Q: Okay.
A: She has no right to turn to the grower and say, 'The crop is not enough, you owe me money, give me back the equipment.'
Q: She has an agreement with the grower how he will return the money.
A: She has an agreement that the grower will return it with a crop.
Q: Okay. Now, the advances were made at the expense of future liabilities, and she reduced payments due from her to the growers.
A: That's right.
Q: It wasn't in Agrexco.
A: That's right.
Q: And unlike Agrexco, all of these things were presented in the reports.
A: That's right."
- In addition, I accept the plaintiffs' argument in their summaries (ibid., at paragraphs 106-108) that the acquisition of Eliyahu Insurance's customer portfolio by Migdal constitutes a clear transaction of a "combination of businesses", which is different from our case in the sense of "comparing apples to oranges". I accept the argument that unlike our case, in the case of a business combination, there is a presumption that allows recognition of intangible assets (such as a customer portfolio) that have been purchased, as an exception to the usual rules in accounting standards, and this recognition is subject to unique accounting rules of the insurance industry, which is regulated according to another standard, and to the demand for control as aforesaid contingent on the client's obligation, conditions that were not properly proven in Prof. Eden's opinion and did not receive a satisfactory response in the defendant's summaries.
- And more. I am inclined to agree with the opinion of Dr. Ronen (paragraphs 194-202 of the Ronen opinion) regarding Prof. Eden's comparison between Agrexco and its competitor, Mehadrin (paragraph 10 of the Eden 2012 opinion), here too for the simple reason that the loans that Mehadrin gave to growers and packing houses are anchored in explicit legal agreements, while Agrexco's special payments were not anchored in similar agreements. Agrexco itself also distinguished in its reports between loans to suppliers (Note 5 to Agrexco's 2008 reports, at p. 203 of the investigator's report), which were anchored in legal agreements, and those special payments. This is what Eden answered in his interrogation regarding the very choice of Mehadrin as a case for comparison (Protocol, p. 686, questions 2-5):
A: There aren't many agricultural companies that have financial statements, public. The example that was most in front of my eyes was mehadrin, I brought it. There are similar things, there are different things, but if you look at the essence and not the legal form, you will see that it is the same thing. "