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In 24 other companies, the controlling shareholders are required to sell, merge or delist

their securities from trading by 2019, including 20 share companies whose shares

constitute around 5% of the total value of the stock market. This market condition

presents a commercial opportunity for investment. In this context, we represented

Delek Petroleum in an early redemption of its bonds in accordance with the provisions

set out in the Centralization Law, as well as Nitsba Holdings and Discount Investments

in merger transactions.

Deregulation

In light of the significant extent of the new regulation and the resulting criticism in

recent years, the ISA has initiated new substantial plans for deregulation, most of which

have not yet been enacted and it is not hard to foresee if and when they might come

into force. One of these plans is to provide certain exemptions to companies that list

for trading in Israel, during the first five years of their listing.

Other Trends in the Israeli Capital Market

Offerings on Foreign Stock Exchanges

Many Israeli companies choose to effect initial capital offerings on foreign stock

exchanges, mainly in the U.S. In 2014, 14 Israeli companies made an initial capital

offering to the public in the U.S., as opposed to only 6 companies on the TASE. Our firm

represented underwriters Goldman-Sachs and Merrill Lynch in an initial public offering

of Adama in the U.S., with respect to various aspects of Israeli law that applies to the

company; we have also represented the Delek Group in an offering in London. Both of

these offerings were frozen before completion.

Privatization of Government Companies

Recently, the Government of Israel approved a long-term plan for the privatization of

government companies in 2015-2017. In some of these companies (such as Ashdod

Port, Haifa Port and the Environmental Services Company), a full privatization is

planned. In other government companies, mainly companies with strategic importance

in the field of infrastructure such as Israel Electric Corporation, Mekorot, Israel Railways

and Israel Natural Gas Lines, and security companies such as Israel Aerospace Industries

and Refael, the Government of Israel wishes to retain possession of the controlling

shares and to sell up to 49% of the shares by way of an offering to the public. Our firm

is assisting Ashdod Port in the privatization process and is currently preparing a draft

prospectus for the purpose of an offer for sale and/or an initial public offering (IPO) of

shares of the Ashdod Port by the end of 2015.

Entry of Chinese Investors into Israel

In recent years,there has been a dramatic increase in investments byChinese commercial

entities in Israel. Since the acquisition of 60% of the shares of Adama in consideration

for US$ 1.44 billion in 2011, Chinese companies have been very involved in all areas of

the Israeli economy - ranging from technology and medicine through industry and food

to supervised and sensitive fields, such as finances and national infrastructure. 2014-

2015 were peak years in terms of investments and acquisitions of Israeli companies by

Chinese investors, including the acquisition of 56% of the shares of Tnuva by Chinese

company Bright Food, and the acquisition of the Phoenix Insurance Company by the

Chinese Fosun Capital. This trend is very much expected to continue in the coming

years.