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Hapoalim 21 LSE:51IR London Medium Term Loan
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Hapoalim International NV Changes in Securities of Corporation

20/06/2019 2:04pm

UK Regulatory (RNS & others)


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RNS Number : 9301C

Hapoalim International NV

20 June 2019

RNS Notification

20 June 2019

Offering Circular dated 30 July 2015 in respect of the USD 2,500,000,000 Global Medium Term Programme (the "Programme") of Hapoalim International N.V. (the "Issuer"), as amended, restated or supplemented from time to time (the "Offering Circular")

RE: Notification in respect of certain events affecting Bank Hapoalim B.M., the guarantor of the Issuer's obligations under the Programme

Terms used but not otherwise defined herein shall have the meanings ascribed to them in the Offering Circular.

The Issuer makes the following announcement in respect of Bank Hapoalim B.M., the guarantor of the Issuer's obligations under the Programme (the "Guarantor"):

The Guarantor has published the attached immediate report on the inventory of capital, granting of rights to purchase shares and registers of the securities of the corporation and the changes therein:

LEI of the Guarantor: B6ARUI4946ST4S7WOU88

Class and sub-class of regulated information: Ongoing regulated information - Inside information

For further information please contact:

Gilad Bloch

Secretary of the Bank

Bank Hapoalim B.M.

   Direct Dial:            +972 (0)3 567 3800 
   Email:                   gilad.bloch@poalim.co.il 

The following is an unofficial translation of the Hebrew report and has been prepared for convenience only. In case of any discrepancy, the Hebrew version prevails.

"

Bank Hapoalim B.M.

Number with the Registrar: 520000118

   Securities Authority   Tel Aviv Stock Exchange Ltd. Tav 087 Transmitted via Magna 03/06/2019 

www.isa.gov.il www.tase.co.il (Public) Reference: 2019-01-055054

Inventory of Capital, Granting of Rights to Purchase Shares and Registers of the Securities

of the Corporation and the Changes Therein

Regulation 31(e) of the Securities (Periodic and Immediate Reports) Regulations, 5730-1970

Regulation 31(a) of the Securities (Periodic and Immediate Reports) Regulations, 5730-1970

Regulation 31(b1) of the Securities (Periodic and Immediate Reports) Regulations, 5730-1970

Regulation 32 of the Securities (Periodic and Immediate Reports) Regulations, 5730-1970

Nature of the change: Granting Executives' RSU's

Explanation: The nature of the change should be described in brief

Reference Numbers of previous reports on the subject: _________, __________, ____________.

   1.   Inventory of the securities of the corporation after the change: 
 
                                                       Issued and Paid Up 
                                                        Capital 
 
                      Number 
    Name and        of Security       Quantity in                                   Quantity Registered 
    Category           on the        the Registered     Quantity in Present          in Name of 
   of Security     Stock Exchange       Capital         Last Report Quantity         Nominees Company 
      BNHP 
    Ordinary 
     Shares       662577             4,000,000,000    1,337,377,111 1,337,377,111   1,337,303,315 
                 ----------------  ----------------  ----------------------------  -------------------- 
      Poalim 
     Subordin- 
        ated 
      Capital 
       Notes 
      (Series 
         C)           6620280         __________      1,302,000,000 1,302,000,000        1,298,400,000 
                 ----------------  ----------------  ----------------------------  -------------------- 
      Poalim 
     Subordin- 
        ated 
      Capital 
       Notes 
      (Series 
         D)           6620355         __________       300,000,000 300,000,000       0 
                 ----------------  ----------------  ----------------------------  -------------------- 
 Executives' 
  RSU's               6620405         ___________          305,443 331,549                  0 
                 ----------------  ----------------  ----------------------------  -------------------- 
 

Explanation: All of the securities of the company should be specified, including securities not

listed for trading.

2. The corporation advises that:

On the date 02/06/2019

                --         From the date _____until the date _______ 

A change has occurred in the quantity and in the register of the holders of the securities (including rights to purchase shares) of the corporation as a result of:

