TIDM51IR
RNS Number : 4564W
Hapoalim International NV
17 April 2019
RNS Notification
17 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 the
list of material holders of the Bank:
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 07/04/2019
www.isa.gov.il www.tase.co.il (Public) Reference: 2019-01-034087
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: List of Material Holders of the Bank
Reference numbers of previous reports on the subject:
_____________________________
Attached is a report on material holders of means of control of
the shares of Bank Hapoalim B. M. pursuant to Regulation 33 (d) of
the Securities (Periodic and Immediate Reports) Regulations,
5730-1970.
_____________
Attached is file Report on material holders of means of control
isa.pdf
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: 07/04/2019 at 08:00
Names of the signatories on behalf of the Corporation:
Elinor Houli, Her Job Title: Deputy Head of the Securities
Operations Department
Anat Nagar, Her Job Title: Head of the Inquiries and Adjustments
Section
Date signed: 7.4.2019
The reference numbers of the previous documents on the subject
(any citation made does not
constitute inclusion by way of reference):
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
LIST OF MATERIAL HOLDERS OF MEANS OF CONTROL ("MATERIAL
HOLDERS") PURSUANT TO
REGULATION 33 (D) OF THE SECURITIES (PERIODIC AND IMMEDIATE
REPORTS) REGULATIONS, 5730-1970
OF THE SHARES OF BANK HAPOALIM B. M. ("THE BANK") AS OF
31.3.2019 (STOCK EXCHANGE SECURITY NO. 662577)
Holder's Quantity Quantity Percentage Percentage Controlling Parties
Name and of Shares of Shares Holding Holding of of the Holder
Identification in Previous as of of Capital Voting
Number Report 31.3.2019 as of Power
31.3.2019 as of
(Percentage 31.3.2019
Holding (Percentage
of Holding of
Capital Voting
Fully Power
Diluted) as of
31.3.2019
Fully
Diluted)
SHAREHOLDERS HOLDING 5% OR MORE OF THE SHARES OF THE BANK
Arison 210,543,761 210,543,761 15.74% 15.78% Ms. Shari Arison, I. D. 064767437. Eternity Holdings
One Trust and Eternity Four-A Trust ("the Trusts")
hold 30% and 70% respectively of the shares of
Arison Holdings (1998) Ltd. ("Arison Holdings").
The trustees of Eternity Holdings One Trust are
The Northern Trust Company of Delaware and Fides
VE LLC and the trustees of Eternity Four-A Trust
are The Northern Trust Company of Delaware and
Braiden Services LLC. Ms. Shari Arison is the
principal beneficiary of the Trusts and she shall
have the sole discretion to vote at shareholders'
meetings of Arison Holdings by virtue of powers
of attorney given to her by the trustees. The
powers of attorney were given with the intention
of not revoking them so long as Arison Holdings
holds shares of the Bank.
Holdings (15.74%) (15.74%) The holding of Arison Holdings of the voting
power mentioned in this form above, was calculated
relative to the total number of shares held by
it and was not reduced pursuant to the provision
in the Holding Permit received by Ms. Arison
from the Bank of Israel, according to which from
the inception date of the Permit Arison will
not vote on the strength of the voting rights
in excess of 5% of the means of control of the
Bank. Accordingly, the extent of the holdings
of voting rights of the rest of the holders was
also not increased. For details about the provisions
of the Holding Permit, see the Immediate Report
of the Bank of 4.9.2018 (Reference No. 2018-01-082039)
and also pages 400-403 of the periodic report
of the Bank for the year 2018.
Ltd.
512705153
------------- ------------- ------------ ------------ --------------------------------------------------------
Altshuler 69,061,881 66,928,578 5.01% 5.02% The controlling parties of Altshuler - Shaham
- Shaham Ltd. (A"S) are: Gilad Altshuler I. D. 057379315
Ltd. by holding 100% of Gilad Altshuler Holdings Ltd.
which holds 44.55% of the shares of A"S. Kalman
Shaham I. D. 000915983 by holding 100% of Kalman
Shaham Holdings Ltd. which holds 44.55% of the
shares of A"S; Ronny Benin Bar I. D. 336289202
who holds in trust 9.89% of the shares of A"S.
A"S") is an institutional reporting group which
includes Altshuler-Shaham Provident Funds Ltd.
and Altshuler- Shaham Mutual Funds Management
Ltd.
