| 2021-09-06 |
温馨提示：
美股因劳工节，9月6日休市一天
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| 2018-12-19 |
复牌提示：
2018-12-19 08:10:06 停牌，复牌日期 2018-12-20 00:00:01
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| 2018-10-19 |
股东大会：
将于2018-11-19召开股东大会
会议内容 ▼▲
- 1.the acquisition of the entire share capital of Mazor by subsidiaries of Medtronic plc, an Irish public limited company ("Medtronic") (namely, Given Imaging Ltd., a company organized under the laws of the State of Israel ("Parent 1"), Oridion Medical 1987 Ltd., a company organized under the laws of the State of Israel ("Parent 2"), Oridion Systems Ltd., a company organized under the laws of the State of Israel ("Parent 3"), Covidien Israel Holdings Ltd., a company organized under the laws of the State of Israel ("Parent 4" and together with Parent 1, Parent 2 and Parent 3, collectively and individually, the "Parent")) (other than the share capital of Mazor held by Covidien Group S.a.r.l, a Luxembourg company and a wholly-owned subsidiary of Medtronic ("CovLux")), pursuant to the Agreement and Plan of Merger, dated as of September 20, 2018 (as it may be amended from time to time, the "Merger Agreement"), through the merger of Belinom Ltd., a company organized under the laws of the State of Israel and wholly-owned by Parent ("Merger Sub") with and into Mazor, so that following such merger, Merger Sub will cease to exist and Mazor will be collectively wholly owned by Parent and CovLux (the "Merger");
2.the Merger Agreement;
3.the consideration to be received by the shareholders of Mazor in the merger, consisting of US$29.25 per share in cash, without interest and less any applicable withholding taxes, for each ordinary share of Mazor owned immediately prior to the effective time of the merger (the "Merger Consideration");
4.in connection with the renewal of the directors' and officers' liability insurance policy, the amendment of the Compensation Policy such that the relevant premium limit shall be increased;
5.the purchase by Mazor of a run-off directors' and officers' liability insurance policy for a period of seven years following the effective time of the Merger, as permitted under the Merger Agreement; (vi) the accelerated vesting of (if unvested) and cancellation of each outstanding option to purchase ordinary shares of Mazor (including those granted to Mazor's officers and directors) in exchange for the right to receive a lump sum cash payment equal to the product of the excess, if any, of the Merger Consideration over the applicable per share exercise price of such option, and the total number of ordinary shares underlying such option, without interest and subject to applicable withholding taxes;
6.the accelerated vesting of (if unvested) and cancellation of each outstanding RSU (including those granted to Mazor's officers and directors) in exchange for the right to receive a lump sum cash payment (to the extent such payment does not trigger taxes under Section 409A of the Internal Revenue Code of 1986, as amended) equal to the product of the Merger Consideration and the number of ordinary shares subject to such RSU, without interest and subject to applicable withholding taxes;
7.the payment by Mazor of special transaction bonuses to officers in Mazor in connection with the merger transaction and subject to the completion of the Merger, as permitted under the Merger Agreement;
8.all other transactions and arrangements contemplated by the Merger Agreement, a copy of which is attached to Mazor's Report of Foreign Private Issuer on Form 6-K furnished to the U.S. Securities and Exchange Commission (the "SEC") on September 24, 2018. We refer to items (i) through (ix) in this proposal as the "Merger Proposal".
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| 2018-10-19 |
详情>>
股本变动：
变动后总股本2657.97万股
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| 2018-08-23 |
股东大会：
将于2018-09-27召开股东大会
会议内容 ▼▲
- 1.Discussion regarding the Company’s Consolidated Statement of Financial Position as of December 31, 2017, and the Consolidated Income Statement for the year then ended;
2.To consider and act upon a proposal to approve the re-appointment of Somekh Chaikin, Certified Public Accountants (Israel), a member of KPMG International, as the independent public accountants of the Company for the year ending December 31, 2018, and until the next Annual General Meeting of the shareholders of the Company, and to receive information regarding their remuneration;
3.To consider and act upon a proposal to re-appoint Mr. Jonathan Adereth ("Adereth") to hold office as director for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders or until his successor has been duly appointed. A Declaration of Adereth’s qualification is attached hereto as Annex A.
4.To consider and act upon a proposal to re-appoint Mr. Ori Hadomi ("Hadomi"), to hold office as director for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders or until his successor has been duly appointed. A Declaration of Hadomi’s qualification is attached hereto as Annex B.
5.To consider and act upon a proposal to re-appoint Mr. Michael Berman ("Berman"), to hold office as director for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders or until his successor has been duly appointed. A Declaration of Berman’s qualification is attached hereto as Annex C.
