In January 2003, the FASB issued FASB Interpretation No. 46 “Consolidation of Variable Interest Entities” (FIN 46). Under FIN 46 entities are separated into two populations: (1) those for which voting interests are used to determine consolidation (this is the most common situation) and (2) those for which variable interests are used to determine consolidation. FIN 46 explains how to identify Variable Interest Entities (VIE) and how to determine when a business enterprise should include the assets, liabilities, non-controlling interests, and results of activities of a VIE in its consolidated financial statements.
FIN 46 is effective as follows: for variable interests in variable interest entities created after January 31, 2003, FIN 46 shall apply immediately, for variable interests in variable interest entities created before that date, FIN 46 shall apply—for public entities—as of the beginning of the first interim or annual reporting period beginning after June 15, 2003.
FIN 46 is effective immediately for certain disclosure requirements and variable interest entities created after January 31, 2003 and in fiscal 2003 for all other variable interest entities. As the Company does not have variable interest entities, the adoption of FIN 46 will not have a material impact on the Company’s financial position, results of operations or cash flows.
In April 2003, the FASB issued SFAS No. 149, Amendment of Statement 133 on Derivative Instruments and Hedging Activities. This Statement amends and clarifies financial accounting and reporting for derivative instruments, including certain derivative instruments embedded in other contracts (collectively referred to as derivatives) and for hedging activities under FASB Statement No. 133, Accounting for Derivative Instruments and Hedging Activities. This Statement is effective prospectively for contracts entered into or modified after June 30, 2003 and prospectively for hedging relationships designated after June 30, 2003. The Company is currently analyzing the impact of this Statement but does not believe that on adoption, it will have a material impact on its results of operations or financial position.
In May 2003, the FASB issued SFAS No. 150, Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity. The Statement improves the accounting for certain financial instruments that, under previous guidance, issuers could account for as equity and requires that these instruments be classified as liabilities in statements of financial position. This Statement is effective prospectively for financial instruments entered into or modified after May 31, 2003 and otherwise is effective at the beginning of the first interim period beginning after June 15, 2003. This statement shall be implemented by reporting the cumulative effect of a change in an accounting principle for financial instruments created before the issuance date of the Statement and still existing at the beginning of the interim period of adoption. The Company is currently analyzing the impact of this Statement but does not believe that on adoption, it will have a material impact on its results of operations or financial position.
Ampal-American Israel Corporation (“Ampal”) and its subsidiaries (the “Company”) recorded a consolidated net gain of $8.1 million for the six months ended June 30, 2003, as compared to a net loss of $15.3 million for the same period in 2002. The increase in net gain is primarily attributable to the realized and unrealized gains on investments in the six months ended June 30, 2003, as compared to the realized and unrealized losses in the comparable period of fiscal 2002. This increase in net gain was partially offset by the decreased equity in earnings of affiliates, higher loss from impairment of investments, lower other income and a translation loss the six months ended June 30, in 2003 as compared to a translation gain in the same period of fiscal 2002.
In the six moth period ended June 30, 2003, the Company recorded $26.3 million of realized and unrealized gains on investments, as compared to $6.8 million of realized and unrealized losses in the same period in 2002. The gains recorded in the six months ended June 30, 2003 are mainly attributable to the gains on sale of the Company’s investment in Blue Square Israel Ltd. (“Blue Square”) ($2.6 million) and Granite Hacarmel Investments Ltd. (“Granite”) ($20.8 million). During the second quarter of 2003, the Company sold 1,466,454 shares in Granite and through July 7, 2003 sold an additional 12,350,000 shares (See Subsequent Events). Consequently, the Company’s investment in Granite, which was previously accounted for by the equity method, was accounted for as an investment in a trading marketable security at June 30, 2003. The realized and unrealized losses recorded in the six months ended June 30, 2002, were primarily attributable to the Company’s investment in shares of Bank Leumi Le’Israel B.M. (“Leumi”), Alvarion Ltd. (“Alvarion”) and Sonic Foundry, Inc. (“Sonic”).
Equity in earnings of affiliates decreased to $0.2 million for the six months ended June 30, 2003 from $1 million for the same period in 2002. The decrease in 2003 is attributable to a $1.73 million loss in Granite, which was recorded in the first quarter of 2003.
