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Villar International Ltd. Share Issue/Capital Change 2026

Feb 15, 2026

7107_rns_2026-02-15_a2526c67-f7a0-48c7-8634-b61c4b301982.pdf

Share Issue/Capital Change

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Villar International Ltd.
VILLAR INTERNATIONAL LTD
Registration number: 520038910

To: Israel Securities Authority To: Tel-Aviv Stock Exchange Ltd. T087 ( Public ) Filed via MAGNA: 15/02/2026 www.isa.gov.il www.tase.co.il Reference: 2026-01-014860

Share capital position, grant of rights to purchase shares and the corporation's securities registers and the changes therein Regulation 31e of the Securities Regulations (Periodic and Immediate Reports), 5730 - 1970 Regulation 31(a) of the Securities Regulations (Periodic and Immediate Reports), 5730 - 1970

Regulation 31(b1) of the Securities Regulations (Periodic and Immediate Reports), 5730 - 1970 Regulation 32 of the Securities Regulations (Periodic and Immediate Reports), 5730 - 1970

Nature of the change: Public issuance of BONDS Series 11 and Series 12

Explanation: briey describe the nature of the change

Reference numbers of previous reports on the subject:,,

1. The corporation's securities position after the change:

Name and type of
security
Security no. on the
stock exchange
Amount in the
registered capital
Issued and paid-up capital
Amount in last
Current
report
amount
Amount registered in the name
of the Registration Company
Villar ordinary
shares
416016 180,000,000 17,791,154 17,791,154 17,791,110
Villar BONDS
Series 9
4160164 28,778,750 28,778,750 28,778,750
Villar BONDS
Series 10
1193952 459,998,000 459,998,000 459,998,000
Villar BONDS
Series 11
1223155 152,696,000 488,830,000 488,830,000
Villar BONDS
Series 12
1236470 0 341,844,000 341,844,000
Employee
warrants Plan
2023
1197854 155,053 155,053 0
Commercial
papers Series 1
1204858 100,000,000 100,000,000 100,000,000

Explanation: specify all the company's securities, including securities not listed for trading.

2. The corporation reports that:
On the date 15/02/2026
From date

to date
A change occurred in the quantity and in the register of holders of the corporation's securities (including rights to
purchase shares) as a result of:
Description of the nature of the change Public issuance of BONDS Series 11
Explanation: describe all details of the transaction or action that caused the change in the corporation's securities.
Name of the registered holder in respect of whom the change occurred: The Registration Company of the Tel-Aviv Stock
Exchange Ltd.
1
Type of identication number: Number in the Israeli Companies RegisterIdentication number: 515736817
Nature of the change: Public issuance

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Date of change: 15/02/2026Executed via the stock exchange clearing house: No
Type and name of securities in which a change occurred: Villar BONDS Series 11
Security no. on the stock exchange: 1223155
Holder's balance of this security in the last report: 152,696,000
Holder's balance of this security after the change: 488,830,000
Total quantity of securities by which there was a decrease/increase: 336,134,000
Is this a grant of rights to purchase shares No
Total consideration for the securities allocated:
Stock exchange number of the share resulting from exercise of the securities:
Number of shares that will result from full exercise/conversion of the securities:
Total exercise premium that will be received from full exercise/conversion of the securities into shares:

Period during which the securities may be exercised:
Fromto
The allocated securities will be registered for trading:
The said securities allocation is further topublished onand its reference number is
The security has been fully redeemed and the consideration has been fully received.
The security has been fully redeemed, but the consideration has not been fully received.
Issued for an ATM program
Other.
Public issuance of BONDS Series 11. The consideration has not yet been received by the company.
Name of the registered holder in respect of whom the change occurred: The Registration Company of the Tel-Aviv Stock
Exchange Ltd.
2
Type of identication number: Number in the Israeli Companies RegisterIdentication number: 515736817
Nature of the change: Public issuance
Date of change: 15/02/2026Executed via the stock exchange clearing house: No
Type and name of securities in which a change occurred: Villar BONDS Series 12
Security no. on the stock exchange: 1236470
Holder's balance of this security in the last report: 0
Holder's balance of this security after the change: 341,844,000
Total quantity of securities by which there was a decrease/increase: 341,844,000
Is this a grant of rights to purchase shares No
Total consideration for the securities allocated:
Stock exchange number of the share resulting from exercise of the securities:
Number of shares that will result from full exercise/conversion of the securities:

_________

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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.

Period during which the securities may be exercised:
Fromto
The allocated securities will be registered for trading:
The said securities allocation is further topublished onand its reference number is
The security has been fully redeemed and the consideration has been fully received.
The security has been fully redeemed, but the consideration has not been fully received.
Issued for an ATM program
Other.
Public issuance of BONDS Series 12. The consideration has not yet been received by the company.
Explanations:
1. If the change affects more than one security, specify the effect of the change in a separate line for each security.
2. Date of change – all changes of the same type, in the same security, carried out on one day, shall be summarized in one
line. For this matter – changes carried out via the stock exchange clearing house must be separated from changes carried
out directly in the company's books.
3. The change – for a decrease, add the sign "-".
4. In all quantity elds, ll in the quantity of securities and not NIS par value.
Only a change occurred in the corporation's register of security holders (with no change in the quantity of the
corporation's securities) as a result of:
Description of the nature of the change
Explanation: describe all details of the transaction or action that caused the change in the register
1 Name of the registered holder in respect of whom the change occurred:
Type of identication number: Identication number:
Date of change: Executed via the stock exchange clearing house:
Type and name of securities in which a change occurred:
Security no. on the stock exchange:
Amount of change:
  1. The main shareholders register as of the report date is as follows:

Holder's balance of this security after the change: _________

No. Name of registered
shareholder
Type of
identication
number
Identication
number
Security
number on the
stock exchange
Type of shares
and their par
value
Number of
shares
Is the holder
holding the
shares as a
trustee
1 The Registration
Company of the Tel
Aviv Stock Exchange
Ltd.
Number in the
Israeli Companies
Register
515736817 416016 Ordinary
shares NIS 1
par value
17,791,110 No
    1. Attached is a le of the shareholders register in accordance with the provisions of section 130 of the Companies Law, 5759 pdf.isa_מרשם_בעלי_מניות 1999 -
    1. Attached is an updated le of the corporation's securities registers, including the register of warrant holders and the register of BONDS holders ערך_ניירות_מרשם_isa.pdf

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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.

Name of signatory Position
1 Matan Tisser Chief Executive Ofcer

Explanation: pursuant to Regulation 5 of the Securities Regulations (Periodic and Immediate Reports) (5730 – 1970), a report led 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):

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

Date of form structure update:

06/08/2024

Short name: Villar

Address: P.O.B.3146, Industrial Park , Caesarea38900 Telephone: 04-6272770 , Fax:

04-6275832

E-mail: [email protected] Company website:www.villar.co.il

Previous names of reporting entity: Tromasbest Curtain Walls and Partitions Ltd.

Name of electronic reporter: Shlomovitz GuyPosition: ControllerName of employing company: Address: HaEshel3 , Caesarea3088900Telephone: 04-6272770Fax: 04-6275831E-mail: [email protected]