ISROTEL LTD.
ISROTEL LTD.
Registration Number: 520042482
To: Israel Securities Authority To: Tel Aviv Stock Exchange Ltd. Form Number: T076 (Public) Sent via MAGNA: 09/10/2025 www.isa.gov.il www.tase.co.il Reference: 2025-01-074583
Immediate Report on Changes in Holdings of Interested Parties and Senior Officers
Regulation 33(b) of the Securities Regulations (Periodic and Immediate Reports), 1970
Note: This form is intended for reporting changes in holdings of securities of the reporting corporation only. For reporting changes in holdings of securities of a subsidiary of the reporting corporation, if its activity is material to the activity of the reporting corporation, use Form T121.
- Name of corporation/last name and first name of the holder: LFH international ltd
- Name of corporation/last name and first name of the holder in English as registered with the Companies Registrar or in the passport: LFH international ltd
- Type of identification number: Other identification number
- Holder's identification number: 777000911
- Type of holder: Interested party not meeting any other definitions
- Does the hedge fund have the right to appoint a director or representative to the company's board? _________
- Is the holder acting as a representative for reporting purposes for several shareholders holding securities of the corporation together with him? No
- Name of controlling shareholder in the interested party: See details in Note 1
- Identification number of controlling shareholder in the interested party: See details in Note 1
- Citizenship/country of incorporation or registration: Incorporated abroad
- Country of citizenship/incorporation or registration: Cayman Islands
- Security number on the stock exchange: 1080985
- Name and type of security: ISROTEL LTD. Ordinary Share
- Nature of change: Decrease, due to off-exchange sale
- Is this a change in a single transaction or multiple transactions (cumulative change): Single transaction
- Date of change: 09/10/2025
- Transaction price: 12,299 agorot
- Are these dormant shares or securities convertible into dormant shares: No
- Balance (number of securities) in last report: 41,583,521
- Holding percentage of total securities of the same type in last report: 69.58%
- Change in number of securities: -3,100,996
- Current balance (number of securities): 38,482,525
- Current holding percentage of total securities of the same type: 64.21%
- Holding percentage after the change: In capital: 64.21%, In voting rights: 68.11%
- Explanation: The holding percentage after the change does not refer to convertible securities.
- Holding percentage after the change on a fully diluted basis: In capital: 61.99%, In voting rights: 65.62%
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Note number: 1
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Name of corporation/last name and first name of the holder: Moshe Magid
- Name of corporation/last name and first name of the holder in English as registered with the Companies Registrar or in the passport: MOSHE MAGID
- Type of identification number: Identity card number
- Holder's identification number: 051316933
- Type of holder: Senior officer who is not a CEO or director and is not an interested party by virtue of holdings
- Does the hedge fund have the right to appoint a director or representative to the company's board? _________
- Is the holder acting as a representative for reporting purposes for several shareholders holding securities of the corporation together with him? No
- Name of controlling shareholder in the interested party: -
- Identification number of controlling shareholder in the interested party: -
- Citizenship/country of incorporation or registration: Private individual with Israeli citizenship
- Country of citizenship/incorporation or registration: _________
- Security number on the stock exchange: 1152552
- Name and type of security: Warrants 2018
- Nature of change: Decrease, Other
- Other: Exercise of non-tradable employee warrants
- Is this a change in a single transaction or multiple transactions (cumulative change): Single transaction
- Date of change: 09/10/2025
- Transaction price: 0 agorot
- Are these dormant shares or securities convertible into dormant shares: No
- Balance (number of securities) in last report: 153,214
- Holding percentage of total securities of the same type in last report: 7.04%
- Change in number of securities: -5,075
- Current balance (number of securities): 148,139
- Current holding percentage of total securities of the same type: 6.9%
- Holding percentage after the change: In capital: 0%, In voting rights: 0%
- Explanation: The holding percentage after the change does not refer to convertible securities.
- Holding percentage after the change on a fully diluted basis: In capital: 0.24%, In voting rights: 0.25%
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Note number: _________
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Name of corporation/last name and first name of the holder: Amit Bahat
- Name of corporation/last name and first name of the holder in English as registered with the Companies Registrar or in the passport: AMIT BAHAT
- Type of identification number: Identity card number
- Holder's identification number: 24496838
- Type of holder: Senior officer who is not a CEO or director and is not an interested party by virtue of holdings
- Does the hedge fund have the right to appoint a director or representative to the company's board? _________
- Is the holder acting as a representative for reporting purposes for several shareholders holding securities of the corporation together with him? No
- Name of controlling shareholder in the interested party: -
- Identification number of controlling shareholder in the interested party: -
- Citizenship/country of incorporation or registration: Private individual with Israeli citizenship
- Country of citizenship/incorporation or registration: _________
- Security number on the stock exchange: 1152552
- Name and type of security: Warrants 2018
- Nature of change: Decrease, Other
- Other: Exercise of non-tradable employee warrants
- Is this a change in a single transaction or multiple transactions (cumulative change): Single transaction
- Date of change: 09/10/2025
- Transaction price: 0 agorot
- Are these dormant shares or securities convertible into dormant shares: No
- Balance (number of securities) in last report: 88,363
- Holding percentage of total securities of the same type in last report: 4.06%
- Change in number of securities: -5,000
- Current balance (number of securities): 83,363
- Current holding percentage of total securities of the same type: 3.88%
- Holding percentage after the change: In capital: 0%, In voting rights: 0%
- Explanation: The holding percentage after the change does not refer to convertible securities.
