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Ayalon Insurance Company LTD M&A Activity 2026

May 27, 2026

6673_rns_2026-05-27_1e1d1826-eae3-4901-b9bc-451a66343156.pdf

M&A Activity

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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.

Ayalon Insurance Company Ltd.
AYALON INSURANCE COMPANY LTD
Registry number: 520030677

To: Israel Securities Authority To: Tel-Aviv Stock Exchange Ltd. T121 (Public) Filed via MAGNA: 27/05/2026
www.isa.gov.il www.tase.co.il Reference: 2026-01-048928

Immediate report for general material information

Explanation: Do not use this form when there is a form tailored to the reported event.

This reporting form is intended for material reports for which there is no suitable dedicated form.

Results of an issuance must be reported on T20 and not on this form.

Reporting on rating of BONDS or rating of a corporation must be submitted via form T125.

Nature of the event: Immediate report

Reference numbers of previous reports on the subject: 2026-01-048026, _, _.

Further to the report of Ayalon Insurance Company Ltd. ("the Company") dated 25.5.26 regarding receipt of an approach from the parent company, WeSure Global Tech Ltd. ("Global Tech") to the Company's Board of Directors with a (non-binding) proposal to enter into negotiations with Global Tech regarding a possible purchase of all of the shares in the insurance agencies, Ayalon Ne'emanim Insurance Agency Ltd. and Nechonim Insurance Agency Ltd. (the "Agencies") which are owned by the Company, or at least 80% of them (the "Approach"), the Company is honored to announce that on 26.5.2026 the Company's Board of Directors resolved to appoint the Audit Committee for the purpose of reviewing Global Tech's proposal (the "Committee") and to grant it the authorities required for the performance of its role as follows: 1. To examine whether to enter into negotiations with Global Tech in respect of the Approach, taking into account the economic, business and operational implications of the proposed engagement within the framework of the Approach; 2. To act at its discretion and take any course of action as it deems appropriate in connection with the Approach, subject to any law including (but not limited to) reviewing the terms of Global Tech's proposal, examining alternatives to Global Tech's proposal insofar as it deems appropriate, conducting negotiations on the terms of a potential transaction that may arise from the Approach, by itself or through advisors, and approving or rejecting Global Tech's proposal; 3. To authorize the Committee to appoint a team of two to three of the Committee members to lead on its behalf the negotiation process. 4. To determine the methods of conducting the negotiations with Global Tech. 5. To authorize the Committee to determine its working procedures, including with respect to the participants in its meetings and the parties to whom information and documents may be transferred; 6. To authorize the Committee to appoint independent external advisors (economic and legal and, as required, additional professional advisors); 7. The Committee, to the extent required in its discretion and subject to any law, shall be assisted by the members of the Company's management in the framework of its work, including for the purpose of locating external advisors, transmitting materials and receiving information, and the like. 8. The Committee shall update the Board of Directors regarding its recommendation as to entering into negotiations regarding Global Tech's proposal, and upon completion of its work the Committee shall submit to the Board of Directors its decisions and conclusions and shall recommend to the Board of Directors any possible course of action it shall determine in accordance with the authorities granted to it. It is clarified that the Company's entering into a transaction, insofar as the Committee recommends conducting negotiations and these progress to a transaction, shall be subject to the required approvals of the competent corporate organs of the Company and all approvals required by law. It is clarified that conducting negotiations in connection with the Approach or the progress of such negotiations to a transaction or obtaining the required approvals, insofar as they are required if the negotiations are completed into a possible transaction, constitute forward-looking information, as defined in the Securities Law, 5728-1968, the occurrence or completion of which is uncertain and not within the Company's control.

Attached file

The Company is not a shell company as defined in the TASE Regulations

The date on which the corporation first became aware of the event: 26/05/2026 at: 18:30

Details of the signatories authorized to sign on behalf of the corporation:

Name of signatory Position
1 Adv. Irit Makov Yerushalmi Other
Chief Legal Counsel and Company Secretary

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.

Explanation: According to Regulation 5 of the Securities Regulations (Periodic and Immediate Reports), 1970, a report filed pursuant to these regulations shall be signed by those authorized to sign on behalf of the corporation. The staff's position on this matter can be found on the Authority's website: Click here.

Reference numbers of previous documents on the subject (the mention does not constitute inclusion by way of reference):

Securities of the corporation are listed for trading on the Tel-Aviv Stock Exchange Date of last form structure update: 06/08/2024
Short name: Ayalon
Address: Aba Hillel Silver12, Ramat Gan52008 Telephone: 03-7569772, 03-7569212Fax: 03-7569572
E-mail: [email protected] Company website: https://www.ayalon-ins.co.il/
Previous names of reporting entity: Ayalon Holdings Ltd., Ayalon Insurance Company Ltd.
Name of electronic filer: Makov Yerushalmi Irit Rachel Position: Legal Counsel
Position: Legal Counsel Name of employing company: Ayalon Insurance Company Ltd.
Address: Aba Hillel 12, Ramat Gan5250606 Telephone: 072-2229772Fax: E-mail: [email protected]