NETANYA, Israel, Dec. 9, 2018 /PRNewswire/ -- Cellcom Israel Ltd.
(NYSE: CEL) (TASE: CEL) (hereinafter: the "Company") announced that
following the Company's previously announced possible debt raising
in Israel, the Company filed today
a supplemental shelf offering report, or Offering Report, with the
Israel Securities Authority and the Tel Aviv Stock Exchange, or
TASE, under the Company's shelf prospectus. Pursuant to the
Offering Report, the Company is offering, in Israel only:
- an aggregate principal amount of up to approximately
NIS 229 million series K debentures.
The debentures will be offered in units of NIS 1,000 principal amount for a minimum price of
NIS 1,009.5; and
- an aggregate principal amount of up to approximately
NIS 261 million series L debentures.
The debentures will be offered in units of NIS 1,000 principal amount for a minimum price of
NIS 916.5; and
- Notwithstanding the above offered amounts, the Company
announced that it intends to issue approximately 187 thousand units
of series K debentures and approximately 213 thousand units of
series L debentures in the offering, and the total orders received
in the offering will be calculated and accepted on a pro rata
basis. Accordingly, the Company expects to issue in the offering an
aggregate of approximately NIS 187
million principal amount of series K debentures and
approximately NIS 213 million
principal amount of series L debentures.
Any series K debentures and series L debentures that will be
issued following the offering will constitute an integral part of
the existing series K and series L debentures, respectively.
The Company has received early commitments from institutional
investors for the purchase of an aggregate principal amount of
NIS 187 million series K debentures
and an aggregate principal amount of NIS 213
million series L debentures.
In consideration for making early commitments, the institutional
investors will receive an early commitment commission in the amount
of 0.5% for series K debentures and 0.7% for series L debentures.
The public tenders for the series K and series L debentures are
expected to be held today.
The aggregate amount that the Company expects to pay in
arrangement fees and other expenses in connection with this
offering (assuming total consideration of approximately
NIS 384 million), including the
aforesaid early commitment commissions, is approximately
NIS 4 million. The Company estimates
that the net proceeds from the offering, if completed, will be
approximately NIS 380 million, after
deduction of the arranger's and distributors' fees and other
estimated expenses.
The Company intends to use the net proceeds from the offering
for general corporate purposes, which may include financing its
operating and investment activity, refinancing of outstanding debt
under its debentures and other credit facilities, and dividend
distributions, subject to certain restrictions that apply to
dividend distributions made by the Company and to the decisions of
the Company's board of directors from time to time.
For additional details regarding the Company's debentures and
the terms of series K and series L debentures, see the Company's
annual report on Form 20-F for the year ended December 31, 2017, filed on March 26, 2017, or Annual Report 2017, under
"Item 5B. Liquidity and Capital
Resources – Debt Service" and "Other Credit Facilities", the
Company's current report on Form 6-K dated August 16, 2018 under "Debentures, Material Loans
and Financial Liabilities" and the Company's current report on Form
6-K dated December 4 and 6, 2018. For
details of the Company's dividend policy see the Company's Annual
Report 2017 under "Item 8. Financial Information - A. Consolidated
Statements and Other Financial Information - Dividend Policy".
The offering described in this press release will be made
only in Israel and only to
residents of Israel. The said
debentures will not be registered under the U.S. Securities Act of
1933 and will not be offered or sold in the United States. This press release shall
not constitute an offer to sell or the solicitation of an offer to
buy any debentures.
Forward looking statements
The information included in this press release contains, or may
be deemed to contain, forward-looking statements (as defined in the
U.S. Private Securities Litigation Reform Act of 1995 and the
Israeli Securities Law, 1968). Said forward-looking statements,
relating to the execution of the offering and the amount to be
raised are subject to uncertainties and assumptions about market
conditions and sufficient offers received for an adequate interest
rate. The actual conditions could lead to materially different
outcome than that set forth above.
About Cellcom Israel
Cellcom Israel Ltd., established in
1994, is a leading Israeli communications group, providing a wide
range of communications services. Cellcom Israel is the largest
Israeli cellular provider, providing its approximately 2.825
million cellular subscribers (as at September 30, 2018) with a broad range of
services including cellular telephony, roaming services for
tourists in Israel and for its
subscribers abroad, text and multimedia messaging, advanced
cellular content and data services and other value-added 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. Cellcom Israel further provides OTT TV
services, internet infrastructure and connectivity services and
international calling services, as well as landline telephone
services in Israel. 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
9735
|
Tel: +1 617 418
3096
|
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SOURCE Cellcom Israel Ltd.