Select Transactions

TopGum Industries – USD 40M Cross-Border Acquisition
Represented TopGum Industries (TASE: TOPG), a global leader in gummy supplements, in its USD 40 million acquisition of Island Abbey Nutritionals, a Canadian manufacturer of gummies and lozenges which operates a 65,000 sq. ft. advanced manufacturing facility in Prince Edward Island, significantly expanding TopGum’s production capabilities and U.S. market presence.

Actelis Networks – Strategic Stock and Cash Acquisition
Represented Actelis Networks (NASDAQ: ASNS), a leading provider of rapid deployment networking solutions for IoT and broadband, in negotiations for a controlling interest (61%–75%) in Quality Industrial Corporation (OTC: QIND), a Nevada-based company with operations in the UAE.

Priority Software – NIS 50M Acquisition of Ovdimnet
Represented Priority Software, a leading global software developer of business management solutions in its NIS 50 Million share acquisition of Ovdimnet, a provider of employee management and budget control solutions. Priority is a portfolio company of Fortissimo Capital, a top Israeli private equity fund.

Institutional Investor – USD 100M LP Commitment
Advised a major Israeli institutional investor on a USD 100 million commitment as a Limited Partner in a USD 2.75 billion global private equity fund.

Payday Payroll – USD 15M CBS Share Acquisition
Represented Payday Payroll, a New Jersey-based HR and payroll company (a subsidiary of Hilan Ltd. (TASE: HLAN)), in its USD 15 million share acquisition of Cadence Business Solutions from Cadence Bank. Also advised Hilan on its prior acquisition of Payday’s underlying businesses and formation. Hilan is Israel’s leading SaaS provider for human capital and payroll management solutions.

Hilan – Payroll Services Acquisition (USD 26.4M)
Represented Hilan (TASE: HLAN), Israel’s leading SaaS provider for human capital and payroll management solutions in the share acquisition of Payday Payroll, a Virginia based Payday Payroll, a payroll and HR benefits solution company and in the asset acquisition of Adminasource (Tricore), a New Jersey based payroll

Lecture
Lecture on the topic of Principles of Impact Investments given to the students of the Galil Elyon pre-military academy, June 2019

Newsletter
In the world of mergers and acquisitions, it is commonly said, albeit as a generalization, that the buyer will prefer an asset deal, while the seller will prefer a share deal. This is based on the buyer’s tax considerations and concerns over unforeseen legal exposures. However, experience shows that there is a tendency to overlook the fact that the negotiation and closing process in an asset deal is usually more complex, challenging, prolonged, and even significantly more expensive.

Webinar
In the upcoming webinar, we’ll delve into the fascinating world of M&A transactions and discuss common mistakes that can come at a high cost. What are the risks that slip under the radar? How can legal and financial exposures be identified in real time, their implications mapped, and our clients protected?

TopGum Industries – Cross-Border Acquisition of Island Abbey
Canada, Bermuda, Israel
Represented TopGum Industries (TASE: TOPG), a global leader in gummy supplements, in its USD 40 million acquisition of Island Abbey Nutritionals, a Canadian manufacturer of gummies and lozenges which operates a 65,000 sq. ft. advanced manufacturing facility in Prince Edward Island, significantly expanding TopGum’s production capabilities and U.S. market presence.

Actelis Networks – Strategic Stock and Cash Acquisition
U.S., United Emirates
Represented Actelis Networks (NASDAQ: ASNS), a leading provider of rapid deployment networking solutions for IoT and broadband, in negotiations for a controlling interest (61%–75%) in Quality Industrial Corporation (OTC: QIND), a Nevada-based company with operations in the UAE.

Priority Software –
Acquisition of Ovdimnet
Israel
Represented Priority Software, a leading global software developer of business management solutions in its NIS 50 Million share acquisition of Ovdimnet, a provider of employee management and budget control solutions. Priority is a portfolio company of Fortissimo Capital, a top Israeli private equity fund.

Institutional Investor – USD 100M LP Commitment
Israel, U.S.
Advised a major Israeli institutional investor on a USD 100 million commitment as a Limited Partner in a USD 2.75 billion global private equity fund.

Payday Payroll –
Share Acquisition of CBS
U.S., Mississipi - New Jersey
Represented Payday Payroll, a New Jersey-based HR and payroll company (a subsidiary of Hilan Ltd. (TASE: HLAN)), in its USD 15 million share acquisition of Cadence Business Solutions from Cadence Bank. Also advised Hilan on its prior acquisition of Payday’s underlying businesses and formation. Hilan is Israel’s leading SaaS provider for human capital and payroll management solutions.

