Delek Group Ltd. acquires Ithaca Energy Inc.

On June 5, 2017, Delek Group Ltd. (Delek), through its wholly owned subsidiary, DKL Investments Limited (the Offeror) completed its acquisition of Ithaca Energy Inc. (Ithaca). The transaction was structured as a supported takeover bid pursuant to the terms of a Support Agreement between Delek and Ithaca dated February 6, 2017. The offer was made by the Offeror on March 14, 2016, at an offer price of $1.95 for each Ithaca common share, other than those owned by the Offeror or any of its affiliates which, immediately prior to the offer, represented approximately 19.7 per cent of Ithaca’s issued and outstanding common shares.

On April 20, 2017, the Offeror acquired approximately 70.3 per cent of the Ithaca common shares subject to the bid. As required by securities laws, the Offeror extended its offer until May 3, 2017, and acquired a further 22.5 per cent of the Ithaca common shares during the extension. The Offeror completed a compulsory acquisition of the remaining common shares following the end of the extension.

The offer price infers an enterprise value of approximately $1.6 billion and a total equity value of approximately $830 million for Ithaca.

As a result of the transaction, Delek, which is Israel’s leading integrated energy company, now owns all of the issued and outstanding common shares in the capital of Ithaca.

Delek and the Offeror were represented by Leora Pratt Levin, Delek’s Vice-President and General Counsel, and Blake, Cassels & Graydon LLP, as Canadian counsel, with a team that included Markus Viirland, Gordon McKenna, Jacob Gofman and David Bristow (M&A and securities), Paul Stepak and Peter Lee (tax) and David Rosner and Chris Dickinson (competition). George Karafotias, Michael Scargill and Andy Zwecker (M&A and securities) and Simon Letherman (tax) of Shearman & Sterling LLP provided US and UK advice to Delek and the Offeror on the transaction.

Ithaca was represented by Vicky Corley, Ithaca’s Senior Legal Counsel, and Pinsent Masons LLP, as lead counsel, with a team that included Rosalie Chadwick, Brian Thumath and Nicholas McManus (M&A and securities) and Christine Yuill (tax). Jay Zammit, Douglas McCartney and Jason Mullins (M&A and securities) of Burstall Winger Zammit LLP acted as Canadian counsel to Ithaca.