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Israel Canada (T.R) Ltd.

Annual Report Jun 9, 2025

6861_rns_2025-06-09_f1b7c06d-4460-4606-b578-0e09e2074a67.pdf

Annual Report

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Israel Canada (T.R) Ltd.

Board of Directors' Report for the Three-Month Period Ended on March 31, 2025

This document is an English translation of the Hebrew version of the company's financial statements and the management discussion and analysis for the First quarter of 2025, that was published on May 28, 2025 (the "reports" or "Hebrew Version"). The Hebrew version of the reports is the binding version and the only version having legal effect. The English translation has been created for the purpose of convenience only and has no binding force. The approval of the company's board of directors was given to the Hebrew version only and no such approval has been given to the English translation. In the event of any discrepancy between the Hebrew Version and this translation, the Hebrew Version shall prevail

Board of Directors' Report on the Company's Affairs for the Period Ended on March 31, 2025

A. Summary of Financial Findings for the Reporting Period:

  • The total amount of apartment and land sales and the admission of partners into the Company and affiliated companies from the beginning of 2025 until the publication date of this Report amounted to approximately NIS 0.9 billion (*)(including affiliated company ICR), compared with approximately NIS 1.1 billion (*) in the corresponding period last year.
  • Below is a summary of apartment and office sales in the Company's principal projects up to the Report Date:
    • ❖ Sde Dov Project ("Rainbow"), Tel Aviv, as of the Report Date the Company sold 228 apartments for total consideration of approximately NIS 2 billion including VAT.
    • ❖ Vertical City Project as of the Report Date, an affiliated company sold approximately 25,000 square meters of office space for total consideration of approximately NIS 796 million including VAT.
    • ❖ Midtown Jerusalem Project as of the Report Date, the Company sold approximately 222 apartments for total consideration of approximately NIS 847 million including VAT, and approximately 4,052 square meters of office space for total consideration of approximately NIS 119 million including VAT.
    • ❖ Lev Bavli, Tel Aviv as of the Report Date, the affiliated company sold 7 apartments for total consideration of approximately NIS 38 million including VAT.
  • On May 20, 2024, the Company received an initial rating of ilA- with a positive outlook from S&P Maalot for the Company and for its Bonds Series F and G. On June 23, 2024, S&P Maalot announced a rating of ilA- for a new issuance (Series H). On December 4, 2024, S&P Maalot announced a rating of ilA- for an expansion of Series H. On May 6, 2025, S&P Maalot announced a rating of ilA- for a further expansion of Series H.
  • On January 23, 2025, the Company executed a private placement of the Company's shares to institutional entities for total consideration of approximately NIS 125 million.
  • On April 3, 2025, after the balance sheet date, all the precedent conditions were met, and the hotel company completed the acquisition of the Brown Hotels operations for a total amount of approximately NIS 131 million plus VAT as required by law. The transaction was completed using both equity and external financing from a local bank (approximately NIS 74 million). Upon completion of the transaction, and together with existing operations, the hotel company holds approximately 3,650 hotel rooms in ownership and management in Israel and Greece.
  • On April 20, 2025, after the Report Date, the Company, together with Check Point, received a notice from the Tender Committee regarding the approval of their joint bid in a tender to establish a mixed-use residential, office, and commercial project for total consideration of NIS 818 million (Company's share: approximately NIS 318 million). As of the publication date of this Report, some of the precedent conditions have not yet been met.
  • On May 8, 2025, the Company expanded Bonds (Series H) in a total amount of approximately NIS 210.8 million. For additional information, refer to Note 5D to the Company's consolidated financial statements.
  • The net loss for the three months ended March 31, 2025, amounted to approximately NIS 24 million, compared with net profit of approximately NIS 40 million in the corresponding period last year.
  • As of March 31, 2025, the Company had balances of cash, cash equivalents, and marketable securities totaling approximately NIS 0.6 billion.
  • As of March 31, 2025, the Company had real estate inventory and buildings in planning and construction totaling approximately NIS 4.6 billion.
  • The Company's total balance sheet as of March 31, 2025, amounted to approximately NIS 11.1 billion, compared with approximately NIS 10.9 billion on December 31, 2024.
  • The Company's equity (including non-controlling interests) as of March 31, 2025, amounted to approximately NIS 3.5 billion, compared with approximately NIS 3.5 billion as of December 31, 2024.
  • Equity attributable to the Company's shareholders as of March 31, 2025, amounted to approximately NIS 2.6 billion, compared with approximately NIS 2.5 billion as of December 31, 2024.
  • The ratio of the Company's equity (including non-controlling interests) to the Company's total consolidated balance sheet as of March 31, 2025, was approximately 31.8%, compared with approximately 31.6% as of December 31, 2024.

▪ The ratio of the Company's equity excluding non-controlling interests to the Company's total consolidated balance sheet as of March 31, 2025, was approximately 23.1%, compared with approximately 22.7% as of December 31, 2024.

(*) Concerning apartment and office sales including Registration Forms; amounts include VAT.

Project For the three month period
ended on March 31, 2025
Data from the start of the project
until March 31, 2025
Apartments
sold
Financial scope
including VAT in NIS
thousands
Marketing rate Apartments
sold
Financial scope
including VAT in
NIS thousands
Rainbow, Tel Aviv 10 89,663 47.5% 228 1,992,716
Midtown Jerusalem(1) 9 55,521 32% 222 847,013
Lev Bavli, Tel Aviv 3 17,106 5% 7 38,477
SHE, Herzl Yehuda Halevy 1 32,000 1% 1 32,000
Pastoral, Jerusalem 20 79,065 35% 100 351,234
North Park Stage A, Ramat
Hasharon
5 26,344 71% 388 1,948,764
North Park Stage B (EVE),
Ramat Hasharon (2)
16 86,684 34% 136 741,656
Ocean Park II, Netanya - - 100% 60 243,681
Hahistadrut Air, Givatayim 3 12,470 69% 149 730,525
Yasmin (Idmit), Givatayim (3) 2 8,946 3% 2 8,946
Serenity, Tel Hashomer 4 12,971 12% 4 12,971
Hamesila, Herzliya - - 89% 24 171,535
Hagefen, Herzliya (Stage B) - - 98% 94 369,591
Bat Yam Sokolov 1 10,500 98% 162 481,495
Ahad Ha'am, Tel Aviv 2 13,154 94% 65 334,963
Total apartments 76 444,424 - 1,642 8,305,566

Apartments and offices sold during the period in the Group's projects:

Project For the three month period
ended on March 31, 2025
Data from the start of the project
until March 31, 2025
Sq.m sold Financial scope
including VAT in NIS
thousands
Marketing rate Sq.m sold Financial
scope
including
VAT in NIS
thousands
Midtown Jerusalem Offices 1,681 51,579 9% 4,052 119,062
Vertical City, Ramat Gan - - 33% 24,879 796,105
Total offices 1,681 51,579 - 28,931 915,167

(1) Midtown Jerusalem – of the 222 apartments sold, 4 were Registration Forms totaling approximately NIS 67,588 thousand including VAT.

(2) Park Tzafon Stage B (EVE) Project – of the 136 apartments sold, 4 were Registration Forms totaling approximately NIS 29,391 thousand including VAT.

(3) Yasmin (Idmit) Project, Givatayim – of the 2 apartments sold, 1 was a Registration Form totaling approximately NIS 5,231 thousand including VAT.

From the end of the period until shortly before the publication date of the financial statements, the Company sold 59 apartments for total consideration of approximately NIS 302 million including VAT(*) .

Registration Forms

The Company's apartment/office unit marketing process consists of two stages – in the first stage, after commercial terms are agreed with the purchaser, the purchaser signs a Registration Form / Subscription Form which includes the key agreed commercial terms (unit details, appurtenances, consideration, and payment schedule), as well as general legal information regarding the asset. For the Registration Form to become effective, the purchaser must deposit Registration Fees into the project's escrow account in an amount ranging from NIS 50,000 to NIS 100,000 (depending on the project) (hereinafter, respectively: the "Registration Fees" and the "Registration Form"). In the second stage, and pursuant to the provisions of

the Registration Form, the purchaser must complete the rights acquisition and sign a binding Sale Agreement within approximately 7–14 days from the date of signature, and the Registration Fees will be credited toward the first payment on account of the consideration under the Sale Agreement. The Registration Form further provides that if the purchaser does not sign a Sale Agreement and decides not to complete the transaction, the Registration Fees will not be refunded and will be forfeited to the project company. It should be noted that in some cases, at the purchaser's request, the Company approves the refund of the Registration Fees if the purchase is not completed due to legal disputes related to the Sale Agreement. For further details regarding the marketing process, refer to

Section B.8 below.

(*) Of which approximately 31 were Registration Forms totaling approximately NIS 160 million including VAT.

B. Board of Directors' Explanation of the Corporation's Business Condition

The Board of Directors of the Company is honored to hereby present the Company's consolidated financial statements for the three-month period ended March 31, 2025 (hereinafter: the "Period" or the "Reporting Period"), pursuant to the Securities (Periodic and Immediate Reports) Regulations, 5730-1970 (hereinafter: the "Reporting Regulations").

The review set forth below is limited in scope and refers to events and changes that occurred in the Company's affairs during the Reporting Period and whose impact is material, and should be read together with the Company's Periodic Report for the year ended December 31, 2024, which includes the Company's 2024 Business Description Report and the Company's consolidated financial statements as of December 31, 2024 (hereinafter: the "Periodic Report," the "2024 Report," and the "Annual Financial Statements," respectively).

All data appearing in the Board of Directors' Report is based on the Company's reviewed interim consolidated financial statements as of March 31, 2025, unless stated otherwise.

General Background Regarding the Company

As of the Report Date, the Company has eight fields of activity, as detailed below:

    1. The real estate development sector (land investments)
    1. The project construction sector in Israel
    1. The development and management of purchasing groups sector in Israel (not a reportable segment under generally accepted accounting principles)
    1. The income-producing real estate sector in Israel
    1. The hotel management sector in Israel
    1. The real estate development sector in Russia
    1. The assisted living sector in Israel (not a reportable segment under generally accepted accounting principles). For further details, refer to the Company's Immediate Report Dated March 16, 2022 (Reference No.: 2022-01-026103), which is included in this Report by way of reference.
    1. The operation of assets and parking lots sector in Israel (not a reportable segment under generally accepted accounting principles)

For further details regarding the segmentation of the Group's sectors of activity, refer to Section 1 of Part A of the 2024 Periodic Report.

Below is an update regarding the status of the Company's principal projects under marketing in Israel (to the extent that material changes occurred):

Project
Construction Sector in Israel
Project name Status update
New Ramat Hasharon
Project
On November 21, 2022, the Tel Aviv District Planning and Building
Committee resolved to conditionally approve the deposit of the Morasha
Employment Area Plan in Ramat Hasharon, for the establishment of a complex
combining residential, commercial, office, and public buildings (hereinafter:
the "Plan"). The Plan enables the development of a project with a total
aboveground area of approximately 206 thousand square meters, above
basement areas of approximately 90 thousand square meters. According to the
Plan, the construction of four towers of up to 20 floors each will be permitted,
connected by lower floors designated for commercial and office
uses totaling
approximately 150 thousand square meters. In addition, ten 9-story residential
buildings will be constructed, comprising 600 small residential units (120 of
which will be designated for rental housing). According to the Plan, land will
be allocated for the construction of a school and additional public areas for
local residents, as well as an area of approximately 7.5 dunams for a
transportation terminal and urban storage uses.
In February 2024, the District Committee resolved to approve the Plan.
Subsequently, an appeal was filed by the Ramat Hasharon Municipality, and a
hearing was held in July 2024. The Company is currently awaiting a decision
on the appeal.
In 2025 and until the publication date of the Report, the Company sold 8 land
units related to the office component of the project for total consideration of
approximately NIS 9 million including VAT.
The Company's estimates regarding the scope of rights constitute Forward
Looking Information based on the Company's experience and the status of
discussions with the authorities as of the date of this Report. This information
may not materialize, may partially materialize, or may differ materially from
the above.
Midtown Jerusalem
Project
According to the City
Building Plan approved on May 7, 2023, the project
includes approximately 695 residential units (*) in two 40-story towers and a
total marketing area of approximately 43,500 square meters of net area for
marketing,
as
well
as
commercial,
office,
and
hotel
space
totaling
approximately 75,000 gross square meters, and 200 rental residential units in
two 40-story towers, a preserved building designated for hotel use totaling
approximately 5,250 gross square meters, and approximately 12,000
square
meters of public buildings.
It should be noted that, in light of the Company's decision to market part of the
office space out of the total investment property valued at approximately NIS
139 million, a total of approximately 44,607 square meters of the office rights
have been reclassified, as of July 2024, from investment property
to inventory
of real estate, instead of the classification as investment property which was in
place from the date of acquisition of these properties.
The remaining commercial, hotel, and rental apartment rights are classified as
investment property.
According to the City
Building Plan, the rental apartments will be owned by a
single entity and will be rented for a period of ten years from the date of receipt
of Form 4
(certificate of occupancy), at market rental rates (not subject to price
control). After ten years, they may be sold without restriction.
On October 10, 2024, and March 24, 2025, the project company entered into
amendments to the land financing agreement and the voucher arrangement,
Project
Construction Sector in Israel
Project name Status update
including an extension of the loan repayment date to September 30, 2025
(instead of March 31, 2025).
On February 25, 2025, a full building permit was obtained for the residential
towers, and a general contractor agreement was signed with Tidhar
Construction Ltd.
On April 28, 2025, after the balance sheet date, a full building permit was
obtained for the office tower and the mixed-use tower, which includes rights
for hotel and rental housing.
As of the date of the financial statements, 222 residential units have been sold
in the project for total consideration of approximately NIS 847 million
including VAT (of which approximately 4
Registration Forms were signed for
a total amount of approximately NIS 67 million), and approximately 4,000
square meters of office space have been sold for approximately NIS 119
million including VAT.
(*) Due to optimization in apartment planning and marketing, the number of
units for marketing was updated to 695 apartments (instead of 800), without
any change in the total marketing area. As the planning progresses, additional
changes may occur in the number of units for marketing, without changing the
Rainbow Project (Sde
Dov), Tel Aviv
total marketing area.
A project for the construction of 480 residential units and commercial areas
with a total gross area of approximately 1,600 square meters. A design plan
was conditionally approved in May 2024.
On March 21, 2024, the Company received a permit for excavation and
shoring, and during April 2024, the excavation and shoring contractor
commenced work.
On October 10, 2024, the project company entered into a financing agreement
with two local banks for the project, providing a financing framework not to
exceed approximately NIS 3.2 billion, including financial credit.
As of the date of the financial statements, 228 residential units have been sold
in the project for total consideration of approximately NIS 2 billion including
VAT.
Vertical City Project,
Ramat Gan
A project for the construction of office towers, residential units, and
commercial
space,
including:
400
residential
units
for
high-density
construction designated for long-term rental, 350 residential units for student
dormitories, public buildings and institutions, and low-rise buildings for office
and commercial use.
On April 18, 2024, the Company, together with B.S.R. Engineering &
Development Ltd. (hereinafter: the "Principal Shareholders") and Vertical
City Ltd. (hereinafter: the "Seller"), entered into an agreement with Clal
Insurance Company Ltd. and Clal Pension and Provident Ltd. (collectively, the
"Purchaser"), whereby the Purchaser will invest a total amount of
approximately NIS 160 million in exchange for an allotment of shares
(including the provision of a shareholder loan), constituting approximately
24.5% of the issued and paid-up share capital of Vertical. On June 25, 2024,
the conditions precedent were fulfilled, and the transaction was completed.
Following the completion of the transaction with Clal, the Company holds
(indirectly) approximately 55.9% of the project company.
On July 28, 2024, the Local Committee resolved to recommend to the District
Committee the conditional deposit of a plan to increase the building rights in
the complex to a Floor Area Ratio (FAR) of 30, so that following the approval
of the plan, the total building rights in the complex will amount to
approximately 354 thousand square meters, of which 277 thousand square
meters are for office
and commercial use, 24 thousand square meters for public
buildings, and 53 thousand square meters for rental residential units and
student dormitories.
Project
Construction Sector in Israel
Project name Status update
In light of the signing of sale agreements in significant volumes and
proportions, the consolidated company resolved that the building rights for
offices totaling approximately 75 thousand square meters, which were
previously classified as Investment Property, will be reclassified, effective
October 2023, as Long-Term Real Estate Inventory.
During February 2025, an agreement was signed with Electra Construction
Ltd. for excavation, shoring, and foundation work.
As of the date of the financial statements, approximately 25 thousand square
meters of office space in the project have been sold.
SHE Project (Formerly
Bank Leumi building),
Tel Aviv
A 40-story tower with a total area (according to the valid city building
plan) of
38,192 square meters (main and service areas), divided as follows: (a) 102
residential units with an area of approximately 10,011 square meters (an
average of 87 square meters of main area per unit); (b) office and/or hotel and
commercial areas totaling approximately 25,047 square meters; and (c) public
buildings totaling approximately 2,370 square meters.
On March 20, 2025, a contractor agreement was signed with Solel Boneh,
Limited Partnership, for excavation and shoring works.
As of the date of the financial statements, 1 residential unit has been sold in the
project for total consideration of approximately NIS 32 million including VAT.
Lev Bavli Project An urban renewal project under the Tama 38/2 licensing track, within which
299 residential units are expected to be constructed. According to the plan, the
total above-ground construction area will amount to approximately 37,200
square meters, and the underground construction area will amount to
approximately 14,500 square meters. The share of the Bavli Project Company
(50% held) in the project is approximately 82%, and accordingly, the number
of residential units to be marketed by the Bavli Project Company is
approximately 134.
On January 6, 2025, a building permit for the project was received.
As of the date of the financial statements, 7 residential units have been sold in
the project for total consideration of approximately NIS 38 million including
VAT.
Hamesila, Herzliya –
(Under ICR Israel
Canada Rem Holdings
Ltd. (42.5%))
A boutique project for the construction of 7 residential buildings, which will
include 54 apartments (27 designated for sale). In April 2022, ICR received a
building permit for the project. As of the date of publication of the Report, 24
residential units (89% of the
units designated for sale) have been sold for total
consideration of approximately NIS 172 million including VAT. The execution
rate of the project is approximately 74%.
North Park (Under ICR
Israel Canada Rem
Holdings Ltd. (42.5%))
A residential project in the Neve Gan neighborhood of Ramat HaSharon being
executed in three stages and comprising 1,205 residential units.
Stage A –
A joint venture between ICR and Zemach Hammerman Ltd.,
including the construction of 14 residential buildings comprising 548
apartments.
In December 2023, a full building permit was received for plots 28 and 30.
ICR's share in these plots is 50%. In December 2024, a full building permit
was received for plot 27. ICR's share in this plot is 75%.
As of the date of the financial statements, 388 residential units (approximately
71% of the units designated for sale) have been sold across the aforementioned
plots (27, 28, and 30) for total consideration of approximately NIS 1,949
million including VAT.
The execution rate on plots 28+30 is 33.8%, and on plot
27 is 13.73%.
Stage B (Project "EVE") –
A joint venture between ICR and Nof Ironi
Development
Ltd. in equal shares (50% each), including the construction of 7
residential buildings comprising 401 apartments.
Project
Construction Sector in Israel
Project name Status update
In December 2023, an excavation and shoring permit was received for all plots
included in Stage B (plots 24–26), excluding plot 23 (which includes 70
residential units).
In April 2024, the companies entered into a financing agreement for plots 24–
26 with a banking corporation for project financing, whereby the bank
provided credit facilities as follows: a facility for sales law guarantees in a total
amount not exceeding NIS 865 million, and financial credit facilities totaling
NIS 780 million (ICR's share in the facilities is 50%).
As of the date of the financial statements, 136 residential units (approximately
34% of the units designated for sale) have been sold in plots 24–26 for total
consideration of approximately NIS 742 million including VAT (including
approximately 4 Subscription Forms totaling approximately NIS 29 million).
Stage C –
Plots 18–20, comprising 256 residential units, have not yet
commenced sales. On March 30, 2025, an excavation and shoring permit was
Histadrut Givatayim –
(Air) (Under ICR Israel
Canada Rem Holdings
Ltd. (42.5%))
received for plot 20 for the construction of 100 residential units.
A project for the construction of 3 residential buildings comprising 333
apartments (216 for marketing) and a commercial area of approximately 1,000
square meters. Marketing of the project began in September 2022. As of the
date of the financial statements, 149 residential units (69% of the units
designated for sale) have been sold for total consideration of approximately
NIS 730
million including VAT. In January 2025, a full building permit for the
project was received, and ICR commenced demolition of the existing structures
and execution of the project.
Pastoral (Hanatka
Street), Jerusalem
(Under ICR Israel
Canada Rem Holdings
Ltd. (42.5%))(2)
An urban renewal ("Pinui-Binui") project on HaNataka Street in the Kiryat
HaYovel neighborhood of Jerusalem, currently consisting of 138 residential
apartments, under which 4 residential buildings will be constructed comprising
approximately 425 residential units and a commercial area of approximately
1,000 square meters. In December 2022, an excavation permit was received for
the project. In December 2024, a full building permit was received. As of the
date of the financial statements, 100 residential units (35% of the units for
marketing) have been sold for total consideration of approximately NIS 351
million including VAT.
Serenity Tel Hashomer,
Ramat Gan (Under ICR
Israel Canada Rem
Holdings Ltd.
(42.5%))(2)
A combination transaction for the construction of a building comprising 58
residential units, of which 43% of the residential units in the project are owner
held apartments. During February 2025, ICR commenced marketing the
project. As of the date of the financial statements, 4 residential units (12% of
the units designated for sale) have been sold for total consideration of
approximately NIS 13
million including VAT.
Yasmin –
Idmit,
Givatayim (Under ICR
Israel Canada Rem
Holdings Ltd.
(42.5%))(2)
An urban renewal ("Pinui-Binui") project on 13, 15, and 17 Idmit Street in
Givatayim, currently comprising 42 residential apartments, which will be
replaced by a residential building with 118 residential units.
In December 2024, an excavation permit was received for the project.
During February 2025, ICR commenced marketing the project. As of the date
of the financial statements, 2 residential units (11% of the units designated for
sale) have been sold for total consideration of approximately NIS 9
million
including VAT.

