DEFA 14A
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY
STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement
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Exchange Act of 1934
(Amendment No. )
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| o
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Confidential,
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Definitive
Proxy Statement |
| x |
Definitive
Additional Materials |
| o
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Soliciting
Material Pursuant to § 240.14a-12 |
| AMPAL-AMERICAN
ISRAEL CORPORATION |
|
|
(Name
of Registrant as Specified in Its Charter) |
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(Name
of Person(s) Filing Proxy Statement, if Other Than the Registrant) |
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| FOR: |
AMPAL-AMERICAN ISRAEL CORPORATION |
| CONTACT: |
Irit Eluz |
| |
CFO - SVP Finance & Treasurer |
| |
(866) 447 8636 |
| |
irit@ampal.com |
| |
| FOR: |
KM/KCSA Investor Relations |
| CONTACT: |
Meirav Beeri |
| |
011-972-3-516-7620 |
| |
meirav@km-ir.co.il |
Tel Aviv, Israel, June
21, 2006 – Ampal-American Israel Corporation (Nasdaq:AMPL) Announces Adjournment of
Special Meeting of Shareholders.
Ampal announced today that it had
adjourned its special meeting of shareholders until July 18, 2006. The purpose of the
special meeting is to vote on two proposed amendments to Ampal’s Certificate of
Incorporation to allow for the redemption of its 4% and 6-1/2% Cumulative Convertible
Preferred Stock. The redemption of both classes of preferred stock will leave the Company
with only one class of stock, its Class A Stock, which will allow the Company to apply for
dual listing of its Class A Stock on the Tel Aviv Stock Exchange and simplify its capital
structure.
Based on the proxies received to
date, the proposed amendments have the overwhelming support of the shareholders who have
voted. The company reported that as of the time the special meeting was adjourned, the
company had received proxies representing just over 37% of the shares of 4% Cumulative
Convertible Preferred Stock entitled to vote on the first proposed amendment and just over
43% of the shares of 6-1/2% Cumulative Convertible Preferred Stock entitled to vote on the
second proposed amendment.
The company stated that it had
adjourned the special meeting to provide an opportunity to vote on the proposed amendments
for those shareholders who, at the time the special meeting was adjourned, had not
submitted their proxy cards.
The company urged shareholders who
have not yet voted to immediately return their proxy card. If shareholders have any
questions or need assistance, they should call MacKenzie Partners, Inc., which is
assisting Ampal with the proxy solicitation, at (800) 322-2885.
Ampal noted that the reconvened
meeting will be held on July 18, 2006 at 10:00 a.m. at the offices of Bryan Cave LLP,
located at 1290 Avenue of the Americas, New York, New York.
About Ampal
Ampal and its subsidiaries primarily
acquire interests in businesses located in the State of Israel or that are Israel-related.
Ampal has diversified interests in the following sectors: Energy, Real Estate and Project
Development, Leisure-Time, and other. For more information about Ampal please visit our
web site at www.ampal.com.
Certain information in this press
release includes forward-looking statements (within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934) and
information relating to the Company that are based on the beliefs of management of the
Company as well as assumptions made by and information currently available to the
management of the Company. When used in this press release, the words
“anticipate,” “believe,” “estimate,” “expect,”
“intend,” “plan,” and similar expressions as they relate to the
Company or the management of the Company, identify forward-looking statements. Such
statements reflect the current views of the Company with respect to future events or
future financial performance of the Company, the outcome of which is subject to certain
risks and other factors which could cause actual results to differ materially from those
anticipated by the forward-looking statements, including among others, the economic and
political conditions in Israel, the Middle East, including the situation in Iraq, and the
global business and economic conditions in the different sectors and markets where the
Company’s portfolio companies operate. Should any of these risks or uncertainties
materialize, or should underlying assumptions prove incorrect, actual results or outcome
may vary from those described herein as anticipated, believed, estimated, expected,
intended or planned. Subsequent written and oral forward-looking statements attributable
to the Company or persons acting on its behalf are expressly qualified in their entirety
by the cautionary statements in this paragraph. Please refer to the Company’s annual,
quarterly and periodic reports on file with the SEC for a more detailed discussion of
these and other risks that could cause results to differ materially.