Real estate income increased to $4.39 million for the six months ended June 30, 2003, as compared to $3.66 million for the same period in 2002. The increase is attributable to the higher number of units sold in Am-Hal Ltd., the Company’s 100%-owned subsidiary, which owns and operates a chain of senior citizen facilities in Israel.
Other income decreased to $4.74 million for the six months ended June 30, 2003, as compared to $5.32 million for the same period of 2002. This decrease is attributable to a one-time payment received from an insurance policy.
In the six-month period ended June 30, 2003, the Company recorded $8.1 million in losses from the impairment of its investments in XACCT Technologies Ltd (“XACCT”) ($6.2 million), Identify Solutions Ltd (“Identify”) ($1.3 million), and Real Estate in Migdal Haemek ($0.6 million). In the same period in 2002, the Company recorded a $6.1 million loss from the impairment of its investments.
The Company recorded a translation loss of $2.3 million in the six months ended June 30, 2003 as compared to a translation gain of $1 million in the same period in 2002. The translation loss in 2003 and the translation gain in 2002 are attributable to the revaluation and devaluation of the new Israeli shekel against the U.S. dollar in the respective periods.
The Company recorded lower interest expense in the six months ended June 30, 2003, as compared to the same period in 2002, primarily as a result of lower interest rates.
The Company recorded higher other expenses in the six months ended June 30, 2003 as compared to the same period in 2002, primarily as a result of higher rates in Directors and Officers liability insurance premiums.
On January 6, 2003, the Company entered into a definitive agreement to sell its holding in Carmel Container Systems Ltd (“Carmel”), a packaging manufacturer based in Israel. On June 2, 2003, the Company announced that the agreement has been cancelled due to the fact that the Israeli Antitrust Authority has objected to the merger between Carmel and Best Carton Ltd., a merger that was a condition precedent to the closing of the sale of the Ampal group’s holdings in Carmel to a subsidiary of Carmel.
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Three months ended June 30, 2003 compared to three months ended June 30, 2002:
The consolidated net gain increased to $10.2 million for the three months ended June 30, 2003 as compared to a net loss of $9.2 million for the same period in 2002. The increase in net gain is primarily attributable to higher realized and unrealized gains on investments in marketable securities and to the increase in equity in earnings of affiliates. These increases were partially offset by the lower other income, higher loss from impairment, and a translation loss in the three months ended June 30,2003, which was absent in the same period of fiscal 2002.
In the three-month period ended June 30, 2003, the Company recorded a $25.4 million realized and unrealized gain on investments, as compared to a $4 million realized and unrealized losses on investments in the same period of fiscal 2002. The gains recorded in 2003 are primarily attributable to the Company’s investment in Granite ($20.8 million). During the second quarter of 2003, the Company sold 1,466,454 shares in Granite and through July 7, 2003 sold an additional 12,350,000 shares (See Subsequent Events). Consequently, the Company’s investment in Granite, which was previously accounted for by the equity method, was accounted for as an investment in a trading marketable security at June 30, 2003. The $4 million realized and unrealized loss on investments recorded in the three months ended June 30, 2002 consisted of $0.7 million of the losses on investments in various trading securities and $3.3 million of the unrealized losses from the permanent impairment in value of Ampal’s investment in Sonic, Alvarion and Compugen.
Equity in earnings of affiliates increased to an income of $0.7 million for the three months ended June 30, 2003, from a loss of $1 million for the same period in 2002. The increase is primarily attributable to the increased earnings of the Company’s affiliates in the three months ended June 30, 2003. Additionally, in 2002, Ophirtech Ltd. (“Ophirtech”), the Company’s 42.5% owned affiliate recorded higher losses from impairment of investments.
The decrease in other income in the three months ended June 30, 2003, as compared to the same period in 2002, is attributable to the income recorded with respect to the guaranteed payment from Motorola (Israel) Ltd, ($1.7 million in 2003, as compared to $3.6 million in the same period of fiscal 2002).
In the three-month period ended June 30, 2003, the Company recorded $8.1 million in losses from the impairment of its investments in XACCT Technologies Ltd (“XACCT”) ($6.2 million), Identify Solutions Ltd (“Identify”) ($1.3 million), and Real Estate in Migdal Haemek ($0.6 million), while in the same period in 2002, the Company recorded a $2.2 million loss from the impairment of its investments.