- Holding percentage after the change on a fully diluted basis: In capital: 0.13%, In voting rights: 0.14%
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Note number: _________
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Name of corporation/last name and first name of the holder: Yaron Regev
- Name of corporation/last name and first name of the holder in English as registered with the Companies Registrar or in the passport: YARON REGEV
- Type of identification number: Identity card number
- Holder's identification number: 24551392
- Type of holder: Senior officer who is not a CEO or director and is not an interested party by virtue of holdings
- Does the hedge fund have the right to appoint a director or representative to the company's board? _________
- Is the holder acting as a representative for reporting purposes for several shareholders holding securities of the corporation together with him? No
- Name of controlling shareholder in the interested party: -
- Identification number of controlling shareholder in the interested party: -
- Citizenship/country of incorporation or registration: Private individual with Israeli citizenship
- Country of citizenship/incorporation or registration: _________
- Security number on the stock exchange: 1152552
- Name and type of security: Warrants 2018
- Nature of change: Decrease, Other
- Other: Exercise of non-tradable employee warrants
- Is this a change in a single transaction or multiple transactions (cumulative change): Single transaction
- Date of change: 09/10/2025
- Transaction price: 0 agorot
- Are these dormant shares or securities convertible into dormant shares: No
- Balance (number of securities) in last report: 89,321
- Holding percentage of total securities of the same type in last report: 4.04%
- Change in number of securities: -10,000
- Current balance (number of securities): 79,321
- Current holding percentage of total securities of the same type: 3.69%
- Holding percentage after the change: In capital: 0%, In voting rights: 0%
- Explanation: The holding percentage after the change does not refer to convertible securities.
- Holding percentage after the change on a fully diluted basis: In capital: 0.13%, In voting rights: 0.14%
-
Note number: _________
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Name of corporation/last name and first name of the holder: Golan Cohen
- Name of corporation/last name and first name of the holder in English as registered with the Companies Registrar or in the passport: GOLAN COHEN
- Type of identification number: Identity card number
- Holder's identification number: 22144026
- Type of holder: Senior officer who is not a CEO or director and is not an interested party by virtue of holdings
- Does the hedge fund have the right to appoint a director or representative to the company's board? _________
- Is the holder acting as a representative for reporting purposes for several shareholders holding securities of the corporation together with him? No
- Name of controlling shareholder in the interested party: -
- Identification number of controlling shareholder in the interested party: -
- Citizenship/country of incorporation or registration: Private individual with Israeli citizenship
- Country of citizenship/incorporation or registration: _________
- Security number on the stock exchange: 1152552
- Name and type of security: Warrants 2018
- Nature of change: Decrease, Other
- Other: Exercise of non-tradable employee warrants
- Is this a change in a single transaction or multiple transactions (cumulative change): Single transaction
- Date of change: 09/10/2025
- Transaction price: 0 agorot
- Are these dormant shares or securities convertible into dormant shares: No
- Balance (number of securities) in last report: 87,703
- Holding percentage of total securities of the same type in last report: 3.75%
- Change in number of securities: -3,000
- Current balance (number of securities): 84,703
- Current holding percentage of total securities of the same type: 3.95%
- Holding percentage after the change: In capital: 0%, In voting rights: 0%
- Explanation: The holding percentage after the change does not refer to convertible securities.
- Holding percentage after the change on a fully diluted basis: In capital: 0.14%, In voting rights: 0.14%
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Note number: _________
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Name of corporation/last name and first name of the holder: Yohai Engelsman
- Name of corporation/last name and first name of the holder in English as registered with the Companies Registrar or in the passport: YOHAI ENGELSMAN
- Type of identification number: Identity card number
- Holder's identification number: 32143307
- Type of holder: Senior officer who is not a CEO or director and is not an interested party by virtue of holdings
- Does the hedge fund have the right to appoint a director or representative to the company's board? _________
- Is the holder acting as a representative for reporting purposes for several shareholders holding securities of the corporation together with him? No
- Name of controlling shareholder in the interested party: -
- Identification number of controlling shareholder in the interested party: -
- Citizenship/country of incorporation or registration: Private individual with Israeli citizenship
- Country of citizenship/incorporation or registration: _________
- Security number on the stock exchange: 1152552
- Name and type of security: Warrants 2018
- Nature of change: Decrease, Other
- Other: Exercise of non-tradable employee warrants
- Is this a change in a single transaction or multiple transactions (cumulative change): Single transaction
- Date of change: 09/10/2025
- Transaction price: 0 agorot
- Are these dormant shares or securities convertible into dormant shares: No
- Balance (number of securities) in last report: 90,835
- Holding percentage of total securities of the same type in last report: 3.6%
- Change in number of securities: -2,742
- Current balance (number of securities): 88,093
- Current holding percentage of total securities of the same type: 4.1%
- Holding percentage after the change: In capital: 0%, In voting rights: 0%
- Explanation: The holding percentage after the change does not refer to convertible securities.