Expected main management fees (in NIS thousands) the Company's share, assuming the sale of the entire inventory:

Project Management Fees Entitlement date
100% Balance of the
Company's share in
recording income to
be received from
management fees
Blue Beach
Project, Atlit
13,400 3,931 The date of eligibility for receiving the funds has been met, and will
actually be collected upon the initiation of banking support for the
entire Group. During the Reporting
Period, an accompaniment
agreement was signed and approximately NIS 4.5 million was
received.
Turquoise
Project, Tel
Aviv
8,320 8,320 According to the cooperation agreement, after approval of a detailed
city building plan, a construction cooperation agreement will be
signed, which will include, among other things, milestones for
receiving the management fees
Blue Beach
Project,
Herzliya1
14,000 14,000 According to the cooperation agreement, after approval of a detailed
city building plan, a construction cooperation agreement will be
signed, which will include, among other things, milestones for
receiving the management fees
Hod
Hasharon
(Orange Trail)
24,000 24,000 14 days from the date of sending a notification on the approval of the
rezoning plan of the land as detailed in the table in Section 6.3.2.1
above
Netanya
Project,
Business
Village
21,600 21,600 At the time of issuing the first building permit for each of the
buildings
Hatzuk
Hazfoni, Tel
Aviv
15,700 15,700 According to the cooperation agreement, after approval of a detailed
city building plan, a construction cooperation agreement will be
signed, which will include, among other things, milestones for
receiving the management fees
Project Sunset 7,680 7,680 According to the cooperation agreement, after approval of a detailed
city building plan, a construction cooperation agreement will be
signed, which will include, among other things, milestones for
receiving the management fees
Pi Glilot
Complex
28,000 28,000 According to the cooperation agreement, after approval of a detailed
city building plan, a construction cooperation agreement will be
signed, which will include, among other things, milestones for
receiving the management fees
Hod
Hasharon
West
5,520 5,520 According to the cooperation agreement, after approval of a detailed
city building plan, a construction cooperation agreement will be
signed, which will include, among other things, milestones for
receiving the management fees
Total 132,700 129,100

The data in the table does not include future management fees for the Herzliya Harova Hatzfoni project of NIS 500 per square meter of building area that will be approved in the future city building plan.

1 In this regard, it should be noted that apart from the purchasers who entered into cooperation and management agreements with the Company in the management agreements, other third parties who own approximately 4 dunams of the land have entered into cooperation and management agreements with the Company in relation to the land.

Summary of Data Estimate in Main Projects in Israel (NIS thousands):

Project name (3) Company's
share in
project
Status Scope of
marketing as of
Mar. 31, 2025–
%
Current
scope of
marketing–
%
Projected date for
cash flow withdrawal
from Project (15)
Book value
(Company's
share) Mar.
31, 2025
Expected income
balance (100%)
as of Mar. 31,
2025
Expected income
balance
(Company's share)
as of Mar. 31, 2025
Average sale price
per sq.m (NIS
(16)
thousands)
Unrecognized gross
profit balance
(Company's share)
(2)
Expected
gross profit
rate %
Expected surplus
balance at project
end (Company's
share) after tax
NIS thousands
New Ramat Hasharon residential rights 81% Planning / zoning change 97% 97%
1 New Ramat Hasharon office rights (4) 81% Planning / zoning change 38% 38% Not yet determined 6,491 509,695 412,853 N/A 412,853 100% 313,848
2 Tzamarot Hod Hasharon–Orange Trail 80% Planning / zoning change 96% 96% On plan approval date 3,642 14,091 11,273 N/A 7,631 68% 9,518
3 Hatzuk Hazfoni 100% In planning - - Not yet determined 63,512 140,800 140,800 N/A 80,494 57% 122,610
4 Turquoise 100% In planning 91% 91% Not yet determined 16,583 21,060 21,060 N/A 4,477 21% 20,079
5 Glilot Complex Land and Shares (Uptown) 64% In planning 61% 61% Not yet determined 54,275 242,924 155,471 N/A 101,196 65% 132,554
6 Hod Hasharon West 100% In planning 93% 93% Not yet determined 1,926 8,352 8,352 N/A 6,117 73% 6,964
7 (5)
Lapid Complex, Jaffa
60% In planning 0% 0% Not yet determined 185,943 2,509,832 1,505,899 Residential – 115
Hotel – 56
662,846 44% 436,303
8 (10)
Beit Mars, Tel Aviv
38% In planning 0% 0% Not yet determined 313,598 2,310,453 877,972 Residential – 68
Commercial – 40
Office – 23
239,603 27% 212,185
9 13 Ahad Ha'am 95% Occupied 94% 94% 2025 17,128 31,226 29,664 Residential – 88
(calculated based on
2025 sales)
12,551 42% 26,846
10 Sunset Project (North Tel Aviv) 100% In planning 44% 44% Not yet determined 72,971 118,800 118,800 N/A 45,828 39% 109,415'
11 Canada Business Village Netanya 60% In planning 37% 37% Not yet determined 54,956 256,275 153,765 N/A 98,809 64% 131,393
12 Blue Herzliya beach 0% In planning 100% 100% On plan approval date 177 14,000 14,000 N/A 14,000 100% 10,812
13 SHE Project, Tel Aviv (6) 81% City building plan in force 1% 3% 2030 451,705 2,052,168 1,662,256 Residential – 120
Office – 40
Commercial – 50
599,550 36% 429,921
14 Midtown (Shaarei Zedek), Jerusalem (7) 73% City building plan in force 31.37% 32% 2030 1,001,509 5,431,524 3,965,013 Residential – 72
Office – 22
Commercial – 40
Residential for lease
– 57
765,690 19% 549,204
15 (8)
Beit HaNa'ara
Complex, Hod Hasharon
50% City building plan in force 0% 0% Not yet determined 431,239 2,944,734 1,472,367 42 425,407 29% 227,707
16 Sde Dov, Tel Aviv (9) 100% City building plan in force 47.5% 47.7% 2030 1,605,641 3,321,874 3,321,874 Residential – 85
Commercial – 45
766,492 23% 944,945
17 (11)
Vertical City, Ramat Gan
55.9% City building plan in force 33% 33% 2030 371,688 2,093,224 1,170,112 Office – 28 322,691 28% 361,471
18 Dubnov, Tel Aviv (12) 80% City building plan in force 0% 0% Not yet determined 383,159 1,693,304 1,354,643 Residential – 90
Office - 35
490,137 36% 348,732
19 Lev Bavli, Tel Aviv 50% City building plan in force 5% 10% 2030 74,076 824,750 412,375 Residential - 65 80,250 19% 66,749
Total 5,110,218 24,539,084 16,808,549 5,136,622 4,461,254

(1) Assuming full realization of inventory. Where there are no actual sales, the Company relies on market prices or Subscription Forms.

(2) Gross profit is calculated in accordance with generally accepted accounting principles and includes financing expenses through receipt of the building permit. It does not include marketing and advertising expenses and includes both revenue from inventory sales and income from the significant financing component (as defined in the accounting staff position).

(3) Beit Mars and Vertical City are projects presented in the Company's financial statements under the investment in affiliated companies section.

(4) Ramat Hasharon – for details, refer to Section B of the Board of Directors' Report.

(5) Lapid, Tel Aviv – the table above includes all expected rights in the project. The interest rate has been updated in accordance with the prime interest rate known at the time of publication of the financial statements. It should be noted that the sale price per square meter for the hotel component reflects a fully finished hotel room at a high standard under a leading hotel brand.

(6) Yehuda Halevi (SHE Project), Leumi Building, Tel Aviv – the table above includes all rights in the project. The interest rate has been updated according to the prime interest rate known at the time of publication of the financial statements. It should be noted that office and commercial rights are presented under the investment property section in the Company's financial statements.

(7) Midtown Jerusalem – the table above includes all expected rights in the project. The interest rate has been updated according to the prime interest rate known at the time of publication of the financial statements. It should be noted that rights related to rental housing, offices, hotels, and commercial space are presented under the investment property section in the Company's financial statements.

  • (8) Beit HaNa'ara, Hod Hasharon the interest rate has been updated according to the prime interest rate known at the time of publication of the financial statements.
  • (9) Sde Dov, Tel Aviv the table above includes all expected rights in the project. The book value does not include capitalized nonspecific bond credit. It should be noted that commercial rights are presented under the investment property section in the Company's financial statements.
  • (10) Beit Mars, Tel Aviv the table above includes the expected rights in the project according to FAR 5. The plan is under the jurisdiction of the local committee.
  • (11) Vertical City, Ramat Gan the data in the table above includes rights to 75,000 square meters of office space that the project company decided to sell as office units.
  • (12) Dubnov, Tel Aviv the table above includes all expected rights of the project.
  • (13) For principal ICR projects, refer to the following tables.
  • (14) The table does not include land plots Harova Hatzfoni Tel Aviv, Kremenetsky Tel Aviv, and Emek Bracha Tel Aviv.
  • (15) The presented data does not include expected future management fees in the projects.
  • (16) The residential sale price includes VAT; for other components, prices are presented excluding VAT.

ICR(1) - Summary of Data Estimate in Main Projects in Israel (NIS thousands):

Projects under construction/marketing

Project name ICR's
share
in the
project
Purchase date Construction
completion
date
Units for
marketing
in the
project
Scope of
marketing
as of
March 31,
2025
Scope of
marketing
as
of
the
report
date
Inventory
balance
in books
March
31, 2025
Unrecognized
gross profit
balance (2)
Surplus
balance
expected at
project end,
including
equity
invested(3)
(ICR's share)
NIS thousands
Yam, Bat Yam 100% Demolition and reconstruction 2024 165 98% 98% 15,998 3,220 13,825
Jerusalem Blvd., Jaffa 100% 2018 2025 117 100% 100% - 756 17,477
Hagefen, Bar Kochba, Herzliya -
Stage A
100% Demolition and reconstruction 2024 180 100% 100% - - 3,0866
Hagefen, Bar Kochba, Herzliya -
Stage B
100% Demolition and reconstruction 2025 96 98% 98% - 8,313 66,159
Ocean Park I, Netanya 100% 2019 2025 67 100% 100% - 99 3,831
Ocean Park II, Netanya 100% 2019 2025 60 100% 100% 4,158 7,838 46,662
Hamesila, Herzliya 100% 2018 2025 27 89% 89% 12,444 7,274 11,607
Hahistadrut Air, Givatayim 100% Demolition and reconstruction 2028 216 69% 69% 308,327 317,078 187,358
Serenity, Tel Hashomer, Ramat Gan 100% 2017 2028 33 12% 21% 2,777 18,750 11,929
Yasmin (Idmit), Givatayim 100% Demolition and reconstruction 2028 76 1% 9% 14,573 73,296 51,608
Pastoral, Jerusalem 100% Demolition and reconstruction 2028 287 35% 37% 69,592 278,077 216,249
Neve Gan, North Park, Ramat Hasharon (Stage A)4 57.8% 2021 2028 548 71% 71% 674,561 203,797 297,3587
5
North Park, Ramat Hasharon (Stage B)
50% 2021 2028 401 33% 33% 600,492 145,937 210,466
Total projects under construction 1,702,922 1,064,435 1,137,615
  • (1) ICR is held by the Company at a final indirect holding rate of 42.5% and is presented in the financial statements under investment in affiliated companies. After the acquisition of ICR, a purchase price allocation in the amount of approximately NIS 92 million was attributed to construction-in-progress inventory and land inventory (Company's share: 42.5%). As of March 31, 2024, the remaining balance of the purchase price allocation is approximately NIS 8 million (after amortization).
  • (2) Gross profit does not include the project's marketing and advertising costs and includes both revenue from inventory sales and income from the significant financing component (as defined in Accounting Staff Position 11-5 of the Israel Securities Authority). Additionally, revenue does not include income from commercial space.
  • (3) The project's surplus represents equity invested and the remaining expected profit after tax, net of amounts released and withdrawn from the financing account.
  • (4) ICR's share in the project 50% in three of the lots (28–30) out of four, and 75% in Lot 27 giving ICR a weighted holding rate of approximately 58% in the project.

(5) ICR's share in Park Tzafon Stage B, Lots 23–26, is 50%.

  • (6) It should be noted that ICR's surpluses in the Gefen Project, Bar Kochva, Stage A and Stage B are pledged to an institutional body as collateral for a loan, the balance of which as of March 31, 2025, is NIS 30 million. The surplus amount in Stages A and B is stated before deducting the said loan.
  • (7) It should be noted that ICR's surplus in Park Tzafon Stage A is pledged to an institutional body as collateral for a loan, the balance of which as of March 31, 2025, is NIS 141 million. The project's surplus amount is stated before deducting the said loan.
  • (8) In the projects EVE, Jasmin Givatayim, and Serenity Tel Hashomer the Sale Agreements are subject to fulfillment of precedent conditions including, among others, receipt of a building permit. The Sale Agreements may be canceled if the precedent conditions are not fulfilled within a period of 12 to 24 months from the date of signing the Sale Agreement.

Planning projects/land reserves

Project name ICR
share
Purchase
date
Construction rights in the project Book cost
as of
March 31,
2025
Average
sale
price
per
square
meter
Expected
gross
profit
Equity
invested in
the project
Expected
surpluses at
the end of the
project
including
equity (after
tax)
Current (ICR's share)
planning status Requested planning status NIS thousands
Herbert Samuel, Tel Aviv 33% 2016 Approximately
3,600 square
meters
Approximately
12,000 square
meters
for residential,
commercial, and hotel
82,918 TBD TBD 36,751 TBD
Complex 12, Netanya (combination deal) 100% 2023 Approximately
65 residential
Approximately
200 residential
units and public
units and public spaces
spaces
98 29,203 62,167 98 32,265
Ha'ari, Netanya (combination deal) 100% 2023 Agricultural
land
255 residential units and
approximately
575 square
meters
of commercial and office
space
--- 25,527 76,488 --- 39,823
North Park, Neve Gan, Ramat Hasharon (Stage
C)2
100% 2021 256 residential
units and 943
square meters
commercial
- 689,922 49,006 205,837 242,681 318,957
Total projects in planning/land reserves 722,938 344,492 279,530 391,045

1 The data does not include commercial areas.

Urban Renewal

Projects over 67% signatures

Project name Project description Main
contingencies
for the start of
the project
Percentage of
tenants who
agreed and
signed as of the
balance sheet
date
Planning status Average sale
price per
sq.m**
Expected
construction
start date
Expected
construction
conclusion
date
Expected
revenue
Expected gross
profit2
Balances
expected at the
completion of
the project
(after tax)
Housing units Housing
units for
Sq.m (ICR's share)
in the project marketing commercial NIS thousands
Hatzofim
Complex,
Lod
310 262 1,450 100%
agreement
from the
92% Approved city
building plan.
The
design plan was
approved under
conditions that do
not delay the
initiation of the
permit application.
Applications have
been submitted for
excavation and
shoring permits, as
well as a full
construction permit
for half of the
complex (southern
part).
19,813 2026 2030 573,652 109,582 61,343
Dizengoff
Hameyasdim,
Netanya
191 129 528 tenants,
approval of
New city
building plan
and
construction
permit
93% Approved city
building plan.
An
information file has
been obtained. An
application for an
excavation and
disposal permit has
been submitted.
26,788 2026 2030 424,645 78,926 44,084
Gapunov
Complex,
Ashdod
756 588 4,306 85% The local committee
signed the plan
documents and they
were submitted to
the district
committee.
23,488 TBD TBD 1,370,979 225,909 110,383
Rothschild,
Bat Yam*
560 395 1,650 98% A plan for the
unification and
division of the
complex was
approved. At
present, the design
32,096 TBD TBD 741,390 154,096 99,523
Project name Project description Main
contingencies
for the start of
the project
Percentage of
tenants who
agreed and
signed as of the
balance sheet
date
Planning status Average sale
price per
sq.m**
Expected
construction
start date
Expected
construction
conclusion
date
Expected
revenue
Expected gross
profit2
Balances
expected at the
completion of
the project
(after tax)
Housing units Housing Sq.m (ICR's share)
in the project units for
marketing
commercial NIS thousands
Katamonim,
Jerusalem
440 295 800 99% plan for the complex
is being promoted. A
discussion of the
design plans is
expected to take
place in the coming
months, and an
information file was
obtained.
An excavation and
disposal permit was
approved by the
local committee in
January 2025, and
the planning team is
working on fulfilling
the conditions for
receiving the permit.
At the same time, an
amended city
building plan for
additional floors and
additional residential
units (474 units
instead of 440),
without additional
rights, was approved
for submission to the
local committee and
will be submitted for
public objections in
the near future.
30,347 2026 2030 1,096,220 278,067 172,384
86 Bar
Kochva
Street,
Herzliya
74 50 175 73% The city building
plan is under the
authority of a local
committee which is
entrusted with its
deposit. The
planning team is
currently working
33,985 TBD TBD 170,759 39,282 22,798
Project name Project description Main
contingencies
for the start of
the project
Percentage of
tenants who
agreed and
signed as of the
balance sheet
date
Planning status Average sale
price per
sq.m**
Expected
construction
start date
Expected
construction
conclusion
date
Expected
revenue
Expected gross
profit2
Balances
expected at the
completion of
the project
(after tax)
Housing units Housing Sq.m (ICR's share)
in the project units for
marketing
commercial NIS thousands
on completing the
conditions for
submitting the plan.
Brodetsky
Street, Tel
Aviv
166 70 --- 96% In October 2023, the
design plan was
approved, ICR
submitted an
application for
building permits,
which was approved
by the committee
and is now in the
design review
process with the
Control Institute.
50,383 2025 2028 413,770 89,538 56,491
(Gordon)
Rabbi Akiva,
Herzliya
170 114 --- 86% A plan under the
authority of a local
committee.
Deposited on April
21, 2023 and
approved for
validity.
ICR is currently
working on a design
and planning plan
for a building
permit.
33,861 TBD TBD 349,542 68,996 37,872
Kukis, Bat
Yam
171 114 2,348 98% The plan met the
threshold conditions
in the District
Committee, awaiting
the plan's inclusion
for discussion and
submission.
30,902 TBD TBD 410,880 81,223 44,665
Katznelson,
Yehud
(including
commercial)
923 651 450 86% The city building
plan was approved
and the planning
process has
commenced for the
approval of the
25,536 TBD TBD 1,669,596 250,137 117,363
Project name Project description Main
contingencies
for the start of
the project
Percentage of
tenants who
agreed and
signed as of the
balance sheet
date
Planning status Average sale
price per
sq.m**
Expected
construction
start date
Expected
construction
conclusion
date
Expected
revenue
Expected gross
profit2
Balances
expected at the
completion of
the project
(after tax)
Housing (ICR's share)
Housing units
in the project
units for
marketing
Sq.m
commercial
NIS thousands
complex plan. At the
same time, a request
was submitted to
receive an
information file.
Abba Hillel
Rashi, Ramat
Gan
200 128 370 84% The city building
plan has been
approved for
validity and the
planning process has
begun. A full
planning team has
been appointed and
meetings are being
held with the Ramat
Gan Municipality to
submit a design
plan.
34,550 TBD TBD 454,653 82,807 45,469
Salomon,
Netanya
317 213 367 88% The city building
plan, under the
authority of the
Netanya Local
Committee, is in the
process of preparing
the plan documents
for submission.
26,863 TBD TBD 675,240 105,514 50,518
Somken, Tel
Aviv
454 292 400 73% ICR prepared city
building documents
and they were
submitted to the
District Planning
Bureau for a
threshold condition
review, which is
currently underway.
30,884 TBD TBD 850,928 165,220 88,776
Frug, Ramat
Gan
385 237 --- 78% The plan is under
the authority of a
local committee. A
pre-ruling is taking
place with the local
36,443 TBD TBD 782,020 134,937 68,582
Project name Project description Main
contingencies
for the start of
the project
Percentage of
tenants who
agreed and
signed as of the
balance sheet
date
Planning status Average sale
price per
sq.m**
Expected
construction
start date
Expected
construction
conclusion
date
Expected
revenue
Expected gross
profit2
Balances
expected at the
completion of
the project
(after tax)
Housing units Housing Sq.m (ICR's share)
in the project units for
marketing
commercial NIS thousands
and district
committees in
preparation for
selecting a preferred
planning alternative.
Pninat
Ayalon, Tel
Aviv
137 68 44,410 73% ICR submitted
zoning plan
documents to the
District Committee
for the purpose of
advancing the
planning of the site.
In coordination with
the Tel Aviv
Municipality, the
submitted plan was
continued and ICR
is now working with
the planning teams
of the Tel Aviv
Municipality and the
local committee on a
resubmission to the
district committee.
44,372 TBD TBD 798,533 217,560 133,776
Meonot
Sarah,
Herzliya
645 401 1,078 71% At the request of the
municipality of
Herzliya, ICR is
correcting the plan
documents for the
purpose of meeting
threshold conditions
and holding a
discussion in the
local committee
36,185 TBD TBD 1,337,632 251,289 133,651
Hara-Negba,
Ramat Gan
258 159 191 74% The plan is under
the authority of a
local committee. A
pre-ruling is taking
place with the local
and district
32,822 TBD TBD 519,237 78,820 36,171
Project name Project description Main
contingencies
for the start of
the project
Percentage of
tenants who
agreed and
signed as of the
balance sheet
date
Planning status Average sale
price per
sq.m**
Expected
construction
start date
Expected
construction
conclusion
date
Expected
revenue
Expected gross
profit2
Balances
expected at the
completion of
the project
(after tax)
Housing units Housing Sq.m (ICR's share)
in the project units for
marketing
commercial NIS thousands
committees in
preparation for
selecting a preferred
planning alternative.
Haifa Struma
(Stage
A)
826 622 500 78% The plan is currently
under the authority
TBD TBD 1,420,854 246,160 125,469
Haifa Struma
(Stage
B)
867 674 1,303 72% of the District
Committee, and the
20,320 TBD TBD 1,485,793 257,932 129,421
Haifa Struma
(Stage
C)
715 555 1,400 69% Company is working
to complete the
conditions in
coordination with
the Urban Renewal
Authority, for the
purpose of
submission.
TBD TBD 1,236,860 207,257 101,753
Hahagana
Road, Tel
Aviv
346 218 500 69% The plan is in the
pre-ruling stage.
Discussions are
underway with the
local authority on
the matter.
31,171 TBD TBD 642,863 137,936 77,120
Havered A,
Or Yehuda
350 262 --- 69% The shadow plan
was discussed by the
local committee and
it was decided to
approve it. The Rose
Complex plan was
discussed by the
local committee and
it was decided to
remand it for further
discussion after a
number of additions.
Following the
additional
discussion, the plan
will be submitted for
threshold conditions
24,515 TBD TBD 730,831 146,931 79,761
Project name Project description Main
contingencies
for the start of
the project
Percentage of
tenants who
agreed and
signed as of the
balance sheet
date
Planning status Average sale
price per
sq.m**
Expected
construction
start date
Expected
construction
conclusion
date
Expected
revenue
Expected gross
profit2
Balances
expected at the
completion of
the project
(after tax)
Housing units Housing Sq.m (ICR's share)
in the project units for
marketing
commercial NIS thousands
at the District
Committee.
Total Urban
Renewal
9,261 6,497 62,226 18,156,877 3,408,119 1,837,373

The data does not include commercial areas.

