Annual Report • Sep 10, 2024
Annual Report
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This document is an English translation of the Hebrew version of the company's financial statements and the management discussion and analysis for the second quarter of 2024, that was published on August 26, 2024 (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.

* Including subscription agreements See table below.1
| Project | During six months ending on June 30, 2024 |
After balance sheet date until near the Report publication |
Total from Jan. 1, 2024, until near the Report publication |
Data from project start until near the Report publication |
|||||
|---|---|---|---|---|---|---|---|---|---|
| Apartments sold |
Financial scope Incl. VAT in NIS thousands |
Apartments sold |
Financial scope Incl. VAT in NIS thousands |
Apartments sold |
Financial scope Incl. VAT in NIS thousands |
Marketing rate |
Apartments sold |
Financial scope incl. VAT in NIS thousands |
|
| Rainbow, Tel Aviv (1) | 71 | 732,647 | 11 | 110,963 | 82 | 843,610 | 43% | 205 | 1,775,146 |
| Midtown Jerusalem(2) |
22 | 113,219 | 14 | 75,636 | 36 | 188,855 | 29% | 201 | 781,961 |
| Pastoral, Jerusalem(6) |
3 | 8,686 | 66 | 223,939 | 69 | 232,625 | 24% | 69 | 232,625 |
| North Park Phase I, Ramat Hasharon (3) |
17 | 87,463 | 3 | 17,443 | 20 | 104,906 | 71% | 387 | 1,944,287 |
| North Park Phase B (EVE), Ramat Hasharon (4) |
54 | 299,921 | 10 | 62,020 | 64 | 361,941 | 23% | 92 | 498,319 |
| Histadrut, Givatayim (5) |
19 | 90,238 | 6 | 27,418 | 25 | 117,656 | 70% | 151 | 737,620 |
| Hamesila, Herzliya (6) |
2 | 14,784 | - | - | 2 | 14,784 | 89% | 24 | 171,535 |
| Ocean Park II, Netanya |
5 | 23,599 | - | - | 5 | 23,599 | 100% | 60 | 243,536 |
| Hagefen, Herzliya (Stage B) |
2 | 10,350 | - | - | 2 | 10,350 | 98% | 94 | 369,590 |
| Bat Yam Sokolov | 1 | 6,760 | - | - | 1 | 6,760 | 97% | 160 | 464,295 |
| Ehad Ha'am, Tel Aviv |
3 | 25,204 | 1 | 8,650 | 4 | 33,854 | 92% | 64 | 325,775 |
| Total | 199 | 1,412,871 | 111 | 526,069 | 310 | 1,938,940 | - | 1,507 | 7,544,689 |
| Midtown Jerusalem Offices (8) |
- | - | - | 43,921 | - | 43,921 | - | - | 43,921 |
| Vertical City, Ramat Gan(7) |
- | 53,242 | - | - | - | 53,242 | 29% | - | 691,343 |
| Total | - | 1,466,113 | - | 569,990 | - | 2,036,103 | - | - | 8,279,953 |
(1) Rainbow Project - Of the 205 apartments sold, approximately 4 registration forms amounting to approximately NIS 37.672 million, inc. VAT.
(2) Midtown Jerusalem- Of the 201 apartments sold, approximately 9 registration forms amounting to approximately NIS 68.771 million, inc. VAT.
(3)Park Tzafon Stage A Project - Of the 20 apartments sold during the period, approximately 2 registration forms amounting to approx.. NIS 13.045 million, inc. VAT.
(4) Park Tzafon Stage B Project - Of the 64 apartments sold during the period, approximately 2 registration forms amounting to approx.. NIS 10.877 million, inc. VAT. (5) Park Tzafon Stage B Project - Of the 25 apartments sold during the period, approximately 1 registration forms amounting to approximately NIS 5.3 million, inc. VAT. (6)Hanetka Project - Of the 69 apartments sold during the period, approximately 29 registration forms amounting to approximately NIS 105.724 million, inc. VAT.
(7)Vertical Project - Approximately 21,000 square meters of office space were sold.
(8)Midtown Jerusalem Project - Approximately 1,500 square meters of office space were sold.
In the first six months of 2024, 118 units were sold in the project in Russia. The marketing in the project in Russia is conducted by a local developer according to the consideration agreement detailed in Section 7.3 of the 2023 Report.
The process of marketing residential units/offices by the Company consists of two stages. In the first stage, after the commercial details are agreed upon with the buyer, the buyer signs a registration form / subscription form that includes the main commercial details agreed upon (unit details, attachments, consideration, and payment schedule), as well as general legal details regarding the property. For the registration form to become effective, the buyer must deposit a registration fee of between NIS 50,000 and NIS 100,000 (depending on the project) into the project's trust account (hereinafter and accordingly: "Registration Fee" and "Registration Form"). In the second stage, according to the instructions of the registration form, the buyer must complete the acquisition of rights and sign a binding sale agreement within about 7-14 days from the signing date, and the earnest money will be credited toward the first payment on account of the consideration under the sale agreement. The registration form also stipulates that if the buyer does not sign a sale agreement and decides not to complete the transaction, the registration fee will not be refunded and will be forfeited to the benefit of the project company. It should be noted that sometimes, at the buyer's request, the Company approves the refund of the registration fee if the purchase is not completed due to legal disputes related to the sale agreement.
The Company's Board of Directors is pleased to submit the consolidated financial statements of the Company for the six and three months ended June 30, 2024 (hereinafter: the "Period" or the "Reporting Period"), in accordance with the Securities Regulations (Periodic and Immediate Reports), 5730-1970 (hereinafter: the "Reporting Regulations").
The review presented below is limited in scope and refers to events and changes that occurred in the Company's situation during the Reporting Period, which have a material impact. It should be reviewed together with the Company's periodic report for the year ended December 31, 2023, which includes the Description of the Company's Business Report for 2023 and the Company's consolidated financial statements as of December 31, 2023 (hereinafter: the "Periodic Report," "Report 2023," and the "Annual Financial Statements," respectively).
All the data presented in the Board of Directors' Report are based on the reviewed interim consolidated financial statements of the Company as of June 30, 2024, unless stated otherwise.
As of the Report date, the Company has eight areas of activity as detailed below:
For more details on the segmentation of the Group's areas of activity, see Section 1 of Part A of the Periodic Report for 2023.
