Scailex Corporation Announces Changes in its Principal Shareholders and Management
July 18 2006 - 6:00PM
PR Newswire (US)
Eran Schwartz Appointed Chairman of the Board of Directors TEL
AVIV, Israel, July 18 /PRNewswire-FirstCall/ -- Scailex Corporation
Ltd. (formerly: Scitex Corporation)
(NASDAQ:SCIXNASDAQ:&)(TASE:SCIX) today announced that its
principal shareholders, Clal Industries and Investments Ltd. and
Discount Investments Corporation Ltd., informed Scailex that they
completed the sale of all of the 18,800,255 Scailex shares held by
them, representing approximately 49.4% of Scailex's outstanding
share capital, to a fully owned subsidiary of Israel Petrochemicals
Enterprise Ltd. (IPE), an Israeli holding company whose shares are
traded on the Tel Aviv Stock Exchange. The shares were acquired for
an aggregate purchase price of $165 million, and additional $2.6
million to be paid within 10 business days from closing due to an
adjustment in the purchase price relating to the $12.6 million tax
refund received by Scailex (as reported yesterday). The purchase
price is subject to certain additional adjustments according to the
sale agreement. In connection with the completion of the
transaction, eight of Scailex's current directors resigned from the
Board - Arie Mientkavich, Shimon Alon, Avraham Asheri, Raanan
Cohen, Avi Fischer, Nachum Shamir, Shay Livnat and Ophira
Rosolio-Aharonson. The following seven new directors joined the
Board - Eran Schwartz, Irit Ben-Ami, Dr. Arie Ovadia, Modi Peled,
Arie Zief, Arie Silverberg and Shalom Singer, effective
immediately. Mr. Eran Schwartz, CEO of IPE, was appointed Chairman
of the Board of Directors, replacing Mr. Arie Mientkavich, who
served as the Chairman since June 2006. The appointment of the new
chairman is currently until December 31, 2006. In addition, Scailex
announced that Mr. Yahel Shachar, currently the CFO of Scailex, has
been appointed as CEO of Scailex, replacing Mr. Raanan Cohen,
effective as of today. Mr. Shachar Rachim, currently the controller
of Scailex, will assume the position of CFO. Mr. Eran Schwartz, the
newly appointed Chairman of Scailex, commented: "Scailex has a
strong balance sheet and substantial financial resources. It is
well positioned to explore, evaluate and execute new business
opportunities and acquisitions. I look forward to taking part in
conceiving its new growth strategy together with Scailex management
and the members of the board". Scailex Corporation Ltd. Scailex
Corporation shares trade on Nasdaq and The Tel Aviv Stock Exchange
under the symbol "SCIX". For more information, please visit our Web
site at http://www.scailex.com/. Forward Looking Statements Except
for the historical information herein, the matters discussed in
this news release include forward-looking statements within the
meaning of the "safe harbor" provisions of the U.S. Private
Securities Litigation Reform Act of 1995. Forward-looking
statements that are based on various assumptions (some of which are
beyond the Company's control) may be identified by the use of
forward-looking terminology, such as "may", "can be", "will",
"expects", "anticipates", "intends", "believes", "projects",
"potential", "are optimistic", "view" and similar words and
phrases. Actual results could differ materially from those set
forth in forward-looking statements due to a variety of factors,
including, but not limited to, (1) our absence of significant
operations following the sale of the business of Scailex Vision and
uncertainty as to our future business model and our ability to
identify, evaluate and execute suitable business opportunities, (2)
the fact that our U.S. shareholders may suffer adverse tax
consequences if we are classified as a passive foreign investment
company or PFIC, (3) changes in domestic and foreign economic and
market conditions, (4) the impact of the Company's accounting
policies, (5) risks relating to pursuing strategic alternatives,
(6) risks and uncertainties associated with the tax and accounting
consequences of the sale of the business of Scailex Vision, (7)
risks and uncertainties relating to the Company's plans for its
financial assets following the sale of Scailex Vision, (8) the fact
that we may be deemed an "investment company" under the Investment
Company Act of 1940 under certain circumstances (including as a
result of the investments of assets following the sale of the
operations of Scailex Vision), and/or the risk that we may be
required to take certain actions with respect to the investment of
our assets or the distribution of cash to shareholders in order to
avoid being deemed an "investment company", (9) risks and
uncertainties resulting from the sale of approximately 50% of our
outstanding share capital by our former two principal shareholders
to an unaffiliated third party and the potential impact on the
Company and our operations and strategies, (10) the impact of
significant changes in our board of directors and management
resulting from such sale, and (11) the other risk factors detailed
in the Company's most recent annual report and other filings with
the US Securities and Exchange Commission, including without
limitation, those set forth under such headings as "Risk Factors"
and "Trend Information" in the Company's Annual Report on Form
20-F. Except as may be required by law, the Company does not
undertake, and specifically disclaims, any obligation to publicly
release the results of any revisions which may be made to any
forward-looking statements to reflect the occurrence of anticipated
or unanticipated events or circumstances after the date of such
forward-looking statements. Contact: Scailex Corporation Ltd. Yahel
Shachar Chief Executive Officer Tel: +972-3-607-5855 Fax:
+972-3-607-5884 E-mail: DATASOURCE: Scailex Corporation Ltd
CONTACT: Contact: Scailex Corporation Ltd., Yahel Shachar, Chief
Financial Officer, Tel: +972-3-607-5855, Fax: +972-3-607-5884,
E-mail:
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