Internet Gold Announced Updated Schedule for the Searchlight Transaction Documents
24 Giugno 2019 - 12:05PM
Internet Gold - Golden Lines Ltd. (the “
Company”
or “
Internet Gold”) (NASDAQ Global Select Market
and TASE: IGLD).
On June 20, 2019, the Company announced that the
Company's board of directors approved the transaction with
Searchlight Capital Partners and its Israeli partner (the
“Purchasers”), considering, inter alia, the
results of the Company’s debenture holders’ meetings. The Company
further updated that considering the results of the Series C
debentures of B Communications Ltd. (“BComm”),
BComm approached the applicable court in order to receive
instructions relating to the execution of the Share Purchase
Agreement for the transaction.
On June 22, 2019, BComm announced that it was
agreed among BComm, the trustee of the debentures and Searchlight
to convene an additional meeting of Series C debenture holders
(“Meeting”) for the coming Monday, June 24, 2019,
in accordance with the following terms:
1. The new majority requirement will be 51% of
the votes of BComm’s Series C debenture holders.2. The Meeting
(voting) shall be held no later than on Monday, June 24th at 9am
(Israel Time).3. Results of the Meeting shall be posted no later
than on Monday, June 24th at 3pm (Israel Time).4. All definitive
transaction documents shall be executed within a few hours of the
published results of the Meeting.5. If any of these conditions are
not fulfilled, Searchlight’s offer shall immediately expire
A copy of the updated final form of the share
purchase agreement is being submitted to the U.S. Securities and
Exchange Commission on Form 6K, which includes, among others, the
names of the Purchasers and the Sponsors (as such terms are defined
in the agreement) and certain details thereof, an update to the
condition to closing relating to Cash; Indebtedness (including in
the definition of Available Cash) and insertion of all related
figures.
Note
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy the securities
described herein, nor shall there be any sale of these securities
in any jurisdiction in which such offer, solicitation or sale would
be unlawful prior to the registration or qualification under the
securities laws of any such jurisdiction. We will not make any
public offering of the securities in the United States. The
securities have not been and will not be registered under the U.S.
Securities Act of 1933, as amended.
About Internet Gold
Internet Gold is a telecommunications-oriented
holding company whose principal asset is a 51.95% stake in B
Communications Ltd., the owner of 26.34% of outstanding shares of
Bezeq The Israel Telecommunication Corporation Limited, the leading
communications group in Israel. For more information, please visit
the following Internet sites:
www.igld.comwww.bcommunications.co.ilwww.ir.bezeq.co.il
Forward-Looking Statements
This press release contains forward-looking
statements that are subject to risks and uncertainties. Factors
that could cause actual results to differ materially from these
forward-looking statements include, but are not limited to, general
business conditions in the industry, changes in the regulatory and
legal compliance environments, the failure to manage growth and
other risks detailed from time to time in the Company’s filings
with the Securities Exchange Commission. These documents contain
and identify other important factors that could cause actual
results to differ materially from those contained in our
projections or forward-looking statements. Stockholders and other
readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date on
which they are made. We undertake no obligation to update publicly
or revise any forward-looking statement.
There is no certainty that the Transaction will be approved,
executed or consummated.
For further information, please contact:
Yuval Snir– IR Manager
yuval@igld.com / Tel: +972-3-924-0000
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