Below is an update on the status of the Company's major projects in Israel (where significant changes have occurred):
| Project Development in Israel | |||||
|---|---|---|---|---|---|
| Project name | Status update | ||||
| Ehad Ha'am Project, Tel Aviv |
As of the publication date of the reports, 64 units have been sold in the project (out of 69 units) for a total amount of approximately NIS 326 million, including VAT. Form 4 was received on August 14, 2024, and the Company expects to complete the process of handing over the apartments by the end of the third quarter of 2024. |
||||
| New Ramat Hasharon Project |
On November 21, 2022, the Tel Aviv District Planning and Building Committee decided on the conditional deposit of the Morasha Employment Area Plan in Ramat Hasharon, for the establishment of a complex that will integrate residential, commercial, employment, and public buildings (hereinafter: the "Plan"). The Plan will allow for the development of a project with a total above-ground area of approximately 206,000 square meters, above basements totaling approximately 90,000 square meters. According to the Plan, the construction of four towers, each up to 20 stories high and connected at the lower floors where approximately 150,000 square meters will be allocated for commercial and employment uses, will be permitted. Additionally, eight residential buildings, each nine stories high, will be constructed, containing 600 small residential units (of which 120 will be allocated for rental apartments). According to the Plan, an area will be allocated for the construction of a school, additional public spaces for local residents, and an area of approximately 7.5 dunams for a transportation terminal and urban storage uses. On June 30, 2023, the Plan was deposited for objections. A date for the hearing on the objections submitted was set for December 2023. On February 29, 2024, the committee decided to approve the Employment Area Plan according to the rights approved prior to the approval of the Plan's deposit, regarding which the municipality filed an appeal. For more information, see Note 4(b) in the Company's consolidated financial statements as of June 30, 2024. |
| Project Development in Israel | |
|---|---|
| Project name | Status update |
| The Company's assessments regarding the scope of the rights are forward-looking information based on | |
| the Company's experience and the status of discussions with the authorities as of this Report's date. This | |
| information may not materialize, may materialize partially, or may differ significantly from the above. | |
| On May 7, 2023, the project's City Building Plan was approved. The project will include areas totaling approximately 166,000 square meters above ground, above |
|
| basements with a total area of approximately 90,000 square meters, which will be constructed in four | |
| towers, each 40 stories high, comprising a total of approximately 1,692 apartments and 200 rental | |
| apartments, approximately 70,000 square meters of employment and hotel space, approximately 5.5 | |
| thousand square meters of commercial space in a block building style, the preservation of the "Old Shaare Zedek Hospital" building to be used as a hotel building with approximately 50 rooms, and public tasks |
|
| totaling approximately 10,000 square meters for the establishment of a school/sports hall, community | |
| Midtown Jerusalem Project |
center, etc. |
| The Company received a foundation permit and submitted an application for a basement permit. As of | |
| the publication date of the reports, 201 residential units have been sold for a total amount of approximately NIS 781 million (of which approximately 9 subscription forms amounted to approximately |
|
| NIS 68 million, including VAT) and 1,500 square meters of office space for approximately NIS 44 | |
| million, including VAT. | |
| Receipts from buyers totaling approximately NIS 53 million (approximately 7% of the consideration for | |
| the sale agreements) are deposited in a designated trust account. A project to build 480 residential units and commercial areas totaling approximately 2,000 square meters |
|
| gross. The design plan was conditionally approved in May. | |
| As of the Report publication date, 205 residential units have been sold for a total amount of approx NIS | |
| 1.7 billion (including approximately 4 subscription forms totaling approx. NIS 37.6 million). Proceeds from buyers amounting to approximately NIS 96.8 million (approximately 7% of the |
|
| consideration for the sale agreements to be transferred to the loan account upon receipt of coupon books) | |
| are deposited in a designated trust account. | |
| The loan taken by the Company for the purchase of the land in Sde Dov, with a remaining balance of | |
| Rainbow Project (Sde Dov), Tel |
approximately NIS 1.13 billion, was classified in the Company's financial statements as of June 30, 2024, under current liabilities due to the fact that its repayment is due in December 2024. |
| Aviv | Given the sales volume and signing of a voucher book agreement with the financing banks, the Company |
| estimates entering into a support agreement for the project's development during 2024. | |
| On March 21, 2024, the Company received a permit for excavation and shoring, and during April, the | |
| excavation and shoring contractor commenced work. It should be clarified that the above regarding entering into a support agreement for the project's |
|
| development, the timelines are forward-looking information, subject to the forward-looking information | |
| section of this Report below, based on the Company's experience and assessments, and there is no | |
| certainty that it will materialize. Even if it does materialize, there is no certainty that there will be no change in the above, including a significant change. |
|
| On May 7, 2024, the local committee decided to recommend to the district committee a deposit under the | |
| terms of a plan to strengthen building rights in the complex for the construction of a 65-story tower with | |
| mixed uses for employment, residence and commerce. The scope of the tradable building rights according | |
| Beit Eurocom Project |
to the plan is about 91 thousand sq.m, of which about 23 thousand sq.m are for employment, 400 sq.m for commerce and in addition about 7 thousand sq.m for public buildings. Following this |
| recommendation, the project company recorded appreciation of approximately NIS 28 million (the | |
| Company's share - 50%). For more information, see Note 4r in the Company's consolidated financial | |
| statements as of June 30, 2024. As of the publication date of the reports, approximately 21,000 square meters of office space have been |
|
| sold in the project. | |
| Due to the signing of sales contracts in significant volumes and rates (22%), including signed contracts, | |
| the associate company decided that the building rights for offices totaling approximately 75,000 square | |
| meters out of the total investment real estate will be classified as long-term real estate inventory starting from October 2023, replacing investment real estate as it was presented from the date of purchase of these |
|
| properties. | |
| Vertical City, | On April 18, 2024, the Company, along with BSR Engineering and Development Ltd. (hereinafter: the |
| Ramat Gan | "Main Shareholders") and Vertical City Ltd. (hereinafter: the "Seller"), entered into an agreement with |
| Project | Clal Insurance Company Ltd. and Clal Pension Provident Fund Ltd. (together: the "Buyer"), which stipulates that the Buyer will invest a total of approximately NIS 160 million in exchange for an allocation |
| of shares (including the provision of a shareholder loan) representing approximately 24.5% of the issued | |
| and outstanding share capital of Vertical. As of the Report's publication date, the conditions precedent | |
| have been met, and the transaction has been completed. For more information, see Note 4(b) in the | |
| consolidated financial statements as of June 30, 2024. On July 28, 2024, the local committee decided to recommend to the district committee the conditional |
|
| deposit of a plan to increase building rights in the LIR 30 complex. Upon approval of the plan, the total |
| Project Development in Israel | |
|---|---|
| Project name | Status update |
