CUSIP No. 70211M109
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13G
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Page 2 of 8 Pages
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1 | NAME OF REPORTING PERSONS
Menora Mivtachim Holdings Ltd.
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2 | CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a) ☐
(b) ☐
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3 |
SEC USE ONLY
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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5 | SOLE VOTING POWER
---
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6 |
SHARED VOTING POWER
12,238,019 (*)
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7 |
SOLE DISPOSITIVE POWER
---
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8 |
SHARED DISPOSITIVE POWER
12,238,019 (*)
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,238,019 (*)
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10 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See instructions)
☐
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.49% (*) (**)
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12 |
TYPE OF REPORTING PERSON (See instructions)
CO
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CUSIP No. 70211M109
|
13G
|
Page 3 of 8 Pages
|
1 | NAME OF REPORTING PERSONS
Menora Mivtachim Pensions and Gemel Ltd.
|
||
2 | CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a) ☐
(b) ☐
|
||
3 |
SEC USE ONLY
|
||
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5 | SOLE VOTING POWER
---
|
|
6 |
SHARED VOTING POWER
9,652,498 (*)
|
||
7 |
SOLE DISPOSITIVE POWER
---
|
||
8 |
SHARED DISPOSITIVE POWER
9,652,498 (*)
|
||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,652,498 (*)
|
||
10 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See instructions)
|
||
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.91% (*) (**)
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||
12 |
TYPE OF REPORTING PERSON (See instructions)
CO
|
(b) |
Address of Issuer's Principal Executive Offices:
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Item 2. (a) |
Name of Person Filing:
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(b) |
Address of Principal Business Office:
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(c) |
Citizenship or Place of Incorporation:
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(d) |
Title of Class of Securities:
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(e) |
CUSIP Number:
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Item 3. |
Not applicable.
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Item 4. |
Ownership:
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(a) |
Amount beneficially owned:
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· |
9,652,498 ordinary shares (representing 5.91% of the total ordinary shares
outstanding) beneficially owned by Menora Mivtachim Pensions and Gemel Ltd.;
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· |
2,345,441 ordinary shares (representing 1.44% of the total ordinary shares outstanding) beneficially owned by Menora Mivtachim Insurance Ltd.;
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· |
210,220 ordinary shares (representing 0.13% of the total ordinary shares outstanding) beneficially owned by Menora Mivtachim Vehistadrut Hamehandesim Nihul Kupot Gemel Ltd.;
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· |
29,859 ordinary shares (representing 0.02% of the total ordinary shares
outstanding) beneficially owned by Shomera Insurance Company Ltd.
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· |
8,800,607 ordinary shares (representing 5.34% of the total ordinary shares
outstanding) beneficially owned by Menora Mivtachim Pensions and Gemel Ltd.;
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· |
2,078,536 ordinary shares (representing 1.26% of the total ordinary shares outstanding) beneficially owned by Menora Mivtachim Insurance Ltd.;
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· |
173,339 ordinary shares (representing 0.11% of the total ordinary shares outstanding) beneficially owned by Menora Mivtachim Vehistadrut Hamehandesim Nihul Kupot Gemel Ltd.;
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· |
29,859 ordinary shares (representing 0.02% of the total ordinary shares
outstanding) beneficially owned by Shomera Insurance Company Ltd.
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(b) |
Percent of class:
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(c) |
Number of shares as to which such person has:
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(i) |
Sole power to vote or to direct the vote:
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(ii) |
Shared power to vote or to direct the vote:
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(iii) |
Sole power to dispose or to direct the disposition of:
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(iv) |
Shared power to dispose or to direct the disposition of:
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Item 5. |
Ownership of Five Percent or Less of a Class:
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Item 6. |
Ownership of More than Five Percent on Behalf of Another:
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being
Reported on by the Parent Holding Company or Control Person:
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Item 8. |
Identification and Classification of Members of the Group:
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Item 9. |
Notice of Dissolution of Group:
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Menora Mivtachim Holdings Ltd. | |||
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/s/ Shai Kompel /s/ Yoni Tal | |
By: Shai Kompel By: Yoni Tal | |||
Title: CFO Title: CIO |
Menora Mivtachim Pensions and
Gemel Ltd.
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/s/ Shai Kompel /s/ Yoni Tal | |
By: Shai Kompel By: Yoni Tal | |||
Title: Authorized signature Title: Authorized signature |
EXHIBIT NO. |
DESCRIPTION
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Exhibit 1 |
Joint Filing Agreement by and among the Reporting Persons, dated as of February 13, 2019.
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Joint Filing Agreement
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of Ordinary Shares, nominal value NIS 0.01 per share of Partner Communications Company Ltd. Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. In accordance with Rule 13d-1(k)(1), the undersigned hereby agree to the joint filing with each other on behalf of each of them of such a statement on Schedule 13G and any amendments thereto with respect to the equity securities (as defined in Rule 13d-1(i)) of the Issuer, beneficially owned by each of them. This Joint Filing Agreement shall be included as an exhibit to such Schedule 13G and any amendments thereto.
This agreement may be executed in any number of counterparts, each of which shall be deemed an original.
Menora Mivtachim Holdings Ltd. | |||
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/s/ Shai Kompel /s/ Yoni Tal | |
By: Shai Kompel By: Yoni Tal | |||
Title: CFO Title: CIO |
Menora Mivtachim Pensions and
Gemel Ltd.
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|||
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/s/ Shai Kompel /s/ Yoni Tal | |
By: Shai Kompel By: Yoni Tal | |||
Title: Authorized signature Title: Authorized signature |