"Encyclopaedic knowledge "
By Chambers Global

Overview

Practice Areas: Banking and Corporate FinanceBanking and FinanceCapital MarketsCollective and Individual Employment AgreementsCommercial TransactionsCorporate and CommercialExecutive Compensation, Employee Benefits and EsopsExecutive Compensation, Employee Benefits and EsopsHi TechMergers and AcquisitionsVenture Capital and Private Equity
Industries: Banks and Financial InstitutionsGovernment and Defence

Phillip Waldoks specializes in cross-border and domestic corporate and banking transactions for international and Israeli companies and financial institutions. Phil’s considerable international experience spans the full range of corporate and commercial transactions, including domestic and cross border mergers and acquisitions, joint ventures, private equity and venture capital financings, bank financings, including syndicated loan facilities, investments, partnerships and restructurings as well as structuring, negotiating, reviewing and drafting the full range of commercial agreements.

Phil has vast experience on all sides of the transactional table and is regularly instructed by consortia of Israeli and foreign banks, financial institutions, manufacturing, technology and telecommunication companies, start-ups, venture capital funds and universities to represent their interests. He is recognized by Chambers Global and European Legal Experts as an expert and recommended by Which Lawyer?

Prior to joining S. Horowitz & Co. in 2001, Phil was Senior Vice President–Corporate Legal Affairs and Secretary of U.S.-based publicly-held Hasbro, Inc., a leading global toy and game manufacturer, having previously served as Hasbro’s outside securities and M&A counsel. At Hasbro, Phil was responsible for the company’s transactional and periodic securities disclosures, acted on its many acquisitions of publicly and privately-held entities worldwide, and represented Hasbro in its public offerings, private placements, bank financings, investments, stock exchange listings and major licensing agreements.

Phil began his legal career in the Corporate Practice Groups of Paul, Weiss, Rifkind, Wharton & Garrison and Fenwick & West in New York, where he represented a diverse clientele, including borrowers, lenders, issuers, acquirers and targets.

In addition to the Israel Bar, Phil is a member of the American Bar Association.

Languages: EnglishHebrew
Admissions: Israel Bar, 2002New York Bar, 1977
Education: Yale University, USA, B.A., cum laude, (1973)University of Chicago Law School, USA, J.D., with honours and elected to the distinguished Order of the Coif, (1976)

Experience

Phil’s vast transactional experience blends all the elements of Corporate/M&A, banking and financial services and includes representation of:

Foreign and Israeli entities in merger and acquisition transactions, including cross-border transactions involving foreign entities acquiring or disposing of businesses and investments in Israel, as well as Israeli entities in their local and foreign acquisitions, dispositions and investments, including –

  • Arcadis, a Dutch-based global design and consulting company, in the Israeli law aspects of its € 232 million acquisition of Irish-based DPS Engineering Holdings, including purchase of the minority shares of target’s Israeli subsidiary.
  • Robert Bosch Investment Nederland BV in its $720 million acquisition of Elmo Motion Control, an Israeli manufacturer of control solutions for motion control applications.
  • Irisity, a Swedish-based provider of AI-powered video analytics software, in its $68 million acquisition of Agent Vi, an Israeli startup providing AI-enabled video analytics solutions for the security industry
  • Francisco Partners, a U.S. based private equity firm, in connection with the financing of its acquisition of LiveU Ltd., an Israeli-based live broadcasting company
  • Bullguard Ltd., a UK-based company operating in the IoT threat protection and cybersecurity space and its Israeli subsidiary, in the sale of assets to Forescout Technologies, Inc.
  • U.S.-based Becton Dickinson, a Fortune 500 medical technology company, in its acquisition of the assets and operations of its Israeli distributor
  • U.S.-based Danaher Corporation, a Fortune 500 science and technology innovator, in its $100 million acquisition of Advanced Vision Technology, an Israeli company providing print quality and inspection solutions, traded on the Frankfurt Stock Exchange
  • France-based international cosmetics company, Groupe Rocher, in its multi-million acquisition of Israel’s Sabon Group which operates a chain of boutiques offering luxury bath and body products in the U.S., Europe, Israel and Japan
  • SynteractHCR Group, a German-based global contract research organization provider, in the divestiture of its Israeli division in a management buyout transaction
  • a U.S.-based private equity fund in the acquisition of an Israeli-based hi-tech company in the printing industry
  • Bank Hapoalim in connection with its acquisition of a bank in Turkey and of such Turkish bank in its acquisition, and subsequent sale, of a bank in Kazakhstan
  • Bell South in its sale, together with its co-venture partner, of their joint controlling shareholding in Cellcom, one of Israel’s leading cellular telephone companies, for $1.35 billion
  • U.S.-based HJ Heinz, a Fortune 500 global food and beverage company, in the sale, via an auction process, of the business and assets of Heinz’s entire Israeli operations