The Company recorded a translation loss of $2.0 million in the three months ended June 30, 2003 as compared to no translation gain in the same period in 2002. The translation loss in 2003 is attributable to the revaluation and devaluation of the new Israeli shekel against the U.S. dollar in the respective periods.
The Company recorded lower interest expense in the three months ended June 30, 2003, as compared to the same period in 2002, primarily as a result of lower interest rates.
The Company recorded higher other expenses in the three months ended June 30, 2003 as compared to the same period of 2002, primarily as a result of higher rates in Directors and Officers liability insurance premiums.
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Liquidity and Capital Resources
Cash Flows
On June 30, 2003, cash and cash equivalents were $2.8 million, as compared with $1.6 million at December 31, 2002.
The Company’s sources of cash include cash and cash equivalents, marketable securities, cash from operations, cash from investing activities and amounts available under credit facilities, as described below. The Company believes that these sources are sufficient to fund the current requirements of operations, capital expenditures, investing activities, dividends on preferred stock and other financial commitments of the Company for the next 12 months. However, to the extent that contingencies and payment obligations described below and in other parts of this Report require the Company to make unanticipated payments, the Company would need to further utilize these sources of cash. To the extent that the Company intends to rely on the sale of marketable securities in order to satisfy its cash needs, it is subject to the risk of a shortfall in the amount of proceeds from any such sale as compared with the anticipated sale proceeds due to a decline in the market price of those securities. In the event of a decline in the market price of its marketable securities, the Company may need to draw upon its other sources of cash, which may include additional borrowing, refinancing of its existing indebtedness or liquidating other assets, the value of which may also decline. In addition, the shares of MIRS owned by the Company have already been pledged as security for specific loans provided to the Company for the purchase of these shares and would therefore be unavailable if the Company wished to pledge them in order to provide an additional source of cash.
Cash flows from operating activities
Net cash provided by operating activities totaled approximately $6.4 million for the six months ended June 30, 2003, as compared to approximately $5.8 million for the same period in 2002. The increase is primarily attributable to the $3.5 million in dividends received from affiliates.
Cash flows from investing activities
Net cash used in investing activities totaled approximately $3.4 million for the six months ended June 30, 2003, as compared to approximately $0.8 million provided by investing activities for the same period in 2002. The increase in investing activities is primarily attributable to an increase of deposits in banks.
Cash flows from financing activities
Net cash used in financing activities was approximately $3.4 million at June 30, 2003, as compared to approximately $10.6 million at June 30, 2002. The decrease in the cash used in 2003 is primarily attributable to the pay down of notes and loans repayments ($4.4 million and $11.8 million in 2003 and 2002, respectively).
Investments
On June 30, 2003, the aggregate fair value of trading and available-for-sale securities was approximately $63.5 million, as compared to $18.6 million at December 31, 2002. The increase in 2003 is attributable to the change in the accounting treatment of the shares of Granite as described above and to increases in the market value of marketable securities.
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During fiscal 2003, the Company made the following investments:
(1) | A $0.7 million in ShellCase Ltd., a developer and manufacturer of chip size packaging. The Company currently holds an approximately 14.0% equity interest in ShellCase Ltd. |
| |
(2) | A $0.3 million in Star Management of Investments No.II (2000) (“Star”), a venture capital fund. The Company currently holds an approximately 10% equity interest in Star. |
Debt
In connection with its investment in MIRS, the Company has two long-term loans from Bank Hapoalim Ltd. (“Hapoalim”) and Bank Leumi le-Israel B.M. (“Leumi”) in the outstanding amount of $37.3 million and $34.9 million, respectively, as of June 30, 2003. Both loans are due on March 31, 2008 and bear interest at a rate of LIBOR plus 0.8%. Other than as described in this paragraph, the loans are non-recourse to the Company and are secured by the Company’s shares in MIRS. The principal payments are due as follows: 10% on March 31, 2004, 15% on March 31, 2005 and 25% on each of March 31, 2006, 2007 and 2008. Interest is required to be paid annually on March 31 of each year from March 31, 2002 until and including March 31, 2008. These loans are subject to the compliance by MIRS with covenants regarding its operations and financial results. As a result of renegotiations with the bank regarding the covenants, Leumi will have recourse to the Company for an additional $0.5 million beginning in 2006 with respect to the Company’s repayment obligations under the loan.
