Elbit Imaging Negotiating Possible Debt Restructuring

            Elbit Imaging Negotiating Possible Debt Restructuring

PR Newswire

TEL AVIV, Israel, February 18, 2013

TEL AVIV, Israel, February 18, 2013 /PRNewswire/ --

Elbit Imaging Ltd. ("Elbit"or the"Company") (TASE, NASDAQ: EMITF) announced
today, that it is in negotiations with two of its major note-holders (the
"Major Noteholders") and Europe Israel (MMS) Ltd ("Europe Israel"), the
Company's majority shareholder, with respect to a possible restructuring of
the debt of the Company in order to strengthen the Company's financial
condition. The terms of a possible restructuring have not yet been agreed to
among all the relevant parties, but the currently agreed upon framework of the
restructuring includes the following principles: (i) the unsecured debt of the
Company would be converted into ordinary shares, in its entirety, (ii) the
secured debt of the Company would not be impaired and would continue to be
paid in accordance with its terms, (iii) the restructuring may include a cash
buy-out of a portion of the notes by the Major Noteholders for the benefit of
note holders who may prefer not to convert their notes into shares, (iv) Mr.
Zisser would continue to devote substantially all of his business time and
effort to the business of the Company and serve as the Company's Chief
Executive Officer, on terms to be agreed upon, including the issuance to
Europe Israel of warrants to purchase ordinary shares of the Company, at an
exercise price which will be determined in correlation with the recovery value
of the unsecured debt holders of the Company. 

Any restructuring would require the execution of definitive agreements, and be
subject to several conditions precedent including the approval of the Tel Aviv
District Court pursuant to Sections 350-351 of the Israeli Companies Law, the
approval by the requisite majority of the creditors of the Company, any
required approvals by the shareholders of the Company, approvals and consents
of various third parties, and any other approvals required by law.

To the extent that an agreement in principle is reached, it will be announced
by the Company. The Company does not intend to respond to press reports that
may be published from time to time about the ongoing discussions about a
possible restructuring of the Company.

About Elbit Imaging Ltd.

Elbit Imaging Ltd. operates in the following principal fields of business: (i)
Commercial and Entertainment Centers - Initiation, construction and sale of
shopping and entertainment centers and other mixed-use real property projects,
predominantly in the retail sector, located in Central and Eastern Europe and
in India, primarily through its subsidiary Plaza Centers N.V. In certain
circumstances and depending on market conditions, we operate and manage
commercial and entertainment centers prior to their sale; (ii) U.S. Real
Property - Investment in commercial real property in the United States; (iii)
Hotels - Hotel operation and management; (iv) Medical Industries - (a)
research and development, production and marketing of magnetic resonance
imaging guided focused ultrasound treatment equipment and (b) development of
stem cell population expansion technologies and stem cell therapy products for
transplantation and regenerative medicine; (v) Residential Projects -
Initiation, construction and sale of residential projects and other mixed-use
real property projects, predominately residential, located primarily in India;
(vi) Fashion Apparel - Distribution and marketing of fashion apparel and
accessories in Israel; and (vii) Other Activity - venture capital investments.

Safe Harbor Statement under the Private Securities Litigation Reform Act of
1995

Any forward-looking statements in our releases include statements regarding
the intent, belief or current expectations of Elbit Imaging Ltd. and our
management about our business, financial condition, results of operations, and
its relationship with its employees and the condition of our properties. Words
such as "believe," "would," "expect," "intend," "estimate" and similar
expressions are intended to identify forward-looking statements but are not
the exclusive means of identifying such statements. Actual results may differ
materially from those projected, expressed or implied in the forward-looking
statements as a result of various factors including, without limitation, the
risk that a agreement relating to a possible restructuring of the Company will
not be reached, that any proposed restructuring will not be approved by all
the applicable stakeholders of the Company, the Court or others, that
challenges by third parties or other events outside the control of the Company
could delay the negotiations or the implementation of the restructuring and
result in the termination thereof, and the factors set forth in our filings
with the Securities and Exchange Commission including, without limitation,
Item 3.D of our annual report on Form 20-F for the fiscal year ended December
31, 2011, under the caption "Risk Factors." Any forward-looking statements
contained in our releases speak only as of the date of such release, and we
caution existing and prospective investors not to place undue reliance on such
statements. Such forward-looking statements do not purport to be predictions
of future events or circumstances, and therefore, there can be no assurance
that any forward-looking statement contained our releases will prove to be
accurate. We undertake no obligation to update or revise any forward-looking
statements.

For Further Information:

Company Contact:
Shimon Yitzhaki
Chairman of the Board of Directors
Tel: +972-3-608-6048
shimony@elbitimaging.com

Investor Contact:
Mor Dagan
Investor Relations
Tel: +972-3-516-7620
mor@km-ir.co.il

SOURCE Elbit Imaging Ltd.