Hilan – Payroll Services Acquisition of Payday Payroll
U.S., Israel
Represented Hilan (TASE: HLAN), Israel’s leading SaaS provider for human capital and payroll management solutions in the share acquisition of Payday Payroll, a Virginia based Payday Payroll, a payroll and HR benefits solution company and in the asset acquisition of Adminasource (Tricore), a New Jersey based payroll
Select Transactions

Cross-Border Share Acquisition
Canada, Bermuda, Israel
Represented TopGum Industries (TASE: TOPG), a global leader in gummy supplements, in its $40 million acquisition of Island Abbey Nutritionals, a Canadian manufacturer of gummies and lozenges.

Strategic Stock and Cash Acquisition Negotiation
U.S., United Emirates
Represented Actelis Networks (NASDAQ: ASNS), a leading provider of rapid deployment networking solutions for IoT and broadband, in negotiations for acquiring control (61%–75%) in Quality Industrial Corporation (OTC: QIND), a Nevada-based company in the UAE.

Share and Asset Acquisitions of U.S. Payroll Services Companies
U.S., Israel
Represented Hilan (TASE: HLAN), Israel’s leading SaaS provider for human capital and payroll management solutions, in its share acquisition of Payday Payroll, a Virginia based payroll and HR benefits solution company and in the asset acquisition of Adminasource (Tricore), a New Jersey based payroll company for a total maximum consideration of $26.4 million.

Share Acquisition of U.S. Payroll Management Solutions Provider
U.S.
Represented Payday Payroll, a New Jersey based HR and payroll company (a subsidiary of Hilan Ltd. (TASE: HLAN)), in its $15 million share acquisition of Cadence Business Solutions, a Mississippi payroll management solutions provider, wholly owned by Cadence Bank. Previously also advised Hilan on its acquisition of Payday’s underlying businesses and formation. Hilan is Israel’s leading SaaS provider for human capital and payroll management solutions.

Private Equity $100M LP Commitment
U.S., Israel
Advised a top tier Israeli institutional investor in its $100 million commitment as a Limited Partner in a $2.75 billion global private equity fund.

Asset Sale of Driver Safety
Product Lines
U.S., Israel
Represented Micronet (TASE: MCRNT), a developer of transportation safety and driver monitoring solutions, in the asset sale of its camera product lines and related IP to SaverOne (NASDAQ/TASE: SVRE).

Share Acquisition of HR Management Software Company
Israel
Represented Priority Software, an Israel based leading global ERP developer, in its NIS 50 million share acquisition of Ovdimnet, an Israel based SaaS provider of employee management and budget control solutions. Priority is a portfolio company of Fortissimo Capital, a top tier Israeli private equity fund.

Share Acquisition of Belgian ERP Software and Services Provider
Belgium, Israel
Advised Priority Software, a leading Israel based global provider of business management solutions, in its share acquisition of Optimize Group, a Belgian ERP and services provider, expanding Priority’s European footprint. Priority is a portfolio company of Fortissimo Capital, a top tier Israeli private equity fund.

Share Acquisition of U.S. Based ERP Software Developer
Israel, U.S.
Represented Priority Software in its acquisition of Acclivity, a U.S.-based ERP software developer serving small and medium businesses globally. Priority is a portfolio company of Fortissimo Capital, a top-tier Israeli private equity fund.

Asset Acquisition of ERP Business
Israel
Advised Priority Software on its acquisition of the ERP business of Monitin Information Systems, an Israeli ERP developer and implementor serving leading Israeli companies. Priority is a portfolio company of Fortissimo Capital, a top-tier Israeli private equity fund.

Share Acquisition of U.S. ERP Business
U.S., Israel
Advised Priority Software on its acquisition of Performa Apps, a U.S. based ERP developer and implementor, serving small and medium businesses globally.

LP Investment in U.S.
AgriTech VC Fund
U.S., Israel
Advised Netafim, a leading Israeli based global irrigation company in its LP investment in Finistere Ventures, a California-based agritech venture capital fund.

Strategic Commercial Customer Experience Collaboration
Israel, U.S.
Represented CallVu, a no-code customer experience automation platform based in Israel, in a strategic collaboration agreement with AT&T to migrate inbound calls to digital self-service channels, enabling the redirection of millions of monthly calls and improving customer service efficiency.

Joint Venture between Asian and Israeli Entities in Aerospace Sector
China, Israel, USSR
Represented an airship and hot-air balloon manufacturer in a strategic joint venture agreement.

