Leumi Partners' Delek Israel investment: Hot Mobile funding and a diluted valuation anchor for Lahav
Leumi Partners is injecting NIS 213 million into Delek Israel at NIS 850 million pre-money and NIS 1.063 billion post-money. The cash funds Hot Mobile while Lahav's stake falls to about 31%, so the expected NIS 26 million pre-tax gain is a book-value adjustment without parent-level cash.
The signing and closing of Leumi Partners' investment in Delek Israel changes the read on Lahav, but not in the simple way a 20% headline might suggest. Delek Israel received NIS 213 million in cash at a valuation of NIS 850 million before the money and NIS 1.063 billion after the money, and the cash is intended to fund its share of the Hot Mobile acquisition. That gives Lahav an external valuation marker for a material investee and reduces the immediate funding pressure around the Hot Mobile transaction. At the same time, Lahav is diluted: its holding in Delek Israel falls from about 39% to about 31%, so the post-money value cannot be attached to Lahav as if the ownership structure had not changed. The expected accounting gain, about NIS 26 million before tax in the third quarter, matters mainly as confirmation that the external price is above book, not as cash entering the parent. The right read is a combined financing and valuation event: Delek Israel gets capital for Hot Mobile, Lahav gets a price marker, and investors now need to examine financing terms, minority rights, and the route for moving value from Delek Israel back to the parent level.
What Actually Changed At Delek Israel
Leumi Partners had already been in the story since February through a non-binding term sheet. The new event is that the agreement was signed and completed. For a holding company, that is the difference between valuation talk and actual capital entering an investee.
| Item | Before closing | After closing | Read-through for Lahav |
|---|---|---|---|
| Delek Israel valuation | NIS 850 million pre-money | NIS 1.063 billion post-money | External price marker for an investee |
| Leumi Partners investment | Non-binding term sheet | NIS 213 million cash | Almost fully funds Delek Israel's Hot Mobile owner ticket |
| Lahav stake in Delek Israel | About 39% | About 31% | Dilution prevents a simple post-money uplift calculation |
| Lahav accounting impact | No gain from closing | Expected NIS 26 million pre-tax gain in Q3 | Accounting gain, not parent-level cash |
The point not to miss is that the new valuation does not increase Lahav's gross exposure at the same rate as Delek Israel's post-money value rises. A roughly 31% stake in a NIS 1.063 billion post-money value gives Lahav a gross look-through exposure of roughly NIS 330 million before debt, obligations, and internal structure at Delek Israel. That is close to what a roughly 39% stake on an NIS 850 million pre-money value would imply. The immediate effect is therefore not a linear value uplift, but a shift from a larger stake in a pre-investment company to a smaller stake in a company with more cash.
That is still real progress. At year-end 2025 Lahav carried its direct investment in Delek Israel at about NIS 202.7 million, and the new transaction provides a higher external price for that holding. The calculation has to be a holding-company net calculation: how much of the external value belongs to Lahav after dilution, how much of it is required for Hot Mobile, and what rights Leumi Partners received in exchange.
The Hot Mobile Funding Is The Economic Core
Several days before the Leumi Partners investment, the Hot Mobile acquisition agreement was signed. That filing exposed the financing structure: consideration of about NIS 1.218 billion, of which about NIS 700 million is expected to come as a loan to Hot Mobile itself, without recourse to the buyer or its partners, and about NIS 518 million is expected to come as owner loans from the buyer's partners. Delek Israel's share of those owner loans was estimated at about NIS 207 million.
Against that number, Leumi Partners' NIS 213 million investment in Delek Israel is not incidental. It almost matches Delek Israel's equity ticket in the Hot Mobile deal. The new read is therefore that Leumi Partners is not only marking Delek Israel's valuation, but also funding its largest current strategic move without requiring a direct injection from Lahav at this stage.
The risk has not disappeared. The Hot Mobile bank financing was not yet a binding financing agreement when the acquisition agreement was signed, and it is expected to include interest of prime plus 0.5% to 1.5%, collateral, debt coverage and debt service ratios, and a cash sweep mechanism. Closing the Hot Mobile acquisition is also still subject to approvals from the Ministry of Communications, the Competition Authority, and Hot Mobile's financing parties. If those conditions close near the disclosed framework, Leumi Partners' entry will look like a clean funding solution for Delek Israel. If not, the valuation marker remains, but the economics of Hot Mobile remain unresolved.
The Protection Clauses Keep The Price From Being Clean
The less headline-friendly part of the agreement matters almost as much as the valuation. Leumi Partners is not entering with plain common exposure only. It received anti-dilution protection and investment adjustment mechanisms if future issuances or share sales occur below the agreed value. Delek Israel and its shareholders also undertook to use best efforts to complete an IPO, or alternatively a sale of all shares, assets, or substantially all activity of Delek Israel, within 4 years from closing.
If no such event occurs within 4 years, Leumi Partners may require the existing shareholders, including Lahav according to its relative share, to acquire its Delek Israel shares. The purchasers may propose that Delek Israel conduct a buyback subject to law, and if the shareholders acquire the shares themselves they may pay in cash or in certain listed shares under agreed criteria. A separate mechanism also applies if Delek Israel is classified as a significant real corporation under the concentration law, in which case Leumi Partners may require an exit through the existing shareholders or through a buyback.
These are not marginal clauses. They explain why the NIS 1.063 billion post-money valuation is a useful anchor, but not a clean value that all shareholders can discount in the same way. The price comes with minority rights, protections, an IPO or sale target, and future exit mechanisms. For Lahav, that means the market now has a better reference point for Delek Israel, but also a timetable and a set of obligations that will determine whether that value becomes liquid, stays inside Delek Israel, or returns later as a purchase obligation.
What Needs To Be Proven From Here
The first proof point is whether Delek Israel closes the Hot Mobile acquisition and its bank financing on terms close to the published framework. That will determine whether Leumi Partners' capital truly replaces a funding need for Delek Israel and its shareholders.
The second proof point is how Lahav converts an external valuation marker into accessible value. A roughly NIS 26 million pre-tax capital gain in the third quarter can improve the accounting picture, but it does not by itself solve the parent-level cash question. The current read is stronger than it was before the signing because capital entered a material investee at an external price. The remaining test is Hot Mobile closing, final debt terms, and a route for Delek Israel to turn the new capital into cash flow or a real liquidity event.
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