Azrieli Group Ltd (TASE:AZRG) entered into an agreement to acquire Mall HaYam Eilat (1978) Ltd. from two unrelated third parties for NIS 1.3 billion on October 3, 2021. The aggregate consideration in the transaction, in respect of the entire Object of Sale, totals approx. NIS 1.3 billion, plus differentials of linkage to the index of May 2021, and less the balance of the Financing Loans3 as of the Closing Date, shall be paid on the Closing Date.

Mall HaYam Eilat (1978) Ltd. duly incorporated in Israel, which holds 50% of the rights in the Land and in the Mall and buy from the Seller of the Land, which holds (50%) of the rights in the Land and in the Mall, all of its rights in the Land and in the Mall (the “Acquired Land Rights”) – and all such that, upon the closing of the transaction, Azrieli Group Ltd shall hold the entire issued and paid-up share capital of Mall HaYam on a fully diluted basis, and also, directly and indirectly, all (100%) of the rights in the Land and in the Mall, them being free and clear, subject to the rights of the Tenants, the rights of Sub-Leaseholders. The transaction is subjected to Receipt of the Competition Commissioner's approval, Receipt of the Israel Land Authority's approval, Receipt of the Lenders' approval for the assignment of the financing agreements and No Material Adverse Change shall have occurred. The transaction shall be closed no later than the last business day in the month in which all of the Conditions Precedent shall have been satisfied.

Terry Almozlino Arnon, Ilan Blumenfeld and Alon Wolner of Barnea & Co acting as a legal advisor to Azrieli Group for the transaction.