Shikun & Binui Announced Signing of Additional Agreements to Sell ADO Group Shares
AIRPORT CITY, Israel, March 6, 2019 /PRNewswire/ --Shikun & Binui Ltd. (TASE: SKBN.TA) ("the Company"), a global construction and infrastructure company headquartered in Israel, today announced that it has entered into a further two agreements to sell additional shares of ADO Group.
Further to the immediate reports published by Shikun & Binui from January 28 and February 3, 2019, (hereinafter: the "Previous Reports"), regarding the signing of two agreements and an option agreement for the sale of the shares of ADO Group Ltd. ("ADO"), the Company hereby reports as follows:
1. On March 5, 2019, the Company entered into an agreement for the sale of 1,835,050 shares of ADO, constituting 6.67% of the issued capital of ADO, at a price of NIS 87 per share, to Pertech Holdings S.a.r.l, a legal entity that to the best of the Company's knowledge, is incorporated in Luxembourg, and is indirectly controlled by a entity that is managed for the benefit of Bertrand Perrodo, francois Perrodo & Nathalie Samani (hereinafter: "Pertech Holdings").
The completion of the transaction is contingent on the completion of the sale of an additional 23.33% of the shares of ADO by the Company (hereinafter in this paragraph: the "Suspended Condition Shares") until June 1, 2019. The Company may waive the fulfillment of the said condition in full or in part. It shall be noted that the shares of ADO that will be sold, if sold, by the Company as part of the acquisition transactions that are the subject of the previous report and within the framework of the transaction that is the subject of Section 2 below, constitute part of the Suspended Condition Shares.
2. On March 5, 2019, following the signing of the agreement mentioned in section 1 above, the Company entered into an agreement for the sale of 916,150 shares of ADO, constituting 3.33% of the issued share capital of ADO, at a price of NIS 87 per share to a third party, which is an unrelated party to the Company and / or to ADO, and to the best of the Company's knowledge, is also not a related party to any of the parties with whom it has entered into agreements and/or an option agreement for the sale of the shares of ADO.
The completion of the transaction is subject to the completion of the sale of an additional 26.67% of the shares of ADO by the Company (hereinafter in this paragraph: the "Suspended Condition Shares") until April 1, 2019. The Company may waive the fulfillment of the said condition in full or in part. It should be noted that the shares of ADO that will be sold, if sold, by the Company as part of the transactions that are the subject of the previous report and within the framework of the transaction that is the subject of Section 1 above, constitute part of the shares of the contingent condition.
3. In view of the signing of the two agreements that are the subject of this immediate report, the Company is working to complete the closing of four transactions it has signed for the sale of 30% of the shares of ADO in the coming days.
As stated in the previous reports, if and when the Company completes the transactions (and it is emphasized that there is no certainty), the Company will receive total proceeds in the amount of NIS 720 million and record a pre-tax profit of NIS 480 million. It should be noted that in calculating the consideration amount and profit mentioned above, amounts received from the option that is the subject of the option agreement mentioned in the previous reports, were not taken into account.
About the Shikun & Binui Group
The Shikun & Binui Group is a global construction and infrastructure company that operates in Israel and internationally in seven segments: 1) infrastructure and construction contracting outside of Israel; 2) infrastructure and construction contracting within Israel; 3) real estate development within Israel; 4) real estate development outside of Israel; 5) renewable energy; and 6) concessions. The Group's activities focus on large, highly complex projects carried out for entities in private and public sectors with a focus on sustainability.
This summary announcement was prepared solely for the convenience of the reader and does not replace Shikun & Binui Ltd.'s (hereafter – "the Company") full report. The information contained in this announcement is, by its nature, incomplete. All of its contents are provided as a supplement to the Company's report, and are subject to the declarations therein stated. This announcement includes forecasts, assessments, estimates and other information relating to the Company or its subsidiaries, or to other parties or to future events and matters, the extent of whose realization is not certain and is not under the sole control of the Company (forward-looking information, as defined in the Securities Law-1968). The key facts and data serving as the basis for this information are facts and data, among others, related to the current status of the Company and its businesses, facts and data relating to the current status of the operating segments in which the Company engages in its areas of operation, and other macroeconomic facts and data known to the Company on the preparation date of this presentation.
It is understood that forward-looking information does not constitute a fact and is based solely on subjective assessments. Forward-looking information is uncertain and for the most part, is not under the Company's control. The realization or non-realization of the forward-looking information will be influenced, among others, by the risk factors that characterize the Company's operations, as well as developments in the general environment and external factors that impact the Company's operations. The Company's future results and achievements could differ significantly from those presented in this presentation. The Company is not obligated to update or modify the said forecast or assessment, and is not obligated to update this announcement. This announcement does not constitute an offer to purchase the Company's securities or an invitation to receive such offers. An investment in securities in general, and in the Company in particular, carries risk. One must take into account that past data do not necessarily indicate future performance.
IR Contacts:
Company
Inbal Uliansky
+972(3)6301058
[email protected]
External IR
Ehud Helft, GK Investor Relations
+1-646-201-9246
[email protected]
SOURCE Shikun & Binui Ltd.
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