Capital’s Status, Rights to Purchase Shares, Corporation’s Securities Registers and Changes therein
Regulation 31E of the Securities Regulations (Periodic and Immediate Reports) 5730-1970
Regulation 31(a) of the Securities Regulations (Periodic and Immediate Reports) 5730-1970
Regulation 31(b1) of the Securities Regulations (Periodic and Immediate Reports) 5730-1970
Regulation 32 of the Securities Regulations (Periodic and Immediate Reports) 5730-1970
Nature of the change:
Explanation: Briefly describe the nature of the change
Reference numbers of previous reports on the subject:
_________,
_________,
_________.
1. Status of the corporation’s securities after the change:
Name and class of security
No. of security on the stock exchange
Qty. in registered capital
Issued and paid-up share capital
Most recent filing
Current qty.
Qty. recorded by the nominee company
1175116
700000000
328,784,752
328,786,859
328,785,859
1175363
0
37,544,375
37,542,268
0
1181031
0
910,000
910,000
0
Explanation: Enter all the Company’s securities, including securities that are not listed for trading.
2. The corporation announces that
on
_________
From
29/08/2022
to
31/08/2022
a change occurred in the quantity of the corporation’s securities and in its register of securities owners (including rights to purchase shares) as a result of:
Description of the nature of the change:
Explanation: Describe all the details of the transaction or action in respect of which a change in the Corporation’s securities occurred.
1
Name of the registered Holder in respect of whom the change occurred: Altshuler Shaham Trusts Ltd.
Type of identification no.: No. in the Companies Register in Israel (CN)Identification no.: 513901330
Description of the nature of the change:
Exercise of options
Date of change: 29/08/2022Executed through the TASE Clearing House: No
Type and name of the security in which the change was occurred:
No. of security on the stock exchange: 1175363
Balance of the security held by the Holder according to the most recent filing: 37,544,375
Balance of the security held by the Holder after the change: 37,542,268
Qty. of securities that increased/decreased : 2,107
Did the change involve an award of rights to purchase shares? No
Total proceeds for the issued securities:
No. of the underlying shares on the stock exchange: _________
Qty of underlying shares that would be created by the exercise or conversion of all securities: _________
Total proceeds that would be received from the exercise conversion of all securities into shares:
The exercise period of the securities:
From _________to _________
Issued securities will be listed for trading: _________
Issue of these securities follows _________issued on _________Ref. no. _________
Securities paid-up in full and consideration was received in full.
Securities paid-up in full, consideration was not received in full.
Issued for the purpose of an ATM program.
Other
2
Name of the registered Holder in respect of whom the change occurred: The Tel Aviv Stock Exchange Nominee Company Ltd.
Type of identification no.: No. in the Companies Register in Israel (CN)Identification no.: 515736817
Description of the nature of the change:
Exercise of options
Date of change: 29/08/2022Executed through the TASE Clearing House: Yes
Type and name of the security in which the change was occurred:
No. of security on the stock exchange: 1175116
Balance of the security held by the Holder according to the most recent filing: 328,783,752
Balance of the security held by the Holder after the change: 328,785,859
Qty. of securities that increased/decreased : 2,107
Did the change involve an award of rights to purchase shares? No
Total proceeds for the issued securities:
No. of the underlying shares on the stock exchange: _________
Qty of underlying shares that would be created by the exercise or conversion of all securities: _________
Total proceeds that would be received from the exercise conversion of all securities into shares:
The exercise period of the securities:
From _________to _________
Issued securities will be listed for trading: _________
Issue of these securities follows _________issued on _________Ref. no. _________
Securities paid-up in full and consideration was received in full.
Securities paid-up in full, consideration was not received in full.
Issued for the purpose of an ATM program.
Other
Explanations:
1. If the change affects more than one security, list the effects of the change on each security in a separate row.
2. Date of the change – Enter all the changes of the same type, involving the same security, that were performed on the same day, in a single row. For this purpose, distinguish between changes executed through the TASE Clearing House, and changes executed directly in the Company’s books.
3. The change – For a decrease in quantity, add a “-" sign.
4. In all the fields related to quantities, enter the quantity of securities, not their par value.
A change occurred only in the Corporation’s register of shareholders (and no change in the quantity of the Corporation’s securities occurred) as a result of:
Description of the nature of the change:
Explanation: Describe all the details of the transaction or action in respect of which a change in the register occurred.
1
Name of the registered Holder in respect of whom the change occurred: _________
Type of identification no.:
_________
Identification no.:
_________
Date of change:
_________
Executed through the TASE Clearing House:
_________
Type and name of the security in which the change was occured:
TASE Security No.:
_________
Qty. of the change:
_________
Balance of the security held by the Holder after the change: _________
3. Key information from the register of shareholders as of the filing date:
No.
Name of registered shareholder
Type of identification no.
Identification no.
No. of the security on the stock exchange
Class of shares and par value
Qty. of shares
Does the Holder hold the shares as a trustee
1
No. in the Companies Register in Israel (CN)
515736817
1175116
Ordinary shares of 0.0001 NIS
328,785,859
No
2
Registration no. in the overseas country of incorporation
96185
1175116
Ordinary shares of 0.0001 NIS
1,000
No
4. Attached is a file containing the register of shareholders in accordance with the provisions of Section 130 of the Companies Law, 1999. Nayax_Ltd_-_Shareholder_Register_isa.pdf
5. Attached is an updated file containing the Corporation’s securities registers, including the register of option warrant holders and the register of bondholders. Nayax_Ltd_-_Securities_Registrar_isa.pdf
Details of the Company’s authorized signatories:
Name
Position
1
Legal counsel
Explanation: According to Regulation 5 of Securities Regulations (Periodic and Immediate Statements) 5730-1970, any report filed according to these regulations must be signed by the corporation’s authorized signatories. See ISA Staff Position on this issue on the ISA website: LINK .
References of previous documents relating to this matter(the reference does not constitute incorporation by reference):
The corporation's securities are listed for trade on the TASE