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Unitronics

Major Shareholding Notification Jul 26, 2016

7101_iss_2016-07-26_903cf0ac-fc61-4b15-9284-367db8e8a9fe.pdf

Major Shareholding Notification

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UNITRONICS (1989) (R"G) LTD.

PRESS RELEASE Airport City, Israel, July 26, 2016

***Regulated Information*** ***For Immediate Release***

An Immediate Report Concerning List of Holdings of Interested Parties and Senior Officers

Airport City, Israel – July 26, 2016 - Unitronics published the attached Immediate Report pursuant to the requirements of the Israeli law, in connection with a List of Holdings of Interested Parties and Senior Officers.

About Unitronics

Unitronics (1989) (R"G) Ltd. is an Israeli company that engages, through its Products Department, in the design, development, production, marketing and sale of industrial automation products, mainly Programmable Logic Controllers ("PLCs"). PLCs are computer-based electronic products (hardware and software), used in the command and control of machines performing automatic tasks, such as production systems and automatic systems for industrial storage, retrieval and logistics. The Company also engages, through its Systems Department and/or its subsidiaries, in the design, construction and maintenance services in the framework of projects for automation, computerization and integration of computerized production and/or logistics systems, mainly automated warehouses, automated distribution centers and automated parking facilities. The Company's PLCs are distributed by over one hundred and sixty distributors (and a wholly owned US subsidiary) in approximately sixty countries throughout Europe, Asia, America and Africa. The services of the Systems Department are provided to customers in Israel and also outside Israel.

This press release contains certain forward-looking statements and information relating to the Company that are based on the beliefs of the Management of the Company as well as assumptions made by and information currently available to the Management of the Company. Such statements reflect the current views of the Company with respect to future events, the outcome of which is subject to certain risks and other factors which may be outside of the Company's control. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results or outcomes may vary materially from those described herein as projected, anticipated, believed, estimated, expected or intended.

Unitronics (1989) (R"G) Ltd.

(the "Company")

Immediate Report of the List of Holdings of Interested Parties and Senior Officers

Pursuant to regulation 33(C) – (D) of the Israeli Securities Regulations (Periodic and Immediate Reports), 5730 - 1970

The following is the list as of 26/07/2016:

A. Interested parties in the corporation (including CEO and Directors, including any other employee who holds 5% or more of the Company's issued share capital or voting power) or in the report of a bank corporation without a controlling interest pursuant to regulation 33 (D) – holders of material controlling interests:

Holder
number
Holder name Name,
class and
series of
Updated
amount of
securities
Holdings Percentage Holdings Percentage
(on a fully diluted
basis)
security Capital Voting Capital Voting
1. FIMI Fund Ordinary
share
6,875,000 49.99 49.99 49.99 49.99
2. Haim Shani Ordinary
share
3,014,551 21.92 21.92 21.92 21.92
3. Unitronics
(1989)(R"G)
Ltd.
Ordinary
share
1,676,192 10.86 0 10.86 0
Total of Holdings Total of Holdings
Percentage Percentage (on a fully
diluted basis)
Capital Voting Capital Voting
82.77 71.91 82.77 71.91

B. The senior officers in the Company (excluding the CEO and Directors, and excluding any employee who holds 5% or more of the Company's issued share capital or voting power):

Do not hold securities of the Company

Holder name: FIMI Opportunity Funds (by FIMI Five 2012 Ltd.)

Holder name in English as registered in passport: FIMI Opportunity Funds (by FIMI Five 2012 Ltd.)

Holder number: 1

Holder type: Interested party

Type of identification: Registrar of Companies company number

Identification No: 514794924

Nationality / country of incorporation or registration: Incorporated in Israel

Is the holder a representative for reporting purposes of a number of shareholders holding with him the securities of the company: No

Does the holder have to report any change in the holding by law: Yes

Are the held shares dormant shares: No

Security stock exchange number: 1083831

Balance in the previous report summary (quantity of securities): 0

Change in quantity of shares: 6,875,000

Maximum percentage holding of holder of securities in the reporting period: 49.99% Minimum percentage holding of holder of securities in the reporting period: 0% Remarks:

__________________________________________________________________

The FIMI Fund (by FIMI Five 2012 Ltd., Registrar of Companies company number 514794924), is the general partner in two limited partnerships holding directly shares in the company: FIMI Opportunity Five (Delaware), Limited Partnership (company number 530246974) which holds 3,242,044 ordinary shares; FIMI Israel Opportunity Five Limited Partnership (company number 550246771) which holds 3,632,956 ordinary shares. To the best knowledge of the Company, the final controlling shareholder in the FIMI Fund is Mr. Ishay Davidi.