- Holding percentage after the change on a fully diluted basis: In capital: 0.14%, In voting rights: 0.15%
- Note number: _________
Note: If an increase is selected due to a forced purchase of loaned securities or a decrease due to a forced sale of loaned securities, then loaned securities that were not returned to the lender and thus the lending action became a forced purchase and the lending action a forced sale.
Notes Table
| No. |
Note |
| 1 |
To the best knowledge of the company and its directors, the controlling shareholder of the company is LFH, which holds about 69.58% of the issued and paid-up share capital of the company (before the sale subject to this report). To the best knowledge of the company, LFH shares are held by members of the Lewis family directly and/or through various companies and trusts. About 45% of LFH shares are held (separately) by Messrs. Bernard Lewis, Leonard Lewis, Simon Lewis, Benjamin Lewis, Julian Lewis, Clive Lewis (divided unequally among them, with none holding more than 10% of LFH shares), who also serve as directors in LFH. The remaining LFH shares are held (separately) by companies, trusts, or individuals from the Lewis family (divided unequally among them, with none of the additional holders holding more than 12.5% of LFH shares). According to the above information, and information provided to the company by LFH and its main shareholders, stating that there is no agreement or any other coordination among them regarding the management of their holdings in LFH, including their voting in the board of directors or the general meeting of LFH, the company's position is that LFH shareholders do not jointly hold its shares and that none of LFH's shareholders is a controlling shareholder in LFH and therefore also not a controlling shareholder in the company. |
The position of the Israel Securities staff, Authority as conveyed to the company, is that under the circumstances detailed above, including in light of the |
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family relationship between the
| No. |
Note |
staff shareholders, the ISA views the LFH |
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articles of association as an agreement |
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creating joint holding among all LFH |
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shareholders, considering that the articles |
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of association regulate, among other |
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things, the decision-making process in the |
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private company and therefore, according |
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to this position, constitute a voting |
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agreement among the shareholders. |
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staff's Therefore, according to the ISA |
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position, all shareholders in LFH, including |
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shareholders in companies holding LFH |
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beneficiaries shares and in trusts holding |
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LFH, should be considered controlling |
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shareholders in the company. In light of the |
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above, the company agreed to state the |
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staff's above and the ISA position in |
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relevant reports regarding interested party |
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holdings in the company, and to report any |
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transaction between the company and any |
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of LFH's shareholders (except for an |
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insignificant transaction) in an immediate |
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report, including transactions under |
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Regulation 3 of the Securities Regulations |
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(Transaction between a company and its |
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controlling shareholder), 2001, as |
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amended, and in the periodic report under |
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Regulation 22 of the Securities Regulations |
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(Periodic and Immediate Reports), 1970, |
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stating the ISA's position on the matter. |
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1. |
Was the |
entire |
consideration |
paid |
at the |
time |
of the |
change? |
Yes |
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| 2. |
If not all the |
consideration |
was paid |
at the |
time |
of the |
change, |
please |
specify |
the |
date |
of |
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completion |
of payment: |
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- If the change is by signing a loan agreement, please specify details regarding the termination of the loan: _________ Explanation: The holding percentages should be stated considering all securities held by the interested party.
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- The date and time the corporation first became aware of the event or matter: 09/10/2025 at 11:00
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- Details of the actions that caused the change: _________
Details of the authorized signatories on behalf of the corporation:
| No. |
Name of Signatory |
Position |
| 1 |
Mirit Cohen |
Chief Accountant |
Explanation: According to Regulation 5 of the Periodic and Immediate Reports Regulations (1970), a report submitted under these regulations must be signed by those authorized to sign on behalf of the corporation. The staff's position on the matter can be found on the Authority's website: Click here.
Securities of the corporation are listed for trading on the Tel Aviv Stock Exchange
Form structure update date: 04/02/2025
Short name: ISROTEL LTD.
Address: 29 HaMered St., Tel Aviv 6812511 Phone: 03-5197777, 03-5197758 Fax: 03-5104646
Email: [email protected]
Previous names of the reporting entity: King Solomon's Palace Hotel Ltd.
Electronic reporter name: Cohen Mirit Position: Chief Accountant Employer company name: ISROTEL LTD.
Address: 8 Yitzhak Sadeh St., Tel Aviv 6777508 Phone: 03-5197700 Fax: 03-5104646 Email: [email protected]