DANEL (ADIR YEOSHUA) LTD
Registry Number: 520037565 Form Number: T081 (Public) Sent to MAGNA on: 24/11/2025 ISA Proof Number: 2025-01-091055
To: Israel Securities Authority (www.isa.gov.il) To: Tel Aviv Stock Exchange (www.tase.co.il)
Immediate Report on Cash Dividend Distribution to Securities
Regulation 37(a) of the Securities Regulations (Periodic and Immediate Reports), 1970
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We hereby report that on the date 24/11/2025 it was decided to pay a dividend.
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Ex-date (record date): 01/12/2025
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Payment date: 23/12/2025
3. Payment Details:
Dividend distributed from an Israeli resident company (see section 7a for composition of the dividend sources and tax rates).
| Security |
Security |
Dividend per |
Dividend Amount |
Payment |
Representative Rate |
Individual |
Corporate |
| Number |
Name |
Security |
Currency |
Currency |
Date |
Tax % |
Tax % |
| 314013 |
Danel (Manpower) |
6.0 |
NIS |
NIS |
— |
25 |
0 |
- Dividend distributed by a foreign resident company (see section 7b for tax rates).
- Dividend distributed by a real estate investment fund (see section 7c for structure and tax rates).
Note: The dividend amount should be stated with up to 7 decimal places for NIS and up to 5 in foreign currency.
This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer.
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- Total dividend amount to be paid: 34,667,616 NIS
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- Retained earnings of the corporation as of this report after the dividend distribution: 184,000,000 NIS
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- Procedure for approval of the dividend distribution: Board of Directors' decision on 24.11.2025. For more details see further in this report.
Court approval under Section 303 of the Companies Law: No
The final dividend per share may change due to: ___________
It is possible to update the final dividend per share up to 2 trading days before the record date.
- The following withholding tax rates are for use by TASE members for applying withholding tax at source.
7a. Composition of Sources of Dividend Distributed from an Israeli Resident Company from Shares and Financial Instruments (excluding REITs):
| Income Type |
% of Dividend |
Individuals |
Companies |
Foreign Residents |
| Income liable for corporate tax (1) |
100 |
25% |
0% |
25% |
| Income derived from abroad (2) |
0 |
25% |
23% |
25% |
| Income from approved/preferred enterprise (3) |
0 |
15% |
15% |
15% |
| Income from preferred Irish enterprise up to 2013 (4) |
0 |
15% |
15% |
4% |
Income from preferred Irish enterprise from 2014 onwards (5) |
0 |
20% |
20% |
4% |
| Preferred income |
0 |
20% |
0% |
20% |
| Income from approved tourist/agricultural enterprise (6) |
0 |
20% |
20% |
20% |
Income from approved/preferred enterprise with waiver (7) |
0 |
15% |
0% |
15% |
| Distribution classified as capital gain |
0 |
25% |
23% |
0% |
| Distribution by participating unit |
0 |
0 |
0 |
0 |
| Other |
0 |
0 |
0 |
0 |
Explanation:
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- Income liable for corporate tax income from profit distribution or dividend originated from income generated in Israel, received directly or indirectly from another entity subject to corporate tax.
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- Income derived from abroad refers to income generated overseas that was not taxed in Israel.
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- Includes income from privileged tourist enterprise for a selection/operation year up to 2013.
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- Preferred Irish enterprise, selected up to 2013.
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- Preferred Irish enterprise, selected from 2014 onwards.
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- Includes income from privileged tourist enterprise for a selection/operation year from 2014 onwards.
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- Approved or preferred enterprise that filed a waiver notice by 30.6.2015, having already been subject to corporate tax.
