0001178913-11-001281.txt : 20110505 0001178913-11-001281.hdr.sgml : 20110505 20110505152447 ACCESSION NUMBER: 0001178913-11-001281 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110504 FILED AS OF DATE: 20110505 DATE AS OF CHANGE: 20110505 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AFRICA ISRAEL INVESTMENTS LTD CENTRAL INDEX KEY: 0001320637 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 8880 [8880] FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32567 FILM NUMBER: 11814377 BUSINESS ADDRESS: STREET 1: 4 DERECH HACHORESH CITY: YEHAD STATE: L3 ZIP: 00000 MAIL ADDRESS: STREET 1: 4 DERECH HACHORESH CITY: YEHAD STATE: L3 ZIP: 00000 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Alon USA Energy, Inc. CENTRAL INDEX KEY: 0001325955 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] IRS NUMBER: 742966572 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7616 LBJ FREEWAY, SUITE 300 CITY: DALLAS STATE: TX ZIP: 75251 BUSINESS PHONE: 972 367 3600 MAIL ADDRESS: STREET 1: 7616 LBJ FREEWAY, SUITE 300 CITY: DALLAS STATE: TX ZIP: 75251 4 1 a1109831.xml X0303 4 2011-05-04 0 0001325955 Alon USA Energy, Inc. ALJ 0001320637 AFRICA ISRAEL INVESTMENTS LTD 4 HACHORESH STREET YEHUD L3 56470 ISRAEL 0 0 1 0 Common Stock, par value $0.01 per share 2011-05-04 4 S 0 190643 12.59 D 2389131 D Option (Right to Buy) 0 2011-07-01 2011-07-01 Common Stock, par value $0.01 per share 3675539 3675539 D The option described herein (the "Option") is exercisable by the Reporting Person for no additional cash consideration. The Option represents an option of the Reporting Person to acquire up to an additional 3,675,539 shares of the Issuer's common stock (the "Option Shares") from Alon Israel Oil Company, Ltd. ("Alon Israel"). The primary consideration with respect to the Reporting Person's acquisition of the Option Shares was provided by Africa-Israel Trade & Agencies Ltd ("Africa-Israel Trade") under a share exchange transaction between Africa-Israel Trade and Alon Israel Oil Company, Ltd. ("Alon Israel") on September 17, 2009 (the "Share Exchange Transaction") (the rights related to which were immediately assigned by Africa-Israel Trade to the Reporting Person), pursuant to which Africa-Israel Trade surrendered shares of Alon Israel to Alon Israel in exchange for 2,579,774 shares of the Issuer's common stock (the "Shares") and the Option (and, by extension, the right to acquire the Option Shares). As additional consideration for the Shares, the Option and the Option Shares, the Reporting Person (as assignee of Africa-Israel Trade) furthermore agreed to be bound by the terms and conditions of the agreement pursuant to which the Share Exchange Transaction was consummated. Such date represents the date on which the Option will be deemed exercised mandatorily, without any action required on the part of the Reporting Person. The Option may not be exercised before such date. This number of shares reflects the maximum number of Option Shares issuable to the Reporting Person upon exercise of the Option. The actual number of Option Shares to be issued upon exercise will be determined under a formula that is appended to the agreement for the Share Exchange Transaction. /s/ Jacques Zimmerman, Corporate Secretary, on behalf of Africa-Israel Investments Ltd. 2011-05-05