6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549

FORM 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: August 2017

Commission File Number: 001-35378

Gazit-Globe Ltd.

(Translation of registrant’s name into English)

State of Israel

(Jurisdiction of incorporation or organization)

1 Hashalom Road

Tel-Aviv, Israel 67892

(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): ☐

CONTENTS

Gazit-Globe Ltd. Issues Earnings Press Release for Second Quarter 2017

On August 22, 2017, Gazit-Globe Ltd. (the “Company”) issued its earnings press release reporting its financial results for the three and six months ended June 30, 2017. An English version of the press release is furnished as Exhibit 99.1 to this Report of Foreign Private Issuer on Form 6-K (“Form 6-K”).

Investor Conference Call; Investor Presentation

Following the release of the financial results, the Company’s senior management will hold a conference call and live webcast in English to review and discuss the second quarter 2017 financial results at 10:00 am Eastern Time /5:00 pm Israel Time. The discussion will be followed by a Question & Answer session.

The conference call can be accessed by dialing:

United States: 1-888-668-9141

Canada: 1-866-485-2399

United Kingdom: 0-800-917-5108

International/Israel: +972-3-918-0610

A power-point presentation will be available on the Company’s website under Investor Relations/Conference Calls & Webcast at: http://veidan-stream.com/gazitglobeq2-2017.html. A replay of the call will be available on Company’s website for future review. The content of that website does not constitute a part of this Form 6-K and is not incorporated by reference herein.

The power-point presentation for the conference call is also furnished as Exhibit 99.2 to this Form 6-K.

Quarterly Dividend Declaration

On August 21, 2017, the Company’s Board of Directors approved a quarterly dividend distribution to the holders of the Company’s ordinary shares, in an amount of NIS 0.35 per share, for a total amount of approximately NIS 68.4 million, pursuant to the Company’s current dividend distribution policy. The dividend will be payable on October 3, 2017, to all shareholders of record of the Company’s ordinary shares as of September 19, 2017.

Forward Looking Statements

This Report of Foreign Private Issuer on Form 6-K, including the exhibits hereto, may contain forward-looking statements within the meaning of applicable securities laws. In the United States, these statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve a number of known and unknown risks and uncertainties, many of which are outside our control, that could cause our future results, performance or achievements to differ significantly from the results, performance or achievements expressed or implied by such forward-looking statements. Important factors that could cause or contribute to such differences include risks detailed in our public filings with the U.S. Securities and Exchange Commission and the Canadian Securities Administrators. Except as required by applicable law, we undertake no obligation to update any forward-looking or other statements herein, whether as a result of new information, future events or otherwise.

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SIGNATURES

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.

	Gazit-Globe Ltd.
Date: August 22, 2017	By:	/s/ Adi Jemini
	Name:	Adi Jemini
	Title:	Executive Vice President and Chief Financial Officer

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Exhibit Index

Exhibit No.	Description
99.1	Earnings press release of Gazit-Globe Ltd. for the second quarter 2017
99.2	Conference call presentation for financial results of Gazit-Globe Ltd. for the second quarter 2017

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE:

Gazit-Globe Report Strong First Half 2017 Financial Results

TEL-AVIV, ISRAEL; August 22, 2017 – Gazit-Globe (NYSE; TSX; TASE: GZT), a global owner, developer, and operator of supermarket-anchored shopping centers and retail-based, mixed-use properties located in urban growth markets, announced today financial results for the three and six months ended June 30, 2017.

Selected Financial Information:

(in NIS millions except per share data)	3 months ended June		Change			6 months ended June		Change
(Unaudited)	2017	2016	%			2017	2016	%
Property rental income	689	716		(3.8	%)	1,387	1,430		(3.0	%)
NOI	490	505		(3.0	%)	967	997		(3.0	%)
NOI adjusted for exchange rates	490	468		4.7	%	967	930		4.0	%
Economic FFO	175	144		22	%	349	281		24	%
Economic FFO per share (NIS)	0.89	0.73		22	%	1.78	1.43		24	%
Economic FFO adjusted for exchange rate	175	122		43	%	349	249		40	%
Economic FFO per share adjusted for exchange rate (NIS)	0.89	0.62		44	%	1.78	1.27		40	%
Fair value gain (loss) from investment property and investment property under development, net	(6)	28		-		44	131		-
Net income (loss) attributable to equity holders of the company	371	97		-		95	(181)		-
Diluted net income (loss) per share attributable to equity holders of the Company (NIS)	1.87	0.47		-		0.44	(0.96)		-

(in NIS million except per share data)	30/06/2017 (Unaudited)	31/12/2016
Shareholder’s Equity	9,014	8,158
Shareholder’s Equity Per Share (NIS)	46.1	41.7
Net Debt to Total Assets (LTV) (Consolidated)	54.1%	50.1%
Net Debt to Total Assets (LTV) (Expanded Solo)	53.9%	62.0%

● Economic FFO for the quarter totaled NIS 175 million (US$ 50 million), or NIS 0.89 per share (US$ 0.25 per share), compared with NIS 144 million (US$ 41 million), or NIS 0.73 per share (US$ 0.21 per share), in the same quarter last year.