           A description of the nature of the change   Granting Executives' RSU's 

Explanation: A description should be given of all of the particulars of the

transaction or the operation due to which a change has occurred

 
 1. 
  Name of the registered holder with respect to whom the change 
  has occurred: The trustee for the Bank's employees according 
  to an offering circular as detailed below 
  Category of identification number: Number with the Registrar 
  of Companies in Israel Identification number: 513379446 
  Nature of the change: Allotment to employees __________ 
  Date of the change: 02/06/2019 Executed through the Stock Exchange 
  Clearing House: No 
  Category and name of security in which a change has occurred: 
  Restricted Stock Units (RSU's) 
  No. of security on the Stock Exchange: 6620405 
  Holder's balance of the security in the latest report: 305,443 
  Holder's balance of the security after the change: 331,549 
  Total quantity of the security in which there occurred a reduction 
  / increase: 26,106 
  Does it concern the granting of rights to purchase shares Yes 
  Amount of the consideration for the securities allotted: For 
  no consideration 
  The number on the Stock Exchange of the share resulting from 
  the realization of the security: 662577 
  The quantity of the shares resulting from the realization / 
  conversion in full of the security: 26,106 
  The additional amount obtained from the realization / conversion 
  in full of the security into shares: No additional amount for 
  realization of the security into shares: 
  The period during which the security may be realized: As set 
  forth in the offering circular and private 
  offer report of 1.5.2018 Reference Number 
  2018-01-034557 ("the Offering Circular") and 
  private offer report of 29.5.2019 Reference 
  Number 2019-01-052330 
  Commencing from ____________ and until ______________ 
  The securities allotted will be listed for trading: No 
  The allotment of the said securities is further to an offering 
  circular to employees report published on 01/05/2018 and the 
  reference number of which is 2018-01-034557 
  The security has been discharged in full and the countervalue 
  has been received in full 
  The security has been discharged in full, but the countervalue 
  has not been received in full 
  Issued for the purpose of an ATM plan 
  -- Other 
  Grant of RSU's under an offering circular of 1.5.2018 Reference 
  2018-01-034557 and in the private offer report of 29.5.2019 
  Reference 2019-01-052330. 
 

in the securities of the corporation.

Explanations:

1. To the extent that the change affects more than one security, the effect of the change should be detailed on a separate line for each security.

2. Date of the change - all of the changes of the same category, with respect to the same security, effected on the same day, should be summarized on one line. In that regard, a distinction should be made between changes made through the Stock Exchange Clearing House and changes made directly in the books of the company.

   3.   The change - for a decrease the sign "-" should be added. 

4. In all fields of the quantity, the quantity of securities should be filled in and not the NIS nominal value.

-- A change has occurred only in the register of the holders of the securities of the

corporation (without any change in the quantity of the securities of the corporation) as a

result of -

A description of the nature of the change: ________

Explanation: A description should be given of all of the particulars of the

transaction or the operation due to which a change has occurred in the register.

 
 1. 
  Name of the registered holder with regard to whom the change has occurred: ____________ 
  Category of identification number: ____________Identification number: _____________ 
  Date of the change: __________Executed through the Stock Exchange Clearing House: _______ 
  Category and name of securities in which a change has occurred: ________________ 
  No. of the security on the Stock Exchange: ____________ 
  Quantity of the change: ______________ 
  Holder's balance of this security after the change: ____________ 
 
   3.   Main particulars of the register of shareholders as of the reporting date are as follows: 
    No.       Name of             Category of        Identification      Number of        Class of 
Quantity              Does He 

Registered Identification Number Security Shares and of the Hold the

Shareholder Number on the Stock Their Nominal Shares Shares as a

                                                                                        Exchange           Value                                               Trustee 
 
 1   __________    ________    _______   __________    ________   _____________    ________ 
 

4. Attached hereto is a file of the register of the shareholders in accordance with the provisions of Sec. 130 of the Companies Law, 5759-1999 isa.pdf 262019

5. Attached hereto is an up-to-date file of the registers of the securities of the corporation, including a ledger of the option holders and a ledger of the debenture holders isa.pdf May2019

Note to Clause 1 - Number of the shares included in the share capital after deducting the dormant shares which do not confer any rights 1,335,168,159.

The name of the signatories on behalf of the corporation: Elinor Houli Her Job Title Deputy Head of the Securities Operations Department, Orit Langer Her Job Title Head of the Payments and Vault Section. 03/06/2019

The reference numbers of the previous documents on the subject (any citation made does not constitute inclusion by way of reference):

Securities of the corporation are listed for trading on the Tel-Aviv Stock Exchange

Date on which the structure of the form was updated: 30/04/2019

Abbreviated Name: Poalim

Address: POB 27, Tel Aviv 6100001 Telephone: 03-567 3800. 03-567 3333, Fax: 03-567 4576

Electronic Mail: gilad.bloch@poalim.co.il Company Website: http://www.bankhapoalim.co.il

