Harel Insurance Company Ltd. made an offer to acquire Isracard Ltd. (TASE:ISCD) for ILS 2.7 billion on January 8, 2023. On February 12, 2023, Parties entered into a binding agreement for ILS 2.9 billion. On March 19, 2023, the Company informed Isracard that it would increase the cash consideration per share, so that the total consideration will be the higher of i.e., ILS 3.164 billion, where this amount might change due to linkage of the cash consideration per share plus interest or Approximately ILS 3.304 billion. Under the agreement between Harel and Isracard, if all the preconditions are not fulfilled by the deadline, each party will be entitled to inform the other of the cancellation of the deal. In that event, Harel will be able to demand an adjustment to the price it is supposed to pay Isracard's shareholders NIS 16.5 per share, which compares with a market price of NIS 11.67 after the fall last Thursday. Harel cannot change the price, or withdraw from the deal, before the deadline for completion. The transaction is yet to be approved by Competition Authority. The transaction is also subject to receive approval from two additional regulatory approvals that represent preconditions for completion of the merger, from the Supervisor of Banks and the Commissioner of Insurance, Savings and Capital Markets. As of October 29, 2023, Tel Aviv Stock Exchange today that the Competition Authority had requested a postponement of the November 12, 2023, deadline for completion of the deal. As of November 6, 2023, The deadline for the fulfillment of the conditional conditions will be extended until December 31, 2023, Isracard will be entitled to extend the aforementioned deadline, at its sole discretion, until January 31, 2024, and To the extent that the approval of the competition commissioner is not received in accordance with the provisions of the agreement, the company may, at its sole discretion, extend the deadline for the fulfillment of the conditions pending until January 31, 2025. As of November 12, 2023, The deadline for the fulfillment of the conditional conditions has been extended until December 31, 2023. Harel Insurance and Isracard intend to contact the Competition Authority to approve an extension for the purpose of issuing its decision. As on December 31, 2023, Both companies have now obtained two of the three regulatory approvals required in order for Harel's acquisition of Isracard to be completed. On Thursday, the Capital Markets, Insurance and Savings Authority wrote to Harel approving the acquisition, subject to certain restrictions. Harel and Isracard now await the hearing to which they have been summoned by the Competition Authority, the third regulator that needs to approve the deal. The Competition Authority has raised objections to it. Harel extended the deadline for completion of the preconditions by a month, until the end of January. As of January 23, 2024, The Competition Authority has expressed official opposition to the deal.

As of February 16, 2023. Doni Toledano, Shay Dayan, Nitzan Aberbach, Irina (Iris) Kushel and Alon Abramovich, Moty Yamin, Yonatan Haimi Erenriech and Shaked Yehiel Sorek, Michal Rothschild, Miriam Kleinberger-Attar and Noa Bar-Shir, Eran Lempert and Tal Alon, Lior Etgar and Erdinast, Ben-Nathan & Co. acted as legal advisor to Isracard Ltd. (TASE:ISCD). Barclays Capital Inc. acted as financial advisor to Isracard Ltd. (TASE:ISCD).

Harel Insurance Company Ltd. cancelled the acquisition of Isracard Ltd. (TASE:ISCD) on January 30, 2024.