* ICR owns 50% of the project

**Average price per square meters, excl. VAT

Projects below 67% signatures

Project name Project Description Main
Percentage of
contingencies for
tenants who agreed
the start of the
and signed as of the
project
balance sheet date
Planning status Average sale
price per
sq.m**
Expected
revenue
Expected gross
profit2
Surplus expected at
the completion of
the project (after
tax)
Residential
units in in the
Residential
unit for
Sq.m (ICR's share)
project marketing commercial NIS thousands
Havered B, Or
Yehuda
350 262 --- 100%
agreement
from the
tenants,
approval of
new city
building plan
and
50% The shadow plan was discussed
by the local committee and it was
decided to approve it. The
Havered
Complex plan was
discussed by the local committee
and it was decided to remand it
for further discussion after a
number of additions. Following
the additional discussion, the plan
will be submitted for threshold
conditions at the District
Committee.
24,515 732,044 144,366 77,628
Enzo Sereni,
Givatayim
736 424 12,137 construction
permit
11% A detailed city building plan has
been approved in the district. ICR
intends to promote a
consolidation and division plan in
the local committee.
29,274 928,029 187,356 101,892
Project name Project Description Main
contingencies for
the start of the
project
Percentage of
tenants who agreed
and signed as of the
balance sheet date
Planning status Average sale
price per
sq.m**
Expected
revenue
Expected gross
profit2
Surplus expected at
the completion of
the project (after
tax)
Residential
units in in the
Residential
unit for
Sq.m
commercial
(ICR's share)
NIS thousands
Rabbi Akiva,
Rasko, Holon
project
492
marketing
309
330 62% The plan, under the authority of a
local committee, was discussed
for submission to the local
committee; it was decided to
conditionally approve the
submission. The planning team is
working on updating documents
accordingly, in preparation for the
29,494 938,412 171,688 88,784
Tel Aviv, De
Haas
29 19 288 61% actual submission of the plan.
The plan is submitted within the
framework of National Master
Plan 38/2 in Tel Aviv, District 4.
ICR is advancing the plans for a
building permit.
59,483 116,504 31,896 19,510
Pinkas, Tel
Aviv
61 33 --- 46% Upon signing the required
majority, the Company intends to
submit building permits under
the
Tel Aviv neighborhood plan.
Early planning to initiate a permit
application.
56,987 155,983 30,787 16,562
Har
Zion/Ha'amal,
Tel Aviv
140 60 8,658 29% ICR intends to promote a detailed
plan for the project together
with
the Tel Aviv Municipality.
46,703 360,821 65,204 33,488
Pirchei Aviv,
Tel Aviv
215 129 36 38% ICR intends to promote a detailed
plan for the project together
with
the Tel Aviv Municipality.
45,592 478,678 92,980 49,622
Hagibor
Ha'almoni, Tel
Aviv
180 100 383 50% The plan is in the pre-ruling
stage, and discussions are taking
place with the local authority
regarding the planning and policy
in the area.
38,830 344,700 66,555 35,412
Sheshet
Hayamim,
Netanya
301 207 550 0% ICR intends to promote a detailed
plan for the project together with
the Netanya Municipality.
26,959 599,699 103,291 51,583
Mishmar
Hayarden,
Givatayim
290 178 --- 49% ICR began working to prepare a
master plan under the authority of
the District Committee. At this
point, a pre-ruling vis-a-vis the
local committee began.
42,060 688,940 132,293 70,192
Total Urban
Renewal
2,794 1,721 22,382 5,343,810 1,026,418 544,673

* ICR owns 50% of the project **Average price per square meters, excl. VAT

Forward-Looking Information

It is emphasized that the Company's assessments above, including projections and estimates regarding rezoning of land and/or scope of building rights on land and/or receipt of building permits, timelines for commencement and completion of construction in the projects, including the expected date for drawing cash flows from the project, total expected revenues, average price per square meter, total and percentage gross profit expected in the projects, remaining surplus including equity investment estimates, projected cash flow to be received (Company's share), and management fees in the various Company projects, which are subject to the conditions detailed in the table above, constitute "Forward-Looking Information" (as defined in the Securities Law, 5728-1968), based on the Company's experience and that of its project partners, and on full realization of inventory at prices consistent with actual sales. These parameters are largely dependent on external factors, such as obtaining the required permits for execution of the projects, including rezoning of the Company's lands (both in terms of receiving them at all, and receiving them within the timeframe anticipated by the Company and its project partners), including zoning plan changes in relation to urban renewal projects, and obtaining signatures from all current owners on the agreements; the Company's compliance with various authorities' requirements and receipt of the relevant permits; cooperation between partners, decisions made during project execution, and provision of the required equity (including by the Company) in accordance with the signed agreements; the partners' compliance with the conditions of the financing agreements related to the relevant projects (including equity provisions) and nonoccurrence of events of default therein; engagement in financing agreements for projects not yet commenced; engagement with contractors and other suppliers for projects not yet commenced and cost estimates based on current market conditions; effects due to the "Iron Swords War" as detailed in Section B.3 below; regulatory developments that may apply to urban renewal projects and/or changes and/or intensification of regulation in the Company's various areas of operation; actual construction and financing costs upon their occurrence (which may deviate from the Company's estimates, including materially); maintenance of current real estate market sale prices (which may change, including materially, inter alia due to shifts in the economic environment in which the Company operates, such as rising interest rates and inflation as detailed in Section B.6, and increases in construction costs and the Construction Inputs Index as detailed in Section B.7 below, and frequent changes in tax regulation); and decisions of authorities regarding approval of land designation plans – and there is no certainty that these matters will indeed occur as expected. These factors may significantly alter the Company's estimates as detailed above.

According to the Company's assessment, as of this date, the primary factors that may prevent the forward-looking information from materializing are: that there will be no rezoning of the Company's lands and/or no changes to the city building plans in accordance with the intentions of the Company and its partners; that the construction of the projects will not be possible or will be delayed due to various reasons such as the Company's failure to meet regulatory requirements for receiving permits and/or failure to obtain appropriate permits for the projects, or obtaining them later than anticipated by the Company; non-compliance by the partners with the financing agreements signed in connection with the relevant projects (including provision of equity) or the occurrence of any of the immediate repayment events stipulated therein, which may, if triggered, lead to a demand for immediate loan repayment; the Company not entering into financing agreements for the relevant projects; contractors or other suppliers involved in the projects encountering financial difficulties; any of the Company's investors and/or partners in the relevant projects experiencing financial hardship that prevents them from continuing to fund their share of the projects; deviations from the anticipated scope of the projects due to increases in construction costs as detailed in Section B.7 below (including labor shortages), taxes and/or levies imposed on land acquisition and development, and the like; the effects of the Iron Swords War as detailed in Section B.3 below; deterioration in the economic environment, including the impact of rising interest rates and inflation as discussed in this Board of Directors' Report, which could negatively affect the pricing environment in which the Company operates, leading to a decrease in the scope of sales forecasted by the Company and a decrease in gross profit as stated above, and accordingly, a decrease in the Company's surplus in various projects. Therefore, there is no certainty that the above information will materialize, and it may differ materially from what is stated above.

B.1. Financial condition

As of March 31, 2025, the total assets of the Company amount to approximately NIS 11,088 million, compared to approximately NIS 10,956 million as of December 31, 2024. The increase in the total assets of the Company as of March 31, 2025, is explained below:

As of
As of
As of
March 31, 2025 March 31, 2024 December 31, 2024 Explanations for the main changes that took
place compared to Dec. 31, 2024
NIS thousands NIS thousands NIS thousands
Current assets
Cash and cash 401,626 127,383 410,276 Refer to Section B.4. Liquidity below.
equivalents The decrease in the balance stems from receipts
Cash and deposits
used in financing
accounts
92,670 - 566,068 acquired in financing accounts in the Rainbow and
Midtown Jerusalem projects, which repaid bank
loans, and were used for payment of the betterment
levy in the Midtown Jerusalem project.
Financial assets at
fair value through
profit and loss
89,881 129,192 The decrease in the balance is mainly due to the
decrease in the fair value of the shares of Norstar
Inc.
(hereinafter:
"Norstar").
For
more
information, refer to Note 5a to the Company's
Consolidated Financial Statements.
Receivables for
the sale of real
estate inventory
52,320
and apartments
under
construction
75,873 19,280 The increase in the balance is mainly due to sales
of land units in the northern district of Herzliya and
in the Ramat Hasharon project.
Accounts
receivable
117,674 108,684 126,481 ---
Income tax
receivables
7,471 8,643 5,920 ---
Accounts
receivable for
hotels
44,183 33,965 41,233 ---
Real estate
inventory
458,670 686,768 320,758 The increase in the balance is mainly due to the
purchase of land in Harova Hatzfoni of Herzliya
for approximately NIS 138 million.
Inventory of
buildings under
planning and
construction
2,945,110 1,951,186 2,625,023 The increase in the balance is mainly due to
investments in the Midtown Jerusalem project
totaling approximately NIS 260 million.
Advances on
account of real
estate inventory
16,250 - 47,780 The decrease in the balance is mainly due to the
recognition of income from land in Harova
Hatzfoni of Herzliya.
Total current
assets
4,225,855 3,095,161 4,292,011
Non-current assets
Investments and
loans in investee
companies
accounted for
---
using the equity
method, net
1,330,471 1,176,845 1,305,859
Long-term real
estate inventory
1,162,407 754,451 1,145,810 ---
Investment real
estate
3,041,022 2,598,974 2,893,000 The increase in the balance is mainly due to
investments made in the Midtown Jerusalem
project totaling approximately NIS 126 million.
Advances on
account of
investment real
---
estate 17,695 15,895 13,486
Fixed assets 817,060 616,388 807,495 ---
Advances on
account of fixed
---
assets - 1,113 1,382

As of
March 31, 2025
NIS thousands
As of
March 31, 2024
NIS thousands
As of
December 31, 2024
NIS thousands
Explanations for the main changes that took
place compared to Dec. 31, 2024
Current assets
Limited use cash
and deposits, long
term
6,333 5,140 5,266 ---
Right of use asset 419,586 287,812 425,912 ---
Accounts
receivable
7,863 6,370 7,066 ---
Deferred tax
assets
32,396 43,472 31,771 ---
Investments and
other assets
27,212 26,588 27,242 ---
Total non
current assets
6,862,045 5,533,048 6,664,289
Total assets 11,087,900 8,628,209 10,956,300
As of As of As of Explanations for the main changes that took place
compared to Dec. 31, 2024
March 31, 2025 March 31, 2024 December 31, 2024
NIS thousands NIS thousands NIS thousands
Current liabilities
Credit from bank
corporations and
current maturities
of long-term loans
2,625,572 3,231,262 2,866,946 The decrease is mainly due to the classification of a
loan in the Eurocom House project as long-term due
to the extension of the loan for an additional period of
two years.
Current maturities
269,254
of bonds
88,337 269,101 ---
Current maturities
of long-term lease
liability
22,165 16,330 21,060 ---
Suppliers and
service providers
41,165 26,234 36,345 ---
Accounts payable 265,611 102,458 163,244 The increase in the balance is mainly due to the
recording of a provision for levies.
Current tax
liability
11,475 11,412 17,515 ---
Liability for
provision of
construction
services
4,200 5,895 4,360 ---
Advances for the
sale of real estate
inventory and
building inventory
under planning
and construction
533,393 52,360 421,240 The increase in the balance is mainly due to payments
made by buyers in the Midtown Jerusalem and
Rainbow projects.
The project company in the
Rainbow project has not yet recognized revenue in
accordance with the International Financial Reporting
Standard IFRS15. The Midtown Jerusalem company
has begun recognizing revenue in accordance with the
rate of progress (approximately 2%) in accordance
with the International Financial Reporting Standard
IFRS15.
Loans from others 2,514 2,409 2,502 ---
Total current
liabilities
3,775,349 3,536,697 3,802,313
Non-current liabilities
Long-term loans
from banks
2,117,916 718,345 2,001,362 The increase is mainly due to the reclassification of a
loan in the Eurocom House project from short-term to
long-term due to the extension of the loan for an
additional two-year period.
Loans from others
and other
liabilities
9,739 26,131 10,175 ---
Bonds 1,050,788 788,418 1,055,667 ---
Lease liability 439,066 298,077 442,578 ---
Deferred tax
liabilities
159,539 190,876 169,335 ---
Liability for
provision of
construction
services long term
570 3,562 855 ---
Other non-current
liabilities
11,498 11,639 11,627 ---
Total non
current liabilities
3,789,116 2,037,048 3,691,599
Total equity
(including non
controlling
interests)
3,523,435 3,054,464 3,462,388 ---
Total liabilities
and equity
11,087,900 8,628,209 10,956,300

Equity

The Company's total equity attributable to the Company's shareholders as of March 31, 2025, and as of December 31, 2024, amounted to approximately NIS 2,556 million and approximately NIS 2,486 million, respectively.

Working Capital

As of March 31, 2025, the Company had positive working capital in the consolidated report totaling approximately NIS 451 million, compared to positive working capital of approximately NIS 490 million as of December 31, 2024. The decrease in working capital results from a reduction in current assets alongside a smaller decrease in current liabilities, as detailed above. In the solo report, the Company has positive working capital. Refer to Section B.6 of this Report.

B.2. Results of Operations

For the 3 months
ending March 31
For the year
ending
December 31
Explanations for the significant changes that
occurred compared to the 3 months that ended on
March 31, 2024
2025 2024 2024
Revenues:
Rental and management
of investment real estate
21,796 19,029 80,215 ---
Revenue from the sale of
real estate inventory
39,583 2,519 11,679 The
increase
in
revenue
compared
to
the
corresponding period last year is mainly due to
revenues for the sale of land units in the office project
in Ramat Hasharon and land units in the Harova
Hatzfoni project in Herzliya.
Revenue from the sale of
residential apartments
22,722 36,791 61,115 The balance in the period stems from sales in the
Midtown Jerusalem project in the amount of NIS 11
million and, in accordance with the pace of progress
in the project, sales in the Ahad Ha'am project in the
amount of NIS 11 million. The balance in the
corresponding period last year stems from sales in the
Ahad Ha'am project in the amount of NIS 36 million.
Revenue from renting
real estate inventory
6,107 6,492 25,344 ---
Revenue from
management fees
4,511 - 1,645 The balance in the period stems from management
fee income in the Blue Atlit project.
Revenue from operation
and management of
hotels
55,928 66,047 291,017 ---
Marketing and brokerage
revenue
4,768 2,657 25,714 ---
Revenue from provision
of construction services
446 644 4,886 ---
Appreciation of fair
value of investment real
estate and profit from its
exercise
- 1,091 66,371 ---
Company's share in
investments accounted
for using the equity
method, net
16,897 46,390 200,760 The decrease is mainly due to the revenue from
Morgal in Russia, which was recorded in the
corresponding period last year.
Other revenues 536 - 5,490
Total revenue 173,294 181,660 774,236
Expenses and costs:
Cost of rent 10,082 8,891 42,961 ---
Cost of sale of real estate
inventory
19,618 1,046 7,848 The balance during the period stems mainly from the
sale of land units attributed to the Rova Hatzfoni
project in Herzliya.
Cost of sale of residential
apartments
16,461 23,139 45,335 The balance stems mainly from the Ahad Ha'am
project and the pace of the project's progress over the
years.
Cost of operating and
managing hotels
60,937 51,770 257,682 The increase in operating costs compared to the same
period last year is mainly due to an increase in the
cost of hiring employees due to an increase in
operating costs in light of the departure of residents
from the north and south of Israel who were
evacuated as a result of the war.
For the 3 months
ending March 31
For the year
ending
December 31
Explanations for the significant changes that
occurred compared to the 3 months that ended on
March 31, 2024
2025 2024 2024
Reduction of fair value
of investment real estate
15,182 10,082 38,963 A decrease in the value of investment real estate for
the relevant period is mainly due to the capitalization
of financing costs that were capitalized into assets and
written off to profit and loss.
Expenses for
construction services
446 644 4,886 ---
Management and general
expenses
12,519 20,233 59,821 The decrease in management and general expenses is
mainly due to the provision for an expected bonus for
the chairman and CEO in accordance with the
Company's terms of service and compensation
policy, which was in place during the corresponding
period last year (approximately NIS 0 million
compared to approximately NIS 6 million last year).
Marketing and sale
expenses
11,457 7,991 38,661 ---
Company's share in loss
of investments accounted
for using the equity
method, net of tax
12,329 10,853 17,827 ---
Other expenses - (447) - ---
Total expenses and costs 159,031 134,202 513,984
Operating profit 14,263 47,458 260,252
Changes in financial
assets measured at fair
value
(38,750) 10,693 36,911 The loss is mainly due to impairment for an
investment in Norstar shares, the profit in the same
period last year was due to appreciation in an
investment in Norstar shares and Alrov shares (which
were sold in the first quarter of 2024).
Financing income 18,310 8,254 54,114 The increase compared to the same period last year is
mainly due to interest income on deposits.
Financing expenses (25,566) (25,868) (133,280) ---
(loss) Profit before tax on
income
(31,743) 40,537 217,997
Income tax 7,674 (307) 13,681 ---
(loss) Profit for period (24,069) 40,230 231,678
Exchange differences on
translating foreign
operations
(1,627) (12,230) (6,072) The decrease in translation differences compared to
the same period last year is mainly due to project
activity in Russia.
(Loss) gain on
revaluation of fixed
assets, net of tax
(451) - 135,539 ---
Total comprehensive
(loss) profit
(26,147) 28,000 361,145

B.3. Iron Swords War

Further to Section 5.1 of the Description of the Corporation's Business Report in the Company's 2024 Periodic Report and Note 4(q) to the Company's consolidated financial statements as of December 31, 2024, the main effects of the "Iron Swords War" (the "War") on the Company's operations as of the Report Date are as follows:

With respect to the Company's development projects under construction, as of Q1 2025 and the publication date of this Report, activity at the sites is proceeding as usual, and therefore there is no material impact on the progress of the Company's projects. It is clarified that to the extent any sites do not operate at full capacity, this would lead to an increase in financing costs and construction costs (and accordingly, a reduction in project surpluses) as well as an increase in rent expenses paid to owners of existing residential units in urban renewal projects.

Regarding marketing aspects, refer to the table at the beginning of this Board of Directors' Report.

The Iron Swords War has caused a shortage of professional labor at construction sites and an increase in the cost of raw materials needed for project execution, leading to higher construction execution costs, both in projects where a construction agreement has yet to be signed, and in projects where the execution agreement is linked to the Construction Inputs Index. This is reflected both in the sharp rise of the Construction Inputs Index in January 2025 and in the announcement by the Central Bureau of Statistics of an additional significant increase expected by the end of 2025. In addition, the continuation of the War may lead to extended construction timelines and delays in project completion dates. The War has also contributed to increased inflation, which maintains a high-interest environment. In light of the situation, the Company has updated its forecasts for construction costs based on its estimates and the actual contractor agreements signed. Conversely, the Company's revenue estimates for the projects have also been updated, in light of rising sales prices, based on actual sales of residential units in various projects.

As stated, as of the publication date of the Report, the impact of the War on the Company's operational results exists but is not material. However, should "Operation Gideon's Chariots" progress and/or should additional fronts open beyond those currently active, the Company's estimates may change, including materially.

With regard to the Company's income-producing properties, as of the publication date of the Report, the vast majority of tenants are paying full rent without concessions (such as deferred payments) which were granted in specific cases at the beginning of the War. According to the Company's assessment, at this stage no significant impact on the Company's revenue is expected as a result, and there appears to be stability in the occupancy rates of the Company's income-producing properties.

With respect to the Company's hotel segment – hotel operations in Israel are influenced by the unique characteristics of the tourism sector as well as by economic and security factors that directly impact this field. Through the end of 2024, the War did not have a material impact on the hotel company's results, due to high occupancy in the Company's hotels stemming from hosting residents evacuated from the south and north in accordance with need and emergency directives, with the level of expenses (including furloughs and staff leave as necessary) adjusted to match the level of activity during this period. However, during the Reporting Period, most of the residents from the south and north vacated the Company's hotels, which, together with seasonal industry trends, affected hotel operating results in Q1 2025.

Additionally, after the Reporting Period, foreign airlines announced flight cancellations to Israel—some for a few days, others for extended periods (still ongoing). In the Company's assessment, should foreign airlines not resume operations in Israel, this would impact inbound tourism and consequently affect the hotel company's operations and results in upcoming quarters.

It is noted that a prolonged and/or intensified Iron Swords War and its impact on the tourism industry as a whole (both domestic and international) could affect demand for the Company's hotels and impact the business results of the Company's hotel operations in the coming quarters—whose extent cannot currently be assessed.

