The Phoenix Holdings Ltd.

Regulatory Filings • Mar 29, 2022

Re: The Phoenix Capital Raising (2009) Ltd. considering issuance of Deferred Liability Deeds (tier 2 capital) false

������ ������ ��"�	1 818
THE PHOENIX HOLDINGS LTD
Corporation no: 520017450	10820
- - -

	Israel Securities Authority			Tel Aviv Stock Exchange		�150 ( Public )		Reported via MAGNA:	29/03/2022
	www.isa.gov.il			www.tase.co.il				Reference:	2022-01-032043	Time of broadcast: 18:07 18:07

---

English language report to Israeli corporateThis form is for reports that has been translated to English (convenience translation) and should be published alongside with the report in Hebrew in accordance with the Securities Regulations (Periodic and Immediate Reports), 5730 - 1970.

References of previous reports relating to this matter:   _________   _________   _________

The Company is announcing that a second-tier subsidiary of the Company, The Phoenix Capital Raising (2009) Ltd. (hereinafter: "The Phoenix Capital Raising"), published an immediate report of an approval in principle, to issue a new series of Deferred Liability Deeds or an extension of an existing series of Deferred Liability Deeds (hereinafter: "Liability Deeds"), which will be deposited with the subsidiary, The Phoenix Insurance Company Ltd. (hereinafter: "The Phoenix Insurance"), and whose designation is to serve as second tier capital of The Phoenix Insurance, through a shelf offering report to be published by The Phoenix Capital Raising. It shall be emphasized that as of the date of this report, the date of raising, its scope, and the terms of the liability deeds that will be offered to the public, insofar as they are offered, have not yet been finally determined. In addition, the publication of the aforementioned shelf offering report is subject to the receipt of all approvals required by law, including the approval of the Commissioner of the Capital Market, Insurance and Savings Authority in the Ministry of Finance, that the liability deeds that will be issued (insofar as they are issued), will be recognized by the Commissioner as tier 2 capital instrument of The Phoenix Insurance, which is eligible to be included in the calculation of the capital of The Phoenix Insurance, receipt of a rating approval from the company that ranks the liability deeds of The Phoenix Capital Raising, approvals from the relevant organs of The Phoenix Capital Raising and The Phoenix Insurance, in connection with the terms and structure of the offering and in connection with the publication of the shelf offering report, as well as obtaining the TASE approval for listing for trading of the liability deeds. In accordance with the aforesaid, there is no certainty that the issuance of the said liability deeds will be carried out. Nothing in this report constitutes an offer to the public and / or an order to purchase securities of the Company.

Attached hereto is a report on	Re: The Phoenix Capital Raising (2009) Ltd. considering issuance of Deferred Liability Deeds (tier 2 capital)

_________

	Reference to parallel Hebrew report:	2022-01-037171
	This report was not reported in Hebrew.

Details of the authorized signatories to sign on behalf of the corporation:

	Name of the signer	Corporate Role
1	Meni Neeman	Other Chief Legal Officer & Company Secretary

Note: According to Rule 5 of the Periodic and Immediate Reports Regulations (1970), a report submitted under these Regulations will be signed by the authorized persons to sign on behalf of the corporation. For the ISA staff notice Click here .2 2

note that the attached report is a convenience translation only and the parallel Hebrew immediate report which was published is the binding report.
References of previous documents relating to this matter(the reference does not constitute incorporation by reference):
- - -
Stock Exchange/Market: ������	Date of revision of form structure: 22/02/2022
Address: ��� ����� 53 , ������� 53454   , Tel: 03-7332997 , 03-7338174 Fax: 03-7238855
E-mail address: menin@fnx.co.il
Previous names of reporting entity: ������ ������� ���� ����� ��"�
Name of the Signatory: ���� ���� Position of Signatory in the reporting corporation: Name of Employer Company:
Address: ��� ����� 53 , ������� 53454 Telephone: 03-7332997 Facsimile: 03-7238831 E-mail: menin@fnx.co.il 1