MIRA INFORM REPORT

 

 

Report Date :

13.01.2011

 

IDENTIFICATION DETAILS

 

Correct Name :

E C I TELECOM LTD.

 

 

Formerly Known As :

ELECTRONIC CORPORATION OF ISRAEL LTD

 

 

Registered Office :

P.O. Box 3083, Petach Tikva (49133), 30 Hasivim Street, Kiryat Matalon Industrial Zone, Petach Tikva 49517

 

 

Country :

Israel

 

 

Financials (as on) :

30.06.2007

 

 

Date of Incorporation :

27.04.1961

 

 

Legal Form :

Public Limited Liability Company

 

 

Line of Business :

Developers, Manufacturers, Exporters and Marketers supplier of networking infrastructure for carrier and service provider networks worldwide

 

RATING & COMMENTS

 

MIRA’s Rating :

A

 

RATING

STATUS

PROPOSED CREDIT LINE

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

Fairly Large

 

Status :

Good

Payment Behaviour :

No Complaints

Litigation :

Clear

 

 

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

 

 

ECGC Country Risk Classification List – June 30, 2010

 

Country Name

Previous Rating

                   (01.04.2010)                  

Current Rating

(30.06.2010)

Israel

a2

a2

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 


Company name & address 

 

E C I TELECOM LTD.

Telephone  972 3 926 65 55

Fax           972 3 926 65 00

P.O. Box 3083, Petach Tikva (49133)

30 Hasivim Street

Kiryat Matalon Industrial Zone

PETACH TIKVA-49517-ISRAEL

 

 

HISTORY & LEGAL FORMATION

 

Originally incorporated as a private limited company and registered as such as per file No. 51-029111-5 on the 27.04.1961.

 

On the 17.04.1997, subject merged with TACHTEL LTD.

 

Converted into a public limited liability company and registered as such as per file No. 52-003290-5 on the 03.12.1981.

 

In 1982 published a prospectus offering shares to the public on the NASDAQ Stock Exchange.

 

Originally incorporated under the name of ELECTRONIC CORPORATION OF ISRAEL LTD., which changed to the present name on the 30.05.1985.

 

In March 1999 subject completed a merger with sister company TADIRAN TELECOMMUNICATIONS LTD., both part of the KOOR Group (then, later also part of the I.D.B concern).

 

On the 14.03.2002, INOVIA TELECOMS EXPORT LTD. merged into subject.

 

On the 28.09.2007, following the completion of the acquisition of subject by new investors, subject re-converted into a private limited company (registration number remains same). As a result, shares were de-listed from trade on the NASDAQ Stock Exchange.

 

At the same date, EPSILON 3 LTD. was merged into subject, and on 26.11.2007 EPSILON 2 LTD. was merged into subject.

 

 

SHARE CAPITAL

 

Authorized share capital NIS 36,000,000.00, divided into -

                      300,000,000 ordinary shares of NIS 0.12 each,

of which 196,314,096 shares amounting to NIS 23,557,691.52 were issued.

 

SHAREHOLDERS

 

Subject is fully owned by EPSILON 1 LTD., owned by:

 

1.  SWARTH GROUP, controlled by Shaul Shani,

2.  ASHMORE INVESTMENT MANAGEMENT LIMITED., a British group of certain funds.

 

In September 2007, above shareholders completed the acquisition of subject from the I.D.B./ KOOR Group and other smaller shareholders of subject, in a transaction valued at approximately US$1.24 billion, in cash.

 

 

DIRECTORS

 

1.    Shaul Shani, Chairman,

2.    Adi Marom,

3.    Derek Zisman,

4.    Creig Webster, both latter foreign citizens.

 

 

PRESIDENT AND CEO

 

Rafi Maor.

 

 

BUSINESS

 

Developers, manufacturers, exporters and marketers supplier of networking infrastructure for carrier and service provider networks worldwide. From tier-one national network operators to city carriers, ECI's equipment serves as the platform for key applications including business services, voice, video and wireless backhaul.

 

Some 90% of sales are for export, worldwide (mainly: Europe, Russia, India, China).

 

Main subcontractor (EMS): FLEXTRONIC ISRAEL.

 

It was reported also on shifting manufacturing to China.

 

Among many clients: AT&T, BT Group, HONG KONG TELECOM, DEUTSCHE TELEKOM, TELECOM ITALIA, SK (Korea), etc. ATLAS TELECOM (Romania), BEIJUNG POWER, ZHEJIANG UNICOM (China), GAIL (India), DIGICEL (Caribbean), OJSC URALSVYAZINFORM (Russia), LATTELECOM (Lithuania), RTE (France), ELRO AMBA (Denmark), VERIFONE, SOUTH CENTRAL (USA), T-CD (Czech Republic), etc.