Possible Impacts of Prolongation and Expansion of the War:

A further prolongation of the fighting and/or an expansion of the War into additional fronts with high intensity may materially impact the Company's operations, as they may lead to: (1) Cancellation/reduction of projects and delays in the pace of initiation procedures and entry into new projects; (2) Delays in the planning, permitting, and execution processes of the projects, potentially leading to delays in completion and delivery of the projects to purchasers; (3) Decline in the financial resilience of subcontractors and key suppliers; (4) Increase in construction costs (including due to labor shortages) and a significant rise in the Construction Inputs Index; (5) A material decrease in demand for residential units / office space / commercial areas marketed by the Company (due to potential purchasers/tenants' impaired financial capacity, decisions by Bank of Israel imposing marketing restrictions on banks, deteriorated public sentiment, and uncertainty inherent in wartime periods); (6) Decline in sale/rental prices and/or tenant departures; (7) Restrictions on the volume of bank credit available to the real estate sector, increased equity requirements for project funding

(including Company-contributed equity), more stringent financing terms, and delays in the provision of financing required for the Company's operations (which is also conditioned, inter alia, on the pace of marketing residential units/offices/leasing of space in the projects); (8) Oversupply of leasable space that would affect capitalization rates and the Company's projected NOI; (9) Non-fulfillment of obligations by purchasers/tenants toward the Company; (10) Impact on domestic and inbound tourism, which may affect occupancy levels in the Company's hotels and consequently impact revenues and profitability in this segment.

As of the date of approval of this Report, and in light of the fact that this is a dynamic event characterized by great uncertainty—particularly with respect to Israel's approach to the War, potential further expansion of the War to additional arenas, the date on which the War will end, and indirect consequences that may result—there is difficulty in predicting the intensity of the event and the extent of the continued War's impact on the Company's future operations. In the Company's assessment, if the War continues for a prolonged period and/or expands to additional arenas, it may result in a broader impact on operations across large areas of Israel, alongside risks of infrastructure damage and a broader, more significant disruption to economic activity. This may significantly and extensively impact the overall economy and the real estate sector, as noted above and in Section 5 of the Periodic Report.

B.4. Liquidity

The Company's cash and cash equivalents as of March 31, 2025, totaled approximately NIS 402 million, compared to approximately NIS 410 million as of December 31, 2024—a decrease of approximately NIS 8 million in cash balances, as detailed below:

Cash from Operating Activities

The main changes in cash flow from operating activities resulted from purchases and investments in land inventory totaling approximately NIS 411 million and from a net loss of approximately NIS 24 million. These were partially offset by an increase in advances from the sale of real estate inventory and planned/construction-stage buildings totaling approximately NIS 112 million, and by a loss from fair value adjustment of financial instruments at fair value through profit or loss in the amount of approximately NIS 39 million.

Total cash used for operating activities amounted to approximately NIS 287 million.

Cash from Investing Activities

The cash flow was mainly derived from changes in cash and restricted deposits totaling approximately NIS 472 million, partially offset by purchases and investments in investment property, net, totaling approximately NIS 129 million.

Total cash generated from investing activities amounted to approximately NIS 311 million.

Cash from Financing Activities

Cash was mainly used for repayment of long-term loans totaling approximately NIS 497 million. This was partially offset by proceeds from issuance of shares, net, totaling approximately NIS 124 million, receipt of long-term loans from banking corporations totaling approximately NIS 283 million, and net proceeds from short-term credit from banking corporations totaling approximately NIS 77 million.

Total cash used for financing activities amounted to approximately NIS 32 million.

B.5. Sources of Financing

The Company's principal sources of financing:

    1. Bonds (Series F) refer to Section D below.
    1. Bonds (Series G) refer to Section D below.
    1. Bonds (Series H) refer to Section D below.
    1. Loans obtained by the Company from time to time for the purpose of financing projects and/or land and/or assets, including in the Sde Dov Tel Aviv Project, Midtown Tel Aviv, Midtown Jerusalem, and Vertical City – "Stock Exchange District."
    1. The average balance of short-term credit of the Company, including bank credit, loans from others, current maturities of bonds, and current maturities of long-term loans, amounted to approximately NIS 3 billion.
    1. The average balance of long-term liabilities, including bank credit, loans from others, and bonds, amounted to approximately NIS 3 billion.
    1. The average balance of supplier liabilities amounted to approximately NIS 38 million.
    1. Issuance of shares totaling approximately NIS 124 million, as detailed in Note 4f to the financial statements as of March 31, 2025.
    1. Expansion of Bond Series H totaling approximately NIS 210.8 million, as detailed in Note 5d to the financial statements as of March 31, 2025.

Details regarding the Company's compliance with the financial covenants of its material loans3 , in addition to Bonds (Series F), Bonds (Series G), and Bonds (Series H), whose terms are detailed in Section D below, are presented hereunder:

Loan Borrower
corporation
(loan
provision
date)
Original loan
framework
amount (NIS
thousands)
Principal
balance as of
March 31,
2025 (NIS
thousands)
Financial conditions / commitment to no
changes of control
Manner of calculation of
financial covenants and
their results as of March
31, 2025
1. Local
bank4
The
Company
and
subsidiaries
held at a
rate of
between
60%-100%
Refers to all
the loans
given by the
local bank to
the companies
in the Group
(including the
Rainbow
project, Tel
Aviv)
2,467,342 (a) The Company's consolidated equity,
excluding non-controlling interests, must
not at any time be less than an amount
equal to 17% of the Company's total
balance sheet (according to consolidated
financial statements).
(b) The ratio of the Company's equity
(excluding non-controlling interests) to
the total balance sheet of the Company
separately (solo) shall not be less than
37.5%.
(c) The consolidated equity of the Company,
excluding non-controlling interests, must
not at any time be less than NIS 1,200
million.
(d) The consolidated equity of the Company,
excluding rights that do not confer
control (but including loans given to the
Company which are included in the
consolidated equity), shall not be
reduced at any time by an amount equal
to 22% of the total balance sheet of the
Company (according to consolidated
financial statements).
(e) There shall be no change in the
controlling shareholders from the current
situation, whereby both Asaf Touchmair
and Barak Rosen cease to be controlling
shareholders of the Company.
Additionally, no other shareholders in
the Company will hold more than 32%
(a) The ratio of the
Company's equity to the
total consolidated balance
sheet as of March 31, 2025
is approximately 23.1% -
compliant.
(b) The ratio of the
Company's equity to the
total solo balance sheet as
of March 31, 2025, is
approximately 61.6% -
compliant.
(c) The amount of equity
in the consolidated balance
sheet as of March 31,
2025, is approximately
NIS 2,556 million -
Compliant.
(d) The ratio of the
Company's consolidated
equity, excluding non
controlling interests (but
including loans provided
to the Company that are
included in consolidated
equity), to total assets is
approximately 28.9% -
Compliant.
(e) No such change has
occurred.

3 The material loan agreements for this matter are loan agreements and material loan agreements as defined in Legal Position 104-15: A Reportable Credit Event of the Israel Securities Authority, as detailed in Section 15.2 of the 2024 Report.

Loan Borrower
corporation
(loan
provision
date)
Original loan
framework
amount (NIS
thousands)
Principal
balance as of
March 31,
2025 (NIS
thousands)
Financial conditions / commitment to no
changes of control
Manner of calculation of
financial covenants and
their results as of March
31, 2025
of the Company's shares.
(a) The Company's consolidated equity,
excluding non-controlling interests, must
not at any time be less than an amount
equal to 17% of the Company's total
assets (according to consolidated
financial statements).
(b) The ratio of the Company's equity
capital (excluding non-controlling
(a) The ratio of the
Company's equity to the
total consolidated balance
sheet as of March 31, 2025
is approximately 23.1% -
compliant.
(b) The ratio of the
Company's equity to the
total solo balance sheet as
of March 31, 2025, is
2. Local
bank
A 55.9%
owned
company
that owns
the Vertical
City project
838,310 791,403 interests) to the total balance sheet of the
Company separately (solo) shall not be
less than 30%.
(c) The consolidated equity of the Company,
excluding non-controlling interests, must
not at any time be less than NIS 700
million.
(d) The consolidated equity of the Company,
excluding rights that do not confer
control (but including loans given to the
Company which are included in the
consolidated equity), shall not be
reduced at any time by an amount equal
to 22% of the total balance sheet of the
Company (according to consolidated
financial statements).
(e) There will not be any structural change
in relation to the borrower, compared to
the situation existing at the time of
signing the loan agreement, without the
prior consent of the bank.
approximately 61.6% -
compliant.
(c) The amount of equity
in the consolidated balance
sheet as of March 31,
2025, is approximately
NIS 2,556 million -
Compliant.
(d) The ratio of the
Company's consolidated
equity, excluding non
controlling interests (but
including loans provided
to the Company that are
included in consolidated
equity), to total assets is
approximately 28.9% -
Compliant.
(e) There was a change
with the entry of Clal
Insurance into the Vertical
City project, with the
consent of the bank.
3. Local
bank
An 80%
owned
company
that owns
the
Midtown
Jerusalem
project
1,125,000
[Including a
guarantee
framework]
831,997 There will be no change of control without
obtaining the bank's prior written consent.
"Control" for this matter as the term is
defined in the Securities Law, 5778-1968
including holding together with others.
Notwithstanding the above, it is agreed that:
Decrease in holdings of Asaf Touchmair and
Barak Rosen in the Company to a level not
lower than 32% of the control means, as
long as they remain the controlling
shareholders of Israel Canada at all times,
will not constitute a breach of the
agreement, and no bank consent will be
required for this.
A reduction in the combined holdings of the
Company and Pangaea in the project
company to a level not lower than 70% of
the control means in the project company,
provided that the Company and Pangaea
remain the controlling shareholders of the
project company at all times, will not
constitute a breach of the agreement, and no
bank consent will be required for this.
Compliant.

B.6. Disclosure Pursuant to Article 10(b)(14) of the Periodic and Immediate Reports Regulations, 5730- 1970

Pursuant to Article 10(b)14 of the Securities Regulations (Periodic and Immediate Reports), 5730-1970 (hereinafter: the "Reporting Regulations"), regarding the disclosure of projected cash flow for financing the repayment of the reporting corporation's obligations, any reporting corporation whose debentures are held by the public on the date of publication of the financial report and for which warning signs as defined in the said article exist in its financial data, must publish details of its obligations and of the financial sources from which it expects to repay such obligations (hereinafter: the "Projected Cash Flow Statement") over the two years following the date of publication of the financial report.

It is emphasized that pursuant to the guidance of the Israel Securities Authority under Section 36A(b) of the Securities Law, 5728-1968, with respect to the disclosure required in the Projected Cash Flow Statement, the sources and uses included in the projected cash flow are based on the consolidated financial data of the Company as well as on the separate (solo) financial data as defined in Article 9c of the Reporting Regulations.

Details regarding working capital and ongoing cash flow from current activities

Consolidated Financial
Statements as of March
31, 2025 (NIS millions)
Separate Financial
Information (solo) as of
March 31, 2025 (in NIS
million)
Working capital 451 279
Working capital Working capital for a
period of 12 months
(331) 279
Continuous negative cash flow from current activities Yes Yes

Below are details about the working capital and the working capital for a period of 12 months in the consolidated reports of the Company as of March 31, 2025

Amount included in the
financial statements as of
March 31, 2025 (NIS millions)
Adjustments (for a
period of twelve
months) (NIS millions)
Total (NIS
millions)
Current assets 4,226 (1,655) 2,571
Current liabilities 3,775 (873) 2,902
Surplus current assets over current
liabilities
451 (782) (331)

As of March 31, 2025, the Company has negative ongoing cash flow from current activities in both the consolidated financial statements and the separate financial information report (solo), and a working capital deficit for a 12-month period in the Company's consolidated financial statements (in accordance with Legal Position No. 105-27: "Disclosure Regarding Projected Cash Flow" published by the Israel Securities Authority on April 1, 2014, as updated from time to time).

It should be noted that the negative cash flow from operating activities in the Company's consolidated financial statements is mainly due to payment of levies in the amount of approximately NIS 200 million for the Midtown Jerusalem project and the purchase of land in the Northern Herzliya Quarter in the amount of approximately NIS 108 million (for further details, refer to Note 4n to the Company's consolidated financial statements).

Nevertheless, the Company's Board of Directors has determined that the negative ongoing cash flow from operating activities in the consolidated and solo financial statements, and the working capital deficit for a 12-month period in the consolidated financial statements, as stated above, do not indicate a liquidity problem in the Corporation. Therefore, no warning sign exists as defined in Article 10(b)(14) of the Reporting Regulations, for the reasons detailed below: The Company has a balance of cash, cash equivalents, and liquid financial assets as of the Report Date totaling approximately NIS 491 million; The Company has positive

working capital in the consolidated financial statements and in the solo report, as well as positive working capital in the solo report for a 12-month period; Based on management's review of the Company's projected cash flow, whose main assumptions are as follows:

  • The Company expanded Bond Series H after the Report Date, for total proceeds of approximately NIS 210 million.
  • The Company estimates entry into bank financing for the Midtown Jerusalem project by the end of Q2 2025.
  • The Company estimates that in bank-financed projects, purchasers' proceeds will be used for principal and interest payments and project construction.
  • The Company estimates signing a voucher arrangement or bank financing agreement for the Canada in the City "SHE" Project by the end of 2025.
  • In the next two years, no further equity injection is expected to be required for the Vertical Project, and activity in the Vertical Project will be funded by the project company's own resources.
  • Renewal of existing bank credit facilities maturing, based on customary financing rates for mortgaged assets:
    • a. Income-producing property financing at LTV of approximately 70%.
    • b. Land assets financing at LTV of up to 50%.
  • The net bond principal balance of the Company as of December 31, 2024, is expected to remain unchanged over the next two years.
  • Sale of land (Ramat Hasharon / Harova Hatzfoni Herzliya), apartments in the Ahad Ha'am Project and/or bringing in partners and/or capital allocation in held companies at an average scope of approximately NIS 220 million per year.
  • Dividend distribution in amounts similar to the distribution in the past two years.

In light of all of the above, and given the sales plan reviewed by the Board of Directors for the various Company projects, as well as the realizations from the beginning of 2024, the pace of sales in the Company's projects, the Company's ability to raise equity and/or debt in the capital market (the Company has a valid shelf prospectus, and its existing bonds are rated ilA-), the raising of bank debt against assets with acceptable LTV ratios, and the entry into bank financing for projects the Company is advancing, the Company's Board of Directors has determined (although there is no certainty) that the above warning signs do not indicate a liquidity issue, and therefore no warning sign exists in the Company.

The foregoing regarding the assumptions of the Company's Board of Directors constitutes forwardlooking information, as defined in the Securities Law, 5728-1968, subject to the forward-looking information disclaimer included in Section 6.3.3.9 of the 2024 Report and the risk factors of the Company as detailed in Section 21 of the 2024 Report. These assessments may change, including materially, due to the "Iron Swords" War as stated above in this Report and due to interest rate increases and inflation.

B.7. Discussion of Risk Factors

From the beginning of 2025 until the date of publication of this Report, the Consumer Price Index increased by approximately 1.6%, following an increase of approximately 3.2% in 2024 and 3% in 2023.

Due to the rise in the inflationary environment, Bank of Israel increased the interest rate to curb price increases, and the prime interest rate rose from 1.6% and 4.75% (at the end of 2021 and 2022, respectively) to 6.25% at the end of 2023. In January 2024, in light of the decline in the inflationary environment and with the aim of stabilizing the markets, reducing uncertainty, maintaining price stability, and supporting economic activity, Bank of Israel reduced the interest rate to 6%. In accordance with the announcement by Bank of Israel, the continued trend of interest rate reductions will be determined based on the continued convergence of inflation toward its target, the continued stability in financial markets, economic activity, and fiscal policy. According to Bank of Israel's forecast from May 2025, the inflation rate for the next four quarters (ending in the first quarter of 2026) is expected to stand at 2.5%; during 2025, it is expected to be 2.6%, and during 2026, 2.2%. This forecast was formulated under the assumption that the direct economic impact of the War

will not extend beyond Q2 2025 and that during this period, no severe operational restrictions will be imposed on the civilian home front (unlike the situation at the start of the War). In addition, the forecast includes assessments regarding the impact of U.S. import tariffs announced on April 2, 2025. The working assumption underlying the forecast is that the global tariff increases will lead to a 4% reduction in global trade volume by the end of 2026 (compared to a no-tariff scenario).

Changes in the inflation and interest rate environment, as well as the effects of the War (refer to Section B.3), impact the business environment of the Corporation.

Impact of the Interest Rate Increase:

As of the Report Date, most of the Company's bank loans presented in the Company's consolidated financial statements bear variable interest at the prime rate plus a margin. Therefore, the increase in the prime interest rate had a direct effect on the Company's financing expenses in various projects and a negative impact on project profitability. For further details regarding the effect of the interest rate increase, refer to Note 26 to the Company's annual financial statements as of December 31, 2024.

As of March 31, 2025, the Group is exposed to interest rate risk (prime) due to loans received by the Company from banking corporations totaling approximately NIS 4 billion bearing variable interest. An interest rate increase, if it occurs, may result in the following negative effects: (a) Increase in financing costs and decrease in the Company's profitability (if sale prices do not rise in parallel); (b) Adverse impact on the feasibility of raising new debt and deterioration of credit terms for Group companies; (c) Further increase in mortgage interest rates and, consequently, a decline in demand in the real estate market; (d) Impaired ability of the Company's customers to meet their obligations toward the Company; (e) Increase in capitalization rates used in property valuations, thereby affecting the fair value of the Company's investment property. For further details, refer to Note 26f to the Company's annual financial statements for 2024, included in this Periodic Report.

Impact of Inflation Increase:

The projects are generally executed through agreements with main contractors for all work required to construct the project (Turn-Key). The agreements with the main contractors are generally lump-sum agreements and are linked to the Construction Input Index. Accordingly, an increase in the Construction Input Index (an increase of approximately 3.5% in the first quarter of 2025, approximately 2.9% during 2024, and approximately 2.0% in 2023) impacts the costs of constructing the projects. During Q1 2025, a sharp increase occurred in the Construction Input Index due to adjustments in the CBS's measurement methods, and it was also announced that a further significant increase is expected during the second half of 2025 due to such changes. Nevertheless, in most sale agreements, the transaction with the apartment purchasers is also partially linked to said index (partial linkage in accordance with Amendment No. 9 to the Sale (Apartments) Law, 5782-2022), and therefore the Company's exposure to changes in the index is reduced. In addition, as of the date of this Report, the Company has a balance of loans linked to the Consumer Price Index. These loans finance income-producing properties whose rental income is also linked to the Consumer Price Index. Accordingly, the Company currently has no material exposure in this respect.

Housing Market5

Although in the first weeks following the outbreak of the War there was a slowdown in the housing market to the point of an almost complete halt in transactions, during 2024 the real estate market experienced a revival, also driven by sales campaigns offering extensive payment plans (20-80 / 10-90), contractor loans, and exemption from index linkage.

5 The data detailed in the paragraph below was taken from press releases of the Central Bureau of Statistics: "Change in Housing Market Prices," published on May 15, 2025.

A comparison of transaction prices in February–March 2025 versus January–February 2025 shows that apartment prices increased by 0.1%, and increased by approximately 6.4% compared to the same period last year.

In the central region, and specifically in Tel Aviv, price changes in February–March 2025 compared to January–February 2025 were (0.1%-) and (0.3%-), respectively. In those same periods, new apartment prices rose by 0.6%, and excluding transactions with government subsidies, prices rose by 0.5%. In December 2024–January 2025, compared to the same period last year, the prices of new apartments increased by approximately 6.7%.

Although the Company rarely provides its buyers with such financial benefits, during 2024 and the first quarter of 2025 the Company sold apartments and offices at significant volumes. For the Company's sales data in its various projects, refer to the table in Section A above.

It should be noted that, as of the signing date of this Report, the Company's assessments as set forth in this section constitute forward-looking information, as defined in the Securities Law, 5728-1968, based on the Company's management assessments and understanding of the factors affecting its business activities, as well as the Company's assessments regarding factors outside its control, as of the date of signing of this Report.

B.8. Marketing Models

Further to Section 8 of Part A of the Periodic Report, as part of "pre-sale" transactions carried out by the Company in the Midtown Jerusalem project, the Company offered purchasers in the open market a payment plan of 20% near the date of signing the purchase agreement, and payment of the balance near the date of delivery of the apartment, linked to the Construction Input Index ("Favorable Payment Terms").

The Company's volume of sales in the Midtown Project under Favorable Payment Terms was approximately 83% in 2023 for a total of approximately NIS 349 million, approximately 30% in 2024 for a total of approximately NIS 93 million, and approximately 14% in Q1 2025 for a total of approximately NIS 4 million. Out of the total contracts signed under Favorable Payment Terms, approximately NIS 59 million has been paid as of the date of the Report.

With respect to Favorable Payment Terms, the Company estimates that the exposure is not material. However, the Company cannot assess whether the exposure will materialize and whether the purchasers will meet their obligations.

For transactions where the Company provided financing benefits through Favorable Payment Terms as described above, the Company calculated the effect of a significant financing component in the amount of approximately NIS 38 million, which was accounted for in the Company's financial statements as a reduction in the revenue recognition item from apartment sales, and conversely, a financing component was recorded under "Other Income" in the amount of approximately NIS 0.5 million in Q1 2025.

ICR:

To maintain its competitive position in the real estate market, and similar to most real estate companies in the industry, ICR offers buyers in the open market benefits such as exemption from linkage of consideration to the index, as well as favorable spreading arrangements in its transactions for the sale of housing units ("Marketing Models").

Among other things, in some of its transactions, ICR offers: (a) Payment plan and exemption from index linkage – payment of 15%-20% of the purchase price near the signing of the purchase agreement and payment of the balance near the delivery date of the apartment ("Favorable Payment Terms"); and/or (b) Contractor Loans – payment of 15%-20% of the purchase price near the signing of the purchase agreement and an

additional payment of NIS 1.5 million on average in contractor loans (where, as noted, ICR bears the interest payments), and payment of the balance near the delivery date of the apartment ("Contractor Loans").

