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What form should the notification take? What content is required?
Detailed and elaborate notification forms exist. These are the ordinary form (or long form), which is the standard form under which any merger may be filed, and a simpler form (or short form).
A short form may be filed when a merger meets the following criteria:
- the market shares in all relevant markets do not exceed 30%;
- none of the merging parties has a market share of 50% or more in an adjacent market; and
- none of the merging parties has an arrangement with a third party that competes with it in the relevant product market.
The details that must be included in the forms vary by merger type (ie, horizontal, vertical or conglomerate (a conglomerate merger is a merger which is neither horizontal nor vertical)), and may include:
- the names and contact details of customers and suppliers;
- details of the merging parties' activities and market shares; and
- for conglomerate mergers, details on the shareholders and holdings above 20% in other companies.
Companies with over a 25% market share in Israel must submit additional information, mainly competitors' market share estimations.
Generally, forms must be filed in Hebrew. Foreign company managers are allowed to sign forms in English, but the Israeli Antitrust Authority must be provided with a Hebrew version (unsigned).
In addition to the notification forms, the parties must file the following documents:
- a signed merger transaction agreement;
- the audited financial statements of the merging companies for the last two fiscal years; and
- any prospectus filed by the merging companies for each of the last five fiscal years, if applicable.
Other relevant documents may also be filed.
Parties often file a cover letter highlighting the main competitive issues and explaining their views on the merger and its competitive impact.
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