 

Among local suppliers: TEL-AD ELECTRONICS, EL GEV ELECTRONICS, TOYO RAM ELECTRONICS, I.M. TECHNOLOGICAL, COMTEL ISRAEL, SILARAM, PHOENIX TECHNOLOGIES, DATA J.C.E, T & T TELECOM, etc.

 

       

Operating from rented premises, on an area of over 23,000 sq. meters, in 30 Hasivim Street (and additional premises in vicinity), Industrial Zone, Petach Tikva (see more in CHARACTER), from an R&D center in Omer, from R&D centers in India and in China, and from Group's offices and branches worldwide.

 

Having some 2,500 - 2,700 employees, of which around 1,700 in Israel.

 

 

MEANS

 

Consolidated B/S shows (last obtainable):

                                                                                                    US$ (millions)

                                                                                      30.06.2007               31.12.2006

ASSETS

Current assets

       Cash and cash equivalents                                                  149.3                       92.7

       Short term investments                                                         90.7                       80.7

       Trade receivables                                                                167.5                     187.4

       Other receivables and prepaid expenses                                 34.7                       31.9

       Inventories and work in progress                                           160.9                     172.5

                                                                                                603.2                     565.2

 

Long term receivables & marketable securities                               53.3                     79.13

Assets held for severance benefits                                                20.8                       20.5

Investments                                                                                 13.7                       12.0

Property, plant and equipment (net)                                             123.1                     123.9

Goodwill                                                                                      39.3                       39.3

Software development costs (net)                                                  13.8                       12.9

Other assets                                                                               53.3                       43.0

                                                                                                920.7                     895.9

                                                                                            ======                 ======

 

LIABILITIES

Current liabilities                                                                        183.3                     203.4

Long term liabilities                                                                      43.4                       44.6

Equity                                                                                      694.0                    647.8

                                                                                                920.7                     895.9

                                                                                            ======                 ======

 

Subject’s acquisition (for US$ 1.24 billion) in 2007 was financed by bank credit (around US$ 1 billion) and own equity, which laid a debt of hundreds million US$ on the company. In the beginning of December 2010 subject announced they, jointly with their shareholders, purchased the reminder of the debt to CREDIT SUISSE BANK (total debt redemption said to be in 3 phases, since mid 2008), which improves their B/S position but decreases cash reserve.

 

In July 2008 subject raised US$ 200 million in a private issuing of stock to shareholders.

 

In March 2010 it was reported that PLENUS MEZZANINE FUND ISRAEL gave subject a loan of US$ 30 million.

 

Subject is an “Approved Enterprise” and as such enjoys tax benefits and State incentives. Subject also received grants from the Chief Scientist, in total estimated accumulative value of US$ 100 million (part of which will have to be given back to the State following the change in ownership).

 

As part of subject’s new owners strategy in September 2008 subject sold its main property in Petach Tikva (ECI headquarters premises) to CLAL INSURANCE for NIS 150 million in a lease-back deal (for period of 15 years).

 

According to media reports from November 21st, 2010 (today), subject's main shareholder Shaul Shani put subject for sale (100%) based on a company value of US$ 2.5 billion. Reportedly, a letter of the offer was also given to Russia President Dmitry Medvedev (see more below on developments regarding earlier M&A possibilities for subject).

 

There are 5 charges for unlimited amounts, as well as 5 charges for the total of US$ 20,344,666.00 and £ 21,000,000.00 registered on the company's assets (financial assets), in favor of CREDIT SUISSE BANK., Mizrahi Tefahot Bank Ltd., Israel Discount Bank Ltd. Bank Leumi Le'Israel Ltd. and a local company.

 

 

ANNUAL SALES

 

·         2006 consolidated sales were US$ 656,300,000 million, making a gross profit of US$ 268,300,000, an operating income of US$ 19,200,000, making a net profit of US$ 22,100,000 (had net profit of US$ 39,900,000 in 2005).

·         2007 consolidated sales were US$ 660,000,000 million, making a gross profit of US$ 281,000,000 and an operating income of US$ 39,200,000.

·         According to reports, 2008 sales were around US$ 710,000,000.

·         According to reports, 2009 sales were around US$ 650,000,000.

·         2010 sales reported to be well higher than 2009 (current reports indicate between US$ 700 – US$ 800 million).

