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Mega Or Holdings Ltd. Capital/Financing Update 2026

Apr 28, 2026

6910_rns_2026-04-28_d528a94c-78ec-4d2c-a620-03d8b246240d.pdf

Capital/Financing Update

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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.

Mega Or Holdings Ltd.

MEGA OR HOLDINGS LTD

Number in the Registrar: 513257873

To: Israel Securities Authority

www.isa.gov.il

To: Tel-Aviv Stock Exchange Ltd.

www.tase.co.il

T020 (Public)

Filed via MAGNA: 28/04/2026

Reference No.: 2026-01-038786

Notice by the offeror of the results of the offering in the prospectus

Pursuant to Section 30 of the Securities Law, 5728-1968 and the Securities Regulations (Notices of the Results of the Offering in the Prospectus), 5730-1969

☐ Results of an early commitments tender made under the prospectus (without an offering of the securities in the prospectus).
☐ Results of an offering in a prospectus.
☐ Cancellation of the public offering.

Note: A report on the results of an offering in a prospectus must also include the early commitments made prior to the publication of the prospectus.

The prospectus is a Shelf prospectus of a reporting corporation

  1. Set out below are the results of the offering in the prospectus whose publication reference number is (T012) 2024-01-612749

Authorization for its publication was granted on 30/10/2024 and the period for submitting orders thereunder ended on (in the case of an ATM program, the date on which the program ended) __.

Was the offering carried out by means of a shelf offering report or a supplemental notice Yes

Reference number of the shelf offering report (T022) / supplemental notice (T024) 2026-01-038118

Attached are the results of the offering in the prospectus: Public Auction Results T And 11 for isa report.pdf

Prospectus number: 48856 Note: To be entered for internal use of the Authority.

2.a. Total securities offered in the prospectus:

Type of security Security number on the stock exchange Name of security Total quantity of securities Price* Interest rate Discount rate Weighted discount rate
Debentures 1165141 Mega Or BONDS T 239,595,000 1.131New Shekel —— —— ——
Debentures 1178375 Mega Or BONDS 11 839,922,000 1.076New Shekel —— —— ——

*Price per 1 security

b. Completion of details for exchange traded notes offered in the prospectus:

Canceled Security number on the stock exchange Series serial number Name Type of security on the stock exchange Name of trustee Date of listing for trading
—— —— Name of security:
Full stock exchange name:
Abbreviated stock exchange name:

Note: The maximum number of records that can be filled in the table is 35. If it is necessary to report on a larger number of records, the report must be split.

Explanation: If the series was canceled, the "Canceled" field must be marked.

Explanation: In the "Series serial number" field enter up to 3 letters or digits describing the serial number of the series, excluding additional symbols such as quotation marks.


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.

  1. Total securities by type, and by types of subscribers whose offers were accepted:

Securities for which consideration is received in cash:

Type of issuance Type, number and name of security on the stock exchange Tender number Type of subscriber Total quantity of securities issued Price* Future exercise price* Total amount of aggregate calculated consideration Par value of total securities
Public offering (cash consideration) Debentures 1228303 Public 197,952,000 1.131 New Shekel —— 223,883,712 New Shekel 197,952,000 New Shekel
1165141
Mega Or BONDS 9
Public offering (cash consideration) Debentures 1237833 Public 751,457,000 1.076 New Shekel —— 808,567,732 New Shekel 751,457,000 New Shekel
1178375
Mega Or BONDS 11

*Price per 1 security

In the case of listing for trading (including listing for trading in the context of an IPO) / release from lock-up / exchange tender offer / merger / stock dividend:

Type of issuance Type, number and name of security on the stock exchange Total quantity of securities Average closing price* / value of the security on the trading day prior to the date of the exchange Future exercise price Total amount of aggregate calculated consideration Par value of total securities Execution date of the action** The securities offered:
Not yet determined Not yet determined

Notes:
Average closing price of the security of the same type, during the first three trading days after listing for trading.
In the case of listing for trading / release from lock-up / stock dividend, the date is the date of listing of the securities for trading on the stock exchange; in the case of an exchange tender offer the date is the actual date of exchange.
**In an exchange tender offer, report the exchanged securities (received). If the exchanged securities are not traded, report the securities offered.

Please note: The total amount of aggregate calculated consideration shall be in accordance with the Securities Regulations (Application Fee for Permit to Publish a Prospectus), 5755-1995. For your convenience, a link to the calculation table: Click here

If this is an exchange tender offer:

Cash consideration received* in __:

Cash consideration paid** in __:

The cash consideration received by the offeror for the securities offered
*The cash consideration paid by the offeror as part of the tender offer

  1. Details of underwriters and distributors in the issuance:

Participating in the issuance were: ☐ Underwriters ☐ Distributors ☐ None of these

Name Role
1 Leader Issuances (1993) Ltd. ☐ Lead underwriter
Name ☐ Underwriter
☐ Distributor

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.

Name Company No. Role
2 Orion Underwriting and Issuances Ltd.
Name Company No. Lead underwriter
Underwriter
Distributor
3 Value Base Underwriting and Offering Management Ltd.
Name Company No. Lead underwriter
Underwriter
Distributor

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

Name of signatory Position
1 Zahi Nachmias Other Co-CEO and Director
2 Haim Onplus Chief Financial Officer

Explanation: According to Regulation 5 of the Securities Regulations (Periodic and Immediate Reports), 5730-1970, a report submitted 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 (reference does not constitute inclusion by way of reference):

The corporation's securities are listed for trading on the Tel-Aviv Stock Exchange

Date of form structure update: 09/12/2025

Abbreviated name: Mega Or

Address: Mega Or House--, Shilat Moshav73188 Telephone: 08-9744880, Fax: 08-9744898

Email: [email protected]

Former names of reporting entity:

Name of electronic reporter: Rosenberg Maayan AdiPosition: Attorney, Company SecretaryName of employing company:

Address: Shilat Industrial Zone 117, Shilat7318800Telephone: 08-9744880Fax: 08-9744898Email: [email protected]