TIDM51IR
RNS Number : 6677W
Hapoalim International NV
18 April 2019
RNS Notification
18 April 2019
Offering Circular dated 30 July 2015 in respect of the USD
2,500,000,000 Global Medium Term Programme (the "Programme") of
Hapoalim International N.V. (the "Issuer"), as amended, restated or
supplemented from time to time (the "Offering Circular")
RE: Notification in respect of certain events affecting Bank
Hapoalim B.M., the guarantor of the Issuer's obligations under the
Programme
Terms used but not otherwise defined herein shall have the
meanings ascribed to them in the Offering Circular.
The Issuer makes the following announcement in respect of Bank
Hapoalim B.M., the guarantor of the Issuer's obligations under the
Programme (the "Guarantor"):
The Guarantor has published the attached immediate report on an
agreement for the sale of 10% of ABS:
LEI of the Guarantor: B6ARUI4946ST4S7WOU88
Class and sub-class of regulated information: Ongoing regulated
information - Inside information
For further information please contact:
Gilad Bloch
Secretary of the Bank
Bank Hapoalim B.M.
Direct Dial: +972 (0)3 567 3800
Email: gilad.bloch@poalim.co.il
The following is an unofficial translation of the Hebrew report
and has been prepared for convenience only. In case of any
discrepancy, the Hebrew version prevails.
"
Bank Hapoalim B.M.
Number with the Registrar: 520000118
Securities Authority Tel Aviv Stock Exchange Ltd. Tav 121 Transmitted via Magna: 16/04/2019
www.isa.gov.il www.tase.co.il (Public) Reference: 2019-01-037960
Immediate Report
Explanation: This form should not be used when there is a
form
appropriate to the reported event.
Results of an issue should be reported on Tav 20 and not on this
form.
A report on the rating of bonds or the rating of a
corporation
should be filed under Form Tav 125.
Nature of the Event: Agreement for the Sale of 10% of ABS
Reference numbers of previous reports on the subject:
_____________________________
Further to the provisions of Note 35 to the Financial Statements
of Bank Hapoalim B. M. ("the Bank") for the year 2018 (page 373)
regarding the holdings of the Bank in ABS (Automatic Bank Services
Ltd., "ABS") and regarding the directives of the Law for Increasing
Competition and Reducing Concentration in the Banking Market in
Israel (Legislative Amendments), 5777-2017 ("the Law"), according
to which the Bank is required to sell its holdings in ABS (which
currently stand at approximately 34.5% of the share capital of ABS)
in excess of 10% by the end of January 2021, the Bank updates as
follows:
On 16.4.2019 the Bank entered into an agreement with a company
from the MasterCard global group ("MasterCard") for the sale of 10%
of the share capital of ABS for an total consideration of 11
million dollars (approximately NIS 39 million), of which 9 million
dollars will be paid on the completion of the transaction and an
additional 2 million dollars will be rendered in lieu of various
services to be provided by MasterCard (on terms of an existing
agreement for cooperation between the parties and as may be agreed
between them) over the next five years. On account of the
aforementioned sale of the shares, the Bank is expected to record a
profit (before tax) on the completion date of the transaction in
the sum of approximately NIS 27 million, as well as an additional
profit on account of a revaluation of the balance of the holding,
to be derived from the price of the transaction or from the price
of a public sale offering should it be carried out, the foregoing
in accordance with generally accepted accounting principles that
apply to the Bank.
In the framework of the agreement and subject to its conditions,
MasterCard was granted first rights of offer and/or refusal with
respect to the sale of ABS shares by the Bank, which is not in the
framework of an initial public sale offering under a prospectus and
subject to certain exceptions and holding limitations under the Law
as they may apply. Furthermore, MasterCard was granted certain
first rights of offer and/or refusal in connection with the sale
(should it be carried out) of the holdings of the Bank in Banking
Clearing Centre Ltd. (a joint service company owned by the five
large banks, in which the Bank holds 25%).
The transaction also includes agreements and understandings
reached by the Bank and MasterCard pertaining to the existing
relationship and cooperation between them other than in relation to
the holding in ABS.
The completion of the transaction is subject to the fulfilment
of preconditions, including the receipt of regulatory approvals in
so far as they may be required.
Attached is a file _____________________
The company is not an enveloping company as defined in the TASE
Rules and Regulations
The date and time when the corporation first learned of the
event: 16/04/2019 at 19:45
Names of the signatories on behalf of the corporation and their
job titles:
Ofer Koren, Chief Financial Officer
Ofer Levy, Chief Accountant
Date Signed: 16.04.2019
The reference numbers of the previous documents on the subject
(any citation made does not
constitute inclusion by way of reference):
2019-01-023182
The securities of the corporation are listed for trading on the
Tel - Aviv Stock Exchange
Date on which the structure of the form was updated:
19/02/2019
Abbreviated Name: Poalim
Address: POB 27, Tel Aviv 6100001 Telephone: 03-567 3800. 03-567
3333, Fax: 03-567 4576
Electronic Mail: gilad.bloch@poalim.co.il Company Website:
http://www.bankhapoalim.co.il
Previous names of reporting entity:
Name of Electronic Reporter: Bloch Gilad, His Job Title:
Secretary of the Bank, Name of Employing Company:
Address: Yehuda Halevy 63, Tel-Aviv 6578109, Telephone: 03-567
3800 Fax: 03-567 4576,
Electronic Mail: gilad.bloch@poalim.co.il
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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