| building rights in the complex will amount to approximately 354,000 square meters, of which 277,000 square meters will be designated for commercial and employment use, 24,000 square meters for public buildings, and 53,000 square meters for residential rental and student dormitories. |
|
| Minrav Yam (Sokolov), Bat Yam (under ICR Israel Canada Ram Holdings Ltd. (50%)) |
A redevelopment project to build two residential towers, including 220 units, of which 165 are for sale, and approximately 300 square meters for commercial use. In May 2021, a company wholly owned by ICR Israel Canada Ram Holdings Ltd. (50% owned by the Company) (hereinafter: "ICR") received a building permit for the project. As of the publication date of the Report, approximately 160 units have been sold in the project (out of 165 units) for a total amount of approximately NIS 464 million, including VAT. |
| Hagefen, Bar Kochba, Herzliya (under ICR Israel Canada Ram Holdings Ltd. (50%)) |
A redevelopment project to build eight residential towers, including 400 apartments (276 for sale) and 1,000 square meters of commercial space. Stage A includes six buildings with 264 units (180 of which are for sale). In December 2021, ICR received a building permit for Stage A of the project. As of the publication date of the Report, all the units, 180 units (100% of the units for sale), have been sold for a total amount of approximately NIS 557 million, including VAT. Stage B includes two buildings with 136 units (96 of which are for sale). In December 2022, ICR received a building permit for Stage B of the project. As of the Report publication date, 94 units (approx. 98% of the units for sale) are sold for a total amount of approximately NIS 369 million, inc. VAT. |
| Ocean Park I, Netanya - (under ICR Israel Canada Ram Holdings Ltd. (50%)) |
A project to build a residential tower with 117 apartments (67 for sale). In August 2021, ICR received a building permit for the project. As of the publication date of the Report, all the units, 67 units (100% of the units for sale), have been sold for a total amount of approximately NIS 223 million, including VAT. |
| Ocean Park II, Netanya - (under ICR Israel Canada Ram Holdings Ltd. (50%)) |
A project to build a residential tower with 117 apartments (60 for sale). In March 2022, ICR received a building permit for the project. As of the publication date of the Report, all the units, 60 units (about 100% of the units for sale), have been sold for a total amount of approximately NIS 244 million, including VAT. |
| Hamesila, Herzliya (under ICR Israel Canada Ram Holdings Ltd. (50%)) |
A boutique project to build seven residential buildings, including 54 apartments (27 for sale). In April 2022, ICR received a building permit for the project. As of the publication date of the Report, 24 units (89% of the units for sale) have been sold for a total amount of approximately NIS 172 million, including VAT. |
| North Park (under ICR Israel Canada Ram Holdings Ltd. (50%)) |
A residential project in the Neve Gan neighborhood in Ramat Hasharon, executed in three stages and including 1,205 housing units. Stage A - A joint project between ICR and Tzemach Hamerman Ltd. and includes the construction of 14 residential buildings with a total of 548 apartments. In June 2023, an excavation permit was received for Plot 27. ICR's share in the plot is 75%. In September 2023, a building permit was received for Plot 28. In December 2023, a building permit was received for Plot 30. ICR's share in the plots is 50%. As of the publication date of the Report, 385 units (approximately 70% of the units for sale) have been sold for a total amount of approximately NIS 1,931 million, including VAT. Stage B (2) - A joint project between ICR and Nof Ironi Yizum Ltd., in equal parts (50% each), including the construction of seven residential buildings with a total of 401 apartments. In December 2023, an excavation and shoring permit was received for some of the plots included in Stage B (Plots 24-26), with a total of 331 units. On April 4, 2024, the companies entered into a support agreement for Plots 24-26 with a banking corporation for project financing, according to which the banking corporation provided credit facilities as follows: facilities for sales law guarantees totaling up to NIS 865 million and financial credit facilities totaling NIS 780 million (ICR's share in the facilities is 50%). As of the publication date of the Report, 90 units (approximately 22% of the units for sale) have been sold for a total amount of approximately NIS 487 million, including VAT. Stage C - Includes approximately 256 housing units for which marketing has not yet started. |
| Hantaka, Jerusalem (under ICR Israel Canada Ram |
A project to build four 25-story residential towers above six commercial floors. A total of 425 units (287 for sale) and 1,100 square meters of commercial space. As of the publication date of the Report, 40 units (14% of the units for sale) have been sold for a total amount of approximately NIS 127 million, including VAT. |
| Project Development in Israel | ||||
|---|---|---|---|---|
| Project name | Status update | |||
| Holdings Ltd. (50%)) (2) |
||||
| Histadrut, Givatayim - (under ICR Israel Canada Ram Holdings Ltd. (50%)) |
A project to build three residential buildings, including 333 apartments (216 for sale). The project marketing began in September 2022. As of the publication date of the Report, 150 units (69% of the units for sale) have been sold for a total amount of approximately NIS 732 million, including VAT. On June 9, 2024, the Company entered into a support agreement for the project with a banking corporation for project financing, according to which the banking corporation provided credit facilities as follows: facilities for sales law guarantees totaling up to NIS 800 million and financial credit facilities totaling NIS 250 million. |
(1) In light of the optimization of the apartments and their marketing, the number of units for marketing was updated to 692 apartments (instead of 800), with no change in the areas for marketing. As the planning progresses, there may be further changes in the number of units for marketing, without a change in the areas for marketing.
(2) The sale contracts in the project are conditional upon the fulfillment of certain conditions precedent, including, among others, obtaining bank financing and receiving a building permit within 24 months from the date of signing the sale agreement.
| Project | Management Fees | Entitlement date | |
|---|---|---|---|
| 100% | Balance of Company share in recording income receivable from management fees |
||
| Blue Beach Project, Atlit |
13,400 | 9,800 | The eligibility date for receiving the funds has been met, and will actually be collected from the Group's bank financing. As of the date of this Report's publication, financing agreements have been signed concerning the real estate, and the Company estimates that the receipts will be received during 2024. During the half-year period, approximately NIS 5 million was received |
| Turquoise Project, Tel Aviv |
8,320 | 8,320 | According to the sharing agreement, after approval of a detailed construction agreement, a construction sharing agreement will be signed, including milestones for receiving the management fees |
| Blue Beach Project, Herzliya2 |
14,000 | 14,000 | According to the sharing agreement, after approval of a detailed construction agreement, a construction sharing agreement will be signed, including milestones for receiving the management fees |
| Hod Hasharon (Orange Trail) |
24,000 | 24,000 | 14 days from sending a notification on the plan approval plan to change the designation of the land as detailed in the table in Section 6.3.2.1 |
| 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 sharing agreement, after approval of a detailed construction agreement, a construction sharing 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 sharing agreement, after approval of a detailed construction agreement, a construction sharing 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 sharing agreement, after approval of a detailed construction agreement, a construction sharing agreement will be signed, that includes milestones for receipt of management fees |
| Total | 132,700 | 129,100 |
2 In this regard, it should be noted that apart from the purchasers who entered into sharing and management agreements with the Company in the management agreements, other third parties who own about 4 dunams of the land have entered into sharing and management agreements with the Company in relation to the land.
