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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
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Freightos Limited (Name of Issuer) |
Common Stock (Title of Class of Securities) |
(CUSIP Number) |
M&G Investment Management Ltd 10 Fenchurch Avenue, London, X0, EC3M 5AG 44 (0) 207 548 6600 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
11/07/2025 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
M&G Investment Management Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED KINGDOM
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
9,866,094.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
18.18 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IA |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock | |
| (b) | Name of Issuer:
Freightos Limited | |
| (c) | Address of Issuer's Principal Executive Offices:
Technology Park Building 2, 1 Derech Agudat Sport HaPo'el, Jerusalem,
ISRAEL
, 9695102. | |
Item 1 Comment:
This statement on Schedule 13D (" Schedule 13D") relates to the common stock, par value $0.00001 per share (the " Limited, a Cayman Islands exempted company limited by shares (" Freightos" or the " Common Stock"), of Freightos Issuer"). The principal executive offices of the Issuer are located at Technology Park Building 2, 1 Derech Agudat Sport HaPo'el, Jerusalem, Israel 9695102.
The Reporting Person (as defined below) beneficially owns an aggregate of 9,866,094 shares of Common Stock, including 2,995,000 shares of Common Stock issuable upon the exercise of warrants owned by the Reporting Person (as defined below). These shares represent approximately 18.18% of the outstanding shares of Common Stock. | ||
| Item 2. | Identity and Background | |
| (a) | This Schedule 13D is being filed by M&G Investment Management Limited, a company incorporated under the laws of England and Wales (the "Reporting Person"). | |
| (b) | The address of the principal business office of the Reporting Person is 10 Fenchurch Avenue, London EC3M 5AG. | |
| (c) | The principal business of the Reporting Person is investing in securities. | |
| (d) | (d), (e) During the last five years, the Reporting Person has neither been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) nor (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is 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 violations with respect to such laws. | |
| Item 3. | Source and Amount of Funds or Other Consideration | |
The funds for the purchase of the Common Stock and warrants came from the investment capital of MAGIM. | ||
| Item 4. | Purpose of Transaction | |
There has been no change in the number of shares beneficially owned by MAGIM. This filing is being made solely to report a change in the percentage of ordinary shares beneficially owned by the reporting person due to a change in the number of ordinary shares outstanding, as reported in recent filings by the Issuer. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | (a) and (b) Information about the number and percentage of Common Stock beneficially owned by the Reporting Person is set forth in Item 1, and that information is incorporated by reference herein.
The Reporting Person has sole voting and investment discretion with respect to the 9,866,094 shares of Common Stock. These securities are held for the account of M&G (ACS) Japan Equity Fund and The Prudential Assurance Company Limited, which are investment vehicles for which the Reporting Person serves as investment manager. In such capacity and/or through other relationships, which may change from time to time, the Reporting Person may be deemed to beneficially own all of such securities reported herein.
The Reporting Person has sole voting and investment discretion with respect to the 9,866,094 shares of Common Stock. | |
| (c) | The Reporting Person has not effected any transactions in the Common Stock in the past 60 days. | |
| (d) | To the best knowledge of the Reporting Person, no person other than the Reporting Person identified in this Schedule 13D has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities beneficially owned identified herein. | |
| (e) | Not applicable | |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer | |
Not Applicable. | ||
| Item 7. | Material to be Filed as Exhibits. | |
Not Applicable. | ||
| 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.
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