● Economic FFO for the six months ended June 2017 totaled NIS 349 million (US$ 100 million), or NIS 1.78 per share (US$ 0.51 per share), compared with NIS 281 million (US$ 80 million), or NIS 1.43 per share (US$ 0.41 per share), in the same period last year.

GAZIT GLOBE

1 Derech Hashalom St. Tel Aviv 6789201 Israel  Tel: +972-3-6948000  Fax: +972-3-6961910  www.gazit-globe.com

● Same property NOI in the six months ended June, 2017 increased 3.4% compared with the same period in the previous year. Excluding Russia, same property NOI increased 2.5% compared with the same period in the previous year.

● The occupancy rate as of June 30, 2017 is at 94.9% (95.6% as of December 31, 2016).

● Investments in acquisitions, developments and redevelopments in the six months ended June, 2017 totaled NIS 1.4 billion (US$ 412 million).

● As of June 30, 2017, the Company and its subsidiaries had cash, cash equivalents and undrawn revolving credit facilities in the aggregate amount of NIS 6.8 billion (US$ 1.94 billion), of which NIS 3.5 billion (US$ 1.0 billion) was at the Company level. In addition, First Capital Realty Inc. had liquidity including available undrawn credit facilities of NIS 1.4 billion (US$ 0.4 billion).

● Cash flow from operating activities in the quarter totaled NIS 180 million (US$ 51 million), compared with NIS 313 million (US$ 89 million) in the same quarter last year. The decrease in cash flows from operating activities is primarily due to the deconsolidation of Equity One and First Capital Realty Inc..

Dori J. Segal, Vice-Chairman and CEO Commented: “We are pleased with our operating and financial performance in the second quarter which exceeded our expectations. In the next 18 months we will continue to recycle capital into high quality assets and redevelopment activities and advance our strategic plan”.

Acquisition, Development, Redevelopment and Capital Recycling Activities:

● During the six months ended June 30, 2017, the Group (excluding Regency) acquired 5 income producing assets totaling 26,000 sqm, in total investment of NIS 443 (US$ 127 million), as well as invested NIS 996 (US$ 284 million) million in development and redevelopment projects.

●  As of June 30, 2017, the Group (excluding Regency) had two properties under development with a gross leasable area (GLA) of 61,000 sqm with total investment of NIS 1,553 million, and 14 properties under redevelopment with a GLA of 127,000 sqm and a total investment of NIS 2.9 billion (US$ 0.83 billion). The cost to complete the properties under development and redevelopment totaled NIS 1.8 billion (US$ 0.51 billion).

● Subsequent to the quarter end, Gazit Horizons acquired a commercial building for redevelopment near Brickell City Centre, Miami for approx. US$ 29.4 million. This purchase of 4,500 sqm is the first real estate acquisition for Gazit Horizons. Brickell neighborhood is known for its affluent resident population and overall high socioeconomic demographic.

Financing Activities in Q2 2017:

●  The average interest rate in the quarter reflects an average nominal annual interest of 3.9% on the interest-bearing debt of the Company and its subsidiaries, as compared with 4.0% in the comparable quarter of the prior year and 4.0% in 2016.

●  The Company will distribute a quarterly cash dividend of NIS 0.35 per share, payable on October 3, 2017 to shareholders of record as of September 19, 2017.

●  In August 2017, S&P Maalot, re-affirmed Gazit-Globe’s local credit rating of ilAA- with a stable outlook.

GAZIT GLOBE

1 Derech Hashalom St. Tel Aviv 6789201 Israel  Tel: +972-3-6948000  Fax: +972-3-6961910  www.gazit-globe.com

Economic FFO Guidance

Presented below is the 2017 guidance, based on publicly available information and Management’s assessments, including the FFO guidance of public investees, where published, and also on assumptions:

●  Exchange and interest rates known as of the filing date.

●  No significant investments, acquisitions and disposals, other than development work.

●  No material unexpected events in the business.