| Project name (3) | Company's share in project |
Status | Scope of services as of Jun. 30, 2024 - % |
Current scope of services - % |
Contract date for cash flow withdrawal from Project (2) |
Book value (Company's share) Jun. 30, 2024 |
Expected income balance (100%) as of Jun. 30, 2024 |
Expected income balance (Company's share) as of Jun. 30, 2024 |
Unrecognized gross profit balance (Company's share) (1) |
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 | 98% | 98% | Approx. | |||||||
| 1 | New Ramat Hasharon office rights (4) | 81% | Planning / zoning change | 34% | 34% | Not yet determined | 5,027 | 526,506 | 426,469 | 422,398 | 100% | 325,246 |
| 2 | Tzamarot Hod Hasharon - Orange Trail | 80% | Planning / zoning change | 95% | 95% | On plan approval date |
3,749 | 37,702 | 30,162 | 26,413 | 8846 | 24,087 |
| 3 | Hatzuk Hazfoni | 100% | In planning | - | Not yet determined | 63,505 | 156,500 | 156,500 | 96,194 | 6146 | 82,431 | |
| 4 | Turquoise | 100% | In planning | 91% | 91% | Not yet determined | 16,583 | 29,380 | 29,380 | 12,797 | 44% | 26,437 |
| 5 | Glilot Complex Land and Shares (Uptown) | 64% | In planning | 61% | 61% | Not yet determined | 58,607 | 226,154 | 144,738 | 86,131 | 60% | 124,928 |
| 6 | Hod Hasharon West | 100% | In planning | 90% | 90% | Not yet determined | 2,235 | 7,535 | 7,535 | 5,300 | 70% | 6,316 |
| 7 | Lapid compound, Jaffa (5) | 60% | In planning | 0% | 0% | Not yet determined | 180,059 | 2,454,255 | 1,472,553 | 550,368 | 37% | 473,211 |
| 8 | Beit Mars, Tel Aviv (10) | 38% | In planning | 0% | 0% | Not yet determined | 302,541 | 2,310,453 | 877,972 | 189,242 | 22% | 207,917 |
| 9 | 13 Ehad Ha'am | 95% | In construction | 91% | 93% | By 2024 | 32,237 | 76,965 | 73,117 | 22,219 | 30% | 31,307 |
| 10 | Sunset Project (North Tel Aviv) | 100% | In planning | 44% | 44% | Not yet determined | 72,971 | 126,480 | 126,480 | 45,829 | 36% | 115,939 |
| 11 | Canada Business Village Netanya | 60% | In planning | 37% | 37% | Not yet determined | 54,592 | 256,275 | 153,765 | 99,373 | 65% | 121,328 |
| 12 | Blue Herzliya beach | 0% | In planning | 100% | 100% | On plan approval date |
177 | 14,000 | 14,000 | 14,000 | 100% | 14,000 |
| 13 | Yehuda Halevy, Leumi Building Tel Aviv (6) |
81% | City building plan in force | 0% | 0% | By 2029 | 437,977 | 1,932,644 | 1,565,442 | 529,137 | 34% | 456,589 |
| 14 | Midtown (Shaarei Zedek), Jerusalem (7) | 73% | City building plan in force | 27% | 28% | By 2029 | 672,736 | 4,927,108 | 3,596,786 | 708,863 | 20% | 564,066 |
| 15 | Beit Haneaara Complex, Hod Hasharon (8) | 50% | City building plan in force | 0% | 0% | Not yet determined | 411,472 | 2,969,903 | 1,484,951 | 342,994 | 23% | 264,106 |
| 16 | Sde Dov, Tel Aviv (9) | 100% | City building plan in force | 40% | 42% | By 2029 | 1,520,662 | 3,352,077 | 3,352,077 | 690,877 | 21% | 917,162 |
| 17 | Vertical City, Ramat Gan (11) | 56% | City building plan in force | 29% | 29% | By 2031 | 347,713 | 2,093,224 | 1,170,112 | 276,636 | 24% | 366,604 |
| Total | 4,182,842 | 21,497,156 | 14,682,039 | 4,113,771 | 4,121,674 |
(1) Assuming full realization of the inventory at prices corresponding to actual sales. Insofar as there are no actual sales, the Company relies on market prices or subscriptions.
(2) The date does not refer to the date of receiving the management fees included in the respective projects.
(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 see Section B of the Board of Director's Report.
(5) Lapid, Tel Aviv, the above table includes all the expected rights of the project. For the purpose of calculating the gross profit, a residential sales price of approximately NIS 110 thousand per sq.m was taken, the interest rate was updated according to the prime interest rate known at the time of publication of the reports.
(6) Yehuda Halevy, Leumi Building, Tel Aviv, the above table includes all the expected rights of the project. For the purpose of calculating the gross profit, residential sales prices were taken that are identical to the estimates in the Periodic Report for December 31, 2023, published on March 26, 2024. The interest rate was updated according to the prime interest rate known at the time of publication of the reports. It is noted that the office and commercial rights are presented in the section of investment real estate in the Company's financial statements.
(7) Midtown Jerusalem - the above table includes all the expected rights of the project. The sales prices of the residential rights are based on the actual sales prices, the remaining prices of the other rights are identical to the estimates in the Periodic Report for December 31, 2023, published on March 26, 2024. The interest rate was updated according to the prime interest rate known at the time of publication of the reports. It should be noted that the residential rental space, office and commercial space rights are presented in the investment real estate section of the Company's financial statements.
(8) Beit Haneaarah, Hod Hasharon - For the purpose of calculating the gross profit, a residential sales price of approximately NIS 42 thousand per sq.m was used, the interest rate was updated according to the prime interest rate known at the time of publication of the reports.
(9) Sde Dov (Rainbow), Tel Aviv - The above table includes all the expected rights of the project. For the purpose of calculating the gross profit, sales prices were used that are identical to the estimates in the Periodic Report for December 31, 2023, published on March 26, 2024. It should be noted that the commercial rights are presented in the investment real estate section of the Company's financial statements.
(10) Beit Mars, Tel Aviv - The above table includes the expected rights in the project according to Urban Plan 5.
(11) Vertical City, Ramat Gan - Starting from the fourth quarter for a period ending on Dec. 31, 2023, the associated company presents 75,000 sq.m of offices in the inventory section.
(12) Dubnov, Tel Aviv - the table above does not include the expected data of the project, the transaction was completed at the end of August 2024.
(13) Regarding ICR's main projects, see the following tables.
| Project name | ICR's share in the project |
Purchase date | Construction completion date |
Units for marketing in the project |
Scope of marketing as of June 30, 2024 |
Scope of marketing as the Report date |
Inventory balance in books Jun. 30, 2024 |
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 | 2025 | 165 | 97% | 97% | 48,988 | 18,288 | 29,584 |
|---|---|---|---|---|---|---|---|---|---|
| Jerusalem Blvd., Jaffa | 100% | 2018 | 2025 | 117 | 100% | 100% | 17,180 | 8,194 | 24,071 |
| Hagefen, Bar Kochba, Herzliya - Stage A |
100% | Demolition and reconstruction | 2024 | 180 | 100% | 100% | - | 11,466 | 6 115,848 |
| Hagefen, Bar Kochba, Herzliya - Stage B |
100% | Demolition and reconstruction | 2025 | 96 | 98% | 98% | 19,972 | 40,971 | 6 91,567 |
| Ocean Park I, Netanya | 100% | 2019 | 2025 | 67 | 100% | 100% | 1,821 | 5,472 | 19,735 |
| Ocean Park II, Netanya | 100% | 2019 | 2025 | 60 | 100% | 100% | 21,009 | 18,590 | 43,750 |
| Hamesila, Herzliya | 100% | 2018 | 2025 | 27 | 89% | 89% | 15,835 | 12,842 | 35,646 |
| Histadrut, Givatayim | 100% | Demolition and reconstruction | 2028 | 216 | 67% | 69% | 36,044 | 294,704 | 185,661 |
| Neve Gan, North Park, Ramat Hasharon (Stage A)4 | 57.8% | 2021 | 2027 | 548 | 70% | 70% | 744,000 | 223,635 | 7 280,136 |
| 5 8 North Park, Ramat Hasharon (Stage B) , |
50% | 2021 | 2028 | 401 | 20% | 22% | 556,741 | 184,421 | 131,872 |
| Hantaka, Jerusalem8 | 100% | Demolition and reconstruction | 2029 | 287 | 1% | 24% | 17,713 | 258,497 | 187,627 |
| Total projects under construction | 1,479,303 | 1,077,080 | 1,145,497 |
(1) ICR is held by the Company at a rate of 50% indirectly, and appears in the financial statements under investment in associates. After the purchase of ICR, a purchase cost allocation of approximately NIS 92 million was attributed to the cost of work-in-progress inventory and land inventory (the Company's share is 50%). As of June 30, 2024, the balance of the purchase cost allocation is approximately NIS 17.7 million (after deductions).