With respect to Contractor Loans, in which the banking entity provides the contractor loan to the buyer, the bank evaluates the buyer's repayment capacity not only regarding the contractor loan but, to ICR's knowledge, also regarding the mortgage to be taken by the buyer upon delivery of the housing unit. It is noted that in the case of a Contractor Loan benefit, ICR does not conduct a separate underwriting process for the buyer's repayment capacity and relies on the bank's process as described above; and in the case of Favorable Payment Terms, ICR did not perform underwriting for the buyers.

ICR's sales volume under Marketing Models in 2023, 2024, and Q1 2025 was approximately 80%, 55%, and 95%, respectively, of total open-market sales, divided as follows:

Benefit type 2023 2024 1-3/2025
Favorable Scope of revenues including VAT in NIS millions 250 566 128
Payment Terms Percentage of sales volume in marketing models 73% 92% 67%
Contractor
Loan
Scope of revenues including VAT in NIS millions 90 46 64
benefits Percentage of sales volume in marketing models 27% 8% 33%

In contracts with Favorable Payment Terms and/or contracts with Contractor Loan terms, the completion of up to 90% of the consideration is made up to three months before the delivery date, and the remaining 10% is paid near the apartment handover date.

Accordingly, with respect to Contractor Loans, although there is some exposure to the purchasers' failure to meet their obligations toward ICR, ICR estimates that, in light of the fact that the banking entity examines the repayment ability of the Apartment purchaser and in view of the fact that ICR received a rate of up to approximately 45% (including the Contractor Loan) of the purchase price, such exposure, if any, is not expected to be material.

With respect to Optimal Payment Terms, ICR estimates that there is material exposure and ICR cannot assess whether the purchasers will meet their obligations or not.

In 2024 and in the first quarter of 2025, following the Contractor Loan campaigns that ICR promoted in the marketed projects, ICR made cash payments to the mortgage banks for interest in the total amount of approximately NIS 2,808 thousand and approximately NIS 980 thousand, respectively. In respect of transactions in which ICR granted financing benefits by way of Optimal Payment Terms as described above, ICR calculated the effect of a Significant Financing Component (which was treated in ICR's financial statements as a reduction in the transaction price for the purpose of revenue recognition) in the amount of approximately NIS 4,156 thousand in 2024 and approximately NIS 870 thousand in the first quarter of 2025, respectively.

The Company's assessments above regarding the possible impacts of the aforementioned factors on the Company's operations, including whether or not purchasers will meet their obligations, as set forth in this Section above, constitute Forward-Looking Information, as defined in the Securities Law, 5728- 1968, which is based, inter alia, on the Company's experience and assessments as of the date of approval of this Report with respect to factors not within its control. It should be clarified that there is no certainty that the Company's assessments will materialize, and they may materialize in a manner that differs, including materially, from what is described above.

C. Disclosure Requirements in Connection with the Corporation's Financial Reporting

C.1 Material Events After the Reporting Period

For events and additional details, refer to Note 5 to the Company's financial statements as of March 31, 2025.

C.2 Use of Critical Estimates

Refer to Note 2 to the Company's financial statements as of March 31, 2025.

D. Special disclosure to the Company's bondholders

D.1. Data regarding the Company's bonds as of March 31, 2025:

The Bonds (Series F) The Bonds (Series G) The Bonds (Series H)
Issuance date June 2019 January 2021 June 2024
Nominal value at the
time of issue
NIS 196,587,000 nominal value
issued on the issued date (June
2019)
April 2021
NIS
200,000,000
nominal
value (January 2021)
NIS
206,754,000
nominal
value (April 2021)
NIS
277,143,000
nominal
value (August 2021)
NIS 154,521,000 nominal
December 2024
NIS
228,962,000
nominal
value (June 2024)
NIS 300,000,000 nominal
value (December 2024)
Nominal value as of
March 31, 2025
NIS 19,648,218 (a total of
approximately NIS 50,004 held
by a wholly owned subsidiary of
the Company)
value (January 2022)
NIS 838,418,000 (a total of
approximately NIS 63,681,339
held by a wholly owned
subsidiary of the Company)
NIS 528,962,000
Amount of
interested accrued
NIS 306,299 NIS 8,161,850 NIS 9,064,815
Balance in the
financial statements
as of March 31,
2025
NIS 19,954,517 (equal to the total
balance, minus NIS 47,204 held
by a wholly owned subsidiary of
the Company)
NIS 766,607,351 (equal to the
total balance, minus NIS
57,417,003 held by a wholly
owned subsidiary of the
Company)
NIS 533,785,685
Stock Exchange
value as of March
31, 2025
NIS 19,876,912 NIS 824,919,470 NIS 552,183,431
Interest type and rate Fixed annual interest in the rate
of 4.7%
Fixed annual interest in the
rate of 3.95%
Fixed annual interest in the
rate of 6.95%
Undertaking for
additional payment
as of March 31,
2025
None None None
Principal payment
dates
Principal of Bonds (Series F) is
payable in five (5) unequal annual
payments on May 31 of each of the
years 2021-2025, as follows:
On May 31 of each of the years
2021 and 2022, 7.5% of the total
principal amount will be paid.
On May 31, 2023, 30% of the total
principal amount will be paid.
On May 31, 2024, 45% of the total
principal amount will be paid.
On May 31, 2025, 10% of the
total principal amount will be
paid.
The principal of Bonds (Series
G) is set to be repaid in three
(3) annual installments on June
30 of each of the years 2025 to
2027. The first payment will
constitute 30% of the total
nominal value of the principal
of Bonds (Series G), and each
of the second and third
payments will constitute 35%
of the total nominal value of
the principal of Bonds (Series
G). The first principal payment
will be made on June 30, 2025,
and the final principal payment
will be made on June 30, 2027.
The principal of Bonds (Series
H) is set to be repaid in four
(4) equal annual installments
on June 30 of each of the years
2028 to 2031, with 25% of the
total nominal value of the
principal of Bonds (Series H)
being paid on each date. The
first principal payment will be
made on June 30, 2028, and
the final principal payment will
be made on June 30, 2031.
Interest payment
dates
The interest is paid in semi
annual installments every May 31
and November 30 of each
calendar year from November 30,
2019 until the final repayment
date on May 31, 2025.
The interest is paid in semi
annual installments every June
30 and December 31 of each
calendar year from 2021 to
2026 and on June 30, 2027
(inclusive)
The interest is paid in equal
semi-annual installments, on
December 31, 2024 and every
June 30 and December 31 in
each of the years 2025 to 2030
and the last interest payment is
on June 30, 2031.
Linkage basis
(principal and
interest)
No linkage. No linkage. No linkage.
Are they convertible No No No

The Bonds (Series F) The Bonds (Series G) The Bonds (Series H)
The Company's
right for early
redemption or
forced conversion
Yes Yes Yes
Rating company S&P Maalot S&P Maalot S&P Maalot
Has a guarantee
been given for the
payment of the
Company's
obligations
according to the
trust deed
--- --- ---
Details of trustee Reznik Paz Nevo Trusts Ltd., 14
Yad Haruzim St., Tel Aviv, Tel:
03-6389200; Fax: 03-6389222.
Contact: Adv. Michal Avtalion
Rishony, email:
[email protected].
Reznik Paz Nevo Trusts Ltd.,
14 Yad Haruzim St., Tel Aviv,
Tel: 03-6389200; Fax: 03-
6389222. Contact: Adv. Michal
Avtalion-Rishony, email:
[email protected].
Reznik Paz Nevo Trusts Ltd.,
14 Yad Haruzim St., Tel Aviv,
Tel: 03-6389200; Fax: 03-
6389222. Contact: Adv. Michal
Avtalion-Rishony, email:
[email protected].

D.2. Fulfillment of Obligations

As of March 31, 2025, and as of the date of publication of this Report, to the best of the Company's knowledge, the Company has complied with all material terms and obligations under the deeds of trust for its bonds (Series F), bonds (Series G), and bonds (Series H). To the best of the Company's knowledge, no conditions have occurred that would give rise to grounds for declaring the obligations immediately due and payable. For details regarding the Company's compliance with the financial covenants towards the holders of the bonds (Series F), (Series G), and (Series H), refer to below.

Series Borrower
corporation
(loan
provision
date)
Original
principal
amount (NIS
thousands)
Principal
balance as of
March 31,
2025 (NIS
thousands)
Financial liabilities Manner of calculation of
financial covenants and their
results as of March 31, 2025
according to the Company's
reviewed financial statements
The
Bonds
(Series F)
The Company
(June 2019)
196,587 19,648 (of this,
an amount of
50 is held by a
wholly owned
subsidiary of
the Company)

Equity to solo balance sheet ratio will not fall below 35%.

The Company's equity will not fall below NIS 350 million.
The bond's interest rate will be adjusted due to deviation in one or more of the financial
covenants described below:

Equity to solo balance sheet ratio will not fall below 40%.

The Company's equity will not fall below NIS 375 million.
"Equity"
means the equity as presented in the Company's separate (solo) financial statements
(audited or reviewed, as applicable), plus shareholder loans that are subordinated to the Bonds
(Series F), equity instruments invested after the issuance of the bonds, and less intangible assets
(such as goodwill, copyrights, patents, trademarks, and trade names). "Balance Sheet"
means
the Company's balance sheet as presented in the separate (solo) financial information of the
Company (audited or reviewed, as the case may be).
Equity
as
defined
above:
approximately NIS 2,556 million.
Solo balance sheet as defined above
is approximately NIS 4,148 million.
Therefore,
the
ratio
is
approximately 61.6%.
The
Bonds
(Series G)
The Company
(January 2021)
838,418 838,418 (equal
to the total
balance, minus
63,681 held by
a wholly
owned
subsidiary of
the Company)

Equity to balance sheet ratio will not fall below 37.5%.

The Company's equity will not fall below NIS 475 million.
The bond's interest rate will be adjusted due to deviation in one or more of the financial
covenants described below:
Equity to solo balance sheet ratio will not fall below 42%.
The Company's equity will not fall below NIS 500 million.
"Equity"
means the equity as presented in the Company's separate (solo) financial statements
(audited or reviewed, as applicable), plus shareholder loans that are subordinated to the Bonds
(Series F), equity instruments invested after the issuance of the bonds, and less intangible assets
(such as goodwill, copyrights, patents, trademarks, and trade names). "Balance Sheet"
means
the Company's balance sheet as presented in the separate (solo) financial information of the
Company (audited or reviewed, as the case may be).
Equity
as
defined
above:
approximately NIS 2,556 million.
Solo balance sheet as defined above
is approximately NIS 4,148 million.
Therefore,
the
ratio
is
approximately 61.6%.
Series Borrower
corporation
(loan
provision
date)
Original
principal
amount (NIS
thousands)
Principal
balance as of
March 31,
2025 (NIS
thousands)
Financial liabilities Manner of calculation of
financial covenants and their
results as of March 31, 2025
according to the Company's
reviewed financial statements
The
Bonds
(Series H)
The Company
(June 2024)
528,962 528,962
Equity to solo balance sheet ratio will not fall below 37.5%.

The Company's equity will not fall below NIS 1.2 billion.

The ratio between consolidated equity and the consolidated balance sheet according to the
Company's consolidated financial statements will not fall below 15%.
The bond's interest rate will be adjusted due to deviation in one or more of the financial
covenants described below:
Equity to solo balance sheet ratio will not fall below 42%.
The Company's equity will not fall below NIS 1.25 billion.
Equity to balance sheet ratio on a consolidated basis will not fall below 17%.
"Equity"
means equity as presented in the Company's separate (solo) financial information
(audited or reviewed, as the case may be), plus subordinated owner loans. "Subordinated Owner
Loans"
means owner loans (principal only) provided up to the relevant review date, where it
has been stipulated in their terms (principal and interest) that they are subordinated to the Bonds
(Series H), including that their repayment date is after the final repayment date of the Bonds.
In the event of the Company's liquidation, these loans (principal and interest) will be repaid
after the full repayment of the Bonds. This also applies to capital notes provided after the
issuance of the Bonds, which are subordinated to the Bonds (Series H), including that their
repayment date is after the final repayment date of the Bonds and that in the event of the
Company's liquidation, these will be repaid (principal and interest) after the full repayment of
the Bonds. "Balance Sheet"
means the Company's balance sheet as presented in the separate
(solo) financial information of the Company (audited or reviewed, as the case may be).
"Consolidated Equity"
means equity, including non-controlling
interests, as presented in the
Company's consolidated financial statements (audited or reviewed, as the case may be), plus
subordinated owner loans (as defined above).
"Consolidated Balance Sheet"
means the Company's balance sheet as presented in the
Company's consolidated financial statements (audited or reviewed, as the case may be),
excluding unrestricted cash and cash equivalents, deposits, and investments classified as
unrestricted current assets, marketable securities that are unrestricted current assets, and
deducting advances from apartment purchasers, liabilities for providing construction services,
liabilities related to consideration transactions, and liabilities for contracts with customers, as
defined in generally accepted accounting principles.
Equity
as
defined
above:
approximately NIS 2,556 million.
Solo balance sheet as defined above
is approximately NIS 4,148 million.
Therefore,
the
ratio
is
approximately 61.6%.
The consolidated equity (including
non-controlling
interests)
as
defined above: approximately NIS
3,526 million.
Consolidated balance sheet as
defined above: NIS 11,087 million.
Therefore the ratio is approximately
35%.

D.3. Rating

On May 20, 2024, the Company received an initial rating of ilA- with a positive outlook from Maalot S&P, as well as a rating of ilA- for the Company's bonds Series F and Series G. On June 23, 2024, the Company received an initial rating of ilA- from Maalot S&P for the Company's bonds Series H. On December 4, 2024, Maalot S&P announced a rating of ilA- for the expansion issuance of Series H, and on May 6, 2025, Maalot S&P announced a rating of ilA- for the further expansion issuance of Series H.

Date of signing of the Report:

May 27, 2025

_____________________________ ___________________________

Asaf Touchmair, Chair of the Board Barak Rosen, CEO and Director

Appendix A

In accordance with the requirements of Article 39A of the Securities Regulations (Periodic and Immediate Reports), 5730-1970, below is a summary of the significant changes or new developments that have occurred in the Company's business during the three-month period ended March 31, 2025, and up to the date of the publication of this report. It should be noted that the following terms will have the meanings attributed to them in the Description of the Corporation's Business Report for the year 2024, which was attached to the 2024 Periodic Report (hereinafter: the "2024 Report"), unless expressly stated otherwise.

1. New Ramat Hasharon (Elco Complex)

a. Costs invested and that will be invested in the project (NIS thousands):

Year 2025
Q1
Year 2024 Year 2023
New Ramat Hasharon Project (Elco Complex)
Data based on 100%, Company's share in the project 81%
Financial data in
functional
currency
Costs invested
(NIS millions)
Total aggregate costs for land at the end of the period 171.7 171.7 169.7
Total aggregate costs for development, taxes, fees and other 44.1 44.1 44.1
Total aggregate costs for construction --- --- ---
Deduction of costs recognized in the profit and loss statement (208.0) (207.8) (207.5)
Total aggregate costs for financing (capitalized) --- --- ---
Total aggregate cost 8 8 6
Costs not yet invested and completion rate
Total costs for land not yet invested (estimate) --- --- ---
Total costs for development, taxes and fees, not yet invested (estimate) --- --- ---
Total costs for construction not yet invested (estimate) --- --- ---
Total aggregate for financing not yet invested (estimate) --- --- ---
Completion rate [engineering/financial] (excluding land) (%) --- --- ---
Expected completion date N/A N/A N/A

b. Below are details about the marketing of the areas in the project:

New Ramat Hasharon Project (Elco
Complex)
Data based on 100%, Company's share in the project 81%
Year 2025 Year 2023
Q1 Year 2024
Financial data in NIS thousands
Contracts signed during the current period:
Sold units (residential)1 --- --- ---
Sold units (office) - Stage A2 --- --- ---
Sold units (office) - Stage B3 8 42 37 (*)
Average price per square meter in contracts signed during the current period
(functional currency):
Average price in NIS thousands
(without VAT) - residential
--- ---
Average price in NIS thousands
(without VAT) - offices
730 679 600
Aggregate agreements by end of period:

1 "The Residential Units Sold" - Each purchaser will be entitled to a whole (average) residential unit of land, and not less, regardless of the result of the arithmetic calculation in the sale agreement and without any additional payment required from them. For further details, refer to Note 15d of the Consolidated Financial Statements for 2024, which were attached to the 2024 Report.

2 "The Stage A Office Units Sold" - Land units, each of which is expected to yield, according to the Company's forecasts regarding the change of designation as described in Section 6.3.3.2 of the 2024 Report, and in accordance with the mechanisms in the sale agreements, a right to land for an office unit of 250 square meters gross.

3 "The "Stage B Office Units Sold" - Land units, each of which is expected to yield, according to the Company's forecasts regarding the change of designation as described in Section 6.3.3.2 of the 2024 Report, and in accordance with the mechanisms in the sale agreements, a right to land for an office unit of 129.2 square meters gross.

4 As mentioned, the Company has not yet recorded income for the sale of land rights for residential units.

New Ramat Hasharon Project (Elco
Complex)
Data based on 100%, Company's share in the project 81%
Year 2025 Year 2024 Year 2023
Q1
Financial data in NIS thousands
Sold residential units 584 584 587
Sold office units (Stage A) 182 182 182
Sold office units (Stage B) 87 79 37
Marketing rate of the sold rights (%):
Total income expected from the entire
project (including management fees and
commercial and office units)
972,905 972,905 1,005,257
Total income expected from contracts
signed in the aggregate
480,751 474,910 446,400
Marketing rate as of last day of the
period of residential units sold (%)
97% 97% 98%
Marketing rate as of last day of the
period of office and commercial units
(%)
38% 37% 34%
Areas for which agreements have not yet been signed*:
Unsold units from the residential sold
units (#)*
16 16 13
Unsold units from the sold office units
(Stage B only) (#)*
687 695 737
Total aggregate cost (inventory
balance) attributed to areas for which
binding contracts are not yet signed in
the Statement of Financial Position
(consolidated)4
8,014 8,206 6,283
*** *** *** ***
Number of units sold from the end of
the period until near the Report
publication
Residence: --
Offices Stage B:-
Residence: --
Offices Stage B: 8
Residence: --
Offices Stage B: 7
Average price for units sold from the
end of the period until near the
publication date of the Report
(excluding VAT)
Residence: --
Offices: --
Residence: --
Offices: 730
Residence: --
Offices: 600

* The said units are in accordance with the plan which was approved as detailed in Section 6.3.3.2 of the 2024 Report.

2. Residential rights in Sde Dov (Tel Aviv)

a. Costs invested and that will be invested in the project (NIS thousands):

Sde Dov Project
(Data based on 100%. Company's effective share is 100%)
Year 2025
Q1 Year 2024 Year 2023
Co
sts
in
ve
ste
d
Aggregate costs for land at the end of the period 1,262,262 1,262,262 1,262,262
Aggregate costs for development, taxes and fees 95,379 92,882 81,015
Aggregate costs for construction 45,792 20,297 ---
Aggregate costs for financing (capitalized) 202,208 183,846 130,960
Other aggregate costs --- --- ---
Total aggregate cost 1,605,641 1,559,287 1,474,237
Total aggregate book cost 1,605,641** 1,559,287** 1,474,237
Co
be
sts
in
th
ve
at
ste
wi
d
ll
Costs for land not yet invested N/A N/A N/A
Costs for development, taxes and fees, not yet invested (estimate) 64,137 64,137 57,384
Costs for construction, not yet invested (estimate) 779,053 804,548 820,945
Aggregate costs for financing, expected to be capitalized in the
future (estimate)***
27,047 47,212 11,983*
Other aggregate costs not yet incurred 79,505 79,505 77,289*
Total cost remaining for completion 941,741 995,402 1,067,601
Completion rate [financial] excluding land 5.5% 3% 0%

* Reclassified

** Excluding non-specific credit discounting of bonds.

*** Starting from the date of receipt of the building permit, the Company capitalizes financing costs in respect of Sales Law guarantees only.

Sde Dov Project
(Data based on 100%. Company's effective share is 100%)
Year 2025 Year 2024 Year 2023
Q1
Contracts signed during the Residential units (#) 10 99 121*
current period Residential units (sq.m) 1,130 12,028 11,785
Average price per square meter in
contracts signed during the current
period (including VAT)
Residential units 79,383 83,237 77,703
Aggregate agreements by end of Residential units (#) 228 220 121
period: Residential units (sq.m) 24,753 23,813 11,785
Average price per square meter in
aggregate in contracts signed until
the period end (including VAT)
Residential units 80,504 80,493 77,703
Total expected income from
the entire project (in
commercial currency)
including VAT
3,919,812 3,919,812 3,827,581
Marketing rate of the project Total expected income from
contracts signed in the
aggregate (commercial
currency) including VAT
1,992,716 1,916,782 915,696
Marketing rate as of last day
of the period (%)
47.5% 46% 25%
Residential units (#) 252 260 359
Areas for which agreements have Residential units (sq.m) 21,362 22,302 34,330
not yet been signed: Commercial spaces (sq.m) 1,610 1,610 1,610
Total aggregate cost (inventory balance as of March 31, 2025)
attributed to areas for which binding contracts are not yet signed
in the Statement of Financial Position
842,962 844,614 ---
Number of contracts signed from end of the period up to the publication
date of the Report (#)
2 8 ---
Average price per sq.m in contracts signed from the end of the period
until the publication date of the Report (including VAT)
77,706 79,620 ---

b. Below are details about the marketing of the areas in the project:

* The data includes two sales agreements that were canceled in 2025. The data refer to signed contracts and do not include registration documents.

