31 December 2015

ADGORITHMS LTD

("Adgorithms" or the "Company")

Director Share Transfer

Adgorithms announces that it received notification on 30 December 2015 that, on that day, Or Shani, Chief Executive Officer of the Company, transferred his entire holding of 29,177,431 ordinary shares of 0.01 NIS each (the "Holding") to the trustee of the Or Shani 2015 Irrevocable Trust (the "Trust"), for nil consideration. 

The beneficiaries of the Trust are Mr. Shani's two daughters (both of whom are under 18 years of age) but Mr. Shani has retained sole voting rights in respect of the Holding, which represents 47.3 per cent. of the Company's current issued share capital. 

The lock-in arrangements set out in the Company's admission document dated 5 June 2015 will continue to apply to the Holding. 

The Company has been advised that the transfer was made for personal tax planning purposes in connection with Mr. Shani's relocation to the United States. 

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