of their respective direct or indirect subsidiaries) outstanding immediately prior to the effective time of the Merger; and (iv) all other transactions and arrangements contemplated by the Merger Agreement. We refer to this proposal as the “Merger Proposal.”
2.Approval, on a non-binding, advisory basis, of certain compensation that may be paid or become payable to TIS’s executive officers in connection with the Merger and the agreements and understandings pursuant to which such compensation may be paid or become payable. We refer to this proposal as the “Advisory Proposal.”
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| 2019-03-12 |
详情>>
股本变动：
变动后总股本1848.37万股
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| 2018-10-25 |
详情>>
业绩披露：
2018年中报每股收益-0.16美元,归母净利润-288.3万美元,同比去年增长19.31%
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| 2018-05-16 |
详情>>
业绩披露：
2017年年报每股收益-0.37美元,归母净利润-658.8万美元,同比去年增长0.33%
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| 2018-04-23 |
财报披露：
美东时间 2018-04-23 盘前发布财报
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| 2018-04-11 |
财报披露：
美东时间 2018-04-11 盘前发布财报
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| 2017-11-15 |
财报披露：
美东时间 2017-11-15 盘前发布财报
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| 2017-09-11 |
股东大会：
将于2017-10-19召开股东大会
会议内容 ▼▲
- 1.To elect Donald R. Dixon as a director until the next annual meeting of the shareholders of the Company.
2.To elect Izhak Nakar as a director until the next annual meeting of the shareholders of the Company.
3.To elect Ido Schechter as a director until the next annual meeting of the shareholders of the Company.
4.To elect Osnat Segev-Harel as a director until the next annual meeting of the shareholders of the Company.
5.
To amend the Company's Memorandum of Incorporation (the "Memorandum") to provide, in place of Section 4 of the Memorandum, that the Company's registered share capital will be NIS 5,000,000 (five million) divided into 115,000,000 (one hundred and fifteen million) Ordinary Shares, nominal value NIS 0.04 per share ("Ordinary Shares"), and 10,000,000 (ten million) Series A Preferred Shares, nominal value NIS 0.04 per share ("Series A Preferred Shares").
6.To adopt the Amended and Restated Articles of Association of the Company, in the form attached as Exhibit A (the "Amended Articles"), which will replace the Company's present articles of association in their entirety. Article 69 of the Amended Articles will be regarded as having amended the provisions of the Memorandum and the Articles of Association with regard to the majorities required to amend them such that a simple majority of the total number of votes in the meeting, excluding abstentions, will be required henceforth to amend the Memorandum or the Amended Articles.
7.To adopt the Second Amended and Restated Compensation Policy of the Company, in the form attached as Exhibit B (the "Amended Compensation Policy"), which will replace the Company's present compensation policy in its entirety.
8.To approve the adoption of the US sub-plan to the Company's 2016 Israeli Incentive Plan in the form attached as Exhibit C. (the "US Sub-Plan") The number of Ordinary Share reserved for issue under the US Sub-Plan will be identical to that of the Company's 2016 Israeli Incentive Plan.
9.To approve the increase the number of Ordinary Shares reserved for issue under the Company's 2016 Israeli Incentive Plan and under the US Sub-Plan by an additional 1,200,000, such that the total number of Ordinary Shares reserved for issue will be 2,700,000. Those shares may be issued in the context of either the 2016 Israeli Incentive Plan or the US Sub-Plan.
10.To approve the signature of indemnification agreements between the Company and each of its present and future directors in the form attached as Exhibit D.
11.To approve the signature of indemnification agreements between the Company and each of its present and future CEOs in the form attached as Exhibit D.
12.To approve the award to Osnat Segev-Harel, a director of the Company, under the Company's share option plan and in accordance with its terms, of options to purchase 25,000 ordinary shares of the Company. The options will vest in 3 equal parts such that 33% of the options will vest on April 25, 2018, 33% of the options will vest on April 25, 2019, and the remainder will vest on April 25, 2020. The grant date of the options is April 25, 2017, and the exercise price per share of the options will be equal to the closing price of the Company's shares as of the grant date. All unvested options will vest immediately in the event of a Liquidation Event as defined in the Amended Compensation Policy.
13.To approve the award to each of Donald R. Dixon, Martin Hale, Jr., Izhak Nakar, Osnat Segev-Harel and Ido Schechter, directors of the Company, under the Company's share option plan (and in the cases of Donald R. Dixon and Martin Hale, Jr., under the US Sub-Plan) and in accordance with its terms, of options to purchase 25,000 ordinary shares each of the Company (a total of 125,000 options). The options will vest in 2 equal parts such that 50% of the options will vest on August 14, 2018 and 50% will vest on August 14, 2019. The grant date of the options is August 14, 2017, and the exercise price per share of the options will be equal to the closing price of the Company's shares as of the grant date. All unvested options will vest immediately in the event of a Liquidation Event as defined in the Amended Compensation Policy.
