Foreign Filer Report • Mar 31, 2019
Foreign Filer Report
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For the month of March 2019
B COMMUNICATIONS LTD. (Name of Registrant)
2 Dov Friedman Street, Ramat Gan 5250301, Israel (Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- __________
The following exhibit is attached:
99.1 Bezeq Investor Presentation - March 2019.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: March 31, 2019 By: /s/ Ami Barlev
B COMMUNICATIONS LTD. (Registrant)
| Ami Barlev | |
|---|---|
| Chief Executive Officer |
2
EXHIBIT NO. DESCRIPTION
99.1 Bezeq Investor Presentation - March 2019.
This presentation contains general data and information as well as forward looking statements about Bezeq The Israel Telecommunications Corp., Ltd ("Bezeq"). Such statements, along with explanations and clarifications presented by Bezeds representatives, include expressions of management's expectations about new and existing programs. opportunities, technology and market conditions. Although Bezeq believes its expectations are based on reasonable assumptions, these statements are subject to numerous risks and uncertainties. These statements should not be regarded as a representation that anticipated events will occur or that expected objectives will be achieved. In addition, the realization and/or otherwise of the forward looking information will be affected by factors that cannot be assessed in advance, and which are not within the control of Bezeg, including the risk factors that are characteristic of its operations. developments in the general environment, external factors, and the regulation that affects Bezec's operations.
This presentation includes revenue and other figures that are based on external sources and studies. Bezeq is not responsible for the content thereof. The information included in this presentation is based on information included in Bezeg's public filings. However, some of the information may be presented in a different manner and/or breakdown and/or is differently edited. In any event of inconsistency between Bezeds public filings and the information contained in this presentation - the information included in the public filings shall prevail.
The information contained in this presentation or which will be provided orally during the presentation thereof, does not constitute or form part of any invitation or offer to sell, or any invitation or offer to purchase or subscribe for, any securities of Bezeq or any other entity, nor shall the information or any part of its of its distribution form the basis of, or be relied on in connection with or relating to any action, contract, commitment or to the securities of Bezeq. The presentation does not constitute a recommendation or opinion or substitute for the discretion of any investor.

The Bezeq Group is implementing a comprehensive strategic plan that includes significant steps towards streamlining and improving business performance. The program addresses the challenges faced by the Group and the future needs that are emerging in the telecommunications market environment, taking into consideration the complex regulatory limitations imposed on the Company
Business oriented examination lines, focus, and models of the Group companies
Working on all of the above while taking a "360" view of all stakeholders and ensuring transparency and corporate governance


Bezeq Fixed-Line recently entered the terminal equipment market - in the first stage through the sale of smartphones and in the future, the offering will expand to additional end-user equipment
In Israel there is a significant market for terminal equipment. The smartphone market alone is estimated at more than 3 million handsets sold each year at annual sales of NIS 6-7 billion
Harnessing the power of the Bezeq brand and marketing strength is expected to significantly increase the overall revenue potential of this sector
ezeo
* Source: GFK Market Research

During 2018, an early retirement plan was approved for the retirement of 407 employees at a total cost of NIS 547 million:
Early retirement of 70 employees - estimated annual savings of NIS 24 million
Early retirement of 243 employees - estimated annual savings of NIS 80 million
Early retirement of 94 employees - estimated annual savings of NIS 42 million
Rezed
The provision for 2018 included all of the remaining employees transferred to the Company from the Ministry of Communications with higher than average salaries and retirement costs
The Company intends to take advantage of the total potential of the retirement plan that has not yet been approved for hundreds of additional employees under the terms of the current collective agreement (until 2021)
Concurrently with the annual savings, we expect a continued average wage creep of 3% of the salary of the remaining employees
Employee retirement costs are expected to be lower in the future as a result of the provision in 2018 for all of the transferred employees
Bezeq
In December 2018, the Company signed an agreement to transfer Bezeq's headquarters from Azrieli Tel Aviv to its new offices in Holon in 2021. The move is expected to result in savings of tens of millions of shekels in operating expenses, mainly a reduction in rent and municipal taxes
Real estate sites have been reviewed and the Company is examining the sale of property in the amount of hundreds of millions of shekels in the coming year
Review of physical layout, communication connections and energy durability in currently owned buildings for utilization as Data Centers