3. Residential rights classified as inventory in Midtown Jerusalem

a. Costs invested and that will be invested in the project (NIS thousands):

Midtown Jerusalem project (formerly Shaare Tzedek) Year 2025
Planning state of the project
(Data based on 100%. Company's effective share is 73%)
Q1 Year 2024 Year 2023
Co
sts
in
ve
ste
d
Aggregate costs for land at the end of the period 306,650 306,650 306,650
Aggregate costs for development, taxes and fees 248,483 40,975 25,606
Aggregate costs for construction 23,618 16,659* 11,839*
Aggregate costs for financing (capitalized) 62,376 59,330 33,275
Other aggregate costs 43,166 42,499* 22,891*
Total aggregate cost 684,293 466,112 400,261
Total aggregate book cost 684,293 466,112 400,261
Costs for land not yet invested - - -
Co
sts
Costs for development, taxes and fees, not yet invested
(estimate)
- 166,329 193,770
inv
th
Costs for construction, not yet invested (estimate) 916,382 880,843 731,086
est
at
ed
wi
ll b
e
Aggregate costs for financing, expected to be capitalized in
the future (estimate)
- 9,462 34,446(*)
Other aggregate costs not yet incurred 72,263 181,438 141,066(*)
Total cost remaining for completion 988,645 1,238,072 1,100,369
Completion rate [financial] excluding land 2.4% 1.4% 0.9% (*)

* Reclassified

b. Below are details about the marketing of the areas in the project

Midtown Jerusalem project - residential rights Year 2025 Year 2024 Year 2023
(Data based on 100%. Company's effective share is 73%) Q1
Contracts signed during the current Residential units (#) 7 88* 125*
period Residential units (sq.m) 520 5,290 6,768
Average price per square meter in
contracts signed during the current
period (including VAT)
Residential units 72,952 71,823 64,808
Aggregate agreements by end of Residential units (#) 218 212* 125*
period: Residential units (sq.m) 12,474 12,008 6,768
Average price per square meter in
aggregate in contracts signed until
the period end (including VAT)
Residential units 68,279 68,080 64,808
Total expected income from
the entire project (in
commercial currency)
including VAT
3,078,421 3,078,421 2,777,543
Marketing rate of the project Total expected income from
contracts signed in the
aggregate (commercial
currency) including VAT
851,725 817,517 438,619
Marketing rate as of last day
of the period (%)
31% 31% 18%
Residential units (#) 477 483** 567
Areas for which agreements have not Residential units (sq.m) 31,033 30,927 36,167
yet been signed: Commercial spaces (sq.m) --- --- ---
Total aggregate cost (inventory balance as of March 31, 2025)
attributed to areas for which binding contracts are not yet signed in
the Statement of Financial Position
471,687 324,238 ---
Number of contracts signed from end of the period up to the publication
date of the Report (#)
3 6 ---
Average price per sq.m in contracts signed from the end of the period
until the publication date of the Report (including VAT)
73,195 73,855 ---

(*) Includes one contract that was canceled.

(**) The Company changed the mix of apartments in 2025.

The data refer to signed contracts and do not include registration documents.

4. Residential rights in the Canada in the City project (former Leumi Building), Tel Aviv

a. Costs invested and that will be invested in the project (NIS thousands):

Canada in the City (formerly Leumi Building), Tel Aviv Year 2025
Planning state of the project
(Data based on 100%. Company's effective share is 81%)
Q1 Year 2024 Year 2023
Co
sts
in
ve
ste
d
Aggregate costs for land at the end of the period 297,340 297,340 297,340*
Aggregate costs for development, taxes and fees 22,280 22,275 22,243
Aggregate costs for construction 14,718 13,284 9,734
Aggregate costs for financing (capitalized) 62,099 57,557 40,241
Other aggregate costs -- -- --
Total aggregate cost 396,437 390,456 369,558
Total aggregate book cost 396,437 390,456 369,558
Co
sts
Costs for land not yet invested --- --- N/A
Costs for development, taxes and fees, not yet invested
(estimate)
14,179 14,184 N/A
inv
th
Costs for construction, not yet invested (estimate) 238,628 240,062 N/A
est
at
ed
wi
ll b
e
Aggregate costs for financing, expected to be capitalized in
the future (estimate)**
38,334 46,410 N/A
Other aggregate costs not yet incurred 13,163 13,163 N/A
Total cost remaining for completion 304,304 313,820 N/A
Completion rate [financial] excluding land 0% 0% N/A

* Reclassified.

** Starting from the date of receipt of the building permit, the Company capitalizes financing costs in respect of Sales Law guarantees only.

Canada in the City (formerly Leumi Building), Tel Aviv Year 2025
Planning state of the project
(Data based on 100%. Company's effective share is 81%)
Q1 Year 2024
Contracts signed during the Residential units (#) 1 --
current period Residential units (sq.m) 208 --
Average price per square meter in
contracts signed during the current
period (including VAT)
Residential units 153,846 --
Aggregate agreements by end of Residential units (#) 1 --
period: Residential units (sq.m) 208 --
Average price per square meter in
aggregate in contracts signed until
the period end (including VAT)
Residential units 153,846 --
Total expected income from the entire
project (in commercial currency)
including VAT
1,018,068 --
Marketing rate of the project Total expected income from contracts
signed in the aggregate (commercial
currency) including VAT
32,000 --
Marketing rate as of last day of the
period (%)
1% --
Residential units (#) 101 --
Areas for which agreements have Residential units (sq.m) 9,375 --
not yet been signed: Commercial spaces (sq.m) 166 --
Total aggregate cost (inventory balance as of March 31, 2025) attributed to
areas for which binding contracts are not yet signed in the Statement of
Financial Position
392,551 --
Number of contracts signed from end of the period up to the publication date of
the Report (#)
2 --
Average price per sq.m in contracts signed from the end of the period until the
publication date of the Report (including VAT)
126,478 --

b. Below are details about the marketing of the areas in the project

North Park Stage A Project (Neve Gan) - Project in progress

a. Costs invested and that will be invested in the project (NIS thousands):

North Park Stage A Project (Neve Gan) Year 2025
Data based on 100%. Company's effective weighted share -
approx. 24.6%)
Q1 Year 2024 Year 2023
Co
sts
in
ve
ste
d
Aggregate costs for land at the end of the period 1,147,633 1,147,633 1,151,246
Aggregate costs for development, taxes and fees 33,811 33,751 22,257
Aggregate costs for construction 174,678 124,804 21,240
Aggregate costs for financing (capitalized) 147,197 141,990 109,253
Other aggregate costs 21,078 19,638 15,698
Total aggregate cost 1,524,396 1,467,817 1,319,694
Total aggregate book cost 1,138,768 1,191,418 1,284,041
Co
sts
inv
th
est
at
ed
wi
ll b
e
Costs for land not yet invested (estimate) -- -- 294
Costs for development, taxes and fees, not yet invested
(estimate)
5,955 5,295 16,641
Costs for construction, not yet invested (estimate) 518,925 551,182 639,358
Aggregate costs for financing, expected to be
capitalized in the future (estimate)*
2,833 7,930 48,036
Other aggregate costs not yet incurred 72,796 73,687 79,428
Total cost remaining for completion 600,509 638,093 783,757
Completion rate [financial] excluding land (%) 38.6% 33.4% 17.7%

* Starting from the date of receipt of the building permit, the Company capitalizes financing costs in respect of Sales Law guarantees only.

North Park Stage A Project (Neve Gan)
Data based on 100%. Company's effective weighted share - approx.
24.6%)
Year 2025
Q1
Year 2024 Year 2023
period Residential units (sq.m) 481 2,156 1,816
Average price per square meter in
contracts signed during the current
period (including VAT)
Residential units 54,770 58,664 47,124
Residential units (#) 388 383 371
Aggregate agreements by end of
period:
Residential units (sq.m) 37,518 37,119 36,254
Average price per square meter in
aggregate in contracts signed until the
period end (including VAT)
Residential units 51,936 51,917 45,260
Marketing rate of the project Total expected income
from the entire project (in
commercial currency)
including VAT
3,112,929 2,919,631 2,511,891
Total expected income
from contracts signed in
the aggregate (commercial
currency) including VAT
1,948,545 1,927,111 1,656,430
Marketing rate as of last
day of the period (%)
71% 70% 66%
Residential units (#) 160 165 177
Areas for which agreements have not Residential units (sq.m) 16,741 17,140 18,402
yet been signed: Commercial spaces (sq.m) --- --- ---
Total aggregate cost (inventory balance as of March 31, 2025)
attributed to areas for which binding contracts are not yet signed in
the Statement of Financial Position
445,079 439,274 ---
Number of contracts signed from end of the period up to the publication
date of the Report (#)*
-- 4 ---
Average price per sq.m in contracts signed from the end of the period
until the publication date of the Report (including VAT)
-- 53,858 ---

b. Below are details about the marketing of the areas in the project:

* The data refer to signed contracts and do not include registration documents.

Forward-looking information

The information described above in connection with the costs expected in the project (not yet invested) is "forward-looking information" (as the term is defined in the Securities Law), which are not under the full control of the Company and the realization of which is not certain. The realization of the aforementioned information largely depends on the cooperation between the Company and the partners in the projects, on the decisions made by them during the establishment of the project; on the relevant project company's engagement in financing agreements for the support and establishment of the project and compliance with the terms that will be set forth in these agreements (if set); on external factors, such as obtaining the necessary permits for the execution of the project (both in terms of their actual receipt and their receipt within the timeframe anticipated by the Company and the relevant project partners), on the project companies' compliance with the requirements of various authorities and their issuance of the relevant permits; on the actual costs of establishment and financing at the time they arise, which may change, including significantly, among other things, due to changes in the economic environment in which the Company operates. It should be emphasized that there is no certainty that this will be the actual state of affairs. These factors may significantly alter the Company's assessments outlined above. According to the Company's assessment, as of this date, the main factors that may cause the forwardlooking information not to materialize are: (a) the required permits for the construction of the projects, which have not yet been granted, may not be obtained (both in terms of their actual receipt and the anticipated timing of their receipt by the Company); (b) the construction of the relevant project may be

delayed due to various reasons, such as the failure of the relevant project company to meet the authorities' requirements for obtaining permits and/or the failure to obtain suitable permits for the project or obtaining them later than anticipated by the Company; (c) difficulties in contracting with a contractor or the contractor or other suppliers involved in the relevant project encountering financial difficulties; (d) any of the partners in the project encountering financial difficulties that prevent them from continuing to finance their share in the project (as applicable); (e) deviation from the expected scope of the project, which could result from increases in construction costs, taxes, and/or levies imposed on the purchase and development of the land, from the economic situation in the market, including inflation, interest rate increases, and the like. Thus, there is no certainty that the above information will materialize and it may even be significantly different from the above.

Israel Canada (T.R) Ltd.

Condensed Consolidated Financial Statements As of March 31, 2025

(Unaudited)

Israel Canada (T.R) Ltd.

Condensed Consolidated Financial Statements As of March 31, 2025

(Unaudited)

Table of Contents

Page
Review Report by Accountants 2
Condensed Consolidated Financial Statements (Unaudited):
Condensed Consolidated Statements of Financial Position
Condensed Consolidated Statements of Profit or Loss and Other
Comprehensive Profit
3-4
5-6
Condensed Consolidated Statements of Changes to Equity 7-9
Condensed Consolidated Statements of Cash Flows 10-12
Notes to the Condensed Consolidated Financial Statements 13-30

Review Report of the Auditors to the Shareholders of Israel Canada (T.R) Ltd.

Introduction:

We have reviewed the accompanying financial information of Israel Canada (T.R) Ltd., and subsidiaries (hereinafter: the "Company"), including the condensed consolidated statement of financial position as of March 31, 2025, as well as the condensed consolidated statements of profit or loss, other comprehensive profit, changes to equity and cash flow for the period of three months ended on the same date. The board of directors and management are responsible for the preparation and presentation of financial information for this interim period, pursuant to International Accounting Standard IAS 34, "Interim Financial Reporting," and are responsible for the preparation of financial information for this period pursuant to Section D of the Securities Regulations (Periodic and Immediate Reports), 5730-1970. Our responsibility is to express a conclusion regarding the financial information for this interim period, based on our review.

We have not reviewed the condensed interim financial information of consolidated companies whose assets as included in the consolidation constituted approximately 11.93% of the Company's total consolidated assets as of March 31, 2025, and whose income included in the consolidation constitutes approximately 32.27% of the total consolidated income for the period of three months ended on the same date. Additionally, we did not review the condensed interim financial information of investments accounted for using the equity method, in which the investment amounted to approximately NIS 279,384 thousand as of March 31, 2025, and the Company's share in their results amounted to a profit of approximately NIS 13,980 thousand for the three-month period ended on that date. The financial information for the condensed interim period of the same companies was reviewed by other accountants, whose review reports were provided to us, and our conclusion, inasmuch as it relates to the financial information in respect of the same companies, is based on the review reports prepared by the other accountants.

Scope of the Review:

We conducted our review in accordance with Review Standard No. 2410 (Israel) of the Institute of Certified Public Accountants in Israel, "Review of Financial Information for Interim Periods Prepared by the Entity's Auditor." A review of interim financial information includes making inquiries, particularly with the people responsible for financial and accounting matters, and performing analytic and other review procedures. A review is significantly limited in scope in comparison to an audit conducted in accordance with generally accepted accounting standards in Israel, and therefore does not allow us to reach an assurance that we have become aware of all material issues which may have been identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion:

Based on our review and on the review reports provided by other accountants, nothing has come to our attention which would lead us to believe that the above financial information was not prepared, in all material respects, in accordance with IAS 34.

In addition to the contents of the preceding paragraph, based on our review and on the review reports provided by other accountants, nothing has come to our attention that would lead us to believe that the above financial information does not fulfill, in all material respects, the disclosure requirements set forth in Section D of the Securities Regulations (Periodic and Immediate Reports), 5730-1970.

Brightman Almagor Zohar & Co. Certified Public Accountants A Firm in the Deloitte Global Network

Tel Aviv, May 27, 2025

Tel Aviv – Main Office

1 Azrieli Center, P.O. Box 16593, Tel Aviv 6116402 | Phone: 03-608-5555 | [email protected]

Haifa Office

Jerusalem Office

3 Kiryat HaMada St., Har Hotzvim Tower, P.O. Box 45396, Jerusalem 914510 Phone: +972 (2) 501 888| Fax: +972 (2) 537 4173 [email protected]

Beit Shemesh Office 1 Yigal Alon St., Beit Shemesh, 9906201 5 Ma'ale HaShichrur St., P.O. Box 5648, Haifa, 3105502 Phone: +972 (4) 860 7333 Fax: +972 (2) 867 2528 [email protected]

Ra'anana Office - Infinity Complex 8 HaPnina St., Ra'anana 2

Eilat Office Mirkaz HaIroni, P.O. Box 538 Eilat 88104002 Phone: +972 (8) 637 5676 Fax: +972 (2) 637 1628 [email protected]

Rishon LeZion Office - Millennium Complex 23 Rishonim Blvd., Rishon LeZion

Nazareth Office 9 Marj Ibn Amer St., Nazareth 16100 Phone: +972 (73) 399 4455 Fax: +972 (73) 637 4455 [email protected]

Israel Canada (T.R) Ltd. Condensed Consolidated Statements of Financial Position

As of March 31 As of December 31
2025
NIS
2024 2024
NIS
NIS
thousands thousands thousands
(Unaudited) (Audited)
Current assets
Cash and cash equivalents 401,626 127,383 410,276
Cash and deposits used in financing accounts 92,670 - 566,068
Financial assets at fair value through profit and loss 89,881 102,659 129,192
Receivables for the sale of real estate inventory and apartments under
construction 52,320 75,873 19,280
Accounts receivable 117,674 108,684 126,481
Income tax receivables 7,471 8,643 5,920
Accounts receivable for hotels 44,183 33,965 41,233
Real estate inventory 458,670 686,768 320,758
Inventory of buildings under planning and construction 2,945,110 1,951,186 2,625,023
Advances on account of real estate inventory 16,250 - 47,780
Total current assets 4,225,855 3,095,161 4,292,011
Non-current assets
Investments and loans in investee companies accounted for using the
equity method, net 1,330,471 1,176,845 1,305,859
Long-term real estate inventory 1,162,407 754,451 1,145,810
Investment real estate 3,041,022 2,598,974 2,893,000
Advances on account of investment real estate 17,695 15,895 13,486
Fixed assets 817,060 616,388 807,495
Advances on account of fixed assets - 1,113 1,382
Limited use cash and deposits, long term 6,333 5,140 5,266
Right of use assets 419,586 287,812 425,912
Accounts receivable 7,863 6,370 7,066
Deferred tax assets 32,396 43,472 31,771
Investments and other assets 27,212 26,588 27,242
Total non-current assets 6,862,045 5,533,048 6,664,289
11,087,900 8,628,209 10,956,300
Total assets

Israel Canada (T.R) Ltd. Condensed Consolidated Statements of Financial Position

As of March 31
2025 2024 As of December 31
2024
NIS NIS NIS
thousands thousands thousands
(Unaudited) (Audited)
Current liabilities
Credit from bank corporations and current maturities of long-term loans 2,625,572 3,231,262 2,866,946
Current maturities of bonds 269,254 88,337 269,101
Current maturities of long-term lease liability 22,165 16,330 21,060
Suppliers and service providers 41,165 26,234 36,345
Accounts payable 265,611 102,458 163,244
Current tax liabilities 11,475 11,412 17,515
Liability for provision of construction services 4,200 5,895 4,360
Advances for the sale of real estate inventory and building inventory
under planning and construction 533,393 52,360 421,240
Loans from others 2,514 2,409 2,502
Total current liabilities 3,775,349 3,536,697 3,802,313
Non-current liabilities
Long-term loans from banks 2,117,916 718,345 2,001,362
Loans from others and other liabilities 9,739 26,131 10,175
Bonds 1,050,788 788,418 1,055,667
Lease liability 439,066 298,077 442,578
Deferred tax liabilities 159,539 190,876 169,335
Liability for provision of long term construction services 570 3,562 855
Other non-current liabilities 11,498 11,639 11,627
Total non-current liabilities 3,789,116 2,037,048 3,691,599
Capital attributed to the Company's shareholders
Share capital 3,309 3,226 3,226
Premium on shares 1,234,875 1,110,527 1,110,527
Reserve for operations between a corporation and its controlling owner 30,491 30,491 30,491
Surplus
Capital reserve from exchange rate differences for translation of foreign
1,282,915 1,162,092 1,334,498
activities (73,557) (77,663) (71,544)
Revaluation reserve 94,076 - 94,385
Other capital reserves (15,588) (1,427) (15,588)
Total capital attributed to the Company's shareholders 2,556,521 2,227,246 2,485,995
Non-controlling interests 966,914 827,218 976,393
Total capital 3,523,435 3,054,464 3,462,388
Total liabilities and capital 11,087,900 8,628,209 10,956,300
May 27, 2025
Date of Approval of the Financial Asaf Touchmair Barak Rosen Nir Bodaga Bar
Statements Chair of the Board CEO and Director CFO

Israel Canada (T.R) Ltd. Condensed Consolidated Statements of Profit or Loss and Other Comprehensive Profit

2025
2024
2024
NIS
NIS
NIS
thousands
thousands
thousands
(Unaudited)
(Audited)
Revenue:
Revenue from rental and management of investment real estate
21,796
19,029
80,215
Revenue from the sale of real estate inventory
39,583
2,519
11,679
Revenue from the sale of residential apartments
22,722
36,791
61,115
Revenue from renting real estate inventory
6,107
6,492
25,344
Revenue from management fees
4,511
-
1,645
Revenue from operation and management of hotels
55,928
66,047
291,017
Revenue from marketing and brokerage
4,768
2,657
25,714
Revenue from provision of construction services
446
644
4,886
Appreciation of fair value of investment real estate and profit from its
exercise
-
1,091
66,371
Company's share in investments accounted for using the equity method,
net
16,897
46,390()
200,760
536
-
5,490
Other revenues
173,294
181,660
774,236
Total revenues
Expenses and costs:
Cost of rent
10,082
8,891
42,961
Cost of sale of real estate inventory
19,618
1,046
7,848
Cost of sale of residential apartments
16,461
23,139
45,335
Cost of operating and managing hotels
60,937
51,770
257,682
Depreciation of fair value of investment real estate
15,182
10,082
38,963
Expenses from provision of construction services
446
644
4,886
Management and general expenses
12,519
20,233
59,821
Marketing and sale expenses
11,457
7,991
38,661
Company's share in loss of investments accounted for using the equity
method, net of tax
12,329
10,853(
)
17,827
-
(447)
-
Other expenses
159,031
134,202
513,984
Total costs and expenses
Operating profit
14,263
47,458
260,252
(expenses) Income in financial assets measured at fair value through
profit and loss
(38,750)
10,693
36,911
Financing income
18,310
8,254
54,114
(25,566)
(25,868)
(133,280)
Financing expenses
(loss) Profit before income tax
(31,743)
40,537
217,997
7,674
(307)
13,681
Income tax
(loss) Profit for the period
(24,069)
40,230
231,678
Other comprehensive loss - amounts that will be classified in the
future in the income statement:
Exchange rate differences for translating foreign operations
(1,627)
(12,230)
(6,072)
Other comprehensive profit (loss) - amounts that will not be
classified in the future in the income statement:
(451)
-
135,539
(loss) Profit on revaluation of fixed assets, net of tax
(26,147)
28,000
361,145
Total comprehensive profit (loss)
For the three month
period ended
on March 31
For the year
ended on
December 31

(*) Reclassified. Refer to Note 2e.

