22nd Oct 2008 09:47
Bank Hapoalim B.M.
Registration no. 520000118
The securities of the corporation are listed for trading on the Tel Aviv Stock Exchange
Code name: Poalim
Street: P.O.B. 27, Tel Aviv 61000
Tel: 03-5673800; 03-5673333; Fax: 03-5674576
e-mail: [email protected]
Transmission date: 19/10/2008
Reference: 2008-01-287457
Securities Authority Tel Aviv Stock Exchange Ltd.
www.isa.gov.il www.tase.co.il
Immediate Report regarding the schedule of holdings of Interested Parties and Senior Office Holders
Regulation 33 (c) of the Securities (Periodic and Immediate Reports) Regulations, 5730-1970
Following is the schedule as of 17/10/2008
A. Interested Parties in the corporation (including CEO and directors, and including any employee holding five percent or more of the issued share capital of the corporation or voting rights therein).
|
No. of Holder |
Name of Holder |
Name, Category & Series of Security |
Current Quantity of Securities |
Extent of Holding |
Extent of Holding (fully diluted) |
||
|
% of capital |
% of voting |
% of capital |
% of voting |
||||
|
1 |
Arison Holdings (1998) Ltd. |
BNHP Ordinary Shares |
263,531,308 |
20.02 |
20.02 |
19.65 |
19.65 |
|
2 |
Israel Salt Industries Ltd. |
BNHP Ordinary Shares |
75,764,441 |
5.76 |
5.76 |
5.65 |
5.65 |
|
3 |
Dan Dankner |
Option |
825,000 |
0.00 |
0.00 |
0.06 |
0.06 |
|
4 |
Zvi Ziv |
BNHP Ordinary Shares |
17,088 |
0.00 |
0.00 |
0.00 |
0.00 |
|
5 |
Zvi Ziv |
Option |
1,140,000 |
0.00 |
0.00 |
0.09 |
0.09 |
|
6 |
Yoseph Dauber |
BNHP Ordinary Shares |
16,530 |
0.00 |
0.00 |
0.00 |
0.00 |
|
Total Extent of Holding |
Total Extent of Holding (fully diluted) |
||
|
% of capital |
% of voting |
% of capital |
% of voting |
|
25.78 |
25.78 |
25.45 |
25.45 |
B. Senior Office Holders in the corporation (not including CEO and directors, and not including any employee holding five percent or more of the issued share capital of the corporation or voting rights therein).
Do not hold securities of the corporation
Following is the schedule of holdings of senior office holders in the corporation:
|
No. of Holder |
Name of Holder |
Name, Category & Series of Security |
Current Quantity of Securities |
Extent of Holding |
Extent of Holding (fully diluted) |
||
|
% of capital |
% of voting |
% of capital |
% of voting |
||||
|
8 |
Ilan Mazur |
BNHP Ordinary Shares |
21,095 |
0.00 |
0.00 |
0.00 |
0.00 |
|
9 |
Hanna Pri-Zan |
BNHP Ordinary Shares |
13,682 |
0.00 |
0.00 |
0.00 |
0.00 |
|
Total Extent of Holding |
Total Extent of Holding (fully diluted) |
||
|
% of capital |
% of voting |
% of capital |
% of voting |
|
0.00 |
0.00 |
0.00 |
0.00 |
|
0.00 |
0.00 |
0.00 |
0.00 |
Explanations:
Holdings of convertible securities should be reported, including convertible securities, which are not listed for trading.
If an interested party holds more than one category of securities, the extent of his holdings should be stated (including fully diluted) taking into consideration all of the securities held by him on one line only.
The schedule of holdings of all interested parties should be listed in this form, including holdings which have remained unchanged.
Where the interested party is a subsidiary company, the holdings should be separated into shares which were purchased before the Companies Law, 5759-1999 took effect and which confer rights as to capital and voting, and shares which were purchased after the Law took effect and which are inactive shares.
If the interested party is a corporation, the name of the controlling party in the corporation should be reported as well.
If a senior office holder holds 5 percent or more of the issued share capital of the corporation or voting rights therein, the holdings should be listed in the "Interested Parties" listings table as described in paragraph "A" above.
