Cellcom Israel Ltd. signed a binding memorandum of understanding to acquire fellow Israeli operator Golan Telecom Ltd. for 590 million Israeli shekels.
The purchase price, which is subject to certain adjustments, will be paid in cash in two installments, according to a Feb. 18 news release. Cellcom will pay 413 million shekels on completion of the transaction and 177 million shekels within three years from completion.
Cellcom will issue and deposit 8.2 million of its shares with a trustee, which may be sold to finance the deferred payment including upon an acceleration event.
Upon closing of the deal, Cellcom will pay Golan shareholders an amount equal to the cash and cash equivalents of Golan as of the closing date minus any financial indebtedness; 7.58 million shekels per month for the period between the closing date and Dec. 31; and return on investments made by Golan in the 5G shared network from the date the MOU was signed and until the transaction is completed.
The transaction is subject to the completion of due diligence by Cellcom as well as receipt of other approvals.
As of Feb. 17, US$1 was equivalent to 3.42 Israeli shekels.