FORM 6-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

For June 25, 2018

Commission File Number:  001-33271

CELLCOM ISRAEL LTD.
10 Hagavish Street
Netanya, Israel 42140
________________________________________________
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
 
Form 20-F ☒          Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):            

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):            

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ☐          No ☒

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not Applicable

CELLCOM ISRAEL ANNOUNCES RESULTS OF INSTITUTIONAL STAGE OF
EQUITY OFFERING IN ISRAEL
 
Netanya, Israel – June 25, 2018 – Cellcom Israel Ltd. (NYSE: CEL) (TASE: CEL) (the "Company") announced that following the previously reported preparation for a potential offering of ordinary shares in an aggregate amount of approximately NIS 200 million and options to purchase ordinary shares in an aggregate amount of approximately NIS 100 million, to the public in Israel only, the Company completed the institutional stage of the offering. In the institutional tender the Company received early commitments from institutional investors in Israel for the purchase of ordinary shares for an approximate amount of NIS 572 million and options to purchase ordinary shares for an approximate amount of NIS 245 million in the offering. In light of the demand, the Company decided to increase the offering amount of ordinary shares to an aggregate amount of approximately NIS 280 million and options to purchase ordinary shares to an aggregate amount of approximately NIS 120 million. The Company's controlling shareholder submitted early commitments for 50% of the offering amount.
 
The execution, timing, terms and amount of such contemplated offering are subject to further approval of the Company's Board of Directors, publication of a supplemental offering report and the prior approval of the Tel Aviv Stock Exchange of the supplemental offering report. There is no assurance that such offering will be executed, nor as to its timing, terms or amount.
 
For additional details see the Company's current report on Form 6-K dated June 21, 2018.
 
The contemplated offering described in this press release will be made, if made, only in Israel and only to residents of Israel. The said securities will not be registered under the U.S. Securities Act of 1933 and will not be offered or sold in the United States. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities.
 
About Cellcom Israel
 
Cellcom Israel Ltd., established in 1994, is the largest Israeli cellular provider; Cellcom Israel provides its approximately 2.822 million cellular subscribers (as at March 31, 2018) with a broad range of value added services including cellular telephony, roaming services for tourists in Israel and for its subscribers abroad and additional services in the areas of music, video, mobile office etc., based on Cellcom Israel's technologically advanced infrastructure. The Company operates an LTE 4 generation network and an HSPA 3.5 Generation network enabling advanced high speed broadband multimedia services, in addition to GSM/GPRS/EDGE networks. Cellcom Israel offers Israel's broadest and largest customer service infrastructure including telephone customer service centers, retail stores, and service and sale centers, distributed nationwide. Through its broad customer service network Cellcom Israel offers technical support, account information, direct to the door parcel delivery services, internet and fax services, dedicated centers for hearing impaired, etc. Cellcom Israel further provides OTT TV services (as of December 2014), internet infrastructure (as of February 2015) and connectivity services and international calling services, as well as landline telephone communications services in Israel, in addition to data communications services. Cellcom Israel's shares are traded both on the New York Stock Exchange (CEL) and the Tel Aviv Stock Exchange (CEL). For additional information please visit the Company's website http://investors.cellcom.co.il.

Company Contact
Shlomi Fruhling
Chief Financial Officer
investors@cellcom.co.il
Tel: +972 52 998 9735
Investor Relations Contact
Ehud Helft
GK Investor & Public Relations  In partnership with LHA
cellcom@GKIR.com
Tel: +1 617 418 3096


 
 Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
  CELLCOM ISRAEL LTD.  
       
Date: June 25, 2018
By:
/s/  Liat Menahemi Stadler
 
 
Name:
Liat Menahemi Stadler
 
 
Title:
VP Legal and Corporate Secretary