Cellcom Israel Announces Independent Appraisal of Netvision Received

Cellcom Israel Announces Independent Appraisal of Netvision Received

PR Newswire

NETANYA, Israel, June 14, 2011 /PRNewswire/ —

Cellcom Israel Ltd. (NYSE: CEL) (TASE: CEL) (hereinafter: the
“Company”), announced today that following the previously reported
negotiations with Netvision Ltd., or Netvision, for its
merger with the Company’s subsidiary, the Company received an
appraisal of the fair market value of Netvision in connection with
such merger, prepared by a reputable independent Israeli financial
consulting firm nominated jointly by the Company and Netvision, or
the appraiser. According to the appraisal, Netvision’s fair market
value as of March 31, 2011 is NIS 1,538,378 thousands. Such
appraisal includes Netvision’s value on a “stand alone” basis and
part of the value of the synergy with the Company, which the
appraiser determined should be attributed to Netvision, if the
merger is consummated. In addition, on June 13, 2011 the Company’s
and Netvision’s audit committees approved the transaction.

The execution of the contemplated merger agreement remains
subject to, among other things, approval by both companies’ boards
of directors. If the execution of the merger agreement is so
approved, closing of the transaction would be subject, among other
things, to approval of the shareholders of both companies,
including by a majority of the shareholders voting on the matter
who are not affiliated with IDB, and certain required regulatory
approvals. We can provide no assurance that we will enter into any
transaction or that such transaction will be consummated.

For additional details on the proposed merger transaction with
Netvision and the conditions for its consummation see the Company’s
most recent annual report on Form 20-F for the year ended December
31, 2010
, under “Item 5. Operating Results – Overview – Recent
Developments”.

About Cellcom Israel

Cellcom Israel Ltd., established in 1994, is the leading Israeli
cellular provider; Cellcom Israel provides its approximately 3.395
million subscribers (as at March 31, 2011) with a broad range of
value added services including cellular and landline telephony,
roaming services for tourists in Israel and for its subscribers
abroad and additional services in the areas of music, video, mobile
office etc., based on Cellcom Israel’s technologically advanced
infrastructure. The Company operates an HSPA 3.5 Generation network
enabling advanced high speed broadband multimedia services, in
addition to GSM/GPRS/EDGE and TDMA networks. Cellcom Israel offers
Israel’s broadest and largest customer service infrastructure
including telephone customer service centers, retail stores, and
service and sale centers, distributed nationwide. Through its broad
customer service network Cellcom Israel offers its customers
technical support, account information, direct to the door parcel
services, internet and fax services, dedicated centers for the
hearing impaired, etc. As of 2006, Cellcom Israel, through its
wholly owned subsidiary Cellcom Fixed Line Communications L.P.,
provides landline telephone communication services in Israel, in
addition to data communication services. Cellcom Israel’s shares
are traded both on the New York Stock Exchange (CEL) and the Tel
Aviv Stock Exchange (CEL). For additional information please visit
the Company’s website http://www.cellcom.co.il

Company Contact
Yaacov Heen
Chief Financial Officer
investors@cellcom.co.il

Tel: +972-52-998-9755

Investor Relations Contact
Porat Saar
CCG Investor Relations Israel & US
cellcom@ccgisrael.com
Tel: +1-646-233-2161

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