Industrial Development Bank Of Israel Inactive
Filed: 12 Mar 08, 12:00am
EXHIBIT 1
[SUMMARY]
INDUSTRIAL DEVELOPMENT BANK OF ISRAEL LTD.
January 15, 2008
TEL AVIV STOCK EXCHANGE SECURITIES AUTHORITY
www.tase.co.il www.isa.gov.il
IMMEDIATE REPORT OF AN EVENT OR MATTER DEVIATING FROM THE
COMPANY'S REGULAR COURSE OF BUSINESS
Subject of the Event: Update of Prof. Barnea's Proposal
On January 15, 2008, the Bank issued an Immediate Report in reference to a
proposal prepared by Prof. A. Barnea, by the request of the State of Israel and
by other shareholders of the Bank, for the distribution of the consideration
which will be received from the implementation of the blueprint (if and when the
blueprint will be carried out) among the various shareholders of the Bank. Prof.
Barnea's proposal, dated January 13, 2008, was attached to the above Immediate
Report.
On March 11, 2008, the Bank received an amended and updated proposal of Prof.
Barnea dated March 9, 2008.
Among the changes in the updated proposal as compared to the original proposal
are the following:
1. The exact distribution of the consideration among the holders of the
various classes of shares shall be according to the Dollar exchange
rate prevalent at the time of the distribution.
2. The share of the State of Israel in the consideration for the Regular
"A" shares of the Bank increased from 55% to 58.8% and the share of
the rest of the holders of the Regular "A" shares decreased
accordingly from 45% to 41.2%.
3. The shifting from the share of the State of Israel in the
consideration as a holder of preference "D" shares to the benefit of
the share in the consideration of the holders of preference "C", "CC",
and "CC1" shares (hereinafter jointly - "C shares") in the amount of
50% of the accumulated dividend in arrears on the C shares, shall
apply to this dividend as it is calculated until the payment of the
consideration and not until September 30, 2007 only.
4. The valuation of the Bank as a "going concern" was set at NIS 651
million (from the amount of NIS 684 million that was set in the
original proposal, the sum of NIS 33 million was subtracted, which is
the amount that Prof. A. Barnea estimates that the Bank will have to
pay for the redemption of the "D" and "DD" shares held by the public).
The updated distribution table which is consequently proposed by Prof. A. Barnea
is as follows:
DISTRIBUTION OF THE CONSIDERATION FROM THE SALE OF THE BANK
AS A GOING CONCERN (IN NIS MILLIONS*, AS OF SEPTEMBER 30, 2007)
C AND D PREFERRED ORDINARY A C AND D
PREFERENCE ORDINARY SHARES PREFERENCE
SHARES SHARES (INCLUDING B1) SHARES
----- ----- --------------- -----------------------
% RETURN
TO C
STATE STATE PREFERENCE
AMOUNT OF OF SHARE-
RECEIVED ISRAEL OTHERS PUBLIC ISRAEL HOLDERS
- ----- ----- ----- ----- ----- ----- ----- -----
400 389 11 0 0 184 205 79%
450 439 11 0 0 204 235 88%
500 487 13 0 0 223 264 95%
550 525 15 6 4 234 291 100%
600 563 18 11 8 235 328 100%
650 589 21 24 16 235 354 100%
700 589 25 51 35 235 354 100%
750 589 25 80 56 235 354 100%
COMPENSATION FOR
PREFERENCE C SHARES
ON THE ACCOUNT OF
AMOUNT PREFERENCE D SHARES
RECEIVED (IN NIS MILLIONS)
- ------ ------
400 28
450 28
500 28
550 24
600 10
650 0
700 0
750 0
* DOLLAR EXCHANGE RATE 4.013
The date and time when the Company was first made aware of the event or matter:
March 11, 2008 at 12:00 P.M.