Share Issue/Capital Change • Dec 4, 2025
Share Issue/Capital Change
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Registered Number: 514599943
Form No.: T087 (Public) Transmitted via MAGNA: 04/12/2025 Reference: 2025-01-096528
Regulation 31E of the Securities Regulations (Immediate and Periodic Reports), 1970 Regulation 31(a) of the Securities Regulations (Immediate and Periodic Reports), 1970 Regulation 31(b1) of the Securities Regulations (Immediate and Periodic Reports), 1970 Regulation 32 of the Securities Regulations (Immediate and Periodic Reports), 1970
| Nature of the change: | ||
|---|---|---|
| -- | -- | ----------------------- |
| Results of an exchange tender offer |
|---|
| Explanation: Briefly describe the nature of the change |
Reference numbers of previous reports on the subject: _________, _________, _________.
| Name & Type of Security |
Security No. |
Quantity in registered capital |
Quantity in last report |
Current quantity |
Quantity registered under the Registration Company |
|---|---|---|---|---|---|
| Nofar Ordinary Share |
1170877 | 50,000,000 | 35,543,916 | 38,080,153 | 38,080,153 |
| Nofar Energy Bond 1 |
1179340 | 290,868,638.16 | 290,868,638.16 | 290,868,638.16 | 290,868,638.16 |
| Nofar Energy Bond 2 |
1198035 | 499,993,000 | 499,993,000 | 25,930,054 | 25,930,054 |
| Nofar Energy Bond 3 |
1198043 | 803,054,950 | 803,054,950 | 803,054,950 | 803,054,950 |
| Nofar Energy Bond 4 |
1211416 | 756,289,369.25 | 756,289,370 | 1,095,244,377 | 1,095,244,377 |
| Nofar Employee Warrants |
1190255 | 0 | 1,486,589 | 1,486,589 | 0 |
| Restricted Share Units (RSU) |
1232891 | 0 | 1,777,191 | 1,777,191 | 0 |
Explanation: All securities of the company should be listed, including securities not listed for trading.
On the date: 04/12/2025
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.
There has been a change in the quantity and in the registry of holders of securities (including rights to purchase shares) of the corporation as a result of:
Description of the nature of the change: Completion of the exchange tender offer for the company's convertible BONDS (Series 2), in exchange for the company's ordinary shares without par value and the company's BONDS (Series 4) by way of expanding an existing series, as detailed in the company's shelf proposal report (which also serves as the exchange tender offer specification) by way of an exchange tender offer dated November 18, 2025, as completed on November 27, 2025 (reference numbers: 2025-01- 088683 and 2025-01-093891, respectively), and in the results report published by the company on December 2, 2025 (reference number: 2025-01-095797).
Explanation: The full details of the transaction or action causing the change in the corporation's securities should be described.
ID number: 515736817 (Israel Corporate Registrar)
Nature of change: Public offering Date of change: 04/12/2025
Change performed through TASE clearing house: Yes
Security: Nofar Ordinary Share (No. 1170877)
Balance before: 35,543,916 Balance after: 38,080,153 Net change: 2,536,237
Is this a grant of rights to purchase shares? No
Security was fully paid and consideration received.
ID number: 515736817 (Israel Corporate Registrar)
Nature of change: Public offering Date of change: 04/12/2025
Change performed through TASE clearing house: Yes
Security: Nofar Energy Bond 4 (No. 1211416)
Balance before: 756,289,370 Balance after: 1,095,244,377 Net change: 338,955,007
Is this a grant of rights to purchase shares? No
Security was fully paid and consideration received.
ID number: 515736817 (Israel Corporate Registrar)
Nature of change: Withdrawal of securities
Date of change: 04/12/2025
Change performed through TASE clearing house: Yes
Security: Nofar Energy Bond 2 (No. 1198035)
Balance before: 499,993,000 Balance after: 25,930,054 Net change: -474,062,946
Is this a grant of rights to purchase shares? No
Other: Withdrawal of securities as a result of the exchange tender offer.
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.
| No. | Registered Shareholder Name |
ID Type | ID Number |
Security No. |
Class & Nominal Value |
Number of Shares |
Is Nominee? |
|---|---|---|---|---|---|---|---|
| 1 | The Registration Company of TASE Ltd |
Israel Corporate Registrar |
515736817 | 1170877 | Nofar Ordinary Share |
38,080,153 | No |
File: Updated shareholder registry in accordance with section 130 of the Companies Law, 1999
File: Updated registry of the corporation's securities, including the options and BONDS holders registries [Register_of_Shareholders__isa.pdf](G:\Shared drives\תוצאות 87ת - 20205-12-04\2025\מיידים דיווחים\משפטי (pdf.isa__הנפקה\מרשם_בעלי_מניות
| No. | Name Role |
|
|---|---|---|
| 1 | Ofer Yanai | CEO and Director |
| 2 | Nir Peleg | VP Finance |
Explanation: In accordance with Regulation 5 of the Periodic and Immediate Reports Regulations (1970), a report submitted under these regulations is to be signed by the corporation's authorized signatories. For staff's position paper, see the ISA website: click here.
Previous names of reporting entity: None
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.
Short Name: Nofar Energy
Address: 1 HaTahana St., Kfar Saba, 4453001 Telephone: 09-3750003, Fax: 08-3750061
Email: [email protected] Website: www.nofar-energy.com
Electronic reporter's name: Yanai Ofer Yosef
Position: Acting CEO and Director
All company securities are registered for trading on the Tel Aviv Stock Exchange.
Last update of form structure: 06/08/2024
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