14.To extend the appointment of Kost, Forer, Gabbay & Kasierer, a member of Ernst & Young Global, as the independent public accountants of the Company until the next annual meeting of the shareholders of the Company and to authorize the Board of Directors to determine their remuneration in accordance with the volume and nature of their services, subject to the approval of the audit committee of the Company.
15.To review the Company's consolidated Financial Statements for the year ended December 31, 2016.
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| 2017-08-16 |
财报披露：
美东时间 2017-08-16 盘前发布财报
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| 2017-04-19 |
详情>>
业绩披露：
2016年年报每股收益-0.37美元,归母净利润-661万美元,同比去年增长20.31%
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| 2016-11-15 |
股东大会：
将于2016-12-23召开股东大会
会议内容 ▼▲
- 1.To elect Izhak Nakar as a director until the next annual meeting of the shareholders of the Company.
2.To elect Don Dixon as a director until the next annual meeting of the shareholders of the Company.
3.To elect Ido Schechter as a director until the next annual meeting of the shareholders of the Company.
4.To approve incentive compensation for 2016 for Mr. Izhak Nakar, the Company's Active Chairman, as follows: in the event that the Company reaches (i) the Revenue Target, (ii) the EBITDA Target and (iii) the Professional Target, Mr. Nakar will be entitled to an incentive at 4.25% of the Company’s EBITDA (but not more than one year of his base salary) – provided that the total incentives payable to Mr. Nakar and other officers will not exceed 15% of EBITDA.
5.To approve the Company's 2016 Israeli Incentive Plan in the form adopted by the Board of Directors and attached as Exhibit A (the "2016 Plan"), and in that context, to reserve 1,500,000 Ordinary Shares, nominal value NIS 0.04 per share, of the Company for issuance in the event of exercise of options awarded under the 2016 Plan and to terminate the reservation of any Ordinary Shares previously reserved for issuance under the Company's 2003 Israeli Share Option Plan (the “2003 Plan”) which would not be required in the event of exercise of all outstanding options under the 2003 Plan.
6.To approve the implementation of the Repricing Plan to the extent the Repricing Plan relates to options to purchase shares of the Company, held by Mr. Izhak Nakar (the Company's Active Chairman of the Board of Directors) and Dr. Ido Schechter (a member of the Company's Board of Directors) and to approve the RSU Plan (to the extent it relates to Mr. Nakar).
7.To ratify the Company’s entry into the offer letter in the form attached as Exhibit B with Mr. Brendan Reidy as the Company's new CEO, effective retroactively to August 23, 2016, and to approve the Company's entry into an employment agreement with substantially the same terms as the offer letter.
8.To approve the conclusion of a Bonus Agreement with a company controlled by Mr. Izhak Nakar, the Company's Active Chairman, in the form attached as Exhibit C'1, as amended by Exhibit C'2, (following non-approval in the 2015 annual meeting, apparently as a result of mis-marked proxy cards) according to which, in certain cases in which there is a merger or acquisition that expresses a valuation of the Company of at least $90,000,000, the company controlled by Mr. Nakar will be entitled to a cash bonus.
9.To extend the appointment of Kost, Forer, Gabbay & Kasierer, a member of Ernst & Young Global, as the independent public accountants of the Company until the next annual meeting of the shareholders of the Company and to authorize the Board of Directors to determine their remuneration in accordance with the volume and nature of their services, subject to the approval of the audit committee of the Company.
10.To review the Company’s consolidated Financial Statements for the year ended December 31, 2015.
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| 2016-04-26 |
详情>>
业绩披露：
2015年年报每股收益-0.46美元,归母净利润-829.5万美元,同比去年增长-51.4%
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| 2015-11-04 |
股东大会：
将于2015-12-14召开股东大会
会议内容 ▼▲
- 1.TO ELECT DIRECTORS (OTHER THAN EXTERNAL DIRECTORS)
2.TO APPROVE THE AMENDMENT AND RESTATEMENT OF THE COMPANY'S COMPENSATION POLICY.
3.TO APPROVE COMPENSATION FOR 2015 FOR MICHAEL SCHRADER, THE CHIEF EXECUTIVE OFFICER.
4.TO APPROVE SUPPLEMENTAL COMPENSATION FOR 2015 FOR DIRECTORS (OTHER THAN MR. NAKAR).
