Partner Communications Enters into Agreement to Acquire 012 Smile

Partner Communications Company Ltd.

announces that it has entered today into a share purchase agreement with Merhav-Ampal Energy Ltd. and 012 Smile Telecom Ltd. according to which the Company shall acquire all of the outstanding shares of 012 Smile and shall assume certain loans from the Seller to 012 Smile for a purchase price of 650 million New Israeli Shekels (approximately $180 million). As part of the Agreement, Partner has also agreed to guarantee long term bank loans of 012 Smile of approximately NIS 800 million (approximately $222 million). The Agreement includes an assignment by 012 Smile to the Seller of the right to receive payments due from a third party in the amount of NIS 42 million (approximately $11.6 million).