The Company's shares are traded on Euronext in Brussels, Belgium as well. As required by the Securities Authority in Belgium (the FSMA), the calculation of the percentage of voting rights of the shareholders must also consider the dormant shares as part of the issued and paid-up capital of the company, even though according to Israeli law, dormant shares are not confer voting rights or any other rights . In accordance with this requirement, in the reports published in Belgium the percentage of voting rights of FIMI fund is approximately 44.56%, and not as mentioned above in this report (together with the above explanation).

Holder name: Haim Shani Holder name in English as registered in passport: Haim Shani Holder number: 2 Holder types: Director/CEO Type of identification: Identity Card Number I.D. No.: 056548142 Nationality / country of incorporation or registration: Private person with Israeli citizenship Is the holder a representative for reporting purposes of a number of shareholders holding with him the securities of the company: No Does the holder have to report any change in the holding by law: Yes Are the held shares dormant shares: No Security stock exchange number: 1083831 Balance in the previous report summary (quantity of securities): 6,139,551 Change in quantity of shares: -3,125,000 Maximum percentage holding of holder of securities in the reporting period: 61.38% Minimum percentage holding of holder of securities in the reporting period: 21.92% Remarks: It should be clarified that the revised quantity of securities includes 446,429 ordinary shares of the

Company held in trust as part of a share price adjustment mechanism set forth as part of the investment transaction of the FIMI Fund in the company. For further details see the Transaction Report dated March 31, 2016, as amended on May 2, 2016 (Reference No. 2016-01-057604).

The Company's shares are traded on Euronext in Brussels, Belgium as well. As required by the Securities Authority in Belgium (the FSMA), the calculation of the percentage of voting rights of the shareholders must also consider the dormant shares as part of the issued and paid-up capital of the company, even

though according to Israeli law, dormant shares are not confer voting rights or any other rights . In accordance with this requirement, in the reports published in Belgium the percentage of voting rights of Mr. Shani is approximately 19.54%, and not as mentioned above in this report (together with the above explanation).

___________________________________________

Holder name: Unitronics (1989) (R"G) Ltd. Holder name in English as registered in passport: Unitronics (1989) (R"G) Ltd. Holder type: The Reporting Corporation Type of identification: Registrar of Companies number Identification No.: 520044199 Nationality / country of incorporation or registration: Incorporated in Israel Is the holder a representative for reporting purposes of a number of shareholders holding with him the securities of the company: No Does the holder have to report any change in the holding by law: Yes Are the held shares dormant shares: Yes Security stock exchange number: 1083831 Balance in the previous report summary (quantity of securities): 1,676,192 Change in quantity of shares: 0 Maximum percentage holding of holder of securities in the reporting period: 16.76% Minimum percentage holding of holder of securities in the reporting period: 10.86% Remarks: The Company's shares are traded on Euronext in Brussels, Belgium as well. As required by the Securities Authority in Belgium (the FSMA), the calculation of the percentage of voting rights of the shareholders

must also consider the dormant shares as part of the issued and paid-up capital of the company, even though according to Israeli law, dormant shares are not confer voting rights or any other rights . In accordance with this requirement, in the reports published in Belgium the percentage of voting rights of Unitronics is approximately 10.86%, and not as mentioned above in this report (together with the above explanation).

1

Mr. Haim Shani

_________

Controlling shareholder identification number: Identification card number 056548142 Was control transferred during the period covered by the report: No

___________________________________________

Explanation: If control was transferred in the reporting corporation, specify the name and identification number of the former controlling shareholder.

2

FIMI Fund (by FIMI Five 2012 Ltd.)

Controlling shareholder identification number: Registrar of Companies number 514794924

As of the date of this report, and pursuant to the provisions of the law, the controlling shareholder in the Company is:

Was control transferred during the period covered by the report: Yes

It should be clarified that the controlling shareholders as of the date of this report are the FIMI Fund and Mr. Haim Shani.

Explanation: If control was transferred in the reporting corporation, specify the name and identification number of the former controlling shareholder.

It should be clarified that the fully diluted percentage holding specified above does not take into account the possibility that the FIMI Fund will be allocated additional shares of the Company, or that additional shares of the Company held by the controlling shareholder, Mr. Haim Shani, will be transferred to FIMI Fund in accordance with share price adjustment mechanism set forth as part of the investment transaction of the FIMI Fund in the company, as specified in sections 3.6.1 and 3.7 of the Transaction Report dated March 31, 2016, as amended on May 2, 2016 (Reference No. 2016-01-057604).

Respectfully,

Unitronics (1989) (R"G) Ltd.

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