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Cellcom Israel Announces First Quarter 2012 Results

For additional details see the Company's most recent annual report on form 20-F for the year ended on December 31, 2011 under "Item 3. Key Information - D. Risk Factors - Risks related to our business - We face intense competition in all aspects of our business", and "- Risks related to our wholly owned subsidiary Netvision - changes in the regulatory environment could adversely affect Netvision's business", as well as under "Item 4. Information on the Company - Competition" and under "NETVISION - ISP Business - Competition" and " NETVISION - Telephony Business - Competition".

End User Equipment Agreement

In March 2012, the Company entered an agreement with Apple Sales International, for the purchase and distribution of  iPad products in Israel. Under the terms of the agreement, the Company has committed to purchase a minimum quantity of iPad products over a period of three years, which is expected to represent a significant portion of the Company's expected tablets purchase amount over that period. The total amount of the purchases will depend on the iPad products purchase price at the time of purchase.

Shelf Prospectus and Debt Raising

In March 2012, the Company published an amendment to its July 2011 shelf prospectus and indenture filed within such shelf prospectus, after having received the Israeli Securities Authority and the Tel Aviv Stock Exchange approvals. The amendment to the shelf prospectus included also an undertaking of the Company to comply with certain reporting obligations under the Israeli securities law in relation to information to be provided to debenture holders (which have not previously applied to the Company pursuant to Israeli law as it is a dual company traded both in Israel and in the US).

In March 2012, the Company issued new series F debentures in a principal amount of NIS 714,802,000 at an interest rate of 4.35% per annum, linked to the Israeli Consumer Price Index, or CPI. The series was sold at par value ( NIS 1,000 per unit).

The Company also issued new series G debentures in a principal amount of NIS 285,198,000, at an interest rate of 6.74% per annum, without linkage. The series was sold at par value ( NIS 1,000 per unit).

The debentures (rated ilAA/Negetive) were issued in a public offering in Israel based on the Company's Israeli amended shelf prospectus and were listed for trading on the Tel Aviv Stock Exchange.  

The total net consideration received by the Company is approximately NIS 991.6 million.

The Company intends to use the net proceeds from the offering for general corporate purposes, which may include financing its operating and investment activity, refinancing of outstanding debt under its debentures, and continued dividend distributions as customary in the Company, subject to certain restrictions that apply to dividend distributions made by the Company and to the decisions of the Company's board of directors from time to time.

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