On March 31, 2003, the Company redeemed 17.5 million in principal amount of its outstanding debentures. The transaction was financed by a loan from Bank Hapoalim, the principal repayments of which are due as follows: 50% on April 1, 2006, and 10% on each of April 1, 2004, 2005, 2006, 2007 and 2008. The loan bears interest at a rate of libor plus 2.5% on the 50% of the loan which is to be repaid on April 1, 2006 and libor plus 2.4% on the balance of the loan. The interest is payable semi-annually on October 1 and April 1 of each year. The loan is secured by certain of the Company’s marketable securities and the Company’s investment in Ophir Holdings Ltd. As of June 30, 2003, the company had $4 million in debentures outstanding with interest rates of 7.5% These debentures, which mature in 2005, are secured by $4.1 million in cash held in a secured account.
The Company financed a portion of the development of Am-Hal, a wholly-owned subsidiary which develops and operates luxury retirement centers for senior citizens, through bank loans from Hapoalim. At June 30, 2003, the amounts outstanding under these loans were $10.1 million, as compared to $12.7 million at December 31, 2002. The loans are dollar linked, mature through 2007-2010 and have interest rates of LIBOR plus 2.25%. The Company generally repays these loans with the proceeds received from deposits and other payments from the apartments in Am-Hal facilities. The loans are secured by a lien on Am-Hal’s properties. The Company also issued guarantees in the amount of $4.7 million in favor of clients of Am-Hal in order to secure their deposits.
The Company also finances its general operations and other financial commitments through short-term borrowings, mainly from Hapoalim. The term of these borrowings is up to one year. The weighted average interest rates and the balances of these short-term borrowings at June 30, 2003 and December 31, 2002 were 3.4% on $36.9 million and 4.03% on $39.8 million, respectively.
As of June 30, 2003, the Company had issued guarantees on certain outstanding loans to its investees and subsidiaries in the aggregate principal amount of $11.7 million. This includes:
$0.5 million guarantee to Leumi with respect to the MIRS loan as described above.
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$5.7 million guarantee on indebtedness incurred by Bay Heart ($4.1 million of which was recorded as a loss in the Company’s financial statements) in connection with the development of its property. There can be no guarantee that Bay Heart will become profitable or that it will generate sufficient cash to repay its outstanding indebtedness without relying on the Company’s guarantee.
$4.7 million guarantee to Am-Hal tenants as described above.
$0.8 million guarantee to Galha 1960 Ltd.
FOREIGN CURRENCY CONTRACTS
The Company’s derivative financial instruments consist of foreign currency forward exchange contracts. These contracts are utilized by the Company, from time to time, to manage risk exposure to movements in foreign exchange rates. None of these contracts have been designated as hedging instruments. These contracts are recognized as assets or liabilities on the balance sheet at their fair value, which is the estimated amount at which they could be settled based on market prices or dealer quotes, where available, or based on pricing models. Changes in fair value are recognized currently in earnings.
SUBSEQUENT EVENTS
On July 7, 2003, Ampal announced the completion of a private sale of 46.3% of its current holdings in Granite to a group of institutional investors. The sale of 12,350,000 shares at a price of $1.40 (6 NIS) per share resulted in total proceeds of $17.3 million. Proceeds from the sale have been earmarked for new investment opportunities. This sale combined with previous sales during the second quarter in 2003 has reduced Ampal’s stake in Granite to 14,328,980 shares representing approximately 10.28% of the outstanding share capital of Granite.
During July 2003, Ophir Holding Ltd., which is 42.5% owned by the Company, signed an agreement to sell one of its assets for $3.2 million, which will result in a gain for Ophir of $1.7 million. Ampal’s share of the gain ($0.722 million) from this asset sale will be recognized during the third quarter of 2003.
FORWARD LOOKING STATEMENTS
This Quarterly Report (including but not limited to factors discussed above, in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as well as those discussed elsewhere in this Quarterly Report on Form 10-Q) includes forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995) and information relating to the Company that are based on the beliefs of management of the Company as well as assumptions made by and information currently available to the management of the Company. When used in this Quarterly Report, the words anticipate, believe, estimate, expect, intend, plan, and similar expressions, as they relate to the Company or the management of the Company, identify forward-looking statements. Such statements reflect the current views of the Company with respect to future events or future financial performance of the Company, the outcome of which is subject to certain risks and other factors which could cause actual results to differ materially from those anticipated by the forward-looking statements, including among others, the economic and political conditions in Israel, the Middle East, including the situation in Iraq, and the global business and economic conditions in the different sectors and markets where the Company’s portfolio companies operate.