Israel Canada (T.R) Ltd. Condensed Consolidated Statements of Profit or Loss and Other Comprehensive Profit

period ended
on March 31
For the three month For the year
ended on
December 31
2025 2024 2024
NIS NIS NIS
thousands thousands thousands
(Unaudited) (Audited)
Net (loss) profit attributed to:
The Company's shareholders (26,584) 33,967 206,373
2,515 6,263 25,305
Non-controlling interests (24,069) 40,230 231,678
Total comprehensive (loss) profit attributed to:
The Company's shareholders (28,906) 23,096 296,006
Non-controlling interests 2,759 4,904 65,139
(26,147) 28,000 361,145
Net (loss) profit per share attributed to the Company's shareholders
(in NIS):
Net base (loss) profit:
Net basic profit (loss) per share: (0.0809) 0.1053 0.6398
Net diluted (loss) profit:
Net diluted profit (loss) per share: (0.0809) 0.1053 0.6398
Weighted average share capital used in calculating profit per share 328,558 322,566 322,566
Weighted average share capital used in calculating diluted profit per share 328,558 322,566 322,566

Israel Canada (T.R) Ltd. Condensed Consolidated Statements of Changes to Equity

For the three month period ended
on March 31, 2025 (unaudited)
Share
capital
NIS
thousands
Premium on
shares
NIS
thousands
Reserve
for
activities
between a
corporation
and its
controlling
owner
NIS
thousands
Revaluation
reserve
NIS
thousands
Other
capital
reserves
NIS
thousands
Capital
reserve
from
exchange
rate
differences
for
translation
of foreign
activities
NIS
thousands
Retained
earnings
NIS
thousands
Total
attributed to
the owners
of the
parent
company
NIS
thousands
Non
controlling
interests
NIS
thousands
Total capital
NIS
thousands
Balance as of January 1, 2025 3,226 1,110,527 30,491 94,385 (15,588) (71,544) 1,334,499 2,485,995 976,393 3,462,388
Profit for the period - - - - - - (26,584) (26,584) 2,515 (24,069)
Capital reserve for translation differences - - - - - (2,013) - (2,013) 386 (1,627)
Loss from revaluation of fixed assets, net of tax - - - (309) - - - (309) (142) (451)
Total comprehensive profit (loss) for the
period
- - - (309) - (2,013) (26,584) (28,906) 2,759 (26,147)
Declared dividend - - - - - - (25,000) (25,000) - (25,000)
Issue of shares 83 124,349 - - - - - 124,432 - 124,432
Transactions with non-controlling interest
holders
- - - - - - - - (2,700) (2,700)
Distributions for non-controlling interests - - - - - - - - (9,538) (9,538)
Balance as of March 31, 2025 3,309 1,234,875 30,491 94,076 (15,588) (73,557) 1,282,915 2,556,521 966,914 3,523,435

Israel Canada (T.R) Ltd. Condensed Consolidated Statements of Changes to Equity

(Cont.)

For the three month
period
ended
on March 31, 2024 (unaudited)
Share
capital
Premium on
shares
Reserve
for
activities
between a
corporation
and its
controlling
owner
Other
capital
reserves
Capital
reserve
from
exchange
rate
differences
for
translation
of foreign
activities
Retained
earnings
Total
attributed to
the owners
of the
parent
company
Non
controlling
interests
Total capital
NIS NIS NIS NIS NIS NIS NIS NIS NIS
thousands thousands thousands thousands thousands thousands thousands thousands thousands
Balance as of January 1, 2024 3,226 1,110,527 30,491 (1,427) (66,792) 1,153,125 2,229,150 826,608 3,055,758
Profit for the period - - - - - 33,967 33,967 6,263 40,230
Capital reserve for translation differences - - - - (10,871) - (10,871) (1,359) (12,230)
Total comprehensive profit (loss) for the
period
- - - - (10,871) 33,967 23,096 4,904 28,000
Declared dividend - - - - - (25,000) (25,000) - (25,000)
Distributions for non-controlling interests - - - - - - - (4,294) (4,294)
Balance as of March 31, 2024 3,226 1,110,527 30,491 (1,427) (77,663) 1,162,092 2,227,246 827,218 3,054,464

Israel Canada (T.R) Ltd. Condensed Consolidated Statements of Changes to Equity

(Cont.)

For the year ended on December 31, 2024
Share
capital
NIS
thousands
Premium on
shares
NIS
thousands
Reserve
for
activities
between a
corporation
and its
controlling
owner
NIS
thousands
Revaluation
Reserve
NIS
thousands
Other
capital
reserves
NIS
thousands
Capital
reserve
from
exchange
rate
differences
for
translation
of foreign
activities
NIS
thousands
Retained
earnings
NIS
thousands
Total
attributed
to the
owners
of
the parent
company
NIS
thousands
Non
controlling
interests
NIS
thousands
Total capital
NIS
thousands
Balance as of January 1, 2024 3,226 1,110,527 30,491 - (1,427) (66,792) 1,153,125 2,229,150 826,608 3,055,758
Profit for the year
Exchange rate losses due to translation of foreign
- - - - - - 206,373 206,373 25,305 231,678
activity - - - - - (4,752) - (4,752) (1,320) (6,072)
Gain on revaluation of fixed assets, net of tax - - - 94,385 - - - 94,385 41,154 135,539
Total comprehensive profit (loss) for the year - - - 94,385 - (4,752) 206,373 296,006 65,139 361,145
Paid dividend - - - - - - (25,000) (25,000) - (25,000)
Transactions with non-controlling interest
holders
- - - - (14,161) - - (14,161) (1,722) (15,883)
Capital investments with non-controlling interest
holders
- - - - - - - - 92,254 92,254
Distributions for non-controlling interests - - - - - - - - (5,886) (5,886)
Balance as of December 31, 2024 3,226 1,110,527 30,491 94,385 (15,588) (71,544) 1,334,498 2,485,995 976,393 3,462,388

Israel Canada (T.R) Ltd. Condensed Consolidated Statements of Cash Flows

For the three month
period ended
on March 31
For the year
ended on
December 31
2025
NIS
2024
NIS
2024
NIS
thousands thousands thousands
(Unaudited) (Audited)
Cash flows from current activities
Net cash used for (arising from) current activities (Appendix A) (287,280) 735 (88,419)
Cash flows from investment activities
Provision of loans to companies accounted for using the equity method,
net of tax (11,717) (27,431) (66,787)
Repayment of loans from companies accounted for using the equity
method, net of tax 1,500 16,622 73,494
Purchase and investments in investment real estate (including investment
real estate under construction), net (129,365) (28,659) (402,200)
Advances on account of investment real estate (4,209) (5,997) (22,730)
Sale of financial instruments at fair value through profit and loss, net 561 2,923 2,608
Purchase and investment of fixed assets (17,781) (4,691) (59,964)
Acquisition of other assets 30 - (652)
Changes in restricted use cash and deposits 472,331 - (566,196)
Net cash deriving from (used in) investing activities 311,350 (47,233) (1,042,427)
Cash flows from financing activities
Transactions with non-controlling interest holders (2,700) - (15,883)
Credit from banks, net 77,421 45,024 222,903
Repayment of bonds and buyback - - (88,464)
Issuance of bonds - - 533,933
Issuance of shares, net 124,432 - -
Distributions for non-controlling interests (9,538) (4,294) (5,886)
Receipt of a loan from others - - 435
Dividend paid - - (25,000)
Repayment of loan from others (545) (1,962) (672)
Repayment of lease liability (6,415) (3,785) (23,247)
Capital investments with non-controlling interest holders - - 92,254
Long-term loan from banks 282,737 46,096 895,355
Repayment of long-term loan from banks (497,278) (107,557) (244,473)
Net cash (used for) arising from financing activities (31,886) (26,478) 1,341,255
Exchange rate differences for balances of cash and cash equivalents (834) (30) (522)
(decrease) Increase in cash and cash equivalents (8,650) (73,006) 209,887
Balance of cash and cash equivalents at beginning of the period 410,276 200,389 200,389
Balance of cash and cash equivalents at end of the period 401,626 127,383 410,276

Israel Canada (T.R) Ltd. Condensed Consolidated Statements of Cash Flows

(Cont.)

Appendix A - Net cash arising from (used for) current activities:

For the three month
period ended
on March 31
For the year
ended on
December 31
2025 2024 2024
NIS NIS NIS
thousands thousands thousands
(Unaudited) (Audited)
Net (loss) profit (24,069) 40,230 231,678
Adjustments to profit or loss sections:
Profits of companies treated according to the equity method (including
financing income, net), net of tax (11,001) (46,505) (212,998)
(decrease) Increase in fair value of investment real estate, net 15,182 8,991 (27,408)
(Profit) loss from fair value adjustment of financial instruments at fair
value through profit or loss 38,750 (10,693) (36,911)
Revaluation of bonds (516) 540 3,089
Revaluation of loan from banking corporations 6,596 16,643 45,116
Depreciation of fixed assets and assets for lease 18,547 11,939 66,496
Revaluation of loan from others 120 727 537
Net deferred taxes (10,421) 8,411 (15,937)
57,257 (9,947) (178,016)
Changes in sections of assets and liabilities:
(increase) Decrease in income tax receivables (1,551) 9,895 12,618
Increase (decrease) in advances for the sale of real estate inventory and
building inventory under planning and construction 112,153 10,880 379,760
(increase) Decrease in accounts receivable 6,442 (17,315) (44,692)
(Increase) in receivables for the sale of real estate and apartments under
construction (33,040) (13,792) 42,801
Increase (decrease) in suppliers and service providers 4,820 (2,069) 8,042
(decrease) Increase in accounts payable and liabilities for current taxes (32,863) 17,542 110,819
Decrease in inventory of real estate and buildings for sale due to sales
(before purchase and investment in land) 34,974 23,043 41,034
90,935 28,184 550,382
Net cash arising from current activities (before purchase and
investment in land) 124,123 58,467 604,044
Land purchases and investments (including capitalized financing costs) (411,403) (57,732) (692,463)
Net cash arising from (used for) investment activities (287,280) 735 (88,419)

Israel Canada (T.R) Ltd. Condensed Consolidated Statements of Cash Flows (Cont.)

Appendix B - Additional information on cash flows from current activity:

For the three month
period ended
on March 31
2025
NIS
thousands
2024
NIS
thousands
December 31
2024
NIS
thousands
(Unaudited) (Audited)
Cash paid during the period for:
Interest 67,935 55,636 277,509
Income tax 9,549 876 39,135
Cash received during the period for:
Interest 1,175 1,647 6,228
Income tax 367 19,828 21,927

Note 1 - General

Israel Canada (T.R) Ltd. (hereinafter: the "Company" or "Group") is engaged through consolidated companies in the development, marketing, and management of real estate projects in Israel and abroad. Additional information about the Group's operating segments is presented in Note 6.

These condensed consolidated reports should be read in conjunction with the Company's annual financial statements as of December 31, 2024, and for the year then ended, and the accompanying notes, except for new standards.

Note 2 - Significant Accounting Policies

a. Basis of Preparation of the Financial Statements:

The Group's condensed consolidated financial statements (hereinafter: "Interim Financial Statements") have been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting" (hereinafter: "IAS 34").

In preparing these Interim Financial Statements, the Group applied accounting policies, presentation rules, and calculation methods identical to those applied in the preparation of its financial statements as of December 31, 2024, and for the year then ended.

The condensed consolidated financial statements were prepared in accordance with the disclosure provisions in Chapter D of the Securities Regulations (Periodic and Immediate Reports), 5730-1970.

b. Determining Fair Value of Investment Real Estate and Investment Real Estate Under Construction in Interim Reports:

To determine the fair value of investment real estate, the Company relies on an appraisal conducted by an independent appraiser once a year or at the initial recognition of the investment real estate. Additionally, at each interim reporting date, the Company assesses the need to update the estimated fair value of its investment real estate relative to the fair value determined at the last appraisal date to verify whether this estimate represents a reliable estimate of fair value as of the interim reporting date. This assessment is conducted by reviewing changes in the relevant real estate market, lease agreements for the property, the macroeconomic environment of the property, as well as new information regarding significant transactions conducted in the vicinity of the property and similar properties, and any other information that may indicate changes in the property's fair value. If the Company assesses that certain properties' fair value as of the interim reporting date is materially different from the fair value estimated at the last appraisal date, the Company estimates the fair value of these properties as of the interim reporting date.

As of March 31, 2025, the Company, with the assistance of external appraisers, examined whether there were indications that the fair value of the investment real estate materially differed from the value estimated by an external appraiser on December 31, 2024. In the review conducted during the reporting period, which included economic impact factors such as capitalization rates, occupancy rates, rent levels for the Company's properties, and real estate transactions, the Company recognized a net decrease in fair value of investment real estate in the amount of approximately NIS 15 million.

c. Income Tax in Interim Reports:

The income tax expenses (income) for the periods presented include the total current taxes and the total change in deferred tax balances, except for deferred taxes arising from transactions charged directly to equity and business combination transactions.

Tax expenses (income) in interim periods are accrued using the average annual effective income tax rate. For calculating the effective income tax rate, tax losses for which deferred tax assets have not been recognized, expected to reduce tax liability in the reporting year, are deducted.

Note 2 - Significant Accounting Policies (cont.):

d. Exchange Rates and Linkage Basis:

  • (1) Balances in foreign currency or linked to it are included in the financial statements according to the representative exchange rates published by Bank of Israel and in effect at the end of the reporting period.
  • (2) Balances linked to the Consumer Price Index are presented according to the latest known index at the end of the reporting period (the index of the month preceding the month of the financial report date).
  • (3) Below is data on the exchange rate of the dollar and the index:
Exchange rate of Known
consumer
Known
construction
Dollar Euro Ruble price index input index
(NIS to USD 1) (NIS to EUR 1) (NIS to RUB 1) (Points) Points
Date of the financial
statements:
As of March 31, 2025 3.7180 4.0219 0.0449 109.548 138.2
As of March 31, 2024
As of December 31, 2024
3.6810 3.9791 0.0390 106.000 130.2
133.6
3.6470 3.7964 0.0300 108.400
Change rates: % % % % %
For the three month period
ended on:
March 31, 2025 1.95 5.94 49.66 1.05 3.44
March 31, 2024 1.5 (0.8) (2.5) 0.95 0
For the year ended on:
December 31, 2024 0.55 (5.36) (25) 3.24 2.93

e. Proactive Change in Accounting Policy:

Presentation of the Company's share in the results of investments accounted for using the equity method The Company has chosen to classify its share in the results of investments accounted for using the equity method as part of operating profit, instead of presenting them after operating profit and finance expenses. In the opinion of the Company's management, the presentation as stated provides more reliable and relevant information regarding the Company's operating profit, which now includes the results of companies accounted for using the equity method that operate in the same business segments in which the Group operates.

Note 3 - Financial Instruments

Financial instruments that are not measured at fair value:

Excluding what is detailed in the following table, the Group belies that the book value of the financial assets and undertakings presented at an amortized cost in the financial statements is roughly similar to their fair value:

Book value
As of March 31 As of December 31
2025 2024 2024
NIS NIS NIS
thousands thousands thousands
(Unaudited) (Audited)
Financial liabilities:
Series F Bonds and interest payable 19,954 109,684 19,632
Series G Bonds and interest payable 774,769 783,294 770,895
Series H Bonds and interest payable 542,851 - 534,241
1,337,574 892,978 1,324,768
Fair value
As of March 31 As of December 31
2025 2024 2024
NIS
thousands
NIS
thousands
NIS
thousands
(Unaudited)
Financial liabilities: (Audited)
Series F Bonds and interest payable 19,876 109,139 19,587
Series G Bonds and interest payable 824,919 733,830 770,895
Series H Bonds and interest payable 552,183 - 534,242
1,396,978 842,969 1,324,724

Note 4 - Material Events and Transactions in the Reporting Period

a. Decision on the distribution of dividends

On March 24, 2025, the Company's Board of Directors approved a cash dividend distribution in the amount of NIS 25,000 thousand to the Company's shareholders. The dividend was distributed on April 9, 2025, after the balance sheet date.

b. Bank loan - "Cities Junction Tower" Project

Further to the provisions of Note 12(b)(10) to the Company's consolidated financial statements as of December 31, 2024, in February 2025, the loan was extended and its final maturity date was set for November 23, 2026 (instead of January 30, 2025). The loan terms remained unchanged.

c. Investment in Kadima Zoren project

Further to the provisions of Note 15(a) to the Company's consolidated financial statements as of December 31, 2024, on January 6, 2025, the Subsidiary, together with an unrelated third-party partner (the Subsidiary's share in the transaction – 50%), entered into an agreement for the purchase of approximately 162 additional undivided dunams of land, for total consideration of approximately NIS 73 million plus VAT as required by law. The purchase is subject to the fulfillment of several conditions precedent.

As of March 31, 2025, the Company has paid an advance in the amount of approximately NIS 12 million.

d. "Midtown Jerusalem" Project

Further to the provisions of Note 15m to the Company's consolidated financial statements as of December 31, 2024, on February 25, 2025, a full building permit was received for the residential towers in the "Midtown Jerusalem" project. Also, on this date, an agreement was signed with Tidhar Construction Ltd. for the execution of main contractor works in the residential and office sections, for total consideration of approximately NIS 1.3 billion.

On February 2, 2025, the project company paid approximately NIS 199 million in improvement fees to obtain a full permit. In addition, a bank guarantee and a guarantee from a financial institution were provided in the amount of approximately NIS 199 million.

As of March 31, 2025, the Company included a provision for this liability based, among other things, on the opinion of its professional advisors on the matter.

In accordance with revenue recognition principles, the Company began recognizing revenue from the project during the reporting period. As of March 31, 2025, revenues were recorded in the amount of approximately NIS 11.4 million.

For further details regarding the receipt of a full building permit for the office tower and the mixed-use tower in the Midtown Jerusalem project, refer to Note 5(c).

e. Purchase of land on Emek Bracha Street in Tel Aviv

Further to the provisions of Note 15t to the Company's consolidated financial statements as of December 31, 2024, on January 9, 2025, the Subsidiary entered into an agreement with a third party that is not related to the Company and/or its controlling shareholders, for the purchase of approximately 20% undivided shares in the real estate (hereinafter: the "Remaining Property").

As consideration for the purchase of the Remaining Property, the Subsidiary paid a total amount of approximately NIS 36 million plus VAT as required by law (hereinafter: the "Consideration"), in two payments as follows:

  • (1) An amount of NIS 12 million plus VAT was paid upon the signing of the agreement against the registration of a cautionary note in favor of the Subsidiary's subsidiary.
  • (2) A total of approximately 24 million plus VAT was paid after the balance sheet date, on April 8, 2025.

Note 4 - Material Events and Transactions in the Reporting Period (cont.)

f. Private placement of shares to investors

Further to the provisions of Note 16(d) to the Company's consolidated financial statements as of December 31, 2024, on January 26, 2025, the Company's Board of Directors approved an allocation of the Company's shares to investors Migdal Index Stocks Israel Ltd., which is a related party to the Company, Mor Mutual Fund Management (2013) Ltd., Phoenix Amitim Israel Equity Partnership, and another investor (hereinafter, jointly: the "Investors"), in a private placement pursuant to the Private Placement Articles, under which the Company allocated to the Investors 8,333,334 shares of the Company at a price of NIS 15 per share and for total consideration of approximately NIS 125 million. The allocation was completed on January 27, 2025, against the full transfer of the private offering proceeds to the Company.

g. Bank loan for the purchase of the house in Kfar Shmaryahu

Further to the provisions of Note 12b(9) to the Company's consolidated financial statements as of December 31, 2024, on February 6, 2025, an amendment letter to the agreement with the banking corporation was signed, pursuant to which the credit facility was increased to a total amount of NIS 187 million. All other terms remained unchanged.

h. Joint venture Herzliya 4006

During the years 2016–2021, the Company, through a wholly owned subsidiary (hereinafter: the "Subsidiary"), together with partners, purchased portions of Blocks 6590 and 6591, which form part of the lot known as Lot 4006 in Herzliya, with the Subsidiary's share in the joint venture being approximately 23%.

On March 6, 2025, the Subsidiary, together with a third party unrelated to the Company, entered into an agreement to purchase the full ownership rights of an additional partner in the joint venture (approximately 23%) for total consideration of approximately NIS 82 million (the Company's share – approximately NIS 68 million). The consideration will be paid upon receipt of a Form 4, certificate of occupancy, for the project.

The partners are working to complete the construction of an office and commercial building on the property.

i. Kremnitsky, Tel Aviv

On March 18, 2025, a partnership that is 100% held by the Company, together with Check Point Software Technologies Ltd. (hereinafter: "Check Point"), submitted a bid in a tender conducted by the Tel Aviv-Yafo Municipality in cooperation with the Israel Electric Corporation Ltd., for the purchase of long-term lease rights in Lot 201 under Plan TA/MK/4784 (hereinafter: the "Property"), known as the Israel Electric Corporation's technical center on Kremenetsky Street in Tel Aviv-Yafo, with an area of approximately 13.5 dunams. The lot allows for the construction of approximately 302 residential units, approximately 1,500 square meters of retail space to be attached to the residential buildings, approximately 60,000 square meters of office space, and approximately 2,700 square meters of additional retail space, for total consideration of approximately NIS 818 million plus VAT as required by law.

On April 24, 2025, and on May 14, 2025, the Company received notices from the Tender Committee and from the Tel Aviv City Council, respectively, regarding the approval of its win in the tender. Pursuant to the agreements between the Company and Check Point, the residential rights will be owned by the Company, while the office and commercial rights will be owned by Check Point (the "Joint Activity"). In addition, it was agreed that an amount of approximately NIS 318 million out of the total consideration would be paid by the Company for the residential rights, and the remaining amount, approximately NIS 500 million, would be paid by Check Point for the office and commercial rights. Arrangements were agreed upon between the parties regarding the joint activity, which will be reported by the Company in accordance with the provisions of the law, if and to the extent that the approvals are obtained.

j. "SHE" Project

Further to the provisions of Note 15h to the Company's consolidated financial statements as of December 31, 2024, on March 20, 2025, the Project Partnership entered into an agreement with Solel Boneh, Limited Partnership, for the execution of shoring and excavation works, in a scope of work totaling NIS 35 million.

k. Midtown Jerusalem - Bank loan

Further to the provisions of Note 12(b)2 to the Company's consolidated financial statements as of December 31, 2024, on March 24, 2025, the Company signed an agreement with the bank to extend the loan's maturity date to September 30, 2025 (instead of March 31, 2025). In addition, the credit limit increased from NIS 1 billion to NIS 1.125 billion.

The Company is working with the bank, together with additional institutional entities, to sign a financing agreement for the construction of the project.

Note 4 - Material Events and Transactions in the Reporting Period (cont.)

l. Legislative updates

On March 23, 2025, a notice was published by Bank of Israel stating that the Bank is closely and continuously monitoring developments in the housing market, and in particular, the various financing mechanisms being offered in the market by real estate developers. In light of this, Bank of Israel published a draft temporary directive, which includes guidelines for banks aimed at reducing the risk for all parties involved in the market by strengthening risk management, enhancing monitoring capabilities, and reinforcing consumer protection, which shall remain in effect until the end of 2026, as follows:

(a) An additional capital allocation for residential construction projects in which a significant portion of the sale price is deferred to the delivery date, exceeding 25%;

(b) Setting a limitation on the rate of disbursements in bullet or balloon loans subsidized by a contractor, such that it shall not exceed 10% of the total monthly disbursements for housing-purpose loans.