(2) The gross profit does not include the advertising and marketing costs of the project and includes both the income from the sale of inventory and the income from the significant financing component (as defined in Accounting Staff Position 11-5 of the Israel Securities Authority). Additionally, the income does not include revenue from commercial areas.
(3) The project surplus balance represents the equity invested and the expected profit before tax, net of amounts released and drawn from the financing account.
(4) ICR's share in the project is 50% in three out of the four plots, and in another plot, ICR holds 75%. In total, ICR has a weighted holding of approximately 58% in the project.
(5) ICR's share in the project is 50%.
(6) It should be noted that ICR's surpluses in the Hagafen project, Bar Kochba, Phase A and Phase B are liened to an institutional body for the benefit of a loan received, whose balance as of June 30, 2024 is NIS 190 million.
(7) It should be noted that ICR's surplus in the Park North Phase I project is liened to an institutional body for the benefit of a loan received, whose balance as of June 30, 2024, is NIS 141 million.
(8) The sale contracts in the project are conditional upon the fulfillment of certain conditions precedent, including, among others, obtaining bank financing and receiving a building permit within 24 months from the date of signing the sale agreement.
| Purchase Project name ICR share date |
Construction rights in the project | Book cost as of June 30, 2024 |
Expected gross profit |
Balance of surplus expected at project after tax in NIS thousands (3) completion |
|||||
|---|---|---|---|---|---|---|---|---|---|
| (ICR's share) | |||||||||
| Current planning status | Requested planning status | NIS thousands | |||||||
| Tel Hashomer, Ramat Gan 1 | 100% | 2017 | 58 residential units | 58 residential units | 2,332 | 27,273 | 20,148 | ||
| French Hill, Jerusalem | 100% | 2019 | 172 residential units | 500 residential units | 160,290 | 286,516 | 178,673 | ||
| Herbert Samuel, Tel Aviv | 33% | 2016 | Approx. 3,600 sq.m | Approx. 12,000 sq.m for residential, 79,865 commercial, and hotel |
Not yet determined | Not yet determined | |||
| Salame Blvd., Tel Aviv | 50% | 2016 | 35 apartments and approx. 500 sq.m. commercial and employment |
47 apartments and approx. 500 sq.m. commercial and employment |
28,265 | 24,206 | 27,109 | ||
| Complex 12, Netanya (combination deal) | 100% | 2023 | Approx. 200 residential units and public spaces |
- | 44 | 54,522 | 33,600 | ||
| Ha'ari, Netanya (combination deal) | 100% | 2023 | Agricultural land | 255 residential units and approx. 575 sq.m of commercial and employment space |
- | 65,652 | 39,823 | ||
| North Park, Neve Gan, Ramat Hasharon (Stage C) 2 |
100% | 2021 | 256 residential units and 820 sq.m commercial |
- | 663,211 | 312,274 | 324,243 | ||
| Total projects in planning/land reserves |
934,007 | 770,443 | 623,596 |
1 A combination transaction, where ICR's share in the building is 57%.
2 The data does not include commercial areas.
3 The project surplus balance represents the equity invested and the expected profit before tax, net of amounts released and drawn from the financing account.
| Projects over 67% signatures | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Project name | Project description | % of tenants who Main Expected agreed and signed contingencies for Planning status construction as of balance sheet project start start date |
Expected revenue |
Expected gross profit2 |
Balance of surplus expected at project completion after tax in NIS thousands (3) (ICR's share) |
||||||
| Housing units in Housing units |
Sq.m | (ICR's share) | |||||||||
| the project | for marketing | commerci al |
NIS thousands | ||||||||
| Idmit, Givatayim | 118 | 76 | - | 100% agreement from the tenants, |
100% | The decisions of the local committee were made to approve excavation and disposal permits and a full permit, subject to completion of conditions |
2025 | 319,470 | 70,497 | June 2018 | 51,407 |
| Gapnov Complex, Ashdod |
756 | 588 | 5,000 | approval of new city building plan and construction permit |
84% | The plan documents are in the stages of coordination with the municipality and the district committee in advance of their resubmission for threshold conditions in the district |
- | 1,285,352 | 212,138 | August 2013 |
130,596 |
| Project name | Project description | Main contingencies for project start |
% of tenants who agreed and signed as of balance sheet date |
Planning status | Expected construction start |
Expected revenue |
Expected gross profit2 |
Tenant signing start date |
Balance of surplus expected at project completion after tax in NIS thousands (3) (ICR's share) |
||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Housing units in | Housing units | Sq.m | (ICR's share) | ||||||||
| the project | for marketing | commerci al |
NIS thousands | ||||||||
| Rothschild, Bat Yam* |
560 | 397 | 1,650 | 98% | The plan was reviewed for deposit by the local committee. Working to complete the conditions |
- | 699,677 | 129,312 | May 2012 | 95,791 | |
| Hatzofim Compound, Lod |
310 | 262 | 1,582 | 92% | A design booklet was submitted for consideration by the local committee |
- | 523,929 | 93,017 | August 2021 |
60,277 | |
| Dizengoff Hameyasdim, Netanya |
191 | 129 | 165 | 93% | An information file has been obtained. ICR is working to submit the construction permits |
- | 386,498 | 68,629 | October 2020 |
44,801 | |
| Katamonim, Jerusalem |
440 | 295 | 800 | 96% | An application for an excavation and disposal permit has been opened |
- | 999,732 | 295,418 | July 2021 | 206,780 | |
| 86 Bar-Kochva Street, Herzliya |
72 | 48 | 175 | 73% | The plan was discussed in the local committee and it was decided to deposit it with conditions |
- | 170,759 | 35,014 | March 2021 | 22,645 | |
| 33-39 Brodetsky Street, Tel Aviv |
168 | 70 | - | 94% | The permit application was accepted and passed for spatial control before a committee |
2025 | 402,503 | 79,535 | January 2022 |
54,997 | |
| Rabbi Akiva (Gordon), Herzliya |
170 | 114 | - | 73% | The plan was approved | - | 338,581 | 67,128 | June 2017 | 43,389 | |
