• Abstract and Figures
• Public Full-text

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR _ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ OR SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report ________ Commission file number 1-14426 ALON BLUE SQUARE ISRAEL LTD. (Exact name of Registrant as specified in its charter) Israel (Jurisdiction of incorporation or organization) Europark Yakum, France Building, Yakum 6097200 Israel (Address of principal executive offices) Ortal Klein, Corporate Secretary Tel: (972)-9-9618504; Fax: (972)-9-9618636 (Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Securities registered or to be registered pursuant to Section 12(b) of the Act. Title of class Name of each exchange on which registered American Depositary Shares, each representing one Ordinary Share (1) New York Stock Exchange, Inc. Ordinary Shares, par value NIS 1.0 per share (2) New York Stock Exchange, Inc. (1) Evidenced by American Depositary Receipts. (2) Not for trading, but only in connection with the listing of the American Depositary Shares. Securities registered or to be registered pursuant to Section 12(g) of the Act: None (Title of Class) Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None (Title of Class) Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report: 66,161,860 Ordinary Shares, par value NIS 1.0 per share Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No _ If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act 1934. Yes No _ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. _ Yes No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one): Large Accelerated filer Accelerated filer Non-accelerated filer _ Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing: U.S. GAAP International Financing Reporting Standards as issued by the International Accounting Standards Board _ Other If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow. Item 17 Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No _ INTRODUCTION Unless otherwise indicated, as used in this Annual Report, (a) the term “Alon Blue Square” or the “Company” means Alon Blue Square Israel Ltd., (b) the terms “we,” “us” and “our,” mean Alon Blue Square and its consolidated subsidiaries, (c) “Mega Retail” means our wholly-owned subsidiary, Mega Retail Ltd., (d) “Dor Alon” means Dor Alon Energy In Israel (1988) Ltd., a corporation in which we held approximately 78.43% of the outstanding ordinary shares as of March 31, 2015, and the balance of whose shares are publicly held and traded on the Tel Aviv Stock Exchange, and its subsidiaries, (e) “Bee Group” means our wholly-owned subsidiary, Bee Group Retail Ltd., (f) “BSRE” means Blue Square Real Estate Ltd., a corporation of which we held 63.71% of the outstanding shares as of March 31, 2015, and the balance of whose shares are publicly held and traded on the Tel Aviv Stock Exchange, and its subsidiaries, (g) "Naaman" means Naaman Group (NV) Ltd., a corporation in which we held approximately 77.51% of the outstanding ordinary shares as of March 31, 2015, and the balance of whose shares are publicly held and traded on the Tel Aviv Stock Exchange, and its subsidiaries, and (h) "Diners Israel" means Diners Club Israel Ltd, a corporation in which we held 49% of the outstanding shares as of March 31, 2015. We operate in four reporting segments. As of December 31, 2014, we were the largest retail company in Israel based on the number of stores. In our Supermarkets segment, operated mostly through Mega Retail, we are the second largest food retailer in the State of Israel. In our Fueling and Commercial Sites segment, operated through Dor Alon, we operate a chain of filling stations and convenience stores in different formats in Israel, and we are considered to be one of the four major gas companies in Israel. In our Houseware and Textile segment, operated through Bee Group, we sell “Non-Food” items in standalone retail outlets, in our supermarkets and via our wholesale channels. In our Real Estate segment, operated through BSRE, we own, lease and develop yield-generating commercial properties and projects. Activities that do not meet quantitative thresholds in order to constitute a separate segment consist of activities in issuing and aquiring credit cards transactions through our affiliate, Diners Club Israel Ltd., our activites in the cellular market via our mobile virtual network operator (MVNO) network in Israel through our wholly-owned subsidiary, Alon Cellular Ltd., activities in the baby products sector and operations of a logistic center in Beer Tuvia, which are all presented under Other Activities. Please note that unless otherwise indicated, as used in this Annual Report, the term “owned” or “ownership” with respect to our supermarkets, Naaman outlets and filling stations means the ownership of the operations of our supermarkets, outlets and sites and not legal title to the real estate underlying our supermarkets, outlets and sites. In addition, unless otherwise indicated, data regarding Mega Retail's supermarket branches whose operations we resolved to cease are not separated from data regarding our supermarkets segment. 3 Except for the historical information contained herein, the statements contained in this Annual Report are forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, with respect to our business, financial condition and operating results. Actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors, including all the risks discussed in “Item 3. Key Information - D. Risk Factors” and factors discussed elsewhere in this Annual Report. We urge you to consider that statements which use the terms “believe,” “do not believe,” “expect,” “plan,” “intend,” “estimate,” “anticipate,” “project” and similar expressions are intended to identify forward-looking statements. These statements reflect our current views with respect to future events and are based on assumptions and are subject to risks and uncertainties. Except as required by applicable law, including the securities laws of the United States, we do not undertake any obligation nor intend to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. All references in this Annual Report to dollars or $ are to U.S. dollars and all references in this Annual Report to NIS are to New Israeli Shekels. Unless mentioned otherwise, all figures in U.S. dollars are based on the representative exchange rate between the NIS and the dollar as published by The Bank of Israel for December 31, 2014, which was NIS 3.889 per $1.00, except figures for the first quarter of 2015, which are based on the representative exchange rate between the NIS and the dollar as published by The Bank of Israel for March 31, 2015, which was NIS 3.978 per $1.00. 4 TABLE OF CONTENTS Page PART I ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 6 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 6 ITEM 3. KEY INFORMATION 6 ITEM 4. INFORMATION ON THE COMPANY 29 ITEM 4A. UNRESOLVED STAFF COMMENTS 86 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 87 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 128 ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 153 ITEM 8. FINANCIAL INFORMATION 169 ITEM 9. THE OFFER AND LISTING 178 ITEM 10. ADDITIONAL INFORMATION 181 ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 198 ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 201 PART II ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 203 ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 203 ITEM 15.

Load more

  328

Copy Link