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Outline of Sale Process of Shares by the STATE & ORL of OIL REFINERY – ASHDOD LTD. (“ORA”)

Outline of Sale Process of Shares by the STATE & ORL of OIL REFINERY – ASHDOD LTD. (“ORA”). The representatives of the State or the Authority will be entitled to change the timetable, to shorten or extend it, in their sole and absolute discretion.

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Outline of Sale Process of Shares by the STATE & ORL of OIL REFINERY – ASHDOD LTD. (“ORA”)

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  1. Outline of Sale Process of Shares by the STATE & ORL of OIL REFINERY – ASHDOD LTD. (“ORA”) The representatives of the State or the Authority will be entitled to change the timetable, to shorten or extend it, in their sole and absolute discretion.

  2. The Sale Process begins with the public announcement of the intention of the State and ORL to sell all of their shares in ORA • The parties interested in purchasing ORA shares will find the Sale Procedure & Appendices on this site or obtain them at the offices of the Authority

  3. Commencing as from 12/01/06 and until 16/02/06 parties interested in participating in the Sale Process may submit their applications to the Authority, which applications will contain: • An application to the Authority to participate in the Sale Process • The Sale Procedure & Appendices signed as required • Answers to the questionnaire • Certificate concerning the appointment of a representative for the participant • Perusal Procedure of the documents of ORA & Appendix A thereto

  4. On February 16, 2006 parties interested in participating in the Sale Process will be required to furnish a First Bank Guarantee in the sum of NIS 10 million

  5. The representatives of the State will select from among the interested parties those, who will be invited to participate in the continuation of the Sale Process

  6. Participants who have been invited to participate in the continuation of the Sale Process will be invited to peruse the documents regarding the sale of the shares of ORA in the data room

  7. After the data room stage, the participants will sign the Sale Agreements for ORA shares, and will also sign the application to obtain a control permit in ORA from the Prime Minister and the Minister of Finance • Only Participants, who comply with the preliminary conditions specified in the Sale Procedure, in the opinion of the representatives of the State, will be entitled to sign these agreements

  8. The Participants, who signed the Sale Agreements, will submit Price Proposals for the purchase of ORA shares • A Second Bank Guarantee in the sum of NIS 100 million will be attached to the Price Proposal

  9. After submission of the Price Proposals, the representatives of the State will select the Preferred Offeror

  10. After selection of the Preferred Offeror, the Preferred Offeror will be required to submit to the Authority: • Consent by the Anti-Trust Commissioner • Approval by the Prime Minister and the Minister of Finance, according to an order preserving the vital interests of the State which is to be determined by the Ministers in the future, regarding ORA, according to Chapter H2 of the Government Companies Law

  11. Upon issuance of the required approvals according to law, the Sale Agreements for the ORA shares will be signed, on behalf of the State and ORL • On the occasion of the closing of the transaction, ORA shares will be transferred to the Purchaser, against payment of the Consideration

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