6.To consider and act upon a proposal to re-appoint Mrs. Sarit Soccary Ben-Yochanan ("Ben-Yochanan"), to hold office as director for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders or until her successor has been duly appointed. A Declaration of Ben-Yochanan’s qualification is attached hereto as Annex D.
7.To consider and act upon a proposal to re-appoint Mr. Gil Bianco ("Bianco") as an external director of the Company until the next Annual General Meeting of the Company’s shareholders or until his successor has been duly appointed. A Declaration of Bianco’s qualification as an external director is attached hereto as Annex E.
8.To consider and act upon a proposal to approve a grant of (i) options to purchase up to 30,000 of the Company’s ordinary shares (“Options”) and (ii) 3,000 restricted share units (“RSUs”) to Hadomi, in his capacity as the Company’s Chief Executive Officer (“CEO”).
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| 2018-08-02 |
财报披露：
美东时间 2018-08-02 盘前发布财报
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| 2018-05-14 |
财报披露：
美东时间 2018-05-14 盘前发布财报
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| 2018-04-30 |
详情>>
业绩披露：
2017年年报每股收益-0.25美元,归母净利润-1241.9万美元,同比去年增长33.47%
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| 2018-02-14 |
财报披露：
美东时间 2018-02-14 盘前发布财报
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| 2017-11-21 |
股东大会：
将于2017-12-27召开股东大会
会议内容 ▼▲
- 1.Discussion regarding the Company’s Consolidated Statement of Financial Position as of December 31, 2016, and the Consolidated Income Statement for the year then ended;
2.To consider and act upon a proposal to approve the re-appointment of Somekh Chaikin, Certified Public Accountants (Israel), a member of KPMG International, as the independent public accountants of the Company for the year ending December 31, 2017, and until the next Annual General Meeting of the shareholders of the Company, and to receive information regarding their remuneration;
3.To consider and act upon a proposal to re-appoint Mr. Jonathan Adereth ("Adereth") to hold office as director for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders or until his successor has been duly appointed. A Declaration of Adereth’s qualification is attached hereto as Annex A.
4.To consider and act upon a proposal to re-appoint Mr. Ori Hadomi ("Hadomi"), to hold office as director for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders or until his successor has been duly appointed. A Declaration of Hadomi’s qualification is attached hereto as Annex B.
5.To consider and act upon a proposal to re-appoint Mr. Michael Berman ("Berman"), to hold office as director for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders or until his successor has been duly appointed. A Declaration of Berman’s qualification is attached hereto as Annex C.
6.To consider and act upon a proposal to re-appoint Ms. Sarit Soccary Ben-Yochanan ("Ben-Yochanan"), to hold office as director for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders or until her successor has been duly appointed. A Declaration of Ben-Yochanan’s qualification is attached hereto as Annex D.
7.To consider and act upon a proposal to re-appoint Mr. Gil Bianco ("Bianco") as an external director of the Company until the next Annual General Meeting of the Company’s shareholders or until his successor has been duly appointed. A Declaration of Bianco’s qualification as an external director is attached hereto as Annex E.
8.To consider and act upon a proposal to approve an update of the employment agreement of Hadomi as the Company’s Chief Executive Officer (“CEO”), so that as of January 1, 2018, the CEO monthly fixed salary will be increased to NIS 90,000.
9.To consider and act upon a proposal to approve a grant of options to purchase up to 50,000 of the Company’s ordinary shares to the Company’s CEO.
10.To consider and act upon a proposal to approve an amended Compensation Policy for Directors and Officers (the “Compensation Policy”). The revised and amended policy is attached hereto as Annex F.
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| 2017-11-07 |
财报披露：
美东时间 2017-11-07 盘前发布财报
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| 2017-05-01 |
详情>>
业绩披露：
2016年年报每股收益-0.42美元,归母净利润-1866.8万美元,同比去年增长-21.34%
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| 2016-10-20 |
股东大会：
将于2016-11-28召开股东大会
会议内容 ▼▲
- 1.Discussion regarding the Company’s Consolidated Statement of Financial Position as of December 31, 2015 and the Consolidated Statements of Profit or Loss for the year then ended;
2.To consider and act upon a proposal to approve the appointment of Somekh Chaikin, Certified Public Accountants (Israel), a member of KPMG International, as the independent public accountants of the Company for the year ending December 31, 2016, and until the next annual general meeting of the shareholders of the Company, and to receive information regarding their remuneration;
3.To consider and act upon a proposal to re-appoint Mr. Jonathan Adereth ("Adereth") to hold office as director for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders.
4.To consider and act upon a proposal to re-appoint Mr. Ori Hadomi ("Hadomi"), to hold office as director for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders.
5.To consider and act upon a proposal to re-appoint Mr. Michael Berman ("Berman"), to hold office as director for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders. A Declaration of Berman’s qualification attached hereto as Annex C.
