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Mergers & Acquisitions

Zellermayer Pelossof & Co. is one of Israel's leading M&A firms.  We are active in domestic and cross-border corporate transactions, including high-profile major corporate mergers, acquisitions and leveraged buy-outs, strategic alliances, divestitures, as well as private equity investments and change of control transactions, advising buyers, sellers, financial institutions and others in all the aspects of the transaction.
 
Our understanding and familiarity with the legal issues and the market enables us to effectively provide counsel in all stages of the transaction, from initial negotiations and tax planning, through legal due diligence, antitrust and other regulatory filings, consents and approvals, covering various securities issues, labor and employment, real estate and more.

We also have a distinguished track record of success in obtaining antitrust clearance for complex transactions among significant participants in a wide range of industries, and in obtaining other governmental licenses and consents related to transactions, such as the approval of the Chief Scientist Office of the State of Israel for the transfer of intellectual property outside of Israel, and obtaining tax rulings to ensure that transactions do not cause a tax event.

Our extensive experience has enabled our firm to be continually involved in some of the largest and most complex transactions in Israel.

We recently represented:

  • Apax Partners, a global multi-billion-dollar private equity fund, in the purchase of a controlling interest in Tnuva, Israel’s largest dairy and food manufacturer and distributer, for approximately US$1 billion.
  • The Saban Group, Apax Partners and Mori Arkin in their acquisition of a controlling interest in Bezeq, the largest communications provider in Israel, for approximately US$1 billion and on-going matters relating to their controlling interest in Bezeq.
  • The Saban Group, Apax Partners and Mori Arkin in exercising their option to acquire an additional 10% stake in Bezeq's share capital from the State of Israel for approximately NIS1.1 billion, including representing the group in negotiations with the Israeli banks in connection with the financing of this acquisition.
  • The Gores Group, a US private equity firm, in their proposed purchase of Gilat Satellite Networks for approximately US$475 million, including advising Mivtach Shamir Holdings Ltd. regarding its obligations as an Israeli publicly- traded company in connection with this transaction. Handling the disputes on behalf of Gores Group and Mivtach Shamir concerning this transaction that arose following the execution of the acquisition documents in March 2008.
  • Shamrock in the purchase of interests in Teva Naot (US$20 million), Kaman (US$15 million), Orad (US$50 million), Medison (US$6.5 million), Ahava (US$13 million), Sky Vision (US$17 million).
  • A U.S. private equity fund, in a US$256 million acquisition of shares in Israel's largest industrial group and in the financing thereof and in the recent US$150 million acquisition of a global supplier of military communication systems.
  • A leading European telecommunications company, in its negotiations with the Israeli Government Companies Authority and the national land line telephone carrier, Bezeq, in the matter of its investment in Bezeq, and in the matter of the recent sale of its investment in Bezeq for a consideration of US$643 million.
  • A reputable Israeli investment company, in its successful bid for the acquisition of a controlling interest in an Israeli conglomerate, from one of Israel's largest banks.
  • The Board of Directors of one of Israel's largest business groups, in the restructuring of the group through the exchange of shares of a company traded in the New York Stock Exchange, with shares of a company traded on the Tel-Aviv Stock Exchange.


In addition, our firm also represented:

  • Cisco Systems in a number of acquisitions, including that of a developer of advanced fiber-optic data communication technology for a consideration of US$118 million.
  • An Israeli company traded on NASDAQ and involved in the production of laser and light technology based products for medical and esthetical use, in a US$230 million acquisition of the medical division of a distinguished U.S. company, including financing the transaction.
  • A developer of unique Internet appliance technology for an aggregate consideration of US$308 million.
  • A developer of voice and data over public ATM networks technology (a subsidiary of NASDAQ and Tel-Aviv Stock Exchange traded company) for an aggregate consideration of US$128 million.
  • A reputable U.S. investment fund in a US$600 million acquisition of a fifty percent interest Israel's second-largest cellular company.
  • A tele-monitory company which is traded on the SWX Swiss Exchange, in a major restructuring and reorganization transaction.
  • A worldwide leader in information technology outsourcing, in its acquisition of the outsourcing and data system integration business of Israel's largest publicly traded outsourcing company.