Ramat Gan, September 19, 2021
The Israeli Securities Authority
The Tel Aviv Stock Exchange
Re: Immediate report regarding the results of a Public Offering pursuant to the shelf offering report of September 19, 2020, which was published pursuant to the shelf prospectus dated May 15, 2019 (bearing the date May 16, 2019) for which the period for proposing securities based upon it has been extended until May 15, 2022
Pursuant to Section 30 of the Securities Law, 5728-1968, and to the Securities Regulations (Notification of the Results of an Offering in a Prospectus), 5730 – 1969, the Company hereby announces the results of the securities issue, based on the Company's shelf offering report of September 19, 2021 (hereinafter: "The shelf offering report"), which was published pursuant to the company's shelf prospectus dated May 15, 2019 (bearing the date May 16, 2019) for which the period for proposing securities based upon it has been extended until May 15, 2022.
1. As part of the shelf offering report, the Company offered securities to the public as follows:
Up to 26,000,000 regular shares in the Company, registered nominally, of nominal value of NIS 1 each (hereinafter: "Regular shares"), along with 6,240,000 warrants (Series 11) that may be converted into regular shares, whereby each warrant may be exercised into a regular share (subject to adjustments) from the date they are registered for trading and until December 22nd, 2022 (inclusive) in exchange for payment of the strike price (adjusted for dividends, benefits and rights) of NIS 27 (not linked to the CPI or any currency) for each warrant (herein: "warrants (Series 11)").
2. The aforementioned securities were offered to the public by way of a uniform offering, as stated in the Securities Regulations (Offer of Securities to the Public) 2007 (hereinafter: "Offer to the Public Regulations"), in 26,000 units by means of a tender on the unit price, whereby the composition of each unit and the price thereof are as follows (hereinafter: "The units"):
1000 regular shares at a minimum price of NIS 23 per share
240 warrants (Series 11)
Free of charge
Total minimal price per unit
And all of which as set forth in the shelf offering report.
3. In addition, in accordance with Section 3 of the Shelf Offering Report, in case of oversubscription, the Company shall be entitled to make an additional allocation to all those who ordered at the Uniform price or higher, at a rate of up to 15% of the quantity of securities initially offered to the public in the Shelf Offering Report.
4. The results of the tender to the public, held on September 19, 2021, are as follows:
4.1. Within the framework of the tender to the public, 442 orders for the acquisition of 37,861 units, with an overall monetary value of approximately NIS 908.7 million were received.
4.2. The price per unit determined in the tender is NIS 24,000 (hereinafter: "The uniform price").
4.3. The allocation of the units in the tender was done in accordance with the provisions of Section 2.12 of the shelf offering report, as follows:
4.3.1. 292 orders for the acquisition of 25,604 units, in which the price denoted was higher than the uniform price, were met in full.
4.3.2. 41 orders for the acquisition of 4,821 units, in which the price denoted was the uniform price, were partially met such that each party placing an order at the uniform price will receive approximately 89.11% of their order, and in total 4,296 units will be allocated (of these, 3,900 will be allocated as a further allocation for all those who tendered the uniform price), in light of the Company's decision to allocate an additional quantity of securities, constituting 15% of the amount offered in the Shelf Offering Report to all those who ordered at the uniform price, in accordance with Article 3 in the Shelf Offering Report and Regulation 9 in the Offer to the Public Regulations).
4.3.3. 109 orders for the acquisition of 7,436 units, in which a price was denoted that was lower than the uniform price, were not met.
4.4 The offering of the units was not secured by underwriting.
5. In light of the aforesaid, the Company will issue the public 29,900,000 regular shares and 7,176,000 warrants (Series 11).
6. The immediate (gross) proceeds received by the Company for the issue of the aforesaid securities amount to approximately NIS 717.6 million. Future (gross) proceeds received, given the full exercise of all warrants (Series 11) into regular shares amount to approximately NIS 194 million (subject to adjustments) with the exercise date no later than December 22nd, 2022.
AMOT Investments Ltd.
Judith Zynger, Deputy CEO and CFO
Osnat Hochman Gerhard, Legal Counsel