NETANYA, Israel, Nov. 29, 2017 /PRNewswire/ -- Cellcom Israel Ltd.
(NYSE: CEL) (TASE: CEL) (hereinafter: the "Company") announced
today that following the Company's notice of 2017 annual general
meeting of shareholders scheduled to take place on November 29, 2017, in which the Company's
shareholders will be asked to approve an amendment of the Company's
compensation policy (the amended compensation policy was attached
as Appendix A to the proxy statement of such meeting), the Company
shall include in its amended compensation policy the following
additional amendments:
(1) the increase of the prior year EBITDA threshold from 60% to
75%, as follows: "Any payout of Annual Cash Bonuses for any
year will be subject to an additional minimum requirement of
achieving an annual EBITDA of not less than 75% of the Company's
EBITDA for the previous year."
(2) the addition of a new requirement as follows: "Total
compensation cap. The Company's CEO's total annual compensation
shall not exceed NIS 6 million, out
of which the fixed element shall not exceed NIS 3 million. Each of the Company's other
executive officers' total annual compensation shall not exceed
NIS 3.6 million, out of which the
fixed element shall not exceed NIS 1.8
million*.
* the value of equity-based awards refers to their value at the
date of grant (in accordance with applicable accounting principles)
per each vesting annum (calculated on a linear basis)."
Furthermore, the Company notes there was an omission in the
description of the maximum payout for the Special Cash Bonus in the
version of the Compensation Policy attached to the proxy statement.
The correct description is as follows: "the greater of (a) 9 base
salaries for our CEO and 7 base salaries for our other executive
officers, or (b) 150% of the Target Bonus minus any Annual Cash
Bonus payout for the relevant year."
There are no changes to the other items of the proxy
statement.
The annual shareholders meeting is hereby postponed to December 4, 2017, at 4:00
p.m. (Israel time), at the
offices of the Company, 10 Hagavish Street, Netanya, Israel.
For additional details, see the Company's most recent annual
report for the year ended December 31,
2016 on Form 20-F dated March 20,
2017 under "-Item 6. Directors, senior management and
employees – B. Compensation – Compensation policy" and the
Company's current report on Form 6-K dated October 19, 2017 under "Item 4 – Amendment of the
Company's Compensation Policy".
About Cellcom Israel
Cellcom Israel Ltd., established in 1994, is the largest Israeli
cellular provider; Cellcom Israel provides its approximately 2.805
million cellular subscribers (as at September 30, 2017) with a broad range of value
added services including cellular telephony, roaming services for
tourists in Israel and for its
subscribers abroad and additional services in the areas of music,
video, mobile office etc., based on Cellcom Israel's
technologically advanced infrastructure. The Company operates an
LTE 4 generation network and an HSPA 3.5 Generation network
enabling advanced high speed broadband multimedia services, in
addition to GSM/GPRS/EDGE networks. Cellcom Israel offers
Israel's broadest and largest
customer service infrastructure including telephone customer
service centers, retail stores, and service and sale centers,
distributed nationwide. Through its broad customer service network
Cellcom Israel offers technical support, account information,
direct to the door parcel delivery services, internet and fax
services, dedicated centers for hearing impaired, etc. Cellcom
Israel further provides OTT TV services (as of December 2014), internet infrastructure (as of
February 2015) and connectivity
services and international calling services, as well as landline
telephone communications services in Israel, in addition to data communications
services. Cellcom Israel's shares are traded both on the New York
Stock Exchange (CEL) and the Tel Aviv Stock Exchange (CEL). For
additional information please visit the Company's website
http://investors.cellcom.co.il.
Company
Contact
|
Investor Relations
Contact
|
Shlomi
Fruhling
|
Ehud Helft
|
Chief Financial
Officer
|
GK Investor &
Public Relations In partnership with LHA
|
investors@cellcom.co.il
|
cellcom@GKIR.com
|
Tel: +972 52 998
9755
|
Tel: +1 617 418
3096
|
View original
content:http://www.prnewswire.com/news-releases/cellcom-israel-announces-additional-changes-to-compensation-policy-included-on-agenda-of-november-29-2017-annual-shareholder-meeting-and-postponment-of-annual-shareholder-meeting-to-december-4-2017-300563415.html
SOURCE Cellcom Israel Ltd.