B Communication — Regulatory Filings 2018

Jan 10, 2018

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

F O R M 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of January 2018

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.

Form 20-F ☒ 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.

Yes ☐ No ☒

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- __________

B COMMUNICATIONS LTD.

The following exhibits are attached:

99.1 A report of Bezeq - The Israel Telecommunication Corp. Ltd., a controlled subsidiary of B Communications

SIGNATURE

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.

B Communications Ltd. (Registrant)

By /s/ Doron Turgeman

Doron Turgeman Chief Executive Officer

Date: January 9, 2018

EXHIBIT NO. DESCRIPTION

99.1 A report of Bezeq - The Israel Telecommunication Corp. Ltd., a controlled subsidiary of B Communications.

Bezeq The Israel Telecommunication Corporation Ltd. (the "Company" or "Bezeq")

To:	To:
The Israel Securities Authority	The Tel Aviv Stock Exchange Ltd.

Immediate Supplementary Report – Approval of sale of property in Sakia

Further to the Company's immediate report of December 6, 2017, regarding negotiations for the sale of the Company's real estate property in the Mesubim Junction complex - "Sakia" (the "Property") and the receipt of a binding and irrevocable offer to purchase the Property, immediate supplementary notification is provided that on January 8, 2018, the Board of Directors of the Company approved the Company's execution of an agreement for the sale of the Property to the same offeror (Naimi Towers Ltd. or a subsidiary of Naimi Towers Ltd. in which it holds at least 51% of its issued and paid up share capital) for an aggregate consideration of NIS 497 million + VAT. Such amount may increase up to an amount of approximately NIS 550 million, if the purchaser, in accordance with its right under the agreement, postpones the date of payment of up to two thirds of the consideration until December 31, 2022.

The Company is expected to record a capital gain in the amount of NIS 400 million in its financial statements with respect to the sale of the Property. The capital gain is expected to be recorded on the date on which the Company is permitted to recognize the gain under accounting principles, and the final amount of the capital gain will depend on the fees and levies that will apply to the Company with respect to the sale of the Property. The Company is also expected to record financing income of up to NIS 50 million, depending on the date of receipt of the payments for the sale of the Property.

The information contained in this immediate report with respect to the recording of capital gains and financing income in the Company's financial statements as a result of the sale of the Property is forward-looking information, as such term is defined in the Securities Law, 5728-1968, and is based, inter alia, on the foregoing and on the Company's estimations regarding the execution of the agreement, the costs of the transaction and various costs to the Company in connection with the Property. The information may not fully materialize if the Company's estimations materialize differently than expected.

The above information constitutes a translation of the Immediate Report published by the Company. The Hebrew version was submitted by the Company to the relevant authorities pursuant to Israeli law, and represents the binding version and the only one having legal effect. This translation was prepared for convenience purposes only.