 

 

OTHER COMPANIES

 

Among subsidiaries:

·         ECI TELECOM INC., 100%, USA,

·         ECI TELECOM GmbH, 100%, Germany,

·         ECI TELECOM FRANCE SARL, 100%, France,

·         ECI TELECOM (H.K.) LTD., 100%, Hong Kong,

·         ECI TELECOM INDIA PVT. LTD., India, 100%,

·         ECI TELEKOM POLSKA SP. Z OO., Poland, 100%,

·         ECI TELECOM DO BRASIL LTDA, 100%, Brazil.

 

 

BANKERS

 

·         Bank Hapoalim Ltd., Central Branch (No. 800), Tel Aviv,

·         Bank Leumi Le’Israel Ltd., Central Branch (No. 600), Tel Aviv.

 

CHARACTER AND REPUTATION

 

Nothing unfavorable learned.

 

However it should be noted that subject is operating in the electronic industry, which was adversely hit by the global economic crisis, resulting in fall in demand for the local electronics sectors’ products and services.

 

As part of the efforts to confront the crisis, in April 2009 subject announced the lay-off of 100 employees (50 of them in Israel), a 6% salary cut and a mandatory non paid vacation day each month as part of a reorganization plan.

 

So far subject's officials refused to disclose any data. They asked us to send them a fax with our request – which we did – and they will consider our request.

 

In case they return to us with further data, we will update you accordingly.

 

Subject is one of the veteran and largest electronics industrial companies in Israel.

 

Until mid 2007, it was part of the KOOR Group, of the IDB concern (40%), who was looking for outside investors that will acquire subject. In mid 2007, a Group of private equity investors led by Shaul Shani signed an agreement to purchase subject for US$ 1.24 billion, in a price representing 8% discount from the share price at the time. The transaction was completed on 28.9.2007, with reportedly a CREDIT SUISSE BANK finance of US$ 600 million.

 

The British ASHMORE Fund that invested in subject, specializes in investment in developing markets and manages capital of US$ 29 billion.

 

Shaul Shani has already worked with subject in the telecom venture GVT in Brazil, which Mr. Shani controlled and in the end of 2009 sold GVT to French giant VIVENDI based on a company value of US$ 4.5 billion (some US$ 1.2 billion estimated to enter Shani’s pockets). Shaul Shani has vast experience in the global hi-tech markets and has other investments.

 

In 2001 subject completed a strategic re-organization scheme, splitting activities into 5 separate business units, thus turning subject into a holding company. However, following the crisis in the global telecommunications markets n 2001/2, the plan failed, and couple of year later subject remerged the split activities back into themselves.

 

In 2003 sold its subsidiary INNOWAVE to ALVARION, for US$ 20 million.

 

In March 2004, subject won a US$ 100 million contract to provide DSL Systems to DEUTCHE TELECOM.

 

During 2006, subject acquired LAUREL, of the USA, in consideration of US$ 88 million. It truned into subject's Data Networks Division.

 

In February 2006, subject announced a 5-years contract of over US$ 20 million with SK Concern of Korea. In March 2006, it was reported that subject signed a major agreement with DEUTSCHE TELEKOM, in a project for offering services of HDTV over IPTV to million clients. Subject's share is estimated at € 140-200 million. Other contracts in 2006: in India (with the Gas Authority GAIL), Portugal (with REN Power company), Korea (DREAMLINE cellular services provider) with FRANCE TELECOM subsidiary WANADOO, in a project valued US$ 20 million.

 

Major deals in 2007: estimated US$ 10 million with Ukraine's largest telecom company UKRTELECOM; with BHARTI AIRTEL of India estimated at US$ 50 million; US$ 5 - 7 million supply contract for HENAN POWER, a Chinese Electricity company; South African operator NEOTEL - US$ 10 million.

 

In January 2008, as part of streamlining measures, subject dismiss hundreds of workers in its supply chain positions, in the Petach Tikva and Ofakim plants (as well as the Jerusalem integration plant whose activities merged within headquarters). Most employees were hired by the outsourcing company FLEXTRONICS (ISRAEL), who have been working with subject already and will be responsible for the supply chain tasks.

 

       

In April 2008 it was reported that ZRICHA Group will purchase from subject full control of ELECTO GALIL LTD. for NIS 8 million.

 

In April 2008, it was reported that subject will supply Russian telecom operator SYNTERRA with systems in an estimated value of US$ 50 million. Subject operates some 12 years in the Russian market and during recent years sold its products in tens of millions.

 

Other deals in 2008: In July 2008 it was reported that subject, together with ALVARION and CERAGON NETWORKS, will construct the first WiMax network in Denmark. Project is estimated in several tens US$ millions.