Streamlining decision-making processes, while saving millions of shekels per year
Reduction of hundreds of employees in 2H 2018 Savings of ~ 40% in salary expenses
Financial savings due to joint purchasing - one advertising agency for all three companies
Signing of a collective arrangement in yes for streamlining and synergies - enables retirement of 325 employees as well as the non-recruitment of additional employees over the agreement period
Negotiations with Pelephone and Bezeq International labor unions for reductions in the workforce and realization of synergies
ezeu
Adapting the offering to the customer, similar to Israeli and worldwide trends for a comprehensive telecom solution Cross-selling - Improve marketing capability for customers who do not currently receive service from the three companies
One point of contact with the customer improve service and reduce churn
Maximizing synergies of the various distribution and service channels of the three companies -ONE STOP SHOP
Streamlining in salaries and other operating expenses. Improved processes and joint purchasing
Bezeq





9 ) FINDER
Rezed
· Advanced cellular network in Israel
Innovation Connected Cars, PTT, IoT, Big Data, Cyber, Cloud, ESIM
Pelephone has deployed MIMO 4X4 and Beam Forming technologies nationwide which are available with only a small number of operators worldwide. The technologies enable innovative and high-quality network at high speeds
5G is expected to bring customers high broadband speeds, as well as support for a greater number of devices connected to the network
Pelephone is preparing for the entry of 5G into Israel, both in terms of the allocation of frequencies and the planning of its core network, subject to the MOC tender
Bezed


Ownership of submarine cable as competitive edge
Bezeq
Growth Engine - Triple Play of STINGTV + Internet (ISP + Infrastructure)















On March 27, 2019, the Company's Board of Directors resolved to cancel the Company's dividend distribution policy, which was recently updated on March 6, 2018. The decision was made from a position of clarity and transparency vis-a-vis shareholders and the circumstances that emerged due to the impossibility of distributing a dividend as a result of the expected failure to meet the "profit test" in the next two years. Accordingly, the Board of Directors decided that it would not be appropriate to maintain a dividend policy when in practice it is not effective
The cancellation of the dividend policy will not prevent the Company's Board of Directors from examining from time the distribution of dividends to the Company's shareholders, taking into consideration, among other factors, the provisions of the law, the state of the Company's business and its capital structure, and the need to maintain a balance between ensuring the Company's financial strength and stability and the continued creation of value to the shareholders of the Company, all of which are subject to the approval of the general meeting of shareholders of the Company with respect to each specific distribution, as prescribed in the Company's Articles of Association

Below is the Bezeq Group's outlook for 2019, based on the existing information known to the Bezeq Group today:
Net profit attributable to shareholders: Approximately NIS 900 million - NIS 1.0 billion EBITDA: Approximately NIS 3.9 billion CAPEX *: Approximately NIS 1.7 billion
The Company's forecasts in this section are forward-looking information, as defined in the Securities Law. The forecasts are based on the Company's estimates, assumptions and do not include the effects of the provision for early retirement of employees and the signing of collective labor agreements in the Group, including the collective labor agreement with DBS (see immediate report dated March 14, 2019), and do not include the effects, if any, of the cancellation of the Group's structural separation and the merger with the subsidiary companies and everything involved therein in 2019. The Group's forecasts are based, inter alia, on its estimates regarding the structure of competition in the telecommunications market and regulation in this sector, the economic situation and accordingly, the Group's ability to implement its plans in 2019. Actual results may differ from these estimates taking note of changes which may occur in the foregoing, in business conditions, and the effects of regulatory decisions, technology changes, developments in the structure of the telecommunications market, and so forth, or the realization of one or more of the risk factors listed in the Periodic Report of 2018.
The Company shall report, as required, deviations of more/less than 10% of the range and amounts stated in the forecast
Rezed
*CAPEX - payments for investments in fixed and intangible assets