520029984 (5.01%) (5.01%)
------------- ------------- ------------ ------------ --------------------------------------------------------
SHAREHOLDERS HOLDING BETWEEN 2.5% AND 5% OF THE SHARES OF THE BANK
Psagot Investment 49,305,600 54,235,237 4.06% 4.06% 1. The funds Apax Europe VII - B L. P.; Apax
House Ltd Europe VII - 1 L. P. and Apax Europe VII - A
L. P. (hereinafter together: "the Apax Europe
VII Funds") (being foreign investment funds),
hold indirectly and cumulatively the entire (100%)
of the share capital of Psagot Investment House
[Ltd] (through Himalaya AP.PS Ltd and various
holding companies that are, indirectly, controlled,
managed and/or advised by Apax Partners Europe
Managers Ltd. (APEM)). Pursuant to management
agreements between the Apax Europe VII Funds
and APEM, APEM was appointed as investment manager
of the Apax Europe VII Funds with respect to
various investments, including Psagot. The shareholders
of APEM are Messrs. Martin Halusa and Nico Hansen
(who are also members of the board of directors
of APEM) (together "the Controlling Parties").
Each one of Messrs. Martin Halusa and Hansen
holds 50% of the share capital and the voting
rights in APEM. The Controlling Parties (through
APEM and said management structure of the Apax
Europe VII Funds) are entitled to make all of
the decisions in the management of the said investments
on behalf of the Apax Europe VII Funds. It should
be noted that the holding and management structure
described above is essentially regulated by a
set of various agreements between APEM and the
Apax Europe VII Funds and various holding companies
in the Apax Europe VII group.
513767079 (4.06%) (4.06) 2. Everest AP. PS. Ltd.; Apax WW Nominees Ltd.
(Apax WW Nominees Ltd. holds holdings in trust
for the Apax Europe VII Funds and for additional
Apax funds).
3. The general partner in the Apax Europe VII
Funds is Apax Europe VII GP. L.P. Inc. in which
Apax Europe VII GP. Co Limited is the general
partner.
------------- ------------- ------------ ------------ --------------------------------------------------------
Migdal Insurance 65,242,253 65,560,794 4.90% 4.91% Eliyahu 1959 Ltd. ("Eliyahu"), Corporation No.
& Financial 52-002985-1 holds through Eliyahu Hanpackot Ltd.
Holdings ("Eliyahu Hanpackot"), a wholly owned subsidiary
Ltd. company, approximately 68.46% of the issued and
paid up share capital of Migdal Insurance & Financial
Holdings Ltd. The shareholders of Eliyahu are:
Mr. Shlomo Eliyahu I. D. 043661602, who holds
25.14% of the capital and 98% of the management
shares, Ms. Haya Eliyahu I. D. 004107157, who
holds 0.02% of the capital and 2% of the management
shares, Shlomo Eliyahu Holdings Ltd., holding
61.7% of the capital, Eliyahu Brothers Trust
& Investments Company Ltd. holding 13.14% of
the capital.
520029984 (4.90%) (4.90%) The shareholders of the company Shlomo Eliyahu
Holdings Ltd. are Mr. Shlomo Eliyahu who holds
83.31 % and Ms. Haya Eliyahu who holds 16.69%.
The sole shareholder of the company Eliyahu Brothers
Trust & Investments Company Ltd. is Shlomo Eliyahu
Holdings Ltd. the shareholders of which are Mr.
Shlomo Eliyahu and Ms. Haya Eliyahu as set forth
above.
------------- ------------- ------------ ------------ --------------------------------------------------------
Clal Insurance 58,223,704 58,101,442 4.34% 4.35% Approximately 20.3 % of the issued share capital
Enterprises of Clal Insurance Enterprises Holdings Ld. and
Holdings of the voting rights therein are held on behalf
Ltd. of IDB Development Corporation Ltd. (hereinafter:
"IDB Development") through the trustee Mr. Moshe
Terry who was appointed as the trustee for the
aforementioned shares and voting rights. In addition
to the holding through the trustee, IDB Development
directly holds approximately 5% of the Company's
issued capital, and in all approximately 25.32%
of the Company's issued capital (approximately
25.16% fully diluted). Furthermore IDB Development
entered into swap transactions with various banking
institutions which it sold to third parties,
in relation to the shares of Clal Insurance Enterprises
to the extent of 28.9%. IDB Development is a
private company wholly owned by Dolphin Netherlands
B. V. ("Dolphin Netherlands"), a private company
incorporated in the Netherlands, which is a corporation
under the control of Mr. Eduardo Elsztain.
520036120 (4.34%) (4.34%) In the month of March 2019 Mr. Eduardo Elsztain
submitted an application to the Commissioner
of the Capital Market, Insurance and Savings
for a control permit of Clal Insurance Enterprises
pertaining to the shares of the company held
by IDB Development as well as pertaining to the
shares with respect to which IDB Development
entered into swap transactions as aforesaid.
Clal Insurance Enterprises treats IDB Development
and the controlling parties thereof as being
the controlling parties of Clal Insurance Enterprises
to be on the safe side. Clal Insurance Enterprises
and IDB Development are reporting corporations
according to the Securities Law. According to
information given to the Bank, IDB Development,
subsidiary companies of Discount Investments
Company Ltd. which is also controlled by Mr.