Investment in European Based Global Agtech StartUp
U.S., UK, Croatia, Poland, Romania, Israel
Represented an Israeli based global irrigation leader, in the evaluation and negotiation of a potential strategic acquisition of a European agtech startup, conducting multi-jurisdictional due diligence review across multiple countries.
Select Transactions

Cross-Border Share Acquisition
Canada, Bermuda, Israel
Represented TopGum Industries (TASE: TOPG), a global leader in gummy supplements, in its $40 million acquisition of Island Abbey Nutritionals, a Canadian manufacturer of gummies and lozenges.

Strategic Stock and Cash Acquisition Negotiation
U.S., United Emirates
Represented Actelis Networks (NASDAQ: ASNS), a leading provider of rapid deployment networking solutions for IoT and broadband, in negotiations for acquiring control (61%–75%) in Quality Industrial Corporation (OTC: QIND), a Nevada-based company in the UAE.

Share and Asset Acquisitions of U.S. Payroll Services Companies
U.S., Israel
Represented Hilan (TASE: HLAN), Israel’s leading SaaS provider for human capital and payroll management solutions, in its share acquisition of Payday Payroll, a Virginia based payroll and HR benefits solution company and in the asset acquisition of Adminasource (Tricore), a New Jersey based payroll company for a total maximum consideration of $26.4 million.

Share Acquisition of U.S. Payroll Management Solutions Provider
U.S.
Represented Payday Payroll, a New Jersey based HR and payroll company (a subsidiary of Hilan Ltd. (TASE: HLAN)), in its $15 million share acquisition of Cadence Business Solutions, a Mississippi payroll management solutions provider, wholly owned by Cadence Bank. Previously also advised Hilan on its acquisition of Payday’s underlying businesses and formation. Hilan is Israel’s leading SaaS provider for human capital and payroll management solutions.

Private Equity $100M LP Commitment
U.S., Israel
Advised a top tier Israeli institutional investor in its $100 million commitment as a Limited Partner in a $2.75 billion global private equity fund.

Asset Sale of Driver Safety
Product Lines
U.S., Israel
Represented Micronet (TASE: MCRNT), a developer of transportation safety and driver monitoring solutions, in the asset sale of its camera product lines and related IP to SaverOne (NASDAQ/TASE: SVRE).

Share Acquisition of an HR Management Software Company
Israel
Represented Priority Software, an Israel based leading global ERP developer, in its NIS 50 million share acquisition of Ovdimnet, an Israel based SaaS provider of employee management and budget control solutions. Priority is a portfolio company of Fortissimo Capital, a top tier Israeli private equity fund.

Share Acquisition of Belgian ERP Software and Services Provider
Belgium, Israel
Advised Priority Software, a leading Israel based global provider of business management solutions, in its share acquisition of Optimize Group, a Belgian ERP and services provider, expanding Priority’s European footprint. Priority is a portfolio company of Fortissimo Capital, a top tier Israeli private equity fund.

Share Acquisition of U.S. Based ERP Software Developer
Israel, U.S.
Represented Priority Software in its acquisition of Acclivity, a U.S.-based ERP software developer serving small and medium businesses globally. Priority is a portfolio company of Fortissimo Capital, a top-tier Israeli private equity fund.

Asset Acquisition of ERP Business
Israel
Advised Priority Software on its acquisition of the ERP business of Monitin Information Systems, an Israeli ERP developer and implementor serving leading Israeli companies. Priority is a portfolio company of Fortissimo Capital, a top-tier Israeli private equity fund.

Share Acquisition of U.S. ERP Business
U.S., Israel
Advised Priority Software on its acquisition of Performa Apps, a U.S. based ERP developer and implementor, serving small and medium businesses globally.

LP Investment in U.S.
AgriTech VC Fund
U.S., Israel
Advised Netafim, a leading Israeli based global irrigation company in its LP investment in Finistere Ventures, a California-based agritech venture capital fund.

Strategic Commercial Customer Experience Collaboration
Israel, U.S.
Represented CallVu, a no-code customer experience automation platform based in Israel, in a strategic collaboration agreement with AT&T to migrate inbound calls to digital self-service channels, enabling the redirection of millions of monthly calls and improving customer service efficiency.

Joint Venture between Asian and Israeli Entities in Aerospace Sector
China, Israel, USSR
Represented an airship and hot-air balloon manufacturer in a strategic joint venture agreement.

Investment in European Based Global Agtech StartUp
U.S., UK, Croatia, Poland, Romania, Israel
Represented an Israeli based global irrigation leader, in the evaluation and negotiation of a potential strategic acquisition of a European agtech startup, conducting multi-jurisdictional due diligence review across multiple countries.