In November 2008 it was reported that subject will sell the intellectual property of the start-up CHIARO, which subject was its main creditor for US$ 2.5 million.

 

In January 2009 it was reported that subject will construct an application project for RTE of France for several US$ million.

 

In February 2009 subject won a US$ 10 million contract in Lithuania (LATTELECOM).

In May 2009 it was reported that subject will upgrade deutsche telekom's network for US$ 100 million.

 

In June 2009 it was reported that subject will supply equipment to TATA TELESERVICES of India for US$ 70 million, and will upgrade TOGO TELECOM of Togo network for US$ 40 million.

 

In July 2010 it was reported that subject won a huge contract of OPENREACH of BT Group to upgrade communication broadband infrastructure in the U.K for US$ 800 million.

 

In July 2010 it was reported that HP will manage subject's computing (cloud computing) for NIS 450 million for the next 10 years.

 

In September 2010 subject opened its new R & D center in Omer, with a planned investment of US$ 10 million in the next 2 years.

 

In September 2010 subject's General Manager said in an interview that subject is intending to make public offering and become public again in 2011. So far these plans did not materialize.

 

In October 2010 it was reported that Czech company T-CD chose subject to implement optic communication infrastructure.

 

In October 2010 it was reported that subject is in negotiations to merger with GILAT SATELLITE NETWORKS LTD., a public limited company whose shares are traded on the Tel Aviv and NASDAQ Stock Exchanges, provider of products and professional services for satellite-based broadband communications networks worldwide (current market value 200 million), in a share swap deal, intending to give merged company a value of US$ 900 million to US$ 1 billion. This indicates that the current offer (November 2010) to sell subject for US$ 2.5 billion (see MEANS above) may be a well too high appraisal. The media report is based on publications by subject, and also mentions sales figures for subject of several US$ billions. However, since subject is a private company, actual real financial data and sales figures are unknown (it may be that additional activities were included in the data put by subject).

 

In November 2010 it was reported that subject issued firing notes for 100 of its employees and announced its employees on a one non-paid day leave each month, that in order to avoid further dismissals. Nevertheless, subject’s General Manager said that subject will end the year with a higher workforce than to-date, meaning some 170 new employees will be recruited.

 

The global economic crisis which erupted in the last third of 2008 adversely affected the global electronics and hi-tech markets and in-turn, hit the local electronics industry, resulting in dismissals, decrease and cancellations in orders. Nevertheless, local companies in the Electronics and Software branches in general have proven ability to withstand light of the crisis, much given the fact that since mid 2009 there has been some recovery in global hi-tech markets.

According to the Israel Association of Electronics & Software, hi-tech industries sales in 2009 reached US$ 22.3 billion, up from US$ 21.3 billion in 2008 (which marked 10% decrease from 2007 in real terms). In 2009, export of the hi-tech branches summed up to US$ 19.45 billion, after US$ 17.15 billion in 2008 (and US$ 17.7 billion in 2007). Further improvement has been noted in the first half of 2010, comparing to the parallel period in 2009.

 

The division of companies by production within the branches is as follows: circa 24% Software, 23% Civilian Communications & Telecommunications, around 18% Industrial Equipment, over 13% Defense Systems, over 13% Components and close to 9% Medical Systems.

 

There are 68,000 employees serving in the Electronics sectors, and thousands more in supporting these branches.

 

Investments (capital formation) by the hi-tech industries in machinery and equipment from import in 2009 plunged by 57% (in real terms) from 2008 and summed up to NIS 3,929 million, after in 2008 it rose 21.6% from 2007. A break of the above investments sum reveals that there was a 81% decrease in the Electronic Components segment to 995 million (was NIS 4,932.5 million in 2008); Investment in the Equipment for Control & Medical/Scientific Equipment segment was NIS 1,028 million (20% decrease); Electronic Communications equipment - NIS 1,015 million (31% decrease); and others.

 

 

SUMMARY

 

Notwithstanding the refusal to disclose details, considered good for trade engagements.

Maximum unsecured credit of up to several US$ millions.


 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.45.16

UK Pound

1

Rs.70.64

Euro

1

Rs.58.68

 

 

RATING EXPLANATIONS

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

 

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

 

Fairly Large

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

 

Satisfactory

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

 

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

 

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

 

 

Credit not recommended

----

NB

New Business

----

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)            Ownership background (20%)                 Payment record (10%)

Credit history (10%)                    Market trend (10%)                                Operational size (10%)

 

 

 

 

 

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This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.