Ampal-American Israel Corporation Commences Offers in Israel to Purchase All Outstanding Shares and Convertible Debentures of Gadot Chemical Tankers And Terminals Ltd.

22 Jul 2008

TEL AVIV, Israel, Jul 22, 2008 (BUSINESS WIRE) --
Ampal-American Israel Corporation - (NASDAQ:AMPL) today announced that Merhav-Ampal Energy Ltd. ("MAE"), a wholly owned subsidiary of Ampal, has commenced offers in Israel to purchase all outstanding shares of common stock ("Shares") and all outstanding convertible debentures of Gadot Chemical Tankers And Terminals Ltd. ("Gadot").

The consummation of the offer to purchase the Shares is conditioned upon, among other things, (i) the tender of at least 15.72% of the outstanding Shares of Gadot and (ii) the tender of a sufficient number of convertible debentures such that Gadot will not be reporting issuer due to the convertible debentures. If the offers to purchase the Shares and convertible debentures are consummated, Ampal, through MAE, will hold at least 95% of the share capital of Gadot and will be able to require the remaining shareholders of Gadot to sell their shares to MAE.

The offer to purchase the Shares is for a price per Share of NIS 5.798 (approximately $1.673) and the offer to purchase the convertible debentures is for a purchase price per convertible debenture of NIS 1.642 (approximately $0.474).

The offers will expire on August 5, 2008 at 17:30 Israel time.

Currently, Ampal, through MAE, holds 79.28% of the outstanding share capital of Gadot (78.84% on a fully diluted basis).

Gadot and its group of companies form Israel's leading chemical distribution organization. Gadot ships, stores, and distributes liquid chemicals, oils, and a large variety of materials to the local industry. Gadot shares are traded on the Tel Aviv Stock Exchange under the symbol "GDTN".

About Ampal:
Ampal and its subsidiaries acquire interests primarily in businesses located in the State of Israel or that are Israel-related. The Company is seeking opportunistic situations in a variety of industries, with a focus on energy and related sectors. The Company's goal is to develop or acquire majority interests in businesses that are profitable and generate significant free cash flow that Ampal can control. For more information about Ampal please visit our web site at www.ampal.com.

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