| Kukis, Bat Yam | 171 | 114 | 2,348 | 96% | The plan was submitted for review of threshold conditions in the district committee after a joint submission with Bat Yam Municipality |
- | 382,741 | 72,524 | September 2016 |
46,596 | |
| Katznelson, Yehud (including commercial) |
894 | 622 | 450 | 84% | The plan was submitted for public objections |
- | 1,541,327 | 240,919 | September 2015 |
147,135 | |
| Salomon, Netanya (including commercial) |
325 | 213 | 367 | 87% | Editing plan documents for submission |
- | 580,526 | 92,364 | October 2022 |
57,002 | |
| Abba Hillel Rashi, Ramat Gan (including commercial) |
200 | 128 | 370 | 78% | The Ramat Gan municipality filed an appeal against the district committee's decision to approve the plan on specific issues that do not change the planning and scope of construction. The hearing of the appeal will take place in September |
- | 413,444 | 72,812 | September 2014 |
46,935 | |
| Somken, Tel Aviv | 454 | 292 | 400 | 73% | The Company works in coordination with the tenants to prepare plan documents and submit them to the planning institutions for the purpose of checking threshold conditions |
- | 764,623 | 139,036 | December 2022 |
87,464 |
| Project name | Project description | Main contingencies for project start |
% of tenants who agreed and signed as of balance sheet date |
Planning status | Expected construction start |
Expected revenue |
Expected gross profit2 |
Tenant signing start date |
Balance of surplus expected at project completion after tax in NIS thousands (3) (ICR's share) |
||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Housing units in | Housing units | Sq.m | (ICR's share) | ||||||||
| the project | for marketing | commerci al |
NIS thousands | ||||||||
| Pininat Ayalon, Tel Aviv |
137 | 68 | 44,410 | 73% | The Company works in coordination with the land owners to prepare plan documents and submit them to the planning institutions for the purpose of checking threshold conditions |
- | 798,533 | 198,780 | May 2023 | 132,951 | |
| Frug, Ramat Gan | 345 | 207 | - | 75% | Planning pre-ruling with the District Committee |
- | 679,551 | 137,801 | April 2023 | 89,638 | |
| Meonot Sarah, Herzliya |
(645) | 401 | 1,026 | 70% | At the request of the municipality of Herzliya, the Company is correcting the plan documents for the purpose of meeting threshold conditions and holding a discussion in the local committee |
- | 1,291,650 | 222,097 | February 2023 |
137,795 | |
| Hara-Negba, Ramat Gan (including commercial) |
258 | 159 | 191 | 68% | Planning pre-ruling with the District Committee |
- | 485,537 | 83,675 | March 2023 | 51,875 | |
| Haifa Struma (Phase A) |
776 | 572 | 620 | 72% | The District Committee decided to deposit the plan under conditions |
- | 1,192,735 | 154,741 | March 2018 | 89,411 | |
| Haifa Struma (Phase C) |
672 | 512 | (795) | 69% | The District Committee decided to deposit the plan under conditions |
- | 1,039,882 | 147,543 | July 2023 | 86,448 | |
| Total Urban Renewal |
7,662 | 5,267 | 60,349 | 14,297,050 | 2,612,980 | 1,683,933 |
* ICR owns 50% of the project
(3)The project surplus balance represents the equity invested and the expected profit after tax, net of amounts released and drawn from the financing account.
| Project name | Project description | Main contingencies for project start |
% of tenants who agreed and signed as of Planning status balance sheet date |
Expected construction start |
Expected revenue |
Expected gross profit2 |
Tenant signing start date |
Balance of surplus expected at project completion after tax in NIS thousands (3) (ICR's share) |
|||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Housing units in project |
Housing units for marketin g |
Sq.m commercial |
(ICR's share) NIS thousands |
||||||||
| NIS thousands | |||||||||||
| Havered A, Or Yehuda |
312 | 224 | - | 66% | A shadow plan was submitted for all the complexes adjacent to the project for a comprehensive review by the municipality |
- | 556,419 | 99,159 | August 2021 |
61,976 | |
| Havered B, Or Yehuda |
312 | 224 | - | 48% | A shadow plan was submitted for all the complexes adjacent to the project for a comprehensive review by the municipality |
- | 556,419 | 99,159 | December 2021 |
61,976 | |
| Enzo Sarni, Givatayim* |
736 | 424 | 12,137 | 11% | A detailed city building plan has been approved |
- | 887,279 | 157,073 | April 2023 | 98,014 | |
| Rasko, Holon (including commercial) |
371 | 215 | 220 | 100% agreement from the tenants, |
65% | The plan was discussed at the "City Engineer Forum" on August 8, 2024 - progress is being made to submit the plan |
- | 591,572 | 93,823 | August 2021 |
56,869 |
| Haifa Struma (Phase B) |
959 | 766 | 1,630 | approval of new city |
58% | The District Committee decided to deposit the plan under conditions |
- | 1,532,539 | 285,923 | March 2020 |
180,665 |
| Har Zion/Ha'amel, Tel Aviv |
140 | 60 | 8,658 | building plan and |
25% | Pre-planning | - | 360,821 | 55,684 | June 2024 | 33,488 |
| Pinkas, Tel Aviv | 60 | 33 | - | construction permit |
42% | Early planning to initiate a permit application |
- | 157,316 | 28,776 | March 2023 |
18,099 |
| Tel Aviv, De Haas | 29 | 19 | 288 | 61% | Pre-planning for the permit | - | 116,504 | 29,161 | July 2023 | 19,510 | |
| Hagana Road, Tel Aviv |
346 | 218 | 500 | 66% | Pre-ruling of local committee | - | 642,863 | 121,655 | January 2024 |
77,120 | |
| Pirchei Aviv, Tel Aviv |
215 | 129 | 36 | 28% | ICR intends to promote a detailed plan for the project in coordination with the Tel Aviv Municipality |
- | 478,678 | 80,553 | April 2024 | 49,622 | |
| Hagibor Ha'almoni, Tel Aviv |
180 | 100 | 383 | 48% | ICR intends to promote a detailed plan for the project in coordination with the Tel Aviv Municipality |
- | 344,700 | 57,594 | April 2024 | 35,412 | |
| Total Urban Renewal |
3,660 | 2,412 | 23,852 | 6,225,110 | 1,108,560 | 692,951 |
Projects below 67% signatures
* ICR owns 50% of the project
(3)The project surplus balance represents the equity invested and the expected profit after tax, net of amounts released and drawn from the financing account.