Should any of those risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results or outcome may vary from those described herein as anticipated, believed, estimated, expected, intended or planned. Subsequent written and oral forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by the cautionary statements in this paragraph and elsewhere described in this quarterly Report and other Reports filed with the Securities and Exchange Commission.
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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
MARKET RISKS AND SENSITIVITY ANALYSIS
The Company is exposed to various market risks, including changes in interest rates, foreign currency rates and equity price changes. The following analysis presents the hypothetical loss in earnings, cash flows and fair values of the financial instruments which were held by the Company at June 30, 2003, and are sensitive to the above market risks.
During the six months ended June 30, 2003, there have been no material changes in the market risk exposures facing the Company as compared to those the Company faced in the fiscal year ended December 31, 2002.
Interest Rate Risks
At June 30, 2003, the Company had financial assets totaling $15 million and financial liabilities totaling $139.1 million. For fixed rate financial instruments, interest rate changes affect the fair market value but do not impact earnings or cash flows. Conversely, for variable rate financial instruments, interest rate changes generally do not affect the fair market value but do impact future earnings and cash flows, assuming other factors are held constant.
At June 30, 2003, the Company had fixed rate financial assets of $8 million and variable rate financial assets of $7 million. Holding other variables constant, a ten percent increase in interest rates would decrease the unrealized fair value of the fixed financial assets by approximately $0.1 million.
At June 30, 2003, the Company had fixed rate debt of $14.7 million and variable rate debt of $124.4 million. A ten percent decrease in interest rates would increase the unrealized fair value of the fixed rate debt by approximately $0.1 million.
The net decrease in earnings for the next year resulting from a ten percent interest rate increase would be approximately $0.5 million, holding other variables constant.
Exchange Rate Sensitivity Analysis
The Company’s exchange rate exposure on its financial instruments results from its investments and ongoing operations in Israel. During 2003, the Company entered into various foreign exchange forward purchase contracts to partially hedge this exposure. At June 30, 2003, the Company had open foreign exchange forward purchase contracts in the amount of $10 million. Holding other variables constant, if there were a ten percent devaluation of the foreign currency, the Company’s cumulative translation (loss) reflected in the Company’s accumulated other comprehensive (loss) would increase by $1.8 million, and in the statements of operations, a ten percent devaluation of the foreign currency would decrease net earnings in the amount of approximately $0.3 million.
Equity Price Risk
The Company’s investments at June 30, 2003, included marketable securities (trading and available-for-sale) which are recorded at fair value of $63.5 million. Those securities have exposure to price risk. The estimated potential loss in fair value resulting from a hypothetical ten percent decrease in prices quoted on stock exchanges is approximately $6.4 million.
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ITEM 4. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
The Company’s management with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the Exchange Act)) as of the end of the period covered by this report. Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, the Company’s disclosure controls and procedures are effective. Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that it will detect or uncover failures within the Company to disclose material information otherwise required to be set forth in the Company’s periodic reports.
Internal Control Over Financial Reporting
There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect the Company’s internal control over financial reporting.
Part II – OTHER INFORMATION
Item 1. Legal Proceedings
Yakhin Hakal
In February 1995, Yakhin Hakal and its affiliates commenced a legal proceeding in Tel Aviv District Court seeking to cause Etz Vanir and Yakhin Mataim to redeem the perpetual debentures owned by the Company for approximately $700,000 and to require the Company to surrender all of its preferred shares of Etz Vanir and Yakhin Mataim for their par value (which is a nominal amount), on the alleged grounds that the perpetual debentures are debt and not equity investments. It is the Company’s view that its investments in these companies, which were made in the 1950’s, are equity investments and are not subject to redemption by these companies, other than upon liquidation.
On July 27, 1998, a Tel Aviv District Court ruled in favor of Yakhin Hakal, the manager and co-owner of the Company’s 50%-owned affiliates Etz Vanir and Yakhin Mataim. The judge’s decision allows Etz Vanir and Yakhin Mataim to redeem debentures owned by the Company for approximately $800,000 and to require the Company to surrender all of its preferred shares of Etz Vanir and Yakhin Mataim for their par value. After the redemption and surrender, the Company will no longer have any interest in Etz Vanir or Yakhin Mataim.
