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Cellcom Israel Announces Shelf Prospectus Amendment
NETANYA, Israel, March 8, 2012/PRNewswire-FirstCall/ --
Cellcom Israel Ltd. (NYSE: CEL) (TASE: CEL) (hereinafter: the "Company") announced
today that, following its previous announcements, in preparation for a potential offering
of new series of debentures to the public in Israel only, under the Company's shelf
prospectus, the Company published today an amendment to the shelf prospectus and indenture
filed within such shelf prospectus, or the Amendment, after having received the Israeli
Securities Authority, or ISA, and the Tel Aviv Stock Exchange, or TASE, approvals. The
amendment to the shelf prospectus includes also an undertaking of the Company to comply
with certain reporting obligations under the Israeli securities law that relate to
information to be provided to debenture holders (which have not previously applied to the
Company pursuant to Israeli law as it is a dual company traded both in Israel and in the
US).
The contemplated offering will require filing of a supplemental shelf offering report
with the ISA and TASE.
The execution, timing, terms and amount of such contemplated offering have not yet
been determined and are subject to a further approval of the Company's Board of Directors.
There is no assurance that such offering will be executed, nor as to its timing, terms and
amount.
For additional details regarding the Company's public debentures and additional
undertakings of the Company included in the Amendment see the Company's annual report on
Form 20-F for the year ended December 31, 2011 filed on March 7, 2012, under "Item 5.
Liquidity and Capital Resources - Debt Service - Shelf prospectus" and " - Public
Debentures".
The contemplated offering described in this press release, will be made, if made, in
Israel to residents of Israel only. The said debentures will not be registered under the
U.S. Securities Act of 1933 and will not be offered or sold in the United States. This
press release shall not constitute an offer to sell or the solicitation of an offer to buy
any debentures.
Forward looking statement
The information included in this press release contains, or may be deemed to contain,
forward-looking statements (as defined in the U.S. Private Securities Litigation Reform
Act of 1995 and the Israeli Securities Law, 1968). Said forward-looking statements,
relating to the execution of the offering, the amount to be raised and the use of its
proceeds are subject to uncertainties and assumptions about the shelf offering and market
conditions and sufficient offers received for an adequate price. The actual conditions
could lead to materially different outcome than that set forth above.
About Cellcom Israel
Cellcom Israel Ltd., established in 1994, is the leading Israeli cellular provider;
Cellcom Israel provides its approximately 3.349 million subscribers (as at December 31,
2011) with a broad range of value added services including cellular and landline
telephony, roaming services for tourists in Israel and for its subscribers abroad and
additional services in the areas of music, video, mobile office etc., based on Cellcom
Israel's technologically advanced infrastructure. The Company operates an HSPA 3.5
Generation network enabling advanced high speed broadband multimedia services, in addition
to GSM/GPRS/EDGE networks. Cellcom Israel offers Israel's broadest and largest customer
service infrastructure including telephone customer service centers, retail stores, and
service and sale centers, distributed nationwide. Through its broad customer service
network Cellcom Israel offers its customers technical support, account information, direct
to the door parcel delivery services, internet and fax services, dedicated centers for the
hearing impaired, etc. In August 2011, Cellcom Israel completed the acquisition of
Netvision Ltd. 013 Netvision Ltd., its wholly owned subsidiary, is a leading Israeli
provider of internet connectivity services and international calling services. Cellcom
Israel, through its wholly owned subsidiaries also provides landline telephone
communication services in Israel, in addition to data communication services. Cellcom
Israel's shares are traded both on the New York Stock Exchange (CEL) and the Tel Aviv
Stock Exchange (CEL). For additional information please visit the Company's website
http://www.cellcom.co.il
Company Contact
Yaacov Heen
Chief Financial Officer
investors@cellcom.co.il
Tel: +972-52-998-9755
Investor Relations Contact
Porat Saar
CCG Investor Relations Israel & US
cellcom@ccgisrael.com
Tel: +1-646-233-2161
Source: Cellcom Israel Ltd.