To the understanding of the Company, which relies on instructions from banks under its supervision and appraisers overseeing on behalf of the banks, the Company is not required to make a material change to its routine payment schedules.

m. Request for approval of the share transfer in the subsidiary Hatzlachat Hasharon

On February 21, 2024, the Company submitted a request to the Israel Tax Authority for a pre-ruling to approve the transfer of rights in the partnership for the development of Young Ramat Hasharon from the Subsidiary, Hatzlachat Hasharon, to the Company, all subject to Section 104c and the provisions of Part E2 of the Income Tax Ordinance. On March 20, 2025, the Company received approval from the tax authorities.

n. Harova Hatzfoni Project, Herzliya

Further to the provisions of Note 15(x) to the Company's consolidated financial statements as of December 31, 2024, on March 20, 2025, the Company entered into a financing agreement with a local bank for the provision of a credit facility in the amount of approximately NIS 80 million. The final repayment date of the loan is March 20, 2027. In accordance with the agreement with the bank, the Company will repay the loan in installments according to the progress of sales.

As of March 31, 2025, the Company marketed approximately 4.3 dunams for a total amount of approximately NIS 36 million.

o. Bank loan - "SHE" Project

Further to the provisions of Note 12(b)(6) to the Company's consolidated financial statements as of December 31, 2024, on March 31, 2025, the Company refinanced the outstanding loan balance in the amount of approximately NIS 275 million and signed with the bank a credit facility in the amount of approximately NIS 350 million under the same terms, with no change in the interest conditions. The loan was extended until of December 31, 2025.

The loan balance in the books as of March 31, 2025, is approximately NIS 287 million.

p. Acquisition of part of the land constituting the Gonen Resort:

Further to the provisions of Note 15(k)(5) to the Company's consolidated financial statements as of December 31, 2024, on March 5, 2025, the Israel Land Authority approved the transfer of the regulated real estate to the Association, thereby fulfilling the condition precedent, and the Company is working to complete the transaction and pay the consideration.

Note 4 - Material Events and Transactions in the Reporting Period (cont.)

q. Iron Swords War

Further to the provisions of Note 4q to the Company's consolidated financial statements as of December 31, 2024, the main effects of the Iron Swords War (the "War") on the Company's operations as of the date of this Report are as follows:

With regard to the Company's ongoing development projects, as of the first quarter of 2025 and the Report Date, activity at the sites is proceeding as usual and therefore has no material impact on the progress of the Company's projects. It is clarified that to the extent there are sites that do not operate at full capacity, this will lead to an increase in financing costs and a rise in the cost of project construction (and accordingly, a reduction in project surpluses), as well as an increase in rental expenses paid to the owners of existing residential units in urban renewal projects.

The War has resulted in a shortage of skilled labor at construction sites as well as an increase in the prices of raw materials required for the execution of projects, in a manner that leads to an increase in execution costs in the projects, both in cases where a contractor execution agreement has not yet been signed, and in projects where the execution agreement is linked to the Construction Input Index. This is reflected both in the sharp increase in the Construction Input Index for January 2025, and in the announcement by the Central Bureau of Statistics regarding a further significant increase expected by the end of 2025. In addition, the continuation of the War may lead to extended construction timelines and delays in the completion of the projects. Additionally, the War has led to an increase in inflation, which contributes to the persistence of a high interest rate environment. In light of the situation, the Company is updating its project construction cost forecasts in accordance with its assessments and based on contractor agreements actually signed. Conversely, the Company's revenue estimates for the projects were also updated in light of the increase in selling prices, based on actual sales of residential units in the various projects.

As stated, as of the Report's publication date, the impact of the War on the Company's operating results is present but not significant. However, as Operation "Gideon's Chariots" progresses and/or as additional fronts are opened beyond the existing fronts, the Company's assessments may change, including significantly.

With respect to the Company's income-producing properties, as of the date of publication of this Report, the vast majority of tenants are paying full rent without concessions (such as deferred payments), which were granted on a case-by-case basis at the outset of the War. At this stage, the Company does not expect significant harm to its revenues as a result, and it appears there is stability in the occupancy rates of the Company's income-producing assets.

With respect to the Company's hotel segment – hotel operations in Israel are affected by characteristics unique to the tourism industry, as well as by economic and security-related factors that directly impact this sector. Until the end of 2024, the War did not have a material impact on the results of the Hotel Company, given that the Company's hotels maintained high occupancy due to hosting evacuees from the south and north, as needed and in accordance with the circumstances. This was managed while adjusting the level of expenses (including placing employees on unpaid leave and vacations as necessary) to match the scope of operations during this period. Nevertheless, during the reporting period, most of the evacuees left the Company's hotels, and this, together with seasonality in the industry, had an impact on the results of the hotel operations for the first quarter of 2025.

In addition, although most airlines have resumed operations in Israel, the continuation of aerial attacks, after the reporting period, has led to cancellations by foreign airlines—some for several days and others for longer periods (which have not yet ended). The continued suspension of operations by foreign companies—which, in the Company's assessment, if foreign airlines do not resume operations in Israel—is also expected to affect the operations and results of the Hotel Company in the coming quarters.

It is noted that the prolongation and/or escalation of the War and its impact on the tourism industry as a whole (both domestic and international tourism) could affect the demand for the Company's hotels and impact the business results of the Company's hotel operations in the coming quarters, which at this stage cannot be estimated.

Note 4 - Material Events and Transactions in the Reporting Period (cont.)

q. Iron Swords War (cont.):

Possible Effects of the Prolongation and Expansion of the War:

A further prolongation of the warfare and/or an expansion of the War to additional high-intensity fronts may materially affect the Company's operations, as it may lead to: (1) cancellation and/or downsizing of projects and delays in the pace of development procedures and entry into new projects; (2) delays in planning, permitting, and execution processes of the projects in a manner that may lead to delays in the completion and delivery of the projects to purchasers; (3) a decline in the financial resilience of key subcontractors and suppliers; (4) an increase in construction costs (including due to a shortage of manpower) and a significant rise in the Construction Input Index; (5) a material decline in demand for residential units, office space, and commercial space marketed by the Company (due to harm to the financial capacity of potential buyers/tenants, decisions by Bank of Israel imposing restrictions on the banks that reduce the possibilities of offering benefits to buyers, general negative sentiment, and the uncertainty inherent in wartime); (6) a decline in selling and/or rental prices and/or departure of tenants; (7) restrictions on the availability of bank credit to the real estate sector, increased threshold requirements for financing (including requirements to increase the equity provided by the Company in its projects), tightening of financing terms, and delays in the provision of the financing required for the Company's operations (as this is dependent, among other things, on the pace of apartment/office sales and leasing of space in the projects); (8) an excess supply of leasable space, which will impact capitalization rates and the Company's projected NOI; (9) failure of buyers/tenants to meet their obligations toward the Company; (10) an impact on domestic and inbound tourism, which will affect occupancy rates in the hotels managed by the Company and accordingly the revenues and profitability of this segment.

Material Events and Transactions in the Reporting Period

r. Lev Bavli Ltd.

Further to the provisions of Note 8(b)(4)b to the Company's consolidated financial statements as of December 31, 2024, on January 6, 2025, a building permit was received for the project.

s. Joint Venture - Vertical City Ltd.

Further to the provisions of Note 8(b)(4)(z) to the Company's consolidated financial statements as of December 31, 2024, during the month of February 2025, the Project Company signed an agreement with Electra Construction Ltd. (hereinafter: the "Contractor") for excavation, shoring, and foundation works only in the public lot (within the area of Begin Street). The Contractor is responsible for the construction of a six-level underground parking garage, under a design–build framework, for a total consideration of approximately NIS 390 million plus VAT as required by law.

t. ICR – Salame Project, Tel Aviv

In February 2025, an agreement was signed between a subsidiary of ICR and the co-owner of the real estate located on Salame Street in Tel Aviv (hereinafter: the "Seller") (ICR's subsidiary's share in the property is 50%), and a third party (hereinafter: the "Buyer"), for the sale of the real estate, for total consideration of NIS 67.5 million plus VAT (hereinafter: the "Consideration"). In addition to the Consideration, the Buyer will pay an amount of NIS 600,000 for the eviction of a protected tenant in the property, within seven days of the Seller's demand, directly to the protected tenant and/or in accordance with the Seller's instructions. Any additional amount required for the eviction of the protected tenant will be paid solely by the Seller, and the Buyer shall have no involvement and/or responsibility and/or obligation toward the protected tenant. It is clarified that this amount is not part of the Consideration but is in addition thereto.

The Consideration shall be paid by the Buyer according to the following schedule and amounts:

A payment in the amount of NIS 6.6 million plus VAT (hereinafter: the "First Payment"), was paid by the Buyer via a bank check payable to the Seller. The remaining balance of the Consideration, plus VAT, shall be paid by the Buyer to the Seller no later than 21 business days following the issuance of a building permit (which includes an unconditional demolition permit) and the actual eviction of the protected tenant.

On March 5, 2025, a building permit was issued for the project. During the month of May 2025, after the balance sheet date, the protected tenant was evicted, and the parties are proceeding toward completing the transaction.

Note 4 - Material Events and Transactions in the Reporting Period (cont.)

Material Transactions and Events During the Reporting Period in Associates (cont.):

u. ICR – Urban Renewal on Bar Kochva Street, Neve Yisrael Neighborhood – "Hagefen" Project, Herzliya

Further to the provisions of Note 8(b)(4)(f)(5) to the Company's consolidated financial statements as of December 31, 2024, in January 2025, ICR received Form 4, certificate of occupancy, for the "Hagefen A" Project in Herzliya, which is currently in the occupancy stage.

v. ICR – Neve Gan Project (North Park) - Stage C, Complexes B and C (Lots 18-20)

Further to the provisions of Note 8(b)4(f)4 to the Company's consolidated financial statements as of December 31, 2024, on March 30, 2025, a permit for excavation and shoring was received for Plot 20 – 100 residential units in the North Park Project, Stage C.

w. ICR – Urban Renewal Project on Histadrut Street, Givatayim

Further to the provisions of Note 8(b)4(f)9 to the Company's consolidated financial statements as of December 31, 2024, during the reporting period, all the conditions precedent for the implementation of the urban renewal agreement in the "Air" Project (Histadrut), Givatayim, were fulfilled. In January 2025, a full building permit for the project was received, and ICR commenced demolition and execution of the project.

Note 5 - Transactions and Events After the End of the Reporting Period:

a. Investment in Norstar shares

After the balance sheet date and up to the date of publication of the financial statements, the share price of Norstar increased by approximately 26%. As of the publication date of the financial statements, the Company is expected to record a pre-tax profit of approximately NIS 22 million from this shareholding.

b. Completion of the Acquisition of Brown Hotels Operations

Further to the provisions of Note 15(k)(10) to the Company's consolidated financial statements as of December 31, 2024, on April 3, 2025, after the balance sheet date, all the conditions precedent for the transaction were fulfilled, and the Hotel Company completed the acquisition of the Brown Hotels operations for total consideration of approximately NIS 131 million plus VAT as required by law. The transaction was completed through a combination of equity and a shareholder loan (approximately NIS 56 million), and external financing from a local bank (approximately NIS 74 million).

Upon completion of the transaction, and together with its existing operations, the Hotel Company owns and operates approximately 3,650 hotel rooms in Israel and Greece.

On April 10, 2025, after the balance sheet date, an agreement was signed for the acquisition of 50% of the shares of Ben Yehuda Boutique Hotels Ltd., which owns the Deborah Brown Hotel, separately from the main Brown acquisition transaction.

c. Receipt of Full Building Permit for the Office Tower and Mixed-Use Tower in the Midtown Jerusalem Project

Further to the provisions of Note 15(y)(3) to the Company's consolidated financial statements as of December 31, 2024, on April 28, 2025, after the balance sheet date, a full building permit was received for the office tower and the mixed-use tower, which includes rights for hotel use and rental housing.

d. Series H Bonds

Further to the provisions of Note 8(b)(3) to the Company's consolidated financial statements as of December 31, 2024, on May 8, 2025, following a public and institutional tender, the Company expanded Series H and raised approximately NIS 210.8 million in consideration for the allocation of 200 million par value Series H bonds, at a unit price of approximately NIS 1,054.

Note 5 - Transactions and Events After the End of the Reporting Period (cont.):

e. Joint Venture - A.K.A. Beit Mars Ltd.:

Further to the Provisions of Note 8(b)(4)(h) to the Company's Consolidated Financial Statements as of December 31, 2024, during April 2025, after the balance sheet date, the term of the financing loan for the land was extended until February 28, 2027.

f. Joint Venture - Rem Canada Beit America Ltd.:

Further to the provisions of Note 8(b)(4)e to the Company's consolidated financial statements as of December 31, 2024, on May 14, 2025, after the balance sheet date, the Local Committee of the Tel Aviv Municipality approved for deposit a plan that includes additional building rights of approximately 16,000 square meters (approximately 4,600 square meters for residential use, with the remainder allocated to office and commercial space).

Note 6 - Sector Reporting

a. General:

Operating segments are identified based on internal reports regarding the Group's components, which are regularly reviewed by the Group's chief operating decision maker for the purpose of resource allocation and evaluating the performance of the operating segments. The reporting system provided to the Group's chief operating decision maker for resource allocation and assessing the performance of various segments is based on geographic regions, the method of marketing the projects, and the way revenue and operating profit are generated from the project. For projects managed in an investee company in which the Company is a partner and which are presented in the financial statements using the equity method, data is reviewed based on the Company's relative share in the project. General and administrative expenses are not attributed to the Company's segments and therefore appear under unallocated expenses.

The following are the Company's operating segments in accordance with IFRS 8:

Segment A - Project development in Israel:
Segment B - Real estate in Israel:
Generates its revenue from projects in Israel where the Group
develops and sells commercial spaces and/or offices and/or
apartments under the Sale Law Guarantee, as well as from the
sale of land at opportunistic prices.
Generates its revenue from the Company's activities in
selling and/or marketing land in Israel.
Segment C - Investment Real Estate in
Israel:
Generates its revenue from the Company's activities in
leasing and/or holding land in Israel designated for
development for leasing purposes.
Segment D - Hotel Segment: Represents the Company's activities in the hotel sector.
Segment E - Real Estate in Russia: Represents the Company's activities in the project in Russia.
Segment F - Other: Mainly represents the Company's activities in initiating and
managing purchase groups in Israel, investing in innovation
corporations related to real estate, senior living, parking
management, and a project in Poland.

Note 6 - Sector Reporting (cont.)

b. Analysis of Income and Expenses Based on Sector of Activity:

For the
three month period ended
on March 31, 2025 (unaudited)
Establishing
projects
in Israel
NIS
thousands
Real
property
in Russia
NIS
thousands
Real
property
in Israel
NIS
thousands
Investment
real estate
in Israel
NIS
thousands
Hotels
NIS
thousands
Other
NIS
thousands
Adjustments
NIS
thousands
Total
NIS
thousands
Income 116,309 635 54,170 21,832 55,928 5,588 (81,168) 173,294
Sector's results 19,476 593 30,033 (5,423) (5,009) (492) (7,828) 31,350
Unattributed expenses
Financing expenses
Financing income
(17,087)
(64,316)
18,310
Profit before income tax (31,743)
Sector assets 5,474,220 206,054 1,322,937 3,649,375 1,296,843 305,055 (1,166,584) 11,087,900
Sector liabilities (4,038,096) (84,179) (670,038) (1,865,558) (954,354) (162,938) 210,698 (7,564,465)

Note 6 - Sector Reporting (cont.)

b. Analysis of Income and Expenses Based on Sector of Activity: (cont.)

For the three month
period ended
on March 31, 2024 (unaudited)
Establishing
projects
in Israel
NIS
thousands
Real
property
in Russia
NIS
thousands
Real
property
in Israel
NIS
thousands
Investment
real estate
in Israel
NIS
thousands
Hotels
NIS
thousands
Other
NIS
thousands
Adjustments
NIS
thousands
Total
NIS
thousands
Income 162,202 47,820 13,872 20,398 66,047 6,927 (131,457) 185,809
Sector's results 36,058 44,668 8,923 (1,815) 14,157 1,646 (28,312) 75,325
Unattributed expenses
Financing expenses
Financing income
(27,866)
(15,175)
8,254
Profit before income tax 40,537
Sector assets 4,644,727 210,860 1,238,546 3,228,527 963,985 260,915 (1,919,351) 8,628,209
Sector liabilities (3,585,808) (84,179) (583,195) (1,648,396) (736,307) (138,776) 1,202,916 (5,573,745)

Note 6 - Sector Reporting (cont.)

b. Analysis of Income and Expenses Based on Sector of Activity: (cont.)

For the year ended
on
December 31, 2024
Establishing
projects
in Israel
NIS
Real
property
in Israel
NIS
Investment
real estate
in Israel
NIS
Hotels
NIS
Real
property
in Russia
NIS
Other
NIS
Adjustments
for
consolidated
NIS
Total
NIS
thousands
465,575
thousands
54,310
thousands
88,619
thousands
291,017
thousands
57,088
thousands
19,982
thousands
(202,355)
thousands
774,236
Income
Sector's results 51,797 30,775 205,539 33,333 56,020 (3,334) (38,675) 335,456
Unattributed expenses
Financing expenses
Financing income
(75,204)
(133,280)
91,025
217,997
Profit before income tax
Sector assets 5,073,846 1,179,779 3,506,612 1,291,253 181,305 290,621 (567,116) 10,956,300
Sector liabilities (4,096,135) (598,434) (1,879,255) (931,172) (84,179) (156,414) 251,677 (7,493,912)
Additional information:
Appreciation of investment real estate, net - - 146,787 - - 725 (120,104) 27,408
Cost of sales (383,434) (17,077) (21,009) (257,682) - (23,982) 344,471 (358,712)
Depreciation and amortization - (10) (997) (53,324) - (71) (676) (55,079)
Financing expenses (236,370) (36,073) (107,578) (51,122) (36,073) (10,398) 345,012 (133,280)

Note 7 - Investments Accounted for Using the Equity Method

a. Summary Financial Information for a Material Associate Company - Morgal Investments LLC:

The amounts below are as they appear in the reports of the associate company:

As of March 31 As of December 31
2025 2024 2024
NIS NIS NIS
thousands thousands thousands
(Unaudited) (Audited)
Current assets 28,522 142,194 25,198
Non-current assets 293,946 261,090 237,306
Current liabilities (26,546) (28,836) (26,626)
Non-current liability (71,073) (128,576) (50,984)
Equity attributable to the Company's shareholders (224,849) (245,872) (184,894)
Company's share of the equity, net 112,424 122,934 92,447
Loans and other adjustments 37,459 43,090 43,582
Book value of the investment in the associate
company
149,883 166,024 136,029
For the three month
period ended
on March 31
For the year
ended on
December 31
2024
2025
2024
NIS
thousands
NIS
thousands
NIS
thousands
(Unaudited) (Audited)
Income 47 95,640 98,556
Gross profit 47 95,640 98,556
Operating profit (loss) (2,564) 97,725 101,852
Profit (loss) after tax (3,682) 75,914 33,048
Profit (loss) attributed to the Company's shareholders (3,682) 75,914 33,048
Company's share of profit (loss) (1,841) 37,957 16,524

Note 7 - Investments Accounted for Using the Equity Method (cont.):

b. Summary Financial Information for a Material Associate Company - Vertical City Ltd.:

The amounts below are as they appear in the reports of the associate company:

The financial statements of the associate company are attached to the Company's reports in accordance with Article 23(a).

As of March 31 As of December 31
2025 2024 2024
NIS NIS NIS
thousands thousands thousands
(Unaudited) (Audited)
Current assets 720,124 602,147 726,612
Non-current assets 1,024,579 751,236 1,021,636
(800,674)
Current liabilities (799,229) (814,256)
Non-current liability (573,775) (463,548) (565,528)
Equity attributable to the Company's shareholders (371,699) (75,579) (382,046)
Company's share of the equity, net 207,780 55,928 213,564
Loans and other adjustments 263,903 335,990 260,911
Book value of the investment in the associate
company
471,683 391,918 474,475
For the three month
period ended
on March 31
For the year
ended on
December 31
2025 2024 2024
NIS
thousands
NIS
thousands
NIS
thousands
(Unaudited) (Audited)
Income - - -
Gross profit - - -
Operating profit (loss) (14,329) (11,097) 187,083
Profit (loss) after tax (10,347) (8,262) 146,738
Profit (loss) attributed to the Company's shareholders (10,347) (8,262) 146,738
Company's share of profit (loss) (5,784) (6,114) 82,027

Note 7 - Investments Accounted for Using the Equity Method (cont.):

c. Condensed Financial Information Regarding a Material Equity-Accounted Investee – Israel Canada Rem Projects Ltd. (ICR):

The amounts below are as they appear in the reports of the associate company:

The financial statements of the associate company are attached to the Company's reports in accordance with Article 23(a).

As of March 31 As of December 31
2025
NIS
2024
NIS
thousands
2024
NIS
thousands
thousands
(Unaudited) (Audited)
Current assets 3,352,981 3,112,175 3,217,275
Non-current assets 124,098 117,575 112,207
Current liabilities (2,540,337) (2,424,616) (2,410,600)
Non-current liability (379,227) (530,763) (375,464)
Equity attributable to the Company's
shareholders
(557,515) (274,371) (543,418)
Company's share of the equity, net 236,944 137,185 230,952
Loans and other adjustments 105,831 160,967 102,562
Book value of the investment in the associate
company
342,775 298,152 333,514
For the three month
period ended
on March 31
For the year
ended on
December 31
2025 2024 2024
NIS
thousands
NIS
thousands
NIS thousands
(Unaudited) (Audited)
220,204 250,821 841,662
50,361 49,242 132,737
39,882 49,036 121,224
14,471 23,622 35,608
14,471 23,622 35,608
6,150 11,811 20,013

Note 8 - Approval of the Reports

The financial statements were approved for publication on May 27, 2025 by the Company's Board of Directors.

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