Gilat Announces That Bank Hapoalim Has Informed of Plans to Sell Debt and Portion of Shareholdings in Company
June 23 2005 - 8:03AM
Business Wire
Gilat Satellite Networks, Ltd. (Nasdaq:GILTF) today announced that
it has been informed by its shareholders, Bank Hapoalim B.M. and
Mivtach Shamir, that Bank Hapoalim has entered into an agreement
for the assignment of its loan and the option for the sale of a
portion of its shares. As per the terms of the contemplated
agreement, Bank Hapoalim is to sell to York Capital Management, an
investment fund headquartered in New York City, its rights and
interest in the outstanding loan to the Company in the amount of
$71.4 million and an option for the purchase of 1,000,809 of its
approximately 3.3 million shares in the Company. In addition, the
Bank informed the Company that the agreement will include the sale
of an additional 1,250,000 shares to Mivtach Shamir Finance Ltd.
The Bank and Mivtach Shamir also confirmed that they agreed to
provide York Capital with a proxy to vote the remaining Gilat
shares held by the Bank and those sold to Mivtach Shamir as part of
the transaction. The proxy is to remain valid until the earlier of
two years from the closing and the date upon which such shares are
sold. The consummation of the agreement is subject to the
procurement of the required regulatory approvals, the completion of
due diligence, the execution of the requisite documents for the
assignment of the Company's debt and the nomination of purchaser's
representatives to the Company's board of directors. About Gilat
Satellite Networks Ltd. Gilat Satellite Networks Ltd.
(Nasdaq:GILTF) is a leading provider of products and services for
satellite-based communications networks. The Company operates under
two business units: (i) Gilat Network Systems ("GNS"), which is a
provider of network systems and associated professional services to
service providers and operators and (ii) Spacenet, which provides
managed services for businesses and governments through its
Connexstar service brand, for consumers through its StarBand
service brand and for rural communities through Spacenet Rural
Communications. Gilat was founded in 1987 and has shipped over
550,000 Very Small Aperture Terminals (VSATs) to more than 80
countries across six continents. Gilat's headquarters is located in
Petah Tikva, Israel. The Company has 14 local offices and 3 service
facilities worldwide. Gilat markets the SkyEdge(TM) Product Family
which includes the SkyEdge(TM) Pro, SkyEdge(TM) IP, SkyEdge(TM)
Call, SkyEdge(TM) DVB-RCS and SkyEdge(TM) Gateway. In addition, the
Company markets numerous other legacy products. Visit Gilat at
www.gilat.com. Certain statements made herein that are not
historical are forward-looking within the meaning of the Private
Securities Litigation Reform Act of 1995. The words "estimate,"
"project," "intend," "expect," "believe" and similar expressions
are intended to identify forward-looking statements. These
forward-looking statements involve known and unknown risks and
uncertainties. Many factors could cause the actual results,
performance or achievements of Gilat to be materially different
from any future results, performance or achievements that may be
expressed or implied by such forward-looking statements, including,
among others, changes in general economic and business conditions,
inability to maintain market acceptance to Gilat's products,
inability to timely develop and introduce new technologies,
products and applications, rapid changes in the market for Gilat's
products, loss of market share and pressure on prices resulting
from competition, introduction of competing products by other
companies, inability to manage growth and expansion, loss of key
OEM partners, inability to attract and retain qualified personnel,
inability to protect the Company's proprietary technology and risks
associated with Gilat's international operations and its location
in Israel. For additional information regarding these and other
risks and uncertainties associated with Gilat's business, reference
is made to Gilat's reports filed from time to time with the
Securities and Exchange Commission.
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