On October 15, 1998, the Company filed an appeal with the Israeli Supreme Court in Jerusalem. On September 30, 2001, the Supreme Court dismissed the appeal filed by the Company, on the grounds that the Company failed to timely produce a guarantee to cover Yakhin Hakal’s expenses in the appeal. On November 1, 2001, the Company filed a petition to the Israeli Supreme Court, contending that the dismissal of an appeal due to a delay in producing guarantees as part of the appeal is unreasonable and that the law allowing this should be changed. The petition was withdrawn by the Company on October 6, 2002.
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On December 30, 2001, the Company filed a motion to allow it to file a new appeal in this case. The Supreme Court dismissed the motion on September 10, 2002.
On October 12, 2001, the Company filed a request with the Tel-Aviv District Court for a preliminary injunction and other remedies in relation to the validity and enforceability of Etz Vanir’s and Yakhin Mataim’s decisions to redeem the debentures owned by the Company and to require the Company to surrender all of its preferred shares in Etz Vanir and Yakhin Mataim. On January 28, 2002, the Tel Aviv District Court dismissed the request. On March 12, 2002, the Company filed an appeal with regard to this decision with the Israeli Supreme Court. On July 15, 2003, the Israeli Supreme Court dismissed the appeal.
MIRS
A petition to certify a class action against MIRS in the amount of NIS 170 million ($36 million) was filed in the Tel Aviv District Court in September 2001. The claim is in connection with the change in MIRS’ tariffs resulting from the implementation of MIRS’ own dialing prefix, which replaced its previous dialing prefix, the Tel-Aviv area code. As a result, persons in the Tel Aviv area code claimed that they are subject to higher tariffs than those they had been subject to under MIRS’s previous dialing prefix. On May 14, 2003 the petitioners withdrew their claim.
A petition to certify a class action against MIRS and the other three cellular operators in Israel in the total amount of NIS 600 million ($127 million) was filed in the Tel Aviv District Court in May 2002. The claim involves the inter-connect fees that were collected from the customers of the other operators with regard to phone calls that were made to voice recorder applications through the cellular operators’ dialing numbers. On June 22, 2003 the petitioners withdrew their claim.
Item 2. | Changes in Securities and Use of Proceeds |
| None. |
| |
Item 3. | Defaults upon Senior Securities |
| None. |
| |
Item 4. | Submission of Matters to a Vote of Security Holders |
| None. |
| |
Item 5. | Other Information |
| None. |
Item 6. Exhibits and Reports on Form 8-K
(a) | | Exhibits: |
| | |
| | 11.1 Schedule Setting Forth Computation of Loss per Share of Class A Stock. |
| | |
| | 31.1 Certification of Jack Bigio pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| | |
| | 31.2 Certification of Irit Eluz pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| | |
| | 32.1 Certification of Jack Bigio and Irit Eluz pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| | (b) Reports on Form 8-K: None |
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AMPAL-AMERICAN ISRAEL CORPORATION AND SUBSIDIARIES
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto dully authorized.
| AMPAL-AMERICAN ISRAEL CORPORATION |
| |
| |
| By:/s/ | | | Jack Bigio |
|
|
| | | Jack Bigio
Chief Executive Officer
(Principal Executive Officer) |
| |
| By:/s/ | | | Irit Eluz |
|
|
| | | Irit Eluz
CFO and Vice President - Finance
and Treasurer
(Principal Financial Officer) |
| |
| By:/s/ | | | Alla Kanter |
|
|
| | | Alla Kanter
Vice President - Accounting
(Principal Accounting Officer) |
| |
| By:/s/ | | | Giora Bar-Nir |
|
|
| | | Giora Bar-Nir
Controller
(Principal Accounting Officer) |
Dated: August 13, 2003
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AMPAL-AMERICAN ISRAEL CORPORATION AND SUBSIDIARIES
Exhibit Index
Exhibit No. | Description |
| |
11.1 | Schedule Setting Forth Computation of Earnings |
| |
| Per Share of Class A Stock |
| |
| 31.1 Certification of Jack Bigio pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| |
| 31.2 Certification of Irit Eluz pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| |
| 32.1 Certification of Jack Bigio and Irit Eluz pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
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