Report of Foreign Issuer (6-k)
February 02 2016 - 6:16AM
Edgar (US Regulatory)
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 February 2016
INTERNET
GOLD-GOLDEN LINES 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- ___________
Internet
Gold-Golden Lines Ltd.
EXPLANATORY
NOTE
The
following exhibit is attached:
EXHIBIT NO. |
|
DESCRIPTION |
|
|
|
99.1 |
|
A
report of B Communications Ltd., a subsidiary of Internet Gold - B Communications Announces Sale of 4.18% of Bezeq’s Shares. |
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.
|
INTERNET
GOLD-GOLDEN LINES LTD. |
|
(Registrant) |
|
|
|
|
By
|
/s/
Doron Turgeman |
|
|
Doron
Turgeman |
|
|
Chief
Executive Officer |
Date:
February 2, 2016
EXHIBIT
INDEX
EXHIBIT NO. |
|
DESCRIPTION |
|
|
|
99.1 |
|
A
report of B Communications Ltd., a subsidiary of Internet Gold - B Communications Announces Sale of 4.18% of Bezeq’s
Shares. |
4
EXHIBIT
99.1
B
Communications Announces Sale of 4.18% of Bezeq’s Shares
Ramat
Gan, Israel - February 2, 2016 - B Communications Ltd. (NASDAQ Global Select Market and TASE: BCOM) (the “Company”)
announced today that following its February 1, 2016 update with respect to its ownership interest in Bezeq, The Israel Telecommunication
Corp. Ltd. (“Bezeq”), it sold through its wholly-owned subsidiary, B Communications (SP2) Ltd. (“SP2”),
115,500,000 Bezeq shares.
The
Company is expected to receive gross proceeds of NIS 8.50 per share, or NIS 982 million in the aggregate (approximately $248 million),
from the sale on February 1, 2016. The Company, through SP2, will retain a 26.34% ownership interest in Bezeq, following the closing
of the transaction.
According
to the terms of the Indenture governing the Company's 7⅜% Senior Secured Notes (the “Notes”), the net proceeds
from the sale transaction will be deposited in the Company’s “Lockbox Account” and will be subject to other
customary conditions and covenants relating to asset sales and release of liens on sold assets. In addition, according to the
terms of the Indenture, the Company must make an offer within 365 days to the holders of the Notes to purchase Notes with the
proceeds at a cash offer price equal to 100% of the principal amount of the Notes, plus accrued and unpaid interest to the
date of purchase.
“We
are very pleased that the transaction succeeded. We acted fast and sold the shares at a minimum discount. We continue to believe
in Bezeq’s long term strategy and in our holding in Bezeq. We look forward to strengthening our financial stability and
will continue to focus on creating value for our shareholders,” said Doron Turgeman, CEO of B Communications.
About
B Communications Ltd.
B
Communications is a holding company with a controlling interest in Israel’s largest telecommunications provider, Bezeq,
The Israel Telecommunication Corp., Ltd. (TASE: BEZQ). B Communications shares are traded on NASDAQ and the TASE under the symbol
“BCOM.” For more information please visit the following Internet sites:
www.bcommunications.co.il
www.ir.bezeq.co.il
www.eurocom.co.il
www.igld.com
Forward-Looking
Statements
This
press release contains forward-looking statements that are subject to risks and uncertainties. Factors that could cause actual
results to differ materially from these forward-looking statements include, but are not limited to, general business conditions
in the industry, changes in the regulatory and legal compliance environments, the failure to manage growth and other risks detailed
from time to time in B Communications' filings with the Securities Exchange Commission. These documents contain and identify other
important factors that could cause actual results to differ materially from those contained in our projections or forward-looking
statements. Stockholders and other readers are cautioned not to place undue reliance on these forward-looking statements, which
speak only as of the date on which they are made. We undertake no obligation to update publicly or revise any forward-looking
statement.
For
further information, please contact:
Idit
Cohen – IR Manager
idit@igld.com
/ Tel: +972-3-924-0000
Investor
relations contacts:
ISRAEL
Hadas
Friedman – Investor Relations
Hadas@km-ir.co.il
/ Tel: +972-3-516-7620
INTERNATIONAL
Philip
Carlson / Brad Nelson – KCSA
bcom@kcsa.com
/ Tel: +1-212-896-1233 / 1217
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