-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Objl3SwB4WK+Rv40HtKuUXlCaJqeDaqMoCDvAkSVySsHnIpGBGfRWJtXngRK6dJH 5rS8IFqY0y7+YHb4+PgETQ== 0000922423-05-001884.txt : 20051123 0000922423-05-001884.hdr.sgml : 20051123 20051123104310 ACCESSION NUMBER: 0000922423-05-001884 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051101 FILED AS OF DATE: 20051123 DATE AS OF CHANGE: 20051123 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ELSCINT LTD CENTRAL INDEX KEY: 0000032522 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08781 FILM NUMBER: 051223275 BUSINESS ADDRESS: STREET 1: 13 MOZES STREET CITY: TEL AVIV ISRAEL STATE: L3 ZIP: 67442 BUSINESS PHONE: 01197236086011 MAIL ADDRESS: STREET 1: 13 MOZES STREET CITY: TEL AVIV ISRAEL STATE: L3 ZIP: 67442 6-K 1 kl01165_6k.txt REPORT OF FOREIGN PRIVATE ISSUER 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 November, 2005 Commission File Number 001-08781 ------------- ELSCINT LIMITED (Translation of Registrant's Name Into English) 13 NOAH MOZES STREET, TEL AVIV 67442, 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 ---- ---- 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): ---- 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): ---- Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Form 20-F Form 40-F X ---- ---- If "Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- . ------ EXPLANATORY NOTE Attached are the following exhibits: 99.1 Press release, released publicly on November 23, 2005. SIGNATURE 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. ELSCINT LIMITED --------------- (Registrant) Date: November 23, 2005 By: /s/ Rachel Lavine ---------------------------- Name: Rachel Lavine Title: President EXHIBIT INDEX ------------- EXHIBIT NO. DESCRIPTION - ----------- ----------- 99.1 Press release, released publicly on November 23, 2005. EX-99 2 kl01165_ex99-1.txt EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 [GRAPHIC OMITTED] ELSCINT LIMITED ANNOUNCES CLOSING OF THE MERGER BY WAY OF EXCHANGE OF SHARES WITH ELBIT MEDICAL IMAGING LTD. Tel Aviv, Israel - November 23, 2005 - Elscint Limited (NYSE: ELT) ("Elscint") announced today the closing of the merger by way of an exchange of shares between Elscint and Elbit Medical Imaging Ltd. ("EMI"), the indirect controlling shareholder of Elscint. As of the date hereof, Elscint ordinary shares have ceased to trade on the New York Stock Exchange and Elscint became a wholly-owned subsidiary of EMI. The Chairman of Elscint's Board of Directors, Abraham (Rami) Goren, commented: "We are happy to complete this merger. We believe that the combined company will benefit from greater resources and opportunities as a result of the merger". About Elscint Limited Elscint Limited is engaged in two principal businesses: Hotel development and leisure, and investments in bio-technology companies. Elscint has interests in hotels in Western Europe, in hotel development projects, principally in Western and Central Europe, and in the commercial and entertainment center at the Marina in Herzlia, Israel. In the bio-technology field, Elscint invests in high potential start-up companies, and provides business guidance and professional advice to such companies for the development of business plans, research and development and marketing programs. More information regarding the Company is available at: http://www.elscint.net This release contains certain forward-looking statements, which involve known and unknown risks, uncertainties or other factors not under the Company's control. The Company does not undertake to update the information set forth in this release. For Further Information: Company Contact Investor Contact Abraham (Rami) Goren Kathy Price Elscint, Ltd. The Global Consulting Group +972-3-608-6020 +1-646-284-9430 argoren@elscint.net kprice@hfgcg.com - ------------------- ---------------- -----END PRIVACY-ENHANCED MESSAGE-----