B Communication

Regulatory Filings • Nov 11, 2019

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

F O R M 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of November 2019

B Communications Ltd. (Name of Registrant)

2 Dov Friedman Street, Ramat Gan 5250301, Israel (Address of Principal Executive Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b) (1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

(7): ☐

__________

Yes ☐ No ☒

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-

B Communications Ltd.

EXPLANATORY NOTE

The following exhibit is attached:

99.1 New Control Permit.

1

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: November 11, 2019 By /s/ Ami Barlev

B Communications Ltd. (Registrant)

Ami Barlev

2

Chief Executive Officer

EXHIBIT NO. DESCRIPTION

99.1 New Control Permit.

Re: New Control Permit

Ramat Gan, Israel - November 11, 2019 - B Communications Ltd. (the "Company") (NASDAQ Global Select Market and TASE: BCOM).

Further to the Company's previous reports regarding the progress of the arrangement entered into and among the Company, Searchlight II BZQ L.P. ("Searchlight"), TNR Investments Ltd. ("TNR"), Internet Gold - Gold Lines Ltd., the Company's and Internet Gold's debentures and their representatives and trustees (the "Arrangement"), the Company is very pleased to announce that the Bezeq new control permit for the "Searchlight-TNR" group (the "Control Permit"), was signed this morning by the Minister of Communications.

Ami Barlev, CEO of the company commented: "This is the most important milestone for the completion of the transaction, which has been achieved with a great professional effort by all relevant teams. We thank the staff of the Ministry of Communications and the Minister of Communications who have conducted a thorough process while acting extremely professionally, for the benefit of the public in the State of Israel.

Forward-Looking Statements

This report contains forward-looking statements that are subject to risks and uncertainties. Factors that could cause actual results to differ materially from these forward-looking statements include, but are not limited to, general business conditions in the industry, changes in the regulatory and legal compliance environments, the failure to manage growth and other risks detailed from time to time in B Communications' filings with the Securities Exchange Commission. These documents contain and identify other important factors that could cause actual results to differ materially from those contained in our projections or forward-looking statements. Stockholders and other readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. We undertake no obligation to update publicly or revise any forward-looking statement.