Annuncio • Feb 20

Israel Canada (T.R) Ltd (TASE:ISCN) entered into an agreement to acquire Kvutzat Acro Ltd (TASE:ACRO) from Raya Strauss Ben Dror and others for ILS 3.1 billion.

Israel Canada (T.R) Ltd (TASE:ISCN) entered into an agreement to acquire Kvutzat Acro Ltd (TASE:ACRO) from Raya Strauss Ben Dror and others for ILS 3.1 billion on February 18, 2026. The merger transaction, if carried out, will be carried out in a cash (40%) and stock (60%) transaction, in accordance with agreed upon value ratios for the purpose of determining the merger ratios alone of NIS 6.9 billion for Israel Canada and NIS 3.1 billion for Acro (reflecting an exchange ratio of 1:2.2258). In light of the aforementioned merger ratios, each shareholder who holds, on the effective date to be determined for the transaction, one share of Acro, will be entitled to the following consideration: (1) a sum of NIS 19.66 (so that the total cash consideration to be paid to all Acro shareholders as part of the merger transaction will amount to approximately NIS 1.24 billion) and (2) approximately 1.458 shares of Israel Canada so that the total shares to be allotted to Acro shareholders as part of the merger transaction will be 91,947,958 shares, representing 21.23% of the issued and paid-up share capital of Israel Canada and the voting rights therein. On the other hand, the realization of other convertible securities allocated by Acro in the past to Acro employees and officers (or the allocation of shares to be made to them until the date of completion of the merger transaction), will not result in a change in the value of Acro for the purpose of determining the merger ratios, and will therefore result in a decrease in the consideration to which each Acro shareholder will be entitled as part of the merger transaction. On the Completion Date, the terms of office of the current directors of Acro will end, and in addition, H.E. Yitzhak Arbov, Chairman of the Board of Directors, and Ziv Yaakovi, Director and Chief Executive Officer of Acro, will resign from their positions in the Group and sign letters of no claims and a non-competition undertaking for the period agreed upon in the agreement, and Acro's non-marketable option letters that have not been exercised by the Completion Date will expire, such that Acro will not have convertible securities on the Completion Date. Israel Canada (T.R) Ltd intends to pay the consideration in cash from its own sources and/or from external financing and/or the sale of assets and/or the raising of capital and/or debt. The transaction is subject to receiving approval from the Tax Authority for a taxation decision in an agreement (pre-ruling) under Section 103 of the Income Tax Ordinance [New Version], 5721-1961, according to which the allocated shares allocated by Israel Canada to the shareholders of Acro will be taxed only at the time of their sale and not at the time of their allocation. Completion of all procedures necessary for the merger transaction in accordance with Chapter One of Part Eight of the Companies Law and the regulations enacted pursuant thereto, including receipt of a merger certificate from the Companies Registry. Obtaining approval from the Stock Exchange for the listing for trading of the new shares and bond series of Israel Canada that will be offered (replacing the existing series) according to a shelf offering report to be published by Israel Canada, as well as obtaining a permit from the Securities Authority for the shelf offering report. Obtaining approval from Israel Canada and Acro's financing entities for the merger transaction, to the extent that such approval is required according to the terms of the agreement with them. Obtaining approval from the competition supervisor. Acro and Israel Canada will act in the near future, in accordance with the provisions of the law, to convene shareholder meetings of each of the companies for the purpose of approving the merger transaction and performing all necessary actions to fulfill the conditions precedent. A date that will take effect within 14 business days after the conditions precedent detailed below are met and in any case not before September 10, 2026 or the date later as determined with the Exchange. Notwithstanding the foregoing, Israel Canada shall be entitled, at its sole discretion, to advance the Completion Date provided that it occurs after August 15, 2026. In this regard, it should be noted that Acro has undertaken that on the decisive date for the execution of the merger transaction, there will be no convertible securities in Acro, and for this purpose, inter alia Acro will act to allocate shares to said officers and employees in exchange for the options they hold. In accordance with the provisions of the agreement, the deadline for the fulfillment of the conditions precedent is set for September 10, 2026. However, each of the parties to the Agreement shall be entitled to extend the deadline until December 31, 2026 by notice to the other party for the purpose of satisfying a condition(s) of suspensive nature that has not yet been met and for which a final postponement notice has not yet been received in relation to it or until 60 days from the date of termination of the state of emergency in the country, whichever is later and in any event no later than February 28, 2027.

