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Direct Finance of Direct Group (2006) Ltd.

Share Issue/Capital Change • Oct 23, 2025

6747_rns_2025-10-23_7d262eac-d960-422d-b710-a06e931acdcc.pdf

Share Issue/Capital Change

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DIRECT FINANCE OF DIRECT GROUP (2006) LTD

Registry Number: 513893123

To: Israel Securities Authority

To: TEL AVIV STOCK EXCHANGE LTD

Form Number: T087 (Public) Sent via MAGNA: 23/10/2025

Israel Securities Authority Website: www.isa.gov.il

TEL AVIV STOCK EXCHANGE LTD Website: www.tase.co.il

Reference: 2025-01-079481

Capital Structure, Grant of Rights to Purchase Shares, and Registers of the Corporation's Securities and Their Changes

Regulation 31E of the Securities Regulations (Periodic and Immediate Reports), 1970

Regulation 31(a) of the Securities Regulations (Periodic and Immediate Reports), 1970

Regulation 31(b1) of the Securities Regulations (Periodic and Immediate Reports), 1970

Regulation 32 of the Securities Regulations (Periodic and Immediate Reports), 1970

Nature of the Change:

Expansion of
the		 company's debenture series (Series 7).
----------- ----------- ----------- ----------- -------- --------- -----

Explanation: Briefly describe the nature of the change.

Reference numbers of previous reports on the subject: _________, _________, _________.

1. The Corporation's Securities Register After the Change:

Name
and
Type
of
Security		 Security
Number
on
TASE		 Quantity
in
Registered
Capital		 Issued
and
Paid-Up
Capital		 Quantity
Registered
in
the
Name
of
the
Registration
Company
Ordinary
shares
of
1
NIS
par
value
each		 1168186 5,000,000 Last
report:
2,957,340
Current:
2,957,340		 2,957,340
Debentures
(Series
3)		 1171214 0 Last
report:
147,520,000
Current:
147,520,000		 147,520,000
Debentures
(Series
4)		 1175660 0 Last
report:
33,825,205
Current:
33,825,205		 33,825,205
Debentures
(Series
5)		 1182831 0 Last
report:
1,853,349,427
Current:
1,853,349,427		 1,853,349,427
Debentures
(Series
6)		 1191659 0 Last
report:
837,757,501
Current:
837,757,501		 837,757,501
Debentures
(Series
7)		 1220128 0 Last
report:
260,823,000
Current:
510,823,000		 510,823,000
Unlisted
warrants
for
employees
and
officers
senior		 1180579 0 Last
report:
143,513
Current:
143,513		 0
Commercial
papers
(Series
1)		 1141431 0 Last
report:
235,148,000
Current:
235,148,000		 235,148,000
Name
and
Type
of
Security		 Security
Number
on
TASE		 Quantity
in
Registered
Capital		 Issued
and
Paid-Up
Capital		 Quantity
Registered
in
the
Name
of
the
Registration
Company
Commercial
papers
(Series
3)		 1196666 0 Last
report:
180,000,000
Current:
180,000,000		 180,000,000
Commercial
papers
(Series
4)		 1210574 0 Last
report:
100,000,000
Current:
100,000,000		 100,000,000

Explanation: All securities of the company must be detailed, including securities not listed for trading.

2. The Corporation Announces That:

On the date: 23/10/2025

A change occurred in the quantity and in the register of holders of the corporation's securities (including rights to purchase shares) as a result of:

Description of the nature of the change: Expansion of the company's debenture series (Series 7).

Explanation: Describe all details of the transaction or action that caused the change in the corporation's securities.

Details:

affected
Name
of
registered
holder
by
the
change:
TEL
AVIV
STOCK
EXCHANGE
LTD
Registration
Company
Type
of
identification
number:
Israeli
Companies
Registrar
Number
Identification
number:
515736817
Nature
of
the
change:
Private
allocation
Date
of
change:
23/10/2025
Executed
via
TASE
Clearing
House:
Yes
Type
and
name
of
security
changed:
Debentures
(Series
7)
Security
number
on
TASE:
1220128
Holder's
balance
in
the
security
in
the
last
report:
260,823,000
Holder's
balance
in
the
security
after
the
change:
510,823,000
Total
quantity
of
securities
increased/decreased:
250,000,000
Is
this
a
grant
of
rights
to
purchase
shares:
No
Total
consideration
for
allocated
securities:
Security
number
of
the
share
resulting
from
exercise:
Number
of
shares
resulting
from
full
exercise/conversion:
Total
additional
consideration
from
full
exercise/conversion:
Period
during
which
the
security
can
be
exercised:
From
date:

To
date:
Allocated
securities
will
be
registered
for
trading:
This
allocation
is
a
continuation
of:
Published
on:
Reference
number:
The
security
has
been
fully
paid
and
the
consideration
has
been
fully
received.
The
security
has
been
fully
paid,
but
the
consideration
has
not
been
fully
received.
Issued
for
ATM
program.
Other.

Explanations:

Explanation: _________

    1. If the change affects more than one security, the effect of the change should be detailed in a separate row for each security.
    1. Date of change all changes of the same type, in the same security, made on one day, should be summarized in one row. For this purpose – changes made through the TASE Clearing House should be separated from changes made directly in the company's books.
    1. For a decrease, add the sign "-".
    1. All quantity fields should indicate the number of securities, not NIS par value.

3. Main Shareholder Register as of the Reporting Date:

No. Name of
Registered
Shareholder		 Type of
ID
Number		 ID
Number		 Security
Number
on TASE		 Type
and Par
Value
of
Shares		 Number
of
Shares		 Holds
Shares
as
Trustee
1 TEL AVIV
STOCK
EXCHANGE
LTD
Registration
Company		 Israeli
Companies
Registrar
Number		 515736817 1168186 Ordinary
shares
of 1 NIS
par
value
each		 2,957,340 No

4. Attached is a file of the shareholder register in accordance with Section 130 of the Companies Law, 1999.

marsham_after_private_allocation_23102025_isa.pdf

File: Updated register of the corporation's securities, including the register of warrant holders and debenture holders.

Details of Authorized Signatories on Behalf of the Corporation:

No. Name
of
Signatory		 Position
1 Shimon
Ben
Artzi		 Other
Officer
Chief
Financial

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. Staff position on the matter can be found on the Authority's website: Click here.

Previous document reference numbers on the subject (the mention does not constitute incorporation by reference):

Securities of the corporation are listed for trading on the TEL AVIV STOCK EXCHANGE LTD

Short Name: DIRECT FINANCE OF DIRECT GROUP (2006) LTD

Address: 35 Af'al St., Petah Tikva, 4951132

Phone: 03-7215739 Fax: 03-6282062

Email: [email protected]

Company Website: www.5555.co.il

Previous names of the reporting entity:

Electronic reporter name: Hanita Spector

Position: Company Secretary Employer company name:

Address: 35 Af'al St., Petah Tikva, 4951132

Phone: 050-2001533

Email: [email protected]

Form structure update date: 06/08/2024

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