6.To consider and act upon a proposal to re-appoint Ms. Sarit Soccary Ben-Yochanan ("Ben-Yochanan"), to hold office as director for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders.
7.To consider and act upon a proposal to re-appoint Mr. Gil Bianco ("Bianco") as an external director of the Company until the next Annual General Meeting of the Company’s shareholders or until his successor has been duly appointed. The annual remuneration and the participation remuneration to be paid to Bianco in consideration for his services to the Company shall be a fixed price of NIS 110,000 and the participation remuneration shall be a fixed price of NIS 3,100 per meeting.
8.To consider and act upon a proposal approve the appointment of Mr. Yuval Yanai ("Yanai") as an external director of the Company for a three year term, commencing on November 29, 2016 until November 28, 2019. The annual remuneration and the participation remuneration to be paid to Yanai in consideration for his services to the Company shall be a fixed price of NIS 110,000 and the participation remuneration shall be a fixed price of NIS 3,100 per meeting.
9.To consider and act upon a proposal to accelerate the vesting period of 9,900 options to purchase 9,900 of the Company's shares granted by the Company to Mr. David Schlachet ("Schlachet") on July 22, 2014 pursuant to the Company's shareholders approval of November 26, 2013, ("Schlachet Options"), so that Schlachet will be allowed to exercise the Schlachet Options with immediate effect. Schlachet is an external director in the Company since November, 2007. On November 26, 2013 the Company's shareholders approved Schlachet's re-appointment as an external director for a third three year term, and also approved the grant of 40,000 options to purchase up to 40,000 of the Company’s ordinary shares to Schlachet (the "Original Options"). The vesting period of the Original Options was set to a three (3) year vesting schedule, commencing on the date of grant, so that upon the lapse of twelve (12) months from the date of grant, thirty four percent (34%) of the shares underlying the Original Options shall vest, and thereafter, upon the lapse of each calendar quarter, eight point twenty five percent (8.25%) of the shares underlying the Original Options shall vest. Due to technical difficulties the grant of the Original Options was delayed to July 22, 2014. Schlachet's appointment as an external director in the Company shall terminate on November 26, 2016, and therefore if the vesting of the Schlachet Options is not accelerated, Schlachet will not be able to exercise the Schlachet Options. Had the Original Options been granted upon their approval by the Company's shareholders, their vesting period shall have been complete by the end of Schlachet's appointment as an external director in the Company. The exercise price of the Schlachet Options is NIS 27.67 per share.
10.To approve a Compensation Policy for the Company's directors and officers, in accordance with the requirements of the Israeli Companies Law, 5799-1999 (the "Israeli Companies Law").
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| 2016-07-20 |
股东大会：
将于2016-07-19召开股东大会
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| 2016-05-02 |
详情>>
业绩披露：
2015年年报每股收益-0.36美元,归母净利润-1538.5万美元,同比去年增长-0.74%
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| 2016-05-02 |
详情>>
业绩披露：
2013年年报每股收益-0.57美元,归母净利润-2052.9万美元,同比去年增长-190.61%
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| 2015-09-03 |
股东大会：
将于2015-10-08召开股东大会
会议内容 ▼▲
- 1.Discussion regarding the Company’s Financial Statements for the year ended December 31, 2014 and Annual Report for the year ended December 31, 2014;
2.To consider and act upon a proposal to approve the appointment of Somekh Chaikin, Certified Public Accountants (Israel), a member of KPMG International, as the independent public accountants of the Company for year ending December 31, 2015, and until the next Annual General Meeting of the Shareholders of the Company, and to receive information regarding their remuneration;
3.To consider and act upon a proposal to re-elect Messrs. Jonathan Adereth, Ori Hadomi, Michael Berman and Ms. Sarit Soccary Ben-Yochanan, to hold office as directors for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders; Declarations of Director's Qualification attached hereto as Annex A.
4.To approve a grant of options to purchase up to 60,000 of the Company’s ordinary shares (the “Options”) to Mr. Ori Hadomi, the Company’s Chief Executive Officer (the “CEO”). The Options shall vest and become exercisable in accordance with a four (4) year vesting schedule, commencing on the date of grant, so that upon the lapse of twenty four (24) months from the date of grant, fifty percent (50%) of the shares underlying the Options shall vest, and thereafter, upon the lapse of each calendar quarter, six point twenty five percent (6.25%) of the shares underlying the Options shall vest. The exercise price of the Options is NIS 26.99 each, non-linked, which reflects the higher of (i) the average of the closing price per share in the Tel Aviv Stock Exchange during the 30 days preceding the date of the Board of Directors’ resolution to grant the Options to the CEO (the “Board Resolution”), or (ii) the closing price per share on the day prior the date of the Board Resolution.