It should be emphasized that the Company's above assessments, including, among other things, forecasts and estimates regarding obtaining land use changes and/or the extent of building rights on the land and/or obtaining building permits, timelines for starting and completing construction projects, including the expected timing for cash flow withdrawals from the project, the total expected revenues, the total expected gross profit from projects, the surplus balance, estimated cash flow to be received (the Company's share), and management fees in the Company's various projects, which are conditional on the conditions detailed in the table above, constitute 'forward-looking information' (as defined in the Securities Law, 5728-1968), based on the experience of the Company and its partners in various projects and on the full realization of the inventory at prices consistent with actual sales. These parameters largely depend on external factors, such as obtaining the necessary permits for carrying out the projects, including land use changes for the Company's lands (both in their receipt and in their receipt on the timeline projected by the Company and its project partners), including urban planning changes for urban renewal projects, meeting the requirements of various authorities and the issuance of relevant permits by them; cooperation among the partners, decisions made by them during the project establishment phase, and the provision of the required equity by them (including by the Company) according to the agreements signed; compliance of the partners with the terms of the financing agreements signed in connection with the relevant projects (including the provision of equity) and the non-existence of grounds for immediate repayment stipulated therein; entering into financing agreements for projects whose execution has not yet commenced; contracting with contractors and other suppliers for the execution of projects whose execution has not yet commenced and costs projected by the Company, based on current market conditions; impacts due to the Iron Swords War as detailed in Section B.3 below; regulations that may apply to urban renewal projects and/or changes and/or tightening of regulations in the various areas of the Company's operations; actual construction and financing costs at the time they arise (which may differ from the costs projected by the Company, including significant changes), maintaining current sales price levels in the real estate market (which may change, including significant changes, among other things, due to changes in the economic environment in which the Company operates, including interest rate increases and inflation, as detailed in Section B.6 below, and among other things, due to frequent changes in tax regulations), as well as decisions by authorities regarding the approval of land use plans—and there is no certainty that this will be the actual situation. 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 prevent the realization of the forwardlooking information include: no change in the land use of the Company's lands and/or no change in urban planning according to the intentions of the Company and its partners; the inability to construct projects or delays in their construction due to various reasons such as the Company not meeting the authorities' requirements for obtaining permits and/or not receiving appropriate permits for the projects or receiving them later than anticipated by the Company; failure of the partners to comply with the financing agreements signed in connection with the relevant projects (including the provision of equity) or the occurrence of any grounds for immediate repayment stipulated in these agreements, which could lead to a request to immediately repay the loans provided; failure of the Company to enter into financing agreements for the relevant projects; financial difficulties encountered by the executing contractor or other suppliers involved in the projects; financial difficulties encountered by any of the investors and/or partners of the Company in the relevant projects that prevent them from continuing to finance their share in the projects; deviations from the expected project scope that may result from increased construction costs, taxes, and/or levies imposed on land acquisition and development, etc.; impacts of the Iron Swords War as detailed in Section B.3 below; a deterioration in the economic environment, including the consequences of rising interest rates and inflation as mentioned in this Board of Directors Report below, which would adversely affect the price environment in which the Company operates, leading to a reduction in the volume of sales anticipated by the Company, as well as a reduction in the gross profit stated by the Company above. Thus, there is no certainty that the above information will be realized and it may even be materially different from the above.
As of June 30, 2024, the total assets of the Company amount to approx. NIS 9,156 million, compared to approx. NIS 8,581 million as of December 31, 2023. The increase in the total assets of the Company as of June 30, 2024, is explained below:
| As of | As of | As of | ||||
|---|---|---|---|---|---|---|
| June 30, 2024 | June 30, 2023 | December 31, 2023 | Explanations for the main changes that took place compared to Dec. 31, 2023 |
|||
| NIS thousands | NIS thousands | NIS thousands | ||||
| Current assets | ||||||
| Cash and cash | 290,890 | 92,435 | 200,389 | See Section b.4. liquidity below. | ||
| equivalents Restricted cash |
- | - | - | --- | ||
| Financial assets at fair | ||||||
| value through profit and | 70,869 | 83,302 | 94,889 | --- | ||
| loss | ||||||
| Receivables for the sale of real estate inventory |
||||||
| and apartments under | 76,346 | 68,209 | 62,081 | --- | ||
| construction | ||||||
| 56,186 | ||||||
| Accounts receivable | 111,260 | 98,262 | --- | |||
| 1,041,741 | The increase in the balance is mainly due to | |||||
| Real estate inventory | 1,994,214 | 1,930,406 | investments in the project under construction, mainly Midtown Jerusalem. |
|||
| Income tax receivables | 11,574 | 14,510 | 18,538 | --- | ||
| Accounts receivable for | 53,207 | The increase in the balance is mainly due to work with | ||||
| hotels | 47,334 | 23,656 | agents, following the opening of some hotels to the rest of the public as well (not only evacuees). |
|||
| Inventory of buildings | ||||||
| under planning and | 697,344 | 62,402 | 682,030 | --- | ||
| construction | ||||||
| Advances on account of real estate inventory |
- | - | - | --- | ||
| Total current assets | 3,299,831 | 1,471,992 | 3,110,251 | |||
| Non-current assets | ||||||
| Investments and loans in | The increase in the balance is mainly due to the profits | |||||
| investee companies | 1,226,575 | 1,087,395 | 1,132,153 | of investee companies in the amount of about NIS 47 | ||
| accounted for using the equity method, net |
million and the provision of loans and capital bonds for projects. |
|||||
| Long-term real estate | ||||||
| inventory | 763,731 | 2,161,363 | 745,280 | --- | ||
| The increase in the balance is mainly due to | ||||||
| investments made in the Midtown Jerusalem and Kfar Shmariahu project and a value increase of |
||||||
| Real estate for | 2,672,469 | 2,431,936 | 2,580,068 | approximately NIS 28 million in respect of Beit | ||
| investment | Eurocom, following the recommendation of the local | |||||
| committee. For more information, see Note 4(r) in the Company's consolidated financial statements for June |
||||||
| 30, 2024. | ||||||
| Advances on real estate | The increase in the balance is mainly due to the | |||||
| for investment | 32,779 | 3,215 | 9,898 | purchase of the Dubnov land, which has not yet been completed as of June 30, 2024. |
||
| Fixed assets | 628,128 | 603,534 | 619,035 | --- | ||
| Advances on account of | 1,113 | 1,107 | 1,166 | --- | ||
| fixed assets Cash with long-term use |
||||||
| restriction | 5,205 | 5,108 | 5,138 | --- | ||
| The source of the balances is from the application of | ||||||