If the interested party or the senior office holder also hold securities in a subsidiary company or a company related to the reporting corporation, a detail of these holdings should be brought forth in the field "Remarks" which appears in the details of Holder frame.
|
Name of Holder: |
Arison Holdings (1998) Ltd. |
||||||||||
|
No. of Holder: |
1 |
||||||||||
|
Category of Holder: |
Interested Party |
||||||||||
|
Category of Identity Number: |
Number at the Registrar of Companies |
||||||||||
|
Identity Number: |
512705153 |
||||||||||
|
Citizenship/Country of Incorporation or Registration: |
Incorporated in Israel |
||||||||||
|
Country of Citizenship/Incorporation or Registration: |
|||||||||||
|
Does the holder serve as a representative for reporting purposes of a number of shareholders who hold securities of the Corporation together with him: |
No |
||||||||||
|
Are the shares held inactive shares |
No |
||||||||||
|
Stock Exchange Security Number: |
662577 |
||||||||||
|
Balance in previous comprehensive report (quantity of securities): |
263,531,308 |
||||||||||
|
Change in Quantity of Securities: |
0 |
||||||||||
|
Explanation: If a decrease in number is reported, a negative value should be stated, i.e. represented by the sign "-". |
|||||||||||
|
Remarks: The holdings of the interested parties in the Bank are as follows: Eternity Holdings One Trust holds 23.07% of the shares of Arison Holdings (1998) Ltd., which holds 20.02% of the shares of Bank Hapoalim B.M. (hereinafter: "the Bank"). Furthermore, Eternity Holdings One Trust holds 23.07% of the shares of the company Arison Sustainability Ltd., which holds 100% of the shares of Arison Investments Ltd., which holds 100% of the shares of Arzaf D Ltd., which holds 100% of the shares of Israel Salt Industries Ltd., which holds 5.76% of the shares of the Bank. Eternity Four Trust-A holds 53.86% of the shares of Arison Holdings (1998) Ltd., which holds 20.02% of the shares of the Bank. Furthermore, Eternity Four Trust-A holds 53.86% of the company Arison Sustainability Ltd., which holds 100% of the shares of Arison Investments Ltd., which holds 100% of the shares of Arzaf D Ltd., which holds 100% of the shares of Israel Salt Industries Ltd., which holds 5.76% of the shares of the Bank. Nickel 97 - A Trust holds 23.07% of the shares of Arison Holdings (1998) Ltd., which holds 20.02% of the shares of the Bank. Furthermore, Nickel 97 - A Trust holds 23.07% of the shares of the company Arison Sustainability Ltd., which holds 100% of the shares of Arison Investments Ltd., which holds 100% of the shares of Arzaf D Ltd., which holds 100% of the shares of Israel Salt Industries Ltd., which holds 5.76% of the shares of the Bank. Ms. Shari Arison, holder of Israeli citizenship (Israeli Identity Document 064767437) is the principal beneficiary of Eternity Holdings One Trust and of Eternity Four Trust-A. Mr. Mickey Arison, holder of American citizenship (Passport Number 219203102) is the principal beneficiary of Nickel 97 - A Trust. |
|||||||||||
|
Name of Holder: |
Israel Salt Industries Ltd. |
||||||||||
|
No. of Holder: |
2 |
||||||||||
|
Category of Holder: |
Interested Party |
||||||||||
|
Category of Identity Number: |
Number at the Registrar of Companies |
||||||||||
|
Identity Number: |
520037573 |
||||||||||
|
Citizenship/Country of Incorporation or Registration: |
Incorporated in Israel |
||||||||||
|
Country of Citizenship/Incorporation or Registration: |
|||||||||||
|
Does the holder serve as a representative for reporting purposes of a number of shareholders who hold securities of the Corporation together with him: |
No |
||||||||||
|
Are the shares held inactive shares: |
No |
||||||||||
|
Stock Exchange Security Number: |
662577 |
||||||||||
|
Balance in previous comprehensive report (quantity of securities): |
75,764,441 |
||||||||||
|
Change in Quantity of Securities: |
0 |
||||||||||
|
Explanation: If a decrease in number is reported, a negative value should be stated, i.e. represented by the sign "-". |
|||||||||||
|
Remarks: |
|||||||||||
|
Name of Holder: |
Dan Dankner. |
||||||||||
|
No. of Holder: |
3 |
||||||||||
|
Category of Holder: |
Director / CEO |
||||||||||
|
Category of Identity Number: |