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| 2015-04-29 |
详情>>
业绩披露：
2014年年报每股收益-0.37美元,归母净利润-1527.2万美元,同比去年增长25.61%
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| 2014-11-25 |
股东大会：
将于2014-12-31召开股东大会
会议内容 ▼▲
- 1.Discussion regarding the Company’s Financial Statements for the year ended December 31, 2013 and Annual Report for the year ended December 31, 2013;
2.To consider and act upon a proposal to approve the appointment of Somekh Chaikin, Certified Public Accountants (Israel), a member of KPMG International, as the independent public accountants of the Company for year ending December 31, 2014, and until the next annual general meeting of the shareholders of the Company, and to receive information regarding their remuneration;
3.To consider and act upon a proposal to re-elect Messrs. Jonathan Adereth, Ori Hadomi, and Michael Berman and Ms. Sarit Soccary Ben-Yochanan, to hold office as directors for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders;
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| 2014-09-08 |
股东大会：
将于2014-10-22召开股东大会
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| 2014-06-16 |
股东大会：
将于2014-07-22召开股东大会
会议内容 ▼▲
- 1. To consider and act upon a proposal to elect Mr. Michael Berman (“Berman”) to hold office as director for a term commencing on the date of the Meeting until the next Annual General Meeting of Shareholders and to approve that Berman will be entitled to an annual remuneration of NIS 60,000 and participation remuneration of NIS 2,500 per meeting;
2. To approve a grant of options to purchase up to 40,000 of the Company’s ordinary shares (the “Options”) to Berman, a director in the Company. The Options shall vest and become exercisable in accordance with a three (3) year vesting schedule, commencing on the date of grant, so that upon the lapse of twelve (12) months from the date of grant, thirty four percent (34%) of the shares underlying the Options shall vest, and thereafter, upon the lapse of each calendar quarter, eight point twenty five percent (8.25%) of the shares underlying the Options shall vest. The exercise price of the Options will be the higher of (i) the average of the closing price per share in the TASE during the 30 days preceding the date of grant, or (ii) the closing price per share on the day prior the date of grant. The granted Options will be granted in addition to the annual remuneration of NIS 60,000 and participation remuneration of NIS 2,500 per meeting.
3. To approve the update of the employment agreement of Mr. Ori Hadomi, the Company’s Chief Executive Officer (the "CEO"), so that as of April 1, 2014, the CEO’s monthly fixed salary will be increased to NIS 70,000, to better reflect his contribution and importance to the company.
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| 2013-12-12 |
股东大会：
将于2014-01-21召开股东大会
会议内容 ▼▲
- 1. To approve a Compensation Policy for the Company's directors and officers, in accordance with the requirements of the Israeli Companies Law, 5799-1999 (the "Israeli Companies Law");
2. To approve the grant of a bonus in the sum of NIS 600,000 to Mr. Ori Hadomi, the Company’s Chief Executive Officer (the "CEO") following the Company's successful Public Offering completed in November 2013;
3. To approve the update of the CEO`s employment agreement so that the re-adjustment Payment shall be extended from four (4) monthly payments to six (6) monthly payments in the event that the CEO will resign subsequent to a change of control in the Company and it shall be extended from six (6) monthly payments to nine (9) monthly payments in the event that the CEO will be terminated subsequent to a change of control in the Company.
4. To approve the grant of a bonus in the sum of NIS 360,000 to Ms. Sharon Levita, the Company’s Chief Financial Officer (the "CFO") following the Company's successful Public Offering completed in November 2013;
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| 2013-10-22 |
股东大会：
将于2013-11-26召开股东大会
会议内容 ▼▲
- 1. Discussion regarding the Company’s Financial Statements for the year ended December 31, 2012 and Annual Report for the year ended December 31, 2012;
2. To consider and act upon a proposal to approve the appointment of Somekh Chaikin, Certified Public Accountants (Israel), a member of KPMG International, as the independent public accountants of the Company for year ending December 31, 2013, and until the next annual general meeting of the shareholders of the Company, and to receive information regarding their remuneration;
3. To consider and act upon a proposal to re-elect Messrs. Jonathan Adereth and Ori Hadomi, and Ms. Sarit Soccary Ben-Yochanan, to hold office as directors for an additional term, commencing on the date of the Meeting until the next Annual General Meeting of Shareholders;
4. To consider and act upon a proposal to re-elect Messrs. Gil Bianco and David Schlachet as external directors of the Company for an additional three year term, commencing on November 27, 2013 until November 26, 2016 (the "External Directors"). The annual remuneration and the participation remuneration to be paid to the External Directors in consideration for their services to the Company shall be fix price of NIS 100,000 and the participation remuneration shall be fix price of NIS 2,500 per meeting. Since the annual remuneration and participation remuneration amounts are fixed amounts, according the amounts under regulation 7 to the Companies Regulations (Rules Regarding Compensation and Expenses for Directors External), 4760 - 2000 , such remuneration does not require the approval of the Meeting.
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