	4-6/17 Actual	1-6/17 Actual	Full Year 2017 Previous Guidance	Full Year 2017 Updated Guidance
Economic FFO (NIS in million)	175	349	626 – 606	649 – 635
Economic FFO per share (NIS)	0.89	1.78	3.20 – 3.10	3.32 – 3.25

The Company’s Economic FFO guidance for 2017 is forward-looking information, as defined in the Israeli Securities Law, 1968, which is based on the aforementioned assumptions, including assessments and estimates by Management of the of Company and the Group companies pertaining to future events and matters whose materialization is not certain nor under the Group’s control. There is no certainty that the guidance will be realized, wholly or partly, and actual results could be materially different from those set forth above due, inter alia, to their dependence on events that are not under the control of the Company and the Group.

ACCOUNTING AND OTHER DISCLOSURES

References to the “Group” relate to Gazit-Globe’s consolidated statements. References to the “Company” relate to Gazit-Globe’s stand-alone financial statements. Unless otherwise stated, financial information included in this press release relates to the “Group”.

The Company believes that publication of FFO, which is computed according to EPRA guidance, more correctly reflects the operating results of the Company, since the Company’s financial statements are prepared in line with IFRS. In addition, publication of FFO provides a better basis for the comparison of the Company’s operating results in a particular period with those of previous periods and also provides a uniform financial measure for comparing the Company’s operating results with those published by other European real estate companies.

In addition, pursuant to the investment property guideline issued by the Israel Securities Authority in January 2011, FFO is to be presented in the “Description of the Company’s Business” section of the annual report of investment property companies on the basis of the EPRA criteria. As clarified in the EPRA and NAREIT position papers, the EPRA Earnings and the FFO measures do not represent cash flows from operating activities according to generally accepted accounting principles, nor do they reflect the cash held by a company or its ability to distribute that cash, and they are not a substitute for the reported net income. Furthermore, it is clarified that these measures are not audited by the Company’s independent auditors.

GAZIT GLOBE

1 Derech Hashalom St. Tel Aviv 6789201 Israel  Tel: +972-3-6948000  Fax: +972-3-6961910  www.gazit-globe.com

CONFERENCE CALL/WEB CAST INFORMATION

Gazit-Globe will host a conference call and webcast in English on Tuesday, August 22nd, 2017 at 5:00 pm Israel Time / 10:00 am US Eastern Time, to review the first quarter ended March 31, 2017 financial results. Shareholders, analysts and other interested parties can access the conference call by dialing: United States 1888 668 9141, Canada 1866 485 2399, United Kingdom 0800 917 5108, International / Israel +972 3 9180610

A presentation and replay of the call will be available on the company’s website under “Investor Relations” at: www.gazitglobe.com

Webcast link: http://veidan-stream.com/gazitglobeq2-2017.html

About Gazit-Globe

Gazit-Globe is a global owner developer and operator of supermarket-anchored shopping centers and retail-based, mixed-use properties in North America, Brazil, Israel, northern, central and Eastern Europe, located in urban growth markets. Gazit-Globe is listed on the New York Stock Exchange (NYSE: GZT), the Toronto Stock Exchange (TSX: GZT) and the Tel Aviv Stock Exchange (TASE: GZT) and is included in the TA-35 index in Israel. As of June 30, 2017 Gazit-Globe owns and operates 132 properties, with a gross leasable area of approximately 2.7 million square meters and a total value of approximately NIS 36 billion. In addition, the Company owns 32.7% of First Capital Realty Inc and 11.5% of Regency Centers Corporation.

FOR ADDITIONAL INFORMATION

A comprehensive copy of the Company’s financial report is available on Gazit-Globe website at www.gazitglobe.com

Investors Contact: IR@gazitgroup.com, Media Contact: PR@gazitgroup.com

Gazit-Globe Headquarters, Tel-Aviv, Israel, Tel: +972 3 6948000

FORWARD LOOKING STATEMENTS

This release may contain forward-looking statements within the meaning of applicable securities laws. In the United States, these statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve a number of known and unknown risks and uncertainties, many of which are outside our control that could cause our future results, performance or achievements to differ significantly from the results, performance or achievements expressed or implied by such forward-looking statements. Important factors that could cause or contribute to such differences include risks detailed in our public filings with the SEC and the Canadian Securities Administrators. Except as required by applicable law, we undertake no obligation to update any forward-looking or other statements herein, whether as a result of new information, future events or otherwise.