Previous names of reporting entity:

Name of Electronic Reporter: Bloch Gilad: His Job Title: Secretary of the Bank, Name of Employing Company:

Address: Yehuda Halevy 63, Tel Aviv-Yafo 6578109 Telephone: 03-567 3800 Fax: 03-567 4576,

Electronic Mail: gilad.bloch@poalim.co.il

02.06.2019

 
    Register of Shareholders          Quantity 
       - Bank Hapoalim B.M            of Shares 
 The Nominees Company of 
  Bank Hapoalim Ltd.*                1,337,303,315 
                                 ----------------- 
 
 Savion Tal                                 35,800 
                                 ----------------- 
 Tzitzian Avraham                           31,680 
                                 ----------------- 
 Don Maxwell                                 2,450 
                                 ----------------- 
 Florsheim Mark & Ziporah                    1,640 
                                 ----------------- 
 Agmon Eliyahu                                 700 
                                 ----------------- 
 Barkner Albert                                603 
                                 ----------------- 
 Levi Victoria                                 544 
                                 ----------------- 
 Mindel Shira Milka                            122 
                                 ----------------- 
 Geva Aryeh                                    100 
                                 ----------------- 
 Pentzer Nathan                                 75 
                                 ----------------- 
 Zachs Eran                                     40 
                                 ----------------- 
 Newman David                                   10 
                                 ----------------- 
 Yehuda Bar Lev                                 10 
                                 ----------------- 
 Aaron Elias                                    10 
                                 ----------------- 
 Calev Victoria                                  5 
                                 ----------------- 
 AMM G. Investments & Finances 
  Ltd.                                           2 
                                 ----------------- 
 Livnat Raz                                      1 
                                 ----------------- 
 Zektzer Ram                                     1 
                                 ----------------- 
 Kramer Moshe                                    1 
                                 ----------------- 
 Erez Tal                                        1 
                                 ----------------- 
 Feldman Avi                                     1 
                                 ----------------- 
                                     1,337,377,111 
                                 ----------------- 
 

-- Included in the quantity of shares of the The Nominees Company, are 2,208,952 dormant shares which are owned by Bank Hapoalim

List of Holders of Subordinated TACT (Tel-Aviv Continuous Trading) Institutional Capital Notes 'C' 6620280

As of date: 02.06.2019

 
                             Quantity 
                             of Capital 
                               Notes 
 The Nominees Company 
  of Bank Hapoalim Ltd.    1,298,400,000 
                          -------------- 
 
 S.D.S.Z. Investments 
  Ltd.                     3,600,000 
                          -------------- 
           Total Capital   1,302,000,000 
                          -------------- 
 

List of Holders of Subordinated Capital Notes 'D' 6620355

As of date: 02.06.2019

 
                             Quantity of Capital 
                                    Notes 
 Migdal Insurance Company 
  Ltd.                       169,020,000 
                            -------------------- 
 Migdal Insurance Company 
  Ltd.                       18,780,000 
                            -------------------- 
 Migdal Insurance Company 
  Ltd.                       9,500,000 
                            -------------------- 
 Migdal Insurance Company 
  Ltd.                       40,000,000 
                            -------------------- 
 Migdal Provident Funds 
  Ltd.                       6,900,000 
                            -------------------- 
 Migdal Makefet Pension 
  & Provident Funds Ltd.     55,800,000 
                            -------------------- 
 
             Total Capital   300,000,000 
                            -------------------- 
 

Executives' RSUs

As of date: 02.06.2019

 
                        Quantity 
                         of RSU's 
 G.L.E. - 102 Trusts      331,549 
                       ---------- 
 Total Capital            331,549 
                       ---------- 
 

Schedule of Other Securities of the Corporation 02.06.2019

 
                                                                                      Traded 
                                                                                       on the 
 Security         Name of             Type        Quantity in                          Stock 
    No.           Security         of Security    last report     Present Quantity    Exchange 
 
            Poalim Subordinated 
                  Capital 
 6620280         Notes 'C'           Other       1,302,000,000     1,302,000,000        Yes 
           --------------------  -------------  --------------  ------------------  ---------- 
            Poalim Subordinated 
                  Capital 
 6620355         Notes 'D'           Other        300,000,000       300,000,000         No 
           --------------------  -------------  --------------  ------------------  ---------- 
                                   Restricted 
                Executives'           Stock 
 6620405            RSUs              Units            305,443        331,549           No 
           --------------------  -------------  --------------  ------------------  ---------- 
 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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