G City’s Outgoing Owner Secures Golden Parachute for New CEO Amid Ownership Change

As new controlling shareholders prepare to take over G City, current owner Haim Katzman is ensuring favorable terms for the company’s incoming CEO, Keren Kalifa. The board advanced Kalifa’s start date from February to early October, pending shareholder approval in September. This transition precedes the expected ownership transfer to Tzachi Abu, Kidan Dahari, and Yaron Adiv, who will initially share control with Katzman before potentially becoming sole owners through an option exercise.

Earlier this month, Abu’s Ari Real Estate agreed to acquire 26% of Menorstar, Katzman’s holding company controlling G City, for 661 million shekels, with an option for an additional 7%. Dahari and Adiv later joined the agreement. The deal awaits antitrust approval and other conditions within 90 days, extendable by the parties.

Kalifa’s proposed employment contract includes an annual compensation package worth up to 4.4 million shekels, combining fixed salary, bonuses, and stock options. Katzman will step down as CEO to become chairman, reducing his annual compensation from 5.9 million to 1.5 million shekels. While these terms appear standard, they also prepare for a scenario where the new owners might replace Kalifa to implement their strategic plans, including aggressive asset sales.

The contract guarantees Kalifa’s salary and benefits for 180 days after termination and includes a special clause for ownership changes. If Kalifa is dismissed within a year of the ownership change or resigns within 60 days after completing a full year post-change, she is entitled to a severance bonus equal to 200% of her base salary, potentially totaling 3.4 million shekels. This golden parachute may cause the new owners to reconsider replacing her or provide Kalifa financial security if relations sour.

The shareholder vote in early September will be critical to finalizing Kalifa’s appointment and the broader ownership transition at G City.