For the month of March 2019
B COMMUNICATIONS LTD. (Name of Registrant)
2 Dov Friedman Street, Ramat Gan 5250301, Israel (Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- __________
The following exhibit is attached:
99.1 Bezeq Investor Presentation - March 2019.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: March 31, 2019 By: /s/ Ami Barlev
B COMMUNICATIONS LTD. (Registrant)
| Ami Barlev | |
|---|---|
| Chief Executive Officer |
2
EXHIBIT NO. DESCRIPTION
99.1 Bezeq Investor Presentation - March 2019.
This presentation contains general data and information as well as forward looking statements about Bezeq The Israel Telecommunications Corp., Ltd ("Bezeq"). Such statements, along with explanations and clarifications presented by Bezeds representatives, include expressions of management's expectations about new and existing programs. opportunities, technology and market conditions. Although Bezeq believes its expectations are based on reasonable assumptions, these statements are subject to numerous risks and uncertainties. These statements should not be regarded as a representation that anticipated events will occur or that expected objectives will be achieved. In addition, the realization and/or otherwise of the forward looking information will be affected by factors that cannot be assessed in advance, and which are not within the control of Bezeg, including the risk factors that are characteristic of its operations. developments in the general environment, external factors, and the regulation that affects Bezec's operations.
This presentation includes revenue and other figures that are based on external sources and studies. Bezeq is not responsible for the content thereof. The information included in this presentation is based on information included in Bezeg's public filings. However, some of the information may be presented in a different manner and/or breakdown and/or is differently edited. In any event of inconsistency between Bezeds public filings and the information contained in this presentation - the information included in the public filings shall prevail.
The information contained in this presentation or which will be provided orally during the presentation thereof, does not constitute or form part of any invitation or offer to sell, or any invitation or offer to purchase or subscribe for, any securities of Bezeq or any other entity, nor shall the information or any part of its of its distribution form the basis of, or be relied on in connection with or relating to any action, contract, commitment or to the securities of Bezeq. The presentation does not constitute a recommendation or opinion or substitute for the discretion of any investor.

The Bezeq Group is implementing a comprehensive strategic plan that includes significant steps towards streamlining and improving business performance. The program addresses the challenges faced by the Group and the future needs that are emerging in the telecommunications market environment, taking into consideration the complex regulatory limitations imposed on the Company
Business oriented examination lines, focus, and models of the Group companies
Working on all of the above while taking a "360" view of all stakeholders and ensuring transparency and corporate governance


Bezeq Fixed-Line recently entered the terminal equipment market - in the first stage through the sale of smartphones and in the future, the offering will expand to additional end-user equipment
In Israel there is a significant market for terminal equipment. The smartphone market alone is estimated at more than 3 million handsets sold each year at annual sales of NIS 6-7 billion
Harnessing the power of the Bezeq brand and marketing strength is expected to significantly increase the overall revenue potential of this sector
ezeo
* Source: GFK Market Research

During 2018, an early retirement plan was approved for the retirement of 407 employees at a total cost of NIS 547 million:
Early retirement of 70 employees - estimated annual savings of NIS 24 million
Early retirement of 243 employees - estimated annual savings of NIS 80 million
Early retirement of 94 employees - estimated annual savings of NIS 42 million
Rezed
The provision for 2018 included all of the remaining employees transferred to the Company from the Ministry of Communications with higher than average salaries and retirement costs
The Company intends to take advantage of the total potential of the retirement plan that has not yet been approved for hundreds of additional employees under the terms of the current collective agreement (until 2021)
Concurrently with the annual savings, we expect a continued average wage creep of 3% of the salary of the remaining employees
Employee retirement costs are expected to be lower in the future as a result of the provision in 2018 for all of the transferred employees
Bezeq
In December 2018, the Company signed an agreement to transfer Bezeq's headquarters from Azrieli Tel Aviv to its new offices in Holon in 2021. The move is expected to result in savings of tens of millions of shekels in operating expenses, mainly a reduction in rent and municipal taxes
Real estate sites have been reviewed and the Company is examining the sale of property in the amount of hundreds of millions of shekels in the coming year
Review of physical layout, communication connections and energy durability in currently owned buildings for utilization as Data Centers


