Nitzan Tzair Harim Yohanan Danino and Emil Winshel Wishur (Photo by Rami Zranger)
The digital insurance company Vishur is preparing to close the financing intended for the acquisition of the Ayalon insurance company. As part of the closure, the company received a discount of NIS 10 million on the purchase of 67% of Ayalon from the estate of the late businessman Levi Rahmani. In addition, Zvi Barak, the controlling owner of Caesarea Medical Electronics and At the end of the day in about 40% of shares and alignment.
In total, Caesarea will invest NIS 270 million in Vizor against the allotment of shares and will become the controlling shareholder in the company and in the group’s insurance companies, together with the current controlling shareholders in 80% of Vishor’s shares.
More in-
Caesarea’s investment in the alignment will be made at a share price of NIS 6.3, which reflects an alignment of NIS 420 million before cash, a price of approximately 8% above the value at which the company was first issued on the Tel Aviv Stock Exchange. In addition, as stated, the company agreed on an amendment to the purchase agreement with Levy Rahani’s estate, according to which it will pay NIS 462.7 million for approximately 67% of the Ayalon Group’s shares.
Emil Weinschell, founder and director of Vishor: “We are continuing our preparations to complete the transaction for the acquisition of Ayalon, and accordingly we have signed an addendum to the agreement with the estate manager. We are also working with various financing entities to complete the best financing.
At the same time, we signed an up-to-date agreement with our partners, Zvi and Anat Barak, according to which Caesarea Medical Electronics, which owns them, will make its full investment in Vishor Globaltech’s share capital, at NIS 6.3 per share. We are very proud that the Barak family becomes a very significant part “The control of the group is, among other things, in the vision of a balanced, fruitful and successful long-term partnership and with a real vote of confidence in the Ayalon deal and the company.”
According to the terms of the transaction, Vishor has so far paid an advance of approximately NIS 16 million of the said consideration, and upon completion of the various conditions precedent, including receipt of the control permit, it will pay an additional NIS 34 million by May 10, and the balance with The updated transaction completion date is set for June 30.
Unlike the previous outline of the transaction, Caesarea Medical Electronics will make its full investment (of NIS 270 million) in Vishor’s share capital, instead of splitting part of the purchase in Ayalon shares as in the previous agreement (one third in the allotment of Ayalon shares and two thirds in the purchase of Ayalon shares).
The purpose of the update is to strengthen GlobalTech’s capital base and its financial flexibility, in addition to creating an identity of interests between the controlling shareholders, both in Globaltech’s operations and in expanding its planned operations abroad. In addition, the transaction will strengthen weSure Global Tech’s capital base. For the purchase of Ayalon.
As of the reporting date, the Company is in contact with a number of parties to best complete the balance of the transaction financing.
Under the terms of the current agreement, Caesarea will invest the said amount in exchange for an allotment of approximately 42.9 million shares of Vishor GlobalTech, and it will be made at a price of NIS 6.3 per Vishor share, reflecting a company value of NIS 422 million per Vyshor (before cash), the highest share price At about 8% of the value at which the public offering was first issued on the Tel Aviv Stock Exchange in March last year. Following the allotment of these shares to Caesarea, Globaltech’s equity will increase accordingly.
Also, between the current controlling owner of GlobalTech, Hugh Digital, owned by Emil Weinschel and Nitzan Harim Harim, and Caesarea, a joint control agreement was signed in the company, which regulates the relationship between them in order to allow a professional and productive focus.
As part of the recent agreements with the estate manager, it was further agreed that the existing owner loan granted in 2016 to Ayalon Holdings in the amount of NIS 55 million would be guaranteed to weSure Global Tech. At the same time, the sellers will make a seller loan in a similar amount in favor of weSure Global Tech, the two above-mentioned loans, which were also guaranteed by Caesarea, will be repaid over a period of 5 years, in equal and consecutive installments starting in September 2023.
Comments on the article(0):
Your response has been received and will be published subject to system policies.
Thanks.
For a new response
Your response was not sent due to a communication problem, please try again.
Return to comment