Eduardo Elsztain, hold as of 31.3.2019, 333,002
additional shares of the Bank which constitute
0.02% of the capital of the Bank.
------------- ------------- ------------ ------------ --------------------------------------------------------
Phoenix Holdings 62,495,197 64,762,901 4.84% 4.85% The controlling party of Phoenix Holdings Ltd.
Ltd. ("Phoenix Holdings") is Delek Group Ltd. (Pub.
Co. 52-0044322), which holds approximately 30.14%
of its issued and paid up capital. Mr. Isaac
Sharon (Tshuva), I. D. 043480003), holds approximately
60.77% of the issued and paid up capital of Delek
Group Ltd. and is the controlling party thereof.
The holdings specified above include holdings
which constitute an institutional reporting group
(as this term is defined by law) of Phoenix Holdings
and Excellence Investments Ltd. (P. C. 520041989),
which is controlled by Phoenix Holdings.
520017450 (4.84%) (4.84%)
------------- ------------- ------------ ------------ --------------------------------------------------------
Meitav Dash 52,742,276 48,914,060 3.66% 3.67% The controlling parties of Meitav Dash Investments
Investments are:
Ltd.
520043795 (3.66%) (3.66%) 1. BRM Finances Ltd. Priv. Co. 514351873 ("BRM
Group"), which holds 29.4% of the shares of Meitav
Dash Investments Ltd. through the ultimate shareholder
s
of the BRM Group, Messrs. Eli Barkat I.D. 058368143,
Nir Barkat I.D. 056092430 (Messrs. Eli Barkat
and Nir Barkat are brothers) and Yuval Richbi
I.D. 058142431, each of whom holds through companies
controlled by him) 33.3%.
2. Mr. Zvi Stepak I.D. 07957319 who holds 28.45%
of the shares of Meitav Dash Investments Ltd.
through Maya Holdings (Ye'elim) Ltd. ("Maya Holdings")
(a company controlled by him) and Nili (Amir)
Holdings Ltd. (a subsidiary company wholly controlled
by Maya Holdings).
------------- ------------- ------------ ------------ --------------------------------------------------------
Harel Insurance 47,236,671 50,268,060 3.76% 3.77% The controlling parties of Harel Insurance Investments
Investments & Financial Services ("Harel Investments") are:
& Financial Yair Hamburger I. D. 007048674, Gideon Hamburger
Services I. D. 007048663 and Nurit Manor I. D. 051171312
Ltd. ("the Shareholders"), who together hold approximately
49.49% of the shares of Harel Investments mainly
through G.Y.N. Economic Counselling and Investment
Management 2017, a limited partnership wholly
controlled and owned by the Shareholders, which
they hold as limited partners, through private
companies wholly owned by them. The rest of the
shares of Harel Investments are held by the public.
520033986 (3.76%) (3.76%)
------------- ------------- ------------ ------------ --------------------------------------------------------
Menora Mivtachim 62,405,297 62,404, 4.67% 4.68% Menora Mivtachim Holdings Ltd. ("Menora Mivtachim")
Holdings 535 is a public company whose shares are traded on
Ltd. the Tel Aviv Stock Exchange. The controlling
parties are Palamas Establishment and Najaden
Establishment (foreign corporations) and are
held in trust on behalf of Tali Griffel and Niva
Gurevich, respectively, and they together hold
approximately 61.86% of the shares of the company.
The balance of the shares of Menora Mivtachim
are held by the public.
520007469 (4.67%) (4.67%)
------------- ------------- ------------ ------------ --------------------------------------------------------
1. The information set forth above is as was delivered to the
Bank by the holders. Further details about the holdings of the
material holders (some of whom are interested parties in the Bank)
are published in reports about the holdings of interested parties
in the Bank and about holdings of material holders in the Bank, on
the distribution site of the Securities Authority ("the Magna
Site") and on the site of the Tel Aviv Stock Exchange Ltd. ("the
Maya Site"). Information about most of the material holders is also
available to the public on the Magna/Maya Sites (in relation to
holders who are reporting corporations) or on the internet sites of
the holders.
2. Most of the material holders are institutional bodies that
are "an institutional reporting group". In cases where it concerns
group holdings, the identification number listed in the table does
not represent all of the companies belonging to the group and who
hold shares of the Bank.
3. In view of the fact that in November 2018 the Bank became a
banking corporation with no core of control and this is the first
annual report submitted about material holders of means of control,
the data in the column "Quantity of Shares in Previous Report"
relates to the quantity of shares included in the report on the
holder becoming a material holder, and in the case of interested
parties (who hold in excess of 5% of the shares of the Bank) to the
quantity of shares that they held as of 31.12.2018.
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
MSCQDLBFKZFLBBB
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April 17, 2019 02:29 ET (06:29 GMT)
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