Number of Identity Document |
||||||||||
|
Identity Number: |
059581280 |
||||||||||
|
Citizenship/Country of Incorporation or Registration: |
Private person with Israeli citizenship |
||||||||||
|
Country of Citizenship/Incorporation or Registration: |
|||||||||||
|
Does the holder serve as a representative for reporting purposes of a number of shareholders who hold securities of the Corporation together with him: |
No |
||||||||||
|
Are the shares held inactive shares: |
No |
||||||||||
|
Stock Exchange Security Number: |
0 |
||||||||||
|
Balance in previous comprehensive report (quantity of securities): |
825,000 |
||||||||||
|
Change in Quantity of Securities: |
0 |
||||||||||
|
Explanation: If a decrease in number is reported, a negative value should be stated, i.e. represented by the sign "-". |
|||||||||||
|
Remarks: |
|||||||||||
|
A. the holding is in option warrants which were allotted in a private offer detailed in the private offer report of 13th February, 2008. B. the data regarding the percentage of the holding on a fully diluted basis with reference to Mr. Dankner are theoretical data, since the exercise mechanism has been set as a net exercise mechanism (see Clause 3.6 of the aforesaid private offer report). |
|||||||||||
|
Name of Holder: |
Zvi Ziv. |
||||||||||
|
No. of Holder: |
4 |
||||||||||
|
Category of Holder: |
Director / CEO |
||||||||||
|
Category of Identity Number: |
Number of Identity Document |
||||||||||
|
Identity Number: |
004143699 |
||||||||||
|
Citizenship/Country of Incorporation or Registration: |
Private person with Israeli citizenship |
||||||||||
|
Country of Citizenship/Incorporation or Registration: |
|||||||||||
|
Does the holder serve as a representative for reporting purposes of a number of shareholders who hold securities of the Corporation together with him: |
No |
||||||||||
|
Are the shares held inactive shares: |
No |
||||||||||
|
Stock Exchange Security Number: |
662577 |
||||||||||
|
Balance in previous comprehensive report (quantity of securities): |
17,088 |
||||||||||
|
Change in Quantity of Securities: |
0 |
||||||||||
|
Explanation: If a decrease in number is reported, a negative value should be stated, i.e. represented by the sign "-". |
|||||||||||
|
Remarks: |
|||||||||||
|
Name of Holder: |
Zvi Ziv. |
||||||||||
|
No. of Holder: |
5 |
||||||||||
|
Category of Holder: |
Director / CEO |
||||||||||
|
Category of Identity Number: |
Number of Identity Document |
||||||||||
|
Identity Number: |
004143699 |
||||||||||
|
Citizenship/Country of Incorporation or Registration: |
Private person with Israeli citizenship |
||||||||||
|
Country of Citizenship/Incorporation or Registration: |
|||||||||||
|
Does the holder serve as a representative for reporting purposes of a number of shareholders who hold securities of the Corporation together with him: |
No |
||||||||||
|
Are the shares held inactive shares: |
No |
||||||||||
|
Stock Exchange Security Number: |
0 |
||||||||||
|
Balance in previous comprehensive report (quantity of securities): |
1,140,000 |
||||||||||
|
Change in Quantity of Securities: |
0 |
||||||||||
|
Explanation: If a decrease in number is reported, a negative value should be stated, i.e. represented by the sign "-". |
|||||||||||
|
Remarks: |
|||||||||||
|
A. the holding is in option warrants which were allotted in a private offer detailed in the private offer report of 31st March, 2008. B. the data regarding the percentage of the holding on a fully diluted basis with reference to Mr. Ziv are theoretical data, since the exercise mechanism has been set as a net exercise mechanism (see Clause 3.6 of the aforesaid private offer report). |
|||||||||||
|
Name of Holder: |
Yoseph Dauber |
||||||||||
|
No. of Holder: |
6 |
||||||||||
|
Category of Holder: |
Director / CEO |
||||||||||
|
Category of Identity Number: |
Number of Identity Document |
||||||||||
|
Identity Number: |
007447584 |
||||||||||
|
Citizenship/Country of Incorporation or Registration: |
Private person with Israeli citizenship |
||||||||||
|
Country of Citizenship/Incorporation or Registration: |
|||||||||||
|
Does the holder serve as a representative for reporting purposes of a number of shareholders who hold securities of the Corporation together with him: |