Consortia of Israeli and foreign financial institutions with respect to secured transactions in Israel, including acquisition financing and guarantee facilities, such as-

  • a syndicate of banks led by Bank Hapoalim in the extension of €159 million in financing to Gazit Globe Ltd. secured by its controlling interest in Atrium European Real Estate Ltd., a Jersey-based, publicly-listed operator and developer of shopping centres in Central and Eastern Europe
  • a syndicate of banks and other financial institutions, led by Mizrahi Tefahot Bank, in a $100 million cross-border secured financing of the half a billion dollar acquisition by XIO Group of Lumenis Ltd., including overseeing the obtaining of guarantees and pledges from Lumenis’ subsidiaries in Australia, Germany, Holland, Hong Kong, India, Italy, Japan, the PRC, Singapore, South Korea, the U.K. and the U.S.
  • a syndicate of banks, led by Bank Hapoalim, in a $230 million cross border financing of Ness Technologies S.à r.l. and various of its subsidiaries in a mixture of secured acquisition and working capital financing, in a solution that enabled compliance with New York, Luxembourg, Dutch and Israeli law, including several refinancings thereof
  • Deutsche Bank Trust Company Americas in connection with pledges in Israel to secure acquisition financing provided in SafeNet’s acquisition of Aladdin Knowledge Systems
  • Bank Leumi and Bank Hapoalim in several refinancings and restructurings of their $500 million facility to Tower Semiconductor Ltd.

Financial institutions and publicly-held companies with respect to mezzanine and unsecured financings, venture capital, debt restructurings and other capital transactions, including –

  • Quoin Pharmaceuticals Ltd, a U.S.-based Israeli public company, in connection with several U.S. public offerings
  • Pathfinder Strategic Credit L.P., a fund managed by Argentem Creek Partners, a U.S.-based emerging market credit specialist, in connection with the 2018 restructuring of its mezzanine financing to ECI Telecom into preferred and special shares and the subsequent successful sale of such shares in the 2020 acquisition of ECI Telecom by Ribbon Communications
  • Bank Hapoalim and Bank Leumi in their acquisition of capital notes in Tower Semiconductor in connection with debt restructurings, subsequent conversion of such notes into ordinary shares and sale of such shares in registered and unregistered offerings
  • Isracard Ltd., Israel’s largest credit card company, in a series of acquisitions of warrants in startup companies in areas related to its credit card space

Israeli and foreign firms in joint venture, partnership, licensing, distribution, consulting, employment, manufacturing, supply, maintenance and engineering, procurement and construction (EPC) and other commercial agreements, including in respect of tenders (request for proposals) in Israel and abroad, including –

  • CRRC, the world’s largest train maker, and its Israeli subsidiary in agreements with NTA-Metropolitan Mass Transit System to manufacture, supply and maintain the railway cars for the Red Line of the Tel Aviv Light Rail
  • a subsidiary of Shapir Civil and Marine Engineering, Israel’s largest construction, development and civil engineering company, in agreements with respect to its concession from the State of Israel to build the Cross Israel Northern Highway
  • the technology transfer arm of a major Israeli institute of research, including license agreements and agreements in connection with investments in its technology licensees
  • Hasbro, in various supply, distribution, consulting and agency agreements

Recognition

  • IFLR1000 2018-2023: recognized Phil Waldoks as a Notable practitioner in M&A.
  • IFLR1000 2017: recognized Phil Waldoks, as a Notable practitioner in his field.
  • Phil’s expertise in Israel in the field of Banking and Finance has been recognized by  Legal 500, European Legal Expertsand Chambers Global Client’s Guide.
  • Chambers has variously attributed Phil with “encyclopedic knowledge” and “amazing memory and thoroughness”.
  • Which Lawyer?recommends Phil in Capital Markets: Debt and Equity.

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