The man who could torpedo the Gev-Yam deal: “Why support the deal with Frenkel? Properties and Building already control Gev-Yam”

There is no shortage of moments in the real estate company that yields back-to-backs. Both sides.

Read more in Calcalist:

Maurice Wilner, a Jewish businessman from Florida who owns control of the energy company Arco with Eric Kotler, as well as a luxury apartment in Jerusalem, became a stakeholder in Gev-Yam and was first revealed as a shareholder.

Yesterday, Wilner bought Gev Yam shares for about NIS 12.5 million and increased to a 5.12% holding in the real estate company. The Gev-Yam share rose by 3% yesterday, standing at almost NIS 450 million.

Why can Wilner be a problem? As part of the deal signed between Properties and Building for Aaron Frenkel, the first, which holds 44.5%, will purchase Frenkel’s holdings (37.2%) for NIS 3.1 billion. However, in order to do this, properties and a building must first make a purchase offer to the public, as this is required by law in cases where they want to increase the holding by more than 45%.

Until Tuesday, the public owned about 18% of Gev-Yam shares. In order for the tender offer to be successful, properties and a building need shareholders who hold 5% of the company to approve the very existence of the move. That is, if Wilner expresses opposition, the company needs approval from shareholders who hold at least 5.13% of backwaters.

Then, shareholders should also agree to sell. If Wilner drops the takeover bid, Properties and Building can turn to Gev-Yam with an offer to allocate shares to it privately. If the board accepts the proposal, approval will be required by a special majority of the general meeting, and even there Wilner has power, as he constitutes 28% of all minority shareholders.

Wilner purchased most of his shares from the company’s previous controlling shareholder, Eduardo Elstein, in July 2020. At the time, Elstein-owned Properties and Building held 34.99% of Gev-Yam shares – a holding that dropped to meet the requirements of the Centralization Law. However, even after this decline, there was still a question mark and Elstein sold another 4.99% of Gev-Yam shares. Properties and Building sold the shares to an unknown source whose identity has not been revealed to date – Wilner, whom Elstein knew in a building in Kfar David in Jerusalem, where they both own apartments.

Wilner: I still do not know how I will vote and how I will act. Society is important to me. Give me a reason to support the deal. I will check what the plans of properties and building regarding the company and how they intend to improve, and I will make a decision “

Another figure first revealed is that about a month ago, when Properties and Building held a tender for the sale of the HSBC building in Manhattan, one of the bidders was Wilner, who did not win the tender. Tenderers said his bid was inferior in price and volume of deposit, and was also submitted with some delay. There are also those who claimed that Wilner ran for the building together with Elstein, but he himself denies this and claims that he has no business partners.

In a first media interview and exclusive to Calcalist, Wilner answers the question of why he decided to increase his holdings in the sea at a small financial price that involves a lot of exposure: “I had a sum of money I had to invest. “Back-sea stocks, even if everyone knows. I love the company. I come from a real estate background and a person tends to invest in things he has an idea about.”

But today the share price is double what you first bought your shares for.

“And I still love the company. It has excellent management and I love its high-tech parks. I am a long-term investor. I have shares that I have owned in companies for 20 years or more. I receive dividends and I am satisfied. Gev-Yam is a better company than any other company. “I was thinking of buying its shares. In addition, I am a Zionist and this is an Israeli company. I preferred to invest in it over investing in American companies.”

The way you vote in relation to the property and building purchase offer has great significance. Will you support the deal and sell your shares?

“I still do not know how I will vote and how I will act. This company is interesting and important to me. Give me a reason to support the deal. Do you have any idea why they are buying Frenkel? After all, they are in control anyway. Her, and I will make a decision accordingly. “

Have you tried to purchase the HSBC building together with Elstein?

“My son tried to buy the building. Someone else offered more and we did not win. I have no business partners. The only thing I had with Elstein was that I bought the shares from him. Since then we have not done things together.”

Wilner, who lives in St. Petersburg, Florida, from where he spoke with Calcalist, is known in the Israeli capital market as one of Barco’s controlling shareholders. Arco operates in the field of gas stations and convenience stores in the United States. In 2020, Wilner and Kotler led a deal in which Arco merged with an American Spock company. Since then, the merged company has been traded in Tel Aviv and New York. Wilner holds 11.6% of the shares of the merged company, with a market value of NIS 383 million.

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