Hadasit Bio-Holdings

Press Releases

Investment in Kahr Medical

Jan. 3, 2016

HBL - Hadasit Bio-Holdings Ltd.

(the “Company”)

 January 3, 2016

 

To:                                           To:

Israel Securities Authority      Tel Aviv Stock Exchange Ltd. 

www.isa.gov.il                        www.tase.co.il

 

 

Re: Investment in Kahr Medical (2005) Ltd.   

 

Further to the Company’s immediate report dated December 15, 2015 and the amended report (reference numbers: 2015-01-179826 and 2015-01-180396, respectively), regarding an investment in the amount of USD 12 million in Kahr Medical (2005) Ltd., a subsidiary of the Company (hereinafter: “Kahr”), based on a value of USD 25 million pre-money on a fully diluted basis (hereinafter: the “Investment Transaction”), and the eligibility of the shareholders at Kahr and others to invest under the same terms of the Investment Transaction, a total additional amount of up to USD 3 million by February 15, 2016, provided that the total investment amount does not exceed USD 15 million (hereinafter: the “Deferred Closing”), the Company is pleased to announce as follows:

On December 31, 2015, the Company informed Kahr that it will invest a total of USD 750 thousand within the Later Closing.

In light of the above and in accordance with the Investment Transaction, the Company has the right to appoint three directors of the six current members of the board of directors of Kahr, and additional the Company will retain the right to appoint the chairman, who has a casting  vote in the event of equal votes.

It should be noted that the Company is evaluating the impact of the Investment Transaction on the Company’s financial statements. As to the control of Kahr, if it becomes clear that the Company lost the control of Kahr, the Company is expected to recognize significant capital gains in its financial statements as of December 31, 2015. In the event that it turns out that the Company remains the controlling shareholder of Kahr, it may have an impact on the Company’s capital, however, the transaction as stated will not have an impact on profit and loss data.

Upon completion of the Deferred Closing (assuming that the amount of the total investment in Kahr amounts to USD 15 million), the Company will hold Kahr at about 31.19% of the share capital on an issued and outstanding basis , as of the date of this report (and considering an investment of USD 15 million).   

                                                                                                  

 

Sincerely,

 

HBL - Hadasit Bio-Holdings Ltd.

     

    By: Ms. Tamar Kfir, CEO 

 
 

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