5.TO APPROVESUPPLEMENTAL COMPENSATION FOR 2015 FOR MR. IZHAK NAKAR, THE ACTIVE CHAIRMAN.
6.TO APPROVE A CASH BONUS FOR MR. SCHRADER IN THE EVENT OF A MERGER OR ACQUISITION.
7.TO APPROVE A CASH BONUS FOR MR. NAKAR IN THE EVENT OF A MERGER OR ACQUISITION.
8.TO APPROVE A CASH BONUS FOR MR. CARSTEN NELK IN THE EVENT OF A MERGER OR ACQUISITION.
9.TO APPROVE A CASH BONUS FOR MR. BOB FRESNEDA IN THE EVENT OF A MERGER OR ACQUISITION.
10.TO EXTEND THE APPOINTMENT OF THE INDEPENDENT PUBLIC ACCOUNTANTS OF THE COMPANY UNTIL THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY.
11.REVIEW OF THE COMPANY’S CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2014
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| 2015-04-15 |
详情>>
业绩披露：
2014年年报每股收益-0.34美元,归母净利润-547.9万美元,同比去年增长-2829.95%
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| 2014-12-24 |
股东大会：
将于2014-12-31召开股东大会
会议内容 ▼▲
- 1.To elect three directors (other than external directors) until the next annual general meeting of the Company.
2.To elect one external director for an additional term;
3.To approve the amendment of the Company's Compensation Policy attached as Exhibit A;
4.To approve additional compensation for Mr. Izhak Nakar, the Company’s Active Chairman, in addition to the compensation to which he is currently entitled, as further incentive and compensation, in light of the additional responsibilities he has taken on in 2014, to be effective retroactively from January 1, 2014, as follows: (i) 0.25% of the total amount raised by the Company under the F-3 form filed by the Company on January 29, 2014, but no more than US$ 112,500 and (ii) options, under the Company’s share option plan and in accordance with its terms, to purchase 10,000 ordinary shares of the Company (the "Options"). The Options shall vest in two equal parts such that 50% of the Options will vest on December 31, 2014 and the remainder will vest on December 31, 2015. The exercise price per share of the Options will be equal to the closing price of the Company’s share as of the date of approval of the grant of Options by the general meeting of the Shareholders.
5.To extend the appointment of Kost, Forer, Gabbay & Kasierer, a member of Ernst & Young Global, as the independent public accountants of the Company until the next annual general meeting of the Company and to authorize the Board of Directors to determine the remuneration of such auditors in accordance with the volume and nature of their services, subject to the approval of the audit committee of the Company (the “Audit Committee”).
6.To review the Company’s consolidated Financial Statements for the year ended December 31, 2013.
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| 2014-03-27 |
详情>>
业绩披露：
2013年年报每股收益-0.02美元,归母净利润-18.7万美元,同比去年增长-104.87%
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| 2013-09-03 |
股东大会：
将于2013-10-15召开股东大会
会议内容 ▼▲
- 1. To elect four directors (other than external directors) until the next annual general meeting of the Company.
2. To elect one external director for an additional term;
3. To approve the Company's Compensation Policy;
4. To approve the Amended and Restated ISOP (as defined below) and the reservation of an additional 1,100,000 Ordinary Shares of the Company for issue under the Amended and Restated ISOP.
5. To approve the terms of compensation of the Company’s Directors for 2013.
6. To approve a performance-based bonus for 2013 for Dr. Ido Schecter, the Company’s Chief Executive Officer, to be effective retroactively from January 1, 2013 and onwards and to approve the award of additional options to acquire shares to Dr. Schechter.
7. To approve a performance-based bonus for 2013 for Mr. Izhak Nakar, the Company’s Active Chairman, to be effective retroactively from January 1, 2013 and onwards and to approve the award of additional options to acquire shares to Mr. Nakar.
8. To extend the appointment of Kost, Forer, Gabbay & Kasierer, a member of Ernst & Young Global as the independent public accountants of the Company until the next annual general meeting of the Company, and to authorize the Board of Directors to determine the remuneration of such auditors in accordance with the volume and nature of their services, subject to the approval of the audit committee of the Company (the “Audit Committee”).
9. To review the Company’s consolidated Financial Statements for the year ended December 31, 2012.
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| 2013-03-21 |
详情>>
业绩披露：
2012年年报每股收益0.34美元,归母净利润384.30万美元,同比去年增长63.53%
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| 2012-03-29 |
详情>>
业绩披露：
2011年年报每股收益0.23美元,归母净利润235.00万美元,同比去年增长610.87%
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| 2011-03-31 |
详情>>
业绩披露：
2010年年报每股收益-0.05美元,归母净利润-46万美元,同比去年增长90.98%
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