13 August 2015
ADGORITHMS LTD
("Adgorithms" or the "Company")
Notice of EGM
Adgorithms, a leading software company operating in the high growth online advertising market, announces that it has today posted to shareholders a Notice of Extraordinary General Meeting ("EGM"). The EGM is to be held at the offices of Berwin Leighton Paisner LLP, Adelaide House, London Bridge, London EC4R 9HA, at 10.00 a.m. London time (12.00 p.m. Tel Aviv time) on Monday, 7 September 2015. The purpose of the EGM is to seek shareholder approval for the appointment of Barak Salomon and Ofir Gomeh as external directors and independent non-executive directors of the Company.
A copy of the Notice of EGM is available on the Company's website at http://adgorithms.com.
Appointment of External Directors
As described in the Company's admission document dated 5 June 2015, in accordance with the Israeli Companies Law, the Company is required to appoint at least two external directors within three months of Adgorithms' admission to AIM, which occurred on 11 June 2015.
An "external director" is a director who meets certain independence criteria prescribed by Israeli Companies Law. Following a thorough selection process, the nomination committee has identified Barak Salomon and Ofir Gomeh as suitable external directors and has recommended their appointment to the Company's Board of Directors. Each of Barak Salomon and Ofir Gomeh has agreed to be appointed as an independent non-executive director and an external director of the Company, subject to shareholder approval at the EGM as required by Israeli Companies Law.
Biographies of Proposed External Directors
Barak Salomon
Barak Salomon has extensive experience in private equity investments in the technology and industrial sectors. Barak is a Partner at Q3P, an investment group focusing in industrial investments, and serves as board member at Friedrich Plastic Industries Ltd, a leading manufacturer of plastic moulds and plastic parts. Previously, Barak was with Viola Private Equity, a technology growth capital and buyout fund, managing the investment team and executing investments in the technology and industrial sectors. Prior to Viola, Barak worked in the Technology group of Apax Partners in Israel. Barak holds an MBA from the MIT Sloan School of Management and a Bachelor's degree in mathematics and computer science (cum laude) from Bar Ilan University in Israel.
Ofir Gomeh
Ofir Gomeh has been a certified public accountant in Israel for the past 15 years. Ofir currently serves as the CEO of Clal Sun (the renewable energy arm of Clal Industries), leading major solar projects from development through to financing, construction and operation. Previously, Ofir was the CFO of Clal Sun. Prior to Clal Sun, Ofir was the CFO of Rafael Development Company (RDC), a subsidiary of the renowned Israeli defence company, Rafael, focused on leveraging its technologies for civilian use. In his role, Ofir co-led the process of incubating a dozen start-up companies in various fields, from healthcare to communications. He was concurrently the CFO of RDC's subsidiary, Medingo, which was sold to Roche for $200m. Ofir has also held positions in the finance department of NASDAQ-listed Elron Electronic Industries, as well as at KPMG. Ofir holds a BA in Economics and Accounting from the Hebrew University of Jerusalem and is also a graduate of the Tel-Aviv University, where he attained his MBA in Finance and Accounting.
For further information, please contact:
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Adgorithms |
Tel: +972 3537 7137 |
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Or Shani, Chief Executive Officer |
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Ron Stern, Chief Financial Officer |
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Liberum (NOMAD and Broker) |
Tel: +44 20 3100 2000 |
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Neil Patel / Chris Clarke / Tom Fyson |
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Vigo Communications |
Tel: +44 20 7016 9570 |
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Jeremy Garcia / Ben Simons / Fiona Henson |
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There is no further information to be disclosed in accordance with Schedule 2 paragraph (g) of the AIM Rules, save as set out below:
Barak Avraham Salomon, aged 45, is currently a director or partner of the following companies:
Q 3 Partners Ltd.
Friedrich Plastic Industries Ltd.
Plastic Main, L.P
C-Hermes Ltd.
Multitude Ltd.
B.S. Capital Ltd.
Sharpkit Ltd.
Codstore Inc.
In the last 5 years, Barak was a director Degania Medical Ltd.
Ofir Gomeh, aged 43, is currently a director of the following companies:
Reut Renewable Energy Ltd.
Elad Alternative Power Ltd.
Shimshit Solar Joint Venture Klal P.V. and Regba Ltd.
Kalia Clean Energy Ltd.
Kalia EPC Ltd.
Kalia O&M Ltd.
SE-SIC Ashalim Ltd.
Ashalim Sun P.V. Ltd.
Ashalim EPC Ltd.
Ashalim O&M Ltd.