Cellcom Israel Announces Shelf Prospectus Amendment
NETANYA, Israel, March 8, 2012/PRNewswire-FirstCall/ --
Cellcom Israel Ltd. (NYSE: CEL) (TASE: CEL) (hereinafter: the "Company") announced
today that, following its previous announcements, in preparation for a potential offering
of new series of debentures to the public in Israel only, under the Company's shelf
prospectus, the Company published today an amendment to the shelf prospectus and indenture
filed within such shelf prospectus, or the Amendment, after having received the Israeli
Securities Authority, or ISA, and the Tel Aviv Stock Exchange, or TASE, approvals. The
amendment to the shelf prospectus includes also an undertaking of the Company to comply
with certain reporting obligations under the Israeli securities law that relate to
information to be provided to debenture holders (which have not previously applied to the
Company pursuant to Israeli law as it is a dual company traded both in Israel and in the
US).
The contemplated offering will require filing of a supplemental shelf offering report
with the ISA and TASE.
The execution, timing, terms and amount of such contemplated offering have not yet
been determined and are subject to a further approval of the Company's Board of Directors.
There is no assurance that such offering will be executed, nor as to its timing, terms and
amount.
For additional details regarding the Company's public debentures and additional
undertakings of the Company included in the Amendment see the Company's annual report on
Form 20-F for the year ended December 31, 2011 filed on March 7, 2012, under "Item 5.
Liquidity and Capital Resources - Debt Service - Shelf prospectus" and " - Public
Debentures".
The contemplated offering described in this press release, will be made, if made, in
Israel to residents of Israel only. The said debentures will not be registered under the
U.S. Securities Act of 1933 and will not be offered or sold in the United States. This
press release shall not constitute an offer to sell or the solicitation of an offer to buy
any debentures.
Forward looking statement
The information included in this press release contains, or may be deemed to contain,
forward-looking statements (as defined in the U.S. Private Securities Litigation Reform
Act of 1995 and the Israeli Securities Law, 1968). Said forward-looking statements,
relating to the execution of the offering, the amount to be raised and the use of its
proceeds are subject to uncertainties and assumptions about the shelf offering and market
conditions and sufficient offers received for an adequate price. The actual conditions
could lead to materially different outcome than that set forth above.
About Cellcom Israel
Cellcom Israel Ltd., established in 1994, is the leading Israeli cellular provider;
Cellcom Israel provides its approximately 3.349 million subscribers (as at December 31,
2011) with a broad range of value added services including cellular and landline
telephony, roaming services for tourists in Israel and for its subscribers abroad and
additional services in the areas of music, video, mobile office etc., based on Cellcom
Israel's technologically advanced infrastructure. The Company operates an HSPA 3.5
Generation network enabling advanced high speed broadband multimedia services, in addition
to GSM/GPRS/EDGE networks. Cellcom Israel offers Israel's broadest and largest customer
service infrastructure including telephone customer service centers, retail stores, and
service and sale centers, distributed nationwide. Through its broad customer service
network Cellcom Israel offers its customers technical support, account information, direct
to the door parcel delivery services, internet and fax services, dedicated centers for the
hearing impaired, etc. In August 2011, Cellcom Israel completed the acquisition of
Netvision Ltd. 013 Netvision Ltd., its wholly owned subsidiary, is a leading Israeli
provider of internet connectivity services and international calling services. Cellcom
Israel, through its wholly owned subsidiaries also provides landline telephone
communication services in Israel, in addition to data communication services. Cellcom
Israel's shares are traded both on the New York Stock Exchange (CEL) and the Tel Aviv
Stock Exchange (CEL). For additional information please visit the Company's website
http://www.cellcom.co.il
Company Contact
Yaacov Heen
Chief Financial Officer
investors@cellcom.co.il
Tel: +972-52-998-9755
Investor Relations Contact
Porat Saar
CCG Investor Relations Israel & US
cellcom@ccgisrael.com
Tel: +1-646-233-2161
Source: Cellcom Israel Ltd.