Below is the immediate report submitted yesterday to the Israeli Securities Authority ("ISA") and
the Tel-Aviv Stock Exchange through the ISA's electronic submission system in accordance with Israel's Securities Regulations
(Periodic and Immediate Reports), 1970.
Frutarom Industries Ltd.
("Company")
Registration No.: 52-004280-5
The securities of the Company are listed for trading on the Tel-Aviv Stock Exchange
Name: Frutarom
25 HaShaish St., P.O.B. 10067, Haifa 2611001
Tel: +972-4-846 2401, Fax: +972-4-872 2517, www.frutarom.com
Email: tmirsky@frutarom.com
August 15, 2016
Immediate Report Regarding Approval of Purchase Plan
Regulation 31L(a) of Israel's Securities Regulations (Periodic and Immediate Reports), 1970
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1
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Type of holder:
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The Company
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Type of ID number:
ID number of holder:
Country of incorporation or registry:
1
Type of security constituting the object of the purchase plan:
Planned date for starting to implement purchase plan:
Anticipated timing for implementing the
future purchases:
Estimated timing for conducting future purchases:
Date of approval of the purchase plan by the Board of Directors:
Reasons provided by the Board of Directors for implementing the purchase
plan:
Estimated overall cost of the purchase plan:
The tax consequences to the Company and to securities holders from the implementation of
the purchase plan:
Sources of financing for implementing the purchase plan:
Means of carrying out the purchase plan:
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Registry of Companies
520042805
Israel
Ordinary share -security listing no. 1081082 on the Tel Aviv Stock Exchange
August 15, 2016
Beginning the day following approval of the purchase plan and over a span of up to 21
calendar days
August 15, 2016 until September 4, 2016
August 14, 2016
1. Approval of the repurchase plan is for the sake of implementing the 2012 options plan
adopted by the Company.
2. The Company's Board of Directors examined the distributable earnings based on the
Company's financial statements as of December 31, 2015 which total approximately USD 533,880 thousand, and in its
opinion there is no concern that the repurchase plan shall deprive the Company of its ability to pay its anticipated
and existing debts when they become due. In light of this, the Board of Directors is confident that the Company meets
the distribution criteria specified in section 302(a) of the Companies Law.
USD 418,616
The purchase of shares by means of the repurchase plan does not create a taxable event
for the Company and/or for the holders of the Company's securities.
The purchases will be financed from the Company's own resources.
Purchases on the stock exchange
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Previous purchase plans that the Company decided on during the three years preceding this
report:
On March 16, 2016 the Company's Board of Directors approved a repurchase of Company shares in the
total amount of USD 950 thousand for the purpose of allocating options in the framework of Plan 2012, including 5,661 shares
(whose value at the time of the Board of Directors' approval stood at about USD 297 thousand) that were already held by the
Company. For further details see the Company's report on the matter from March 17, 2016.
On August 26, 2015 the Company's Board of Directors approved a repurchase of Company shares in the
total amount of USD 800 thousand for the purpose of allocating options in the framework of Plan 2012, including 1,891 shares
(whose value at the time of the Board of Directors' approval stood at about USD 75,572) that were already held by the Company.
For further details see the Company's report on the matter from August 26, 2015.
On March 15, 2015 the Company's Board of Directors approved a repurchase of Company shares in the
total amount of USD 800 thousand for the purpose of allocating options in the framework of Plan 2012, including 12,169 shares
(whose value at the time of the Board of Directors' approval stood at about USD 395,493) that were already held by the Company.
For further details see the Company's report on the matter from March 15, 2015.
On August 19, 2014 the Company's Board of Directors approved a repurchase of Company shares in the
total amount of USD 750 thousand for the purpose of allocating options in the framework of Plan 2012, including 7,861 shares
(whose value at the time of the Board of Directors' approval stood at about USD 196 thousand) that were already held by the
Company. For further details see the Company's report on the matter from August 19, 2014.
On March 18, 2014 the Company's Board of Directors approved a repurchase of Company shares in the
total amount of USD 750 thousand for the purpose of allocating options in the framework of Plan 2012, including 6,898 shares
(whose value at the time of the Board of Directors' approval stood at about USD 176 thousand) that were already held by the
Company. For further details see the Company's report on the matter from March 18, 2014.
On August 20, 2013 the Company's Board of Directors approved a repurchase of Company shares in the
total amount of USD 800 thousand for the purpose of allocating options in the framework of Plan 2012, including 16,786 shares
(whose value at the time of the Board of Directors' approval stood at about USD 291 thousand) that were already held by the
Company. For further details see the Company's report on the matter from August 21, 2013.
The purchase plan is for shares or securities
convertible into shares:
Yes
1
The corporation's profits according to their
meaning in section 302 of the Companies Law: NIS 2,034,617
thousand
Should the purchasing according to the plan be
expected to materially influence the percentage
of the interested parties' holdings in equity and
voting
rights:
No
The Company's Board of Directors approved the repurchase of Company shares for an overall total of
USD 950 thousand for the purpose of allocating options in the framework of Plan
2012, of which 4,063 shares (whose value as of the date of this report is USD
214,717) were already in the hands of the Company.
Sincerely yours,
Tali Mirsky, Adv.
Global VP Legal Affairs & Corporate Secretary
Frutarom Industries Ltd.