GAZIT GLOBE

1 Derech Hashalom St. Tel Aviv 6789201 Israel  Tel: +972-3-6948000  Fax: +972-3-6961910  www.gazit-globe.com

EX-99.2

Exhibit 99.2

LOC A TION LOC A TION LOC A TION TM G Zameret , Tel Aviv Q 2 2017 Financial Results – August 22 , 2017

Page 2 LOC A TION LOC A TION LOC A TION DISCLAIMER This presentation may include forward - looking statements, including forecasts, evaluations, pro forma figures, estimates and oth er information relating to future events and issues. Forward - looking statements may relate to, among other things, revenues, earnings, cash flows, capit al expenditures and other financial items. Forward - looking statements may also relate to our business strategy, goals and expectations concerning ou r market position, future operations, profitability, liquidity and capital resources. All statements other than statements of historical facts a re forward - looking statements and can be identified by the use of forward - looking terminology such as the words "anticipate", "believe", "could", "estimate", "exp ect", "intend", "may", "plan", "predict", "project", "will" and similar terms and phrases. Any forward - looking information contained in this presentation is based, in addition to existing information of the company, on present company expectations and evaluations regarding future developments and trends and on the interaction of such developments and trends. Al though we believe the assumptions upon which any forward - looking statements are based are reasonable, any of these assumptions could prove to be i naccurate and the forward - looking statements based on these assumptions could be incorrect. Our business and operations involve risks and uncertai nties, many of which are outside our control, and any one of which, or a combination of which, could materially affect our results of operations a nd whether the forward - looking statements ultimately prove to be correct. Forward - looking statements are based on current expectations and are not guar antees of future performance. Actual results and trends in the future may differ materially from those suggested or implied by any forward - looking statements in this presentation depending on a variety of factors including those described in greater detail in our Periodical and Annual Reports, Registration Statement on Form F - 1 , Registration Statement on Form F - 3 , Annual Report on Form 20 - F and in other information we file and furnish including, but not limited to, with the Israel Securities Authority, the U.S. Securities and Exchange Commission, and the Canadian Securities Administrators, includi ng under the heading “Risk Factors.” All written and oral forward - looking statements attributable to us or persons acting on our behalf are expressly qualified in th eir entirety by the previous statements. Except for any obligations to disclose information as required by applicable securities laws, we undertake no obl iga tion to update any information contained in this presentation or to publicly release the results of any revisions to any statements that may be mad e to reflect events or circumstances that occur, or that we become aware of, after the date of this presentation. The information contained herein does not constitute a prospectus or other offering document, nor does it constitute or form par t of any invitation or offer to sell, or any solicitation of any invitation or offer to purchase or subscribe for, any securities of Gazit - Globe Ltd. o r any other entity, nor shall the information or any part of it or the fact of its distribution form the basis of, or be relied on in connection with, any acti on, contract, commitment or relating thereto or to the securities of Gazit - Globe Ltd.

Page 3 LOC A TION LOC A TION LOC A TION Adi Jemini Executive Vice - President and CFO Dor J. Segal Executive Vice - Chairman and CEO

Page 4 LOC A TION LOC A TION LOC A TION FINANCIAL RESULTS 3 months ended June 30 6 months ended June 30 (in NIS millions except per share data)   Change %   Change % Property rental income        (  ) NOI 490 505    967 997 (   0  ) NOI adjusted for exchange rates 490   967 930  .  % Economic FFO 175   349 281  4  Economic FFO per share (NIS) 0.89   1.78 1.43  4  Economic FFO adjusted for exchange rate 175   3  349 249  Economic FFO adjusted for exchange rate per share (NIS) 0.89   1.78 1.27  Number of shares used in calculating the diluted FFO per share ( 000 ) 195     195,617 195,567  Consolidated cash flow from operating activities 180  - 44 131 - Net Income (loss) attributable to equity holders of the company 371  - 95 (181) - Diluted net income (loss) per share attributable to equity holders of the Company (NIS) 1.87  - 0.44 (0.96) - (1) Reclassified ,see notes 3 b and 3 c in the financial statements (2) Economic FFO is presented according to management approach and EPRA, and includes Gazit’s proportionate share in Regency’s FFO. ( 2 ) ( 2 ) ( 2 ) ( 2 ) ( 1 ) ( 1 )

Page 5 LOC A TION LOC A TION LOC A TION 1.43 1.78 0.90 1.00 1.10 1.20 1.30 1.40 1.50 1.60 1.70 1.80 1.90 H1/2016 H1/2017 FFO - Q 2 2017  and 6 M YTD Economic FFO per share – Q 2 2017 vs. Q 2 2016 NIS Economic FFO – H 1 2017 vs. H 2 2016 Yorkville Village, Toronto , Canada 0.73 0.89 0.40 0.50 0.60 0.70 0.80 0.90 Q2/2016 Q2/2017  Based on 30 / 06 / 2017 Fx rates  Based on 30 / 06 / 2017 Fx rates NIS

