SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) March 28, 1995
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AMPAL-AMERICAN ISRAEL CORPORATION
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(Exact Name of Registrant as Specified in Charter)
NEW YORK 0-538 13-0435685
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) (Identification No.)
1177 Avenue of the Americas, New York, New York 10036
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(Address of Principal Executive Offices) Zip Code
Registrant's telephone number, including area code (212) 782-2100
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS
On March 28, 1995, the Registrant's Board of Directors approved a
stock repurchase program relating to the Registrant's Class A Stock that is
described in the following press release, which was issued on March 30, 1995:
" AMPAL - AMERICAN ISRAEL CORPORATION
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ANNOUNCES 1994 YEAR-END RESULTS;
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AUTHORIZES STOCK REPURCHASE PROGRAM
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New York...Ampal-American Israel Corporation announced today that net
income for the year ended December 31, 1994 was $7,334,000, compared to $226,000
for the same period in 1993 when the Company recorded an approximately $5
million provision for income taxes, due to a compulsory change in an accounting
principle. Net income in 1994 increased primarily as a result of increased
realized and unrealized gains on investments compared to those in 1993.
Earnings per Class A share totaled $.27 in 1994 and $.01 in 1993. Without the
nearly $5 million provision for the accounting change, Ampal would have reported
net income for 1993 of $5,208,000, or $.22 per Class A share. Revenues for 1994
were $80,943,000, compared to $73,243,000 in 1993.
In 1994, the Company continued its expanded program of investing in new and
existing enterprises in Israel, including investments in the real estate, basic
industry and high-tech sectors.
Total assets at December 31, 1994 were $342,880,000, compared to
$304,060,000 in 1993. Shareholders' equity at December 31, 1994 was
$173,494,000, compared to $116,817,000 at December 31, 1993. The increase in
shareholders' equity is primarily attributable to Ampal's February 1, 1994
public offering from which net proceeds were approximately $51 million.
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The Company also announced that its Board of Directors has
authorized the repurchase of up to 2 million shares of the Company's Class A
Stock through open market purchases from time to time as Ampal's management
deems appropriate. As at December 31, 1994, there were 20,840,518 shares of
Class A stock outstanding. At March 29, 1995, the closing price of the
Company's stock was $6.
"This action by our Board is consistent with management's belief that
current market conditions do not reflect the strength of Ampal's operations and
prospects for the future," stated Shlomo Recht, Chairman of the Board.
"Consequently, we believe that repurchase of Class A Stock is an advantageous
use of the Company's capital."
Ampal and its subsidiaries acquire interests in businesses located in the
State of Israel or that are Israel-related. An important objective of Ampal is
to make investments in companies which take advantage of growth in Israel's
domestic economy. Ampal and its subsidiaries have diversified interests in the
following sectors: hotels and leisure-time, real estate, energy distribution,
basic industry, high technology and communications, as well as others.
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FINANCIAL HIGHLIGHTS
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(In thousands except earnings per share)
Three Months Ended Year Ended
December 31 December 31
(unaudited)
1994 1993 1994 1993
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Revenues $ 19,214 $ 20,098 $ 80,943 $ 73,243
Income before
cumulative
effect of
change in
accounting
principle 295 1,858 7,334 5,208
Net Income 295 1,858 7,334 226(1)
Earnings per
Class A Share $.01 $.08 $.27 $.01(1)
Total Assets 342,880 304,060 342,880 304,060
Shareholders'
Equity 173,494 116,817 173,494 116,817
(1) Includes cumulative effect on prior years of change in accounting principle
of $(4,982), equal to $(.21) per share."
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
AMPAL-AMERICAN ISRAEL CORPORATION
Date: March 30, 1995 By: /s/Lawrence Lefkowitz
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Lawrence Lefkowitz, President