7b. Dividend Distributed by a Foreign Resident Company
|
Individuals |
Companies |
Foreign Residents |
| Dividend from foreign company |
25% |
23% |
0% |
7c. Dividend Distributed by a Real Estate Investment Fund:
This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer.
| Type of Income |
% of Dividend |
Individuals(1) |
Companies |
Foreign Company Residents |
Exempt Mutual Fund |
Pension Fund(2) |
Real estate appreciation, capital gain, depreciation (3) |
— |
25% |
23% |
23% |
0% |
0% |
| Other taxable income (e.g., rent) |
— |
47% |
23% |
23% |
23% |
0% |
From income-generating real estate for rental housing |
— |
20% |
20% |
20% |
0% |
0% |
| Income taxed by the fund (4) |
— |
25% |
0% |
25% |
0% |
0% |
| Extraordinary income |
— |
70% |
70% |
70% |
60% |
70% |
| Other |
— |
— |
— |
— |
— |
— |
| Weighted withholding tax % |
100% |
— |
— |
— |
— |
— |
Explanations:
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- Individuals Including taxable mutual funds and individual foreign residents.
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- Pension funds for pension/savings/compensation as defined by the Income Tax Ordinance, and foreign pension funds from agreement countries.
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- Real estate appreciation or capital gain, except from the sale of properties held short term and depreciation expense amounts.
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- Distribution from income taxed by the fund under section 64A4(e).
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- Number of dormant securities of the corporation not entitled to dividend payment, requiring a waiver letter for payment: 469,972
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- Effect of dividend distribution on convertible securities:
- The company has no convertible securities
- The dividend distribution does not affect convertible securities
- The effect of the dividend distribution on the convertible securities is as follows:
| Convertible Security Name |
Security Number |
Remarks |
| Danel Warrant 2021 |
3140167 |
The exercise price will be reduced by the gross dividend per share |
| Danel Warrant 2023 |
1198654 |
The exercise price will be reduced by the gross dividend per share |
10. Directors' Recommendations and Decisions Regarding the Dividend Distribution under Regulation 37(a)(1):
Below are the details regarding the review conducted by the Board of Directors at the time of the dividend distribution decision, concerning the company's compliance with the distribution tests:
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- The Board of Directors, after examining the company's compliance with the distribution tests in section 302(a) of the Companies Law, 1999 (the "Distribution Tests"), including the "profit test" and the "solvency test", concluded that the company passes the tests.
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- The company has retained earnings sufficient for dividend distribution (retained earnings before distribution stand at 218.7 million NIS).
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- The Board of Directors examined the company's ability to distribute the dividend while considering its financial status, including, but not limited to:
- 3.1. The company's cash and cash equivalents as of 30 September 2025 total approximately NIS 202.2 million.
- 3.2. The company's liabilities to banks providing credit facilities as of the dividend distribution approval date.
- 3.3. Various cash flow scenarios for the coming years.
- 3.4. The impact of the dividend distribution on the company's capital structure, its liquidity status, and its ability to continue operating as usual, including investment plans and necessary means for their implementation.
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- The Board of Directors concluded:
- 4.1. That the company's cash and cash equivalents as of 30 September 2025, and the cash forecast for the following years, allow for the dividend distribution without adversely affecting the company's financial position, capital structure (including working capital), future investment plans, and leverage level.
- 4.2. After the dividend distribution, the company will continue meeting all financial covenants under its credit agreements, banking obligations, and other obligations.
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- The above information in sections 4.1 and 4.2 is forward-looking information as defined in the Securities Law, 1968. These assessments are based on the company's analysis of its cash flows, existing and anticipated liabilities to banks and bondholders, cash flow expectations, and examination of its financial covenants. These estimates may not be realized, in whole or in part, or may be realized materially differently due to, among other things, changes in the company's investment needs (including unexpected investments), market conditions, political and security changes, regulatory changes (including regarding national insurance), or a change in the company's assessment of its ability to operate in its fields.
Authorized Signatory:
| Name |
Title |
|
|
| Ilan Ovadia |
CFO |
|
|
Contact Information:
Abba Hillel 12, Ramat Gan 5250606
Tel: 03-7564032 Fax: 03-7564031
Email: [email protected] TASE Short Name: דנאל
Electronic filer:
Name: Erez Yitzhaki Position: Legal Advisor Email: [email protected]
Securities of the company are listed for trading on the Tel Aviv Stock Exchange.