Page 6 LOC A TION LOC A TION LOC A TION Update of Economic FFO Guidance Upwards and Narrow the Range to 3.25 – 3.32 Per Share Full Year 2017 Updated Guidance Full Year 2017 Previous Guidance  - 6 / 17 Actual  - 6 / 17 Actual   –   –     Economic FFO (NIS in million)  –   –    Economic FFO per share (NIS) Presented below is the 2017 guidance, based on publicly available information and Management’s assessments, including the FFO guidance of public investees, where published, and also on assumptions: • Exchange and interest rates known as of the filing date. • No significant investments, acquisitions and disposals, other than development work. • No material unexpected events in the business. Cidade Jardim , Sao Paulo

Page 7 LOC A TION LOC A TION LOC A TION OPERATIONAL PARAMETERS 95.6 % 94.9 % 95.4 % 95.0 % 96.2 % 96.6 % 92.6 % 96.5 % 95.0 % 95.0 % 96.3 % 95.5 % 92.6 % 92.5 % USA Canada Northern Europe CEE Brazil Israel 31/12/2016 30/06/2017 Resilient assets with stable occupancy H 1 2017 Same property NOI growth Geographic Spread Total 3.4 % 3.5 % 2.5 % 1.6 % 6.8 % 11.0 % - 1.7 % US- REG Canada - FCR Northern Europe Central & Eastern Europe Brazil Israel Total Geographic Spread ( 1 ) (1) Including Kista 50 % (2) Russia same property NOI increased by 20.5 %. Excluding Russia – Total portfolio Same property NOI growth is 2.5 % ( 2 )

Page 8 LOC A TION LOC A TION LOC A TION As of June 30 As of December 31 (in NIS million except per share data)   Total Assets 47    Investment Properties & Development 33,904 78   Interest Bearing Debt, Net 25,433  Total Equity   Shareholder’s Equity 9   8,158 Shareholder’s Equity Per Share   EPRA NAV per share 5   Net Debt to Total Assets (LTV  consolidated) 54.1   Net Debt to Total Assets (LTV Expanded Solo) 5  % 62.0 % BALANCE SHEET HIGHLIGHTS

Page 9 LOC A TION LOC A TION LOC A TION LIQUIDITY AND FINANCIAL STRENGTH 3.5 3.3 30/6/2017 Liquidity ( 1 ) Unencumbered Pool of Assets ( 2 ) Leverage NIS billions 50.1 % 54.1 % 12/31/2016 6/30/2017  USD billions NIS billions T he company and its private subsidiaries C onsolidated s ubsidiaries 39 % 50 % 61 % 50 % 31/12/2016 31/06/2017 International banks Local banks   Lines of Credit (1) Cash and Unutilized credit facilities. Not including liquidity in FCR amounting to NIS 1.4 B (2) % of Unencumbered pool of assets from asset in consolidated subs (i.e. not including assets FCR and REG) 62.0 % 53.9 % 12/31/2016 6/30/2017 Consolidated Expanded Solo 85. 8 % 30 / 06 / 2017 Consolidated

Page 10 LOC A TION LOC A TION LOC A TION WELL STAGGERED DEBT MATURITY SCHEDULE 289 1,343 1,520 1,186 1,001 878 1,055 1,207 490 945 1,119 3 % 12 % 13 % 11 % 9 % 8 % 10 % 11 % 4 % 9 % 10 % 2% 4% 6% 8% 10% 12% 14% 0.0 500.0 1,000.0 1,500.0 2,000.0 2,500.0 3,000.0 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 and After Bonds % of Debentures Weighted Avg. Interest Rate NIS Millions 1 ( Schedule Debenture Maturity  ▪ Weighted average debt maturity: 4.  years ▪ Average interest rate: 4.  % (*) Repayments in 2019 include Series 10 principal of NIS 764 m with coupon of 6.5 % which is secured by G City in Rishon Lezion , Israel. ( 1 ) As of 30 June 2017 . Comprises financial liabilities at the Gazit - Globe parent level and its private subsidiaries. (*)              (*)

Page 11 LOC A TION LOC A TION LOC A TION G Tel Baruch, Tel Aviv Contact Information Adi Jemini CFO

& EVP + 972.3.6948000 Doron Lavi Segelson Head of Investor Relations dlavi@gazitgroup.com + 972.3.6948037