Percentuale dello stipendio del CEO	n/a
Mandato del CEO	18.6yrs
Proprietà del CEO	16.2%
Durata media del management	Nessun dato
Durata media del Consiglio di amministrazione	11.3yrs

Nome	Posizione	Mandato	Compensazione	Proprietà
Barak Rosen	Chief Executive Officer and Director	18.6yrs	₪2.62m	16.24% $ 202.4m
Orit Lerer	Independent Director	3yrs	Nessun dato	Nessun dato
Assaf Tochmeir	Chairman	18.6yrs	₪2.16m	Nessun dato
Avraham Tzobel	Independent Director	4.1yrs	Nessun dato	Nessun dato

Dati	Ultimo aggiornamento (ora UTC)
Analisi dell'azienda	2024/08/25 09:45
Prezzo dell'azione a fine giornata	2024/05/28 00:00
Utili	2024/03/31
Utili annuali	2023/12/31

Pacchetto	Dati	Tempistica	Esempio Fonte USA ^*
Dati finanziari della società	10 anni	Conto economico Rendiconto finanziario Bilancio	Modulo SEC 10-K Modulo SEC 10-Q
Stime di consenso degli analisti	+3 anni	Previsioni finanziarie Obiettivi di prezzo degli analisti	Rapporti di ricerca degli analisti Blue Matrix
Prezzi di mercato	30 anni	Prezzi delle azioni Dividendi, scissioni e azioni	Dati di mercato ICE Modulo SEC S-1
Proprietà	10 anni	Top azionisti Insider trading	Modulo 4 SEC Modulo 13D SEC
Gestione	10 anni	Team di leadership Consiglio di amministrazione	Modulo SEC 10-K Modulo SEC DEF 14A
Sviluppi principali	10 anni	Annunci aziendali	Modulo 8-K SEC

Israel Canada (T.R) Gestione

Criteri Gestione verificati 3/4

Informazioni chiave

Aggiornamenti recenti sulla gestione

Israel Canada (T.R) Ltd, Annual General Meeting, Jul 02, 2026

Israel Canada (T.R) Ltd, Annual General Meeting, Jan 21, 2026

Israel Canada (T.R) Ltd, Annual General Meeting, Dec 12, 2024

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Israel Canada (T.R) Ltd, Annual General Meeting, Jul 02, 2026

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Israel Canada (T.R) Ltd (TASE:ISCN) entered into an agreement to acquire Kvutzat Acro Ltd (TASE:ACRO) from Raya Strauss Ben Dror and others for ILS 3.1 billion.

Israel Canada (T.R) Ltd, Annual General Meeting, Jan 21, 2026

Israel Canada (T.R) Ltd to Report Q3, 2025 Results on Nov 27, 2025

Israel Canada (T.R) Ltd to Report Q1, 2025 Results on May 28, 2025

Israel Canada (T.R) Ltd announces Annual dividend, payable on April 10, 2025

Israel Canada (T.R) Ltd to Report Fiscal Year 2024 Results on Mar 25, 2025

Israel Canada (T.R) Ltd, Annual General Meeting, Dec 12, 2024

Israel Canada (T.R) Ltd (TASE:ISCN) signed non-binding memorandums of understanding to acquire Activities of Brown Hotels in Israel for ILS 100 million.

Israel Canada (T.R) Ltd to Report Q2, 2024 Results on Aug 26, 2024

AMMINISTRATORE DELEGATO

Membri del Consiglio di amministrazione

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