Streamlining decision-making processes, while saving millions of shekels per year
Reduction of hundreds of employees in 2H 2018 Savings of ~ 40% in salary expenses
Financial savings due to joint purchasing - one advertising agency for all three companies
Signing of a collective arrangement in yes for streamlining and synergies - enables retirement of 325 employees as well as the non-recruitment of additional employees over the agreement period
Negotiations with Pelephone and Bezeq International labor unions for reductions in the workforce and realization of synergies
ezeu
Adapting the offering to the customer, similar to Israeli and worldwide trends for a comprehensive telecom solution Cross-selling - Improve marketing capability for customers who do not currently receive service from the three companies
One point of contact with the customer improve service and reduce churn
Maximizing synergies of the various distribution and service channels of the three companies -ONE STOP SHOP
Streamlining in salaries and other operating expenses. Improved processes and joint purchasing
Bezeq





9 ) FINDER
Rezed
· Advanced cellular network in Israel
Innovation Connected Cars, PTT, IoT, Big Data, Cyber, Cloud, ESIM
Pelephone has deployed MIMO 4X4 and Beam Forming technologies nationwide which are available with only a small number of operators worldwide. The technologies enable innovative and high-quality network at high speeds
5G is expected to bring customers high broadband speeds, as well as support for a greater number of devices connected to the network
Pelephone is preparing for the entry of 5G into Israel, both in terms of the allocation of frequencies and the planning of its core network, subject to the MOC tender
Bezed


Ownership of submarine cable as competitive edge
Bezeq
Growth Engine - Triple Play of STINGTV + Internet (ISP + Infrastructure)















On March 27, 2019, the Company's Board of Directors resolved to cancel the Company's dividend distribution policy, which was recently updated on March 6, 2018. The decision was made from a position of clarity and transparency vis-a-vis shareholders and the circumstances that emerged due to the impossibility of distributing a dividend as a result of the expected failure to meet the "profit test" in the next two years. Accordingly, the Board of Directors decided that it would not be appropriate to maintain a dividend policy when in practice it is not effective
The cancellation of the dividend policy will not prevent the Company's Board of Directors from examining from time the distribution of dividends to the Company's shareholders, taking into consideration, among other factors, the provisions of the law, the state of the Company's business and its capital structure, and the need to maintain a balance between ensuring the Company's financial strength and stability and the continued creation of value to the shareholders of the Company, all of which are subject to the approval of the general meeting of shareholders of the Company with respect to each specific distribution, as prescribed in the Company's Articles of Association

Below is the Bezeq Group's outlook for 2019, based on the existing information known to the Bezeq Group today:
Net profit attributable to shareholders: Approximately NIS 900 million - NIS 1.0 billion EBITDA: Approximately NIS 3.9 billion CAPEX *: Approximately NIS 1.7 billion
The Company's forecasts in this section are forward-looking information, as defined in the Securities Law. The forecasts are based on the Company's estimates, assumptions and do not include the effects of the provision for early retirement of employees and the signing of collective labor agreements in the Group, including the collective labor agreement with DBS (see immediate report dated March 14, 2019), and do not include the effects, if any, of the cancellation of the Group's structural separation and the merger with the subsidiary companies and everything involved therein in 2019. The Group's forecasts are based, inter alia, on its estimates regarding the structure of competition in the telecommunications market and regulation in this sector, the economic situation and accordingly, the Group's ability to implement its plans in 2019. Actual results may differ from these estimates taking note of changes which may occur in the foregoing, in business conditions, and the effects of regulatory decisions, technology changes, developments in the structure of the telecommunications market, and so forth, or the realization of one or more of the risk factors listed in the Periodic Report of 2018.
The Company shall report, as required, deviations of more/less than 10% of the range and amounts stated in the forecast
Rezed
*CAPEX - payments for investments in fixed and intangible assets

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