No |
||||||||||
|
Are the shares held inactive shares: |
No |
||||||||||
|
Stock Exchange Security Number: |
662577 |
||||||||||
|
Balance in previous comprehensive report (quantity of securities): |
16,530 |
||||||||||
|
Change in Quantity of Securities: |
0 |
||||||||||
|
Explanation: If a decrease in number is reported, a negative value should be stated, i.e. represented by the sign "-". |
|||||||||||
|
Remarks: |
|||||||||||
|
Name of Holder: |
Ilan Mazur |
||||||||||
|
No. of Holder: |
7 |
||||||||||
|
Category of Holder: |
Senior Office Holder who is neither CEO nor Director nor an interested party by means of holdings |
||||||||||
|
Category of Identity Number: |
Number of Identity Document |
||||||||||
|
Identity Number: |
007447386 |
||||||||||
|
Citizenship/Country of Incorporation or Registration: |
Private person with Israeli citizenship |
||||||||||
|
Country of Citizenship/Incorporation or Registration: |
|||||||||||
|
Does the holder serve as a representative for reporting purposes of a number of shareholders who hold securities of the Corporation together with him: |
No |
||||||||||
|
Are the shares held inactive shares: |
No |
||||||||||
|
Stock Exchange Security Number: |
662577 |
||||||||||
|
Balance in previous comprehensive report (quantity of securities): |
21,095 |
||||||||||
|
Change in Quantity of Securities: |
0 |
||||||||||
|
Explanation: If a decrease in number is reported, a negative value should be stated, i.e. represented by the sign "-". |
|||||||||||
|
Remarks: |
|||||||||||
|
Name of Holder: |
Hanna Pri-Zan |
||||||||||
|
No. of Holder: |
8 |
||||||||||
|
Category of Holder: |
Senior Office Holder who is neither CEO nor Director nor an interested party by means of holdings |
||||||||||
|
Category of Identity Number: |
Number of Identity Document |
||||||||||
|
Identity Number: |
50963115 |
||||||||||
|
Citizenship/Country of Incorporation or Registration: |
Private person with Israeli citizenship |
||||||||||
|
Country of Citizenship/Incorporation or Registration: |
|||||||||||
|
Does the holder serve as a representative for reporting purposes of a number of shareholders who hold securities of the Corporation together with him: |
No |
||||||||||
|
Are the shares held inactive shares: |
No |
||||||||||
|
Stock Exchange Security Number: |
662577 |
||||||||||
|
Balance in previous comprehensive report (quantity of securities): |
13,682 |
||||||||||
|
Change in Quantity of Securities: |
0 |
||||||||||
|
Explanation: If a decrease in number is reported, a negative value should be stated, i.e. represented by the sign "-". |
|||||||||||
|
Remarks: |
|||||||||||
As of the date of this report and according to the directives of the law, the controlling party in the corporation is :
1. Arison Holdings (1998) Ltd.;
2. Israel Salt Industries Ltd.
- = Remarks = -
1. extent of holding (fully diluted) does not include subordinated capital notes Series A, B and C.
2. When calculating the size of the holding of the interested parties in the Company on a fully diluted basis, 1,965,000 options held by Messrs Zvi Ziv and Dan Dankner were not taken with account, because those options are only exercisable into shares of the Bank to be purchased for that purpose by the Bank and no new shares will be allotted; the calculation of the size of the holdings of Zvi Ziv and Dan Dankner (on a fully diluted basis) was made on the assumption that each option would be exercised into one share. This is a theoretical assumption because the exercise mechanism for such options is a "net exercise" mechanism, so that in fact there will not be allotted to the offeree who exercises the options all of shares emanating therefrom, but only shares in a quantity which reflects the amount of the monetary benefit embodied in the options. It is to be noted that according to the terms of the options allotted to Messrs. Zvi Ziv and Dan Dankner, they are exercisable only into shares to be purchased for that purpose by the Bank. As at the time of this report, the Supervisor of Banks has permitted the Bank to purchase for its own account 1,250,000 shares so that the options may be exercised, as aforesaid.
Related Shares:
Qnb Fin 35