| the international accounting standard IFRS 16 regarding rental agreements within the Company's |
||||||
| Right of use asset | 414,953 | 263,696 | 292,518 | hotel operations. The increase is mainly due to the | ||
| operation of a new hotel during the period, the Shalom | ||||||
| Receivables for the sale | Hotel in Jerusalem. | |||||
| of real estate inventory | - | - | - | --- | ||
| Advances for real estate | 34,305 | - | - | |||
| inventory Accounts receivable |
6,217 | 11,218 | 8,170 | --- | ||
| Deferred tax assets | 44,852 | 87,993 | 51,192 | --- | ||

| As of June 30, 2024 |
As of June 30, 2023 |
As of December 31, 2023 |
Explanations for the main changes that took place compared to Dec. 31, 2023 |
||
|---|---|---|---|---|---|
| NIS thousands | NIS thousands Current assets |
NIS thousands | |||
| Investments and other | |||||
| assets | 26,588 | 37,934 | 26,590 | --- | |
| Total non-current assets |
5,856,915 | 6,694,499 | 5,471,208 | ||
| Total assets | 9,156,746 | 8,166,491 | 8,581,459 | ||
| Current liabilities | |||||
| Credit from bank corporations and current maturities on long-term loans |
2,821,648 | 2,837,527 | 2,830,418 | --- | |
| Current maturities of bonds |
268,727 | 88,110 | 88,262 | The increase in the balance is mainly due to the classification of Series G Bonds for the short term, due to the repayment of 30% of the series which is expected to be repaid on June 30, 2025. |
|
| Current maturities of long-term lease liability |
18,461 | 14,855 | 15,542 | The source of the balances is from the application of the international accounting standard IFRS 16 regarding rental agreements within the Company's hotel operations. |
|
| Suppliers | 33,583 | 53,395 | 28,303 | --- | |
| Accounts payable | 71,700 | 65,806 | 61,291 | --- | |
| Liability for provision of construction services |
4,751 | 5,693 | 6,540 | --- | |
| Current tax liabilities | 11,752 | 14,244 | 10,511 | --- | |
| Advances for the sale of real estate inventory and building inventory under planning and construction |
69,193 | 28,458 | 41,480 | --- | |
| Loans from others | 3,342 | 2,812 | 2,841 | --- | |
| Total current liabilities | 3,303,157 | 3,110,900 | 3,085,188 | ||
| Non-current liabilities | |||||
| Long-term loans from banks |
1,312,006 | 973,759 | 1,119,006 | The increase in the balance is mainly due to the reclassification of a loan amounting to approximately NIS 355 million for the Beit HaNa'ara project from short-term to long-term, and a new loan of approximately NIS 90 million for Midtown Tel Aviv, which is classified as long-term, offset by loans that were reclassified from long-term to short-term. |
|
| Loans from others and other liabilities |
26,337 | 22,249 | 26,934 | --- | |
| Bonds | 747,085 | 798,091 | 787,948 | --- | |
| Lease liability | 428,670 | 269,328 | 301,193 | The source of the balances is from the application of the international accounting standard IFRS 16 regarding rental agreements within the Company's hotel operations. The increase is mainly due to the operation of a new hotel, the Shalom Hotel in Jerusalem. |
|
| Liability for provision of construction services long term |
3,562 | 17,221 | 3,562 | --- | |
| Other non-current liabilities |
10,379 | 11,430 | 11,685 | --- | |
| Deferred tax liabilities | 186,477 | 169,856 | 190,185 | --- | |
| Total non-current liabilities |
2,714,516 | 2,261,934 | 2,440,513 | ||
| Total equity (including the minority) |
3,139,073 | 2,793,657 | 3,055,758 | --- | |
| Total liabilities and equity |
9,156,746 | 8,166,491 | 8,581,459 | ||
Equity
The total equity of the Company, attributed to the Company's shareholders, amounted to approximately NIS 2,217 million as of June 30, 2024, and approximately NIS 2,229 million as of December 31, 2023, respectively.
Working capital
As of June 30, 2024, the Company had negative working capital of approximately NIS 3.3 million compared to positive working capital of approximately NIS 25 million as of December 31, 2023. The decrease in working capital is due to an increase in current liabilities as detailed above. In the solo Report, the Company has positive working capital; see Section B.5 of this Report.

| For the 6 months ending June 30, |
For the 3 months ending June 30, |
For the year ending December 31 |
Explanations for the significant changes that occurred compared to the 6 months that ended on June 30, 2023 |
||||
|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | 2023 | |||
| Income: | |||||||
| Rental and management of real estate for investment |
38,853 | 32,936 | 19,824 | 15,712 | 71,822 | The increase in income compared to the corresponding period last year is mainly due to an increase in income from parking lot management of the management company which was established during the year 2023. |
|
| Income from the sale of real estate inventory |
5,118 | 23,470 | 2,599 | 1,858 | 29,812 | The decrease in revenues compared to the corresponding period last year is mainly due to a decrease in revenues for offices in Ramat Hasharon and the sale of rights in Hatzuk Hazfoni during the corresponding period last year. |
|
| Income from the sale of residential apartments |
41,473 | 54,231 | 4,682 | 30,344 | 85,170 | The balance in the period and in the corresponding period last year derives from sales in the Ahad Ha'am project (about NIS 41 million and about NIS 54 million, respectively). |
|
| Income from renting real estate inventory |
12,686 | 11,252 | 6,194 | 5,744 | 22,705 | --- | |
| Income from management fees |
- | - | - | - | 3,099 | --- | |
| Income from operation and management of a hotel |
143,960 | 146,995 | 77,913 | 83,584 | 309,908 | --- | |
| Marketing and brokerage income |
7,436 | 13,141 | 4,779 | 5,708 | 20,754 | --- | |
| Income from provision of construction services |
1,789 | 2,048 | 1,145 | 2,048 | 4,149 | --- | |
| Appreciation of fair value of investment real estate and profit from its exercise |
31,167 | 16,225 | 30,076 | 12,456 | 86,892 | The increase during the relevant period was mainly due to a value increase of approximately NIS 28 million, which resulted from the recommendation by the local committee to conditionally approve a plan to enhance building rights in the Eurocom House project. In contrast, the income for the period ending on June 30, 2023, was primarily due to a value increase of approximately NIS 15 million from Hamaam Eilat, which was reclassified from fixed assets to investment property. |
|
| Other income | 706 | 172 | 706 | 124 | 152 | --- | |
| Total income | 283,188 | 300,470 | 147,918 | 157,578 | 634,463 | ||
| Expenses and costs: | |||||||
| The cost of rent | 18,513 | 18,007 | 9,622 | 10,707 | 37,885 | --- | |
| Cost of sale of apartment inventory |
2,495 | 6,898 | 1,449 | 2,892 | 9,311 | The decrease in selling price compared to the corresponding period last year is mainly due to the sale of land units in Blue Atlit and Hatzuk Hazfoni during 2023. |
|
| Cost of sale of residential apartments |
29,379 | 37,226 | 6,240 | 21,221 | 56,409 | The cost of selling residential apartments compared to the same period last year is due to the sale of residential apartments in the Ahad Ha'am project and progress in construction (about NIS 29 million and about NIS 37 million, respectively). |
|
| Cost of operating and managing hotels |
113,514 | 146,189 | 61,744 | 75,044 | 277,745 | The decrease in operating costs compared to the same period last year is mainly due to a decrease in the cost of hiring employees due to sending some of the employees out on sick leave and saving additional operating costs in light of evacuees staying in hotels. |
|
| Depreciation of fair value of investment real estate |
14,327 | 24,472 | 4,245 | 8,572 | 23,502 | 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. |
|
| Expenses for construction services |
1,789 | 2,048 | 1,145 | 2,048 | 4,149 | --- | |
| Management and general expenses |
32,319 | 22,205 | 12,086 | 9,877 | 45,938 | The increase in management and general expenses is mainly due to the provision for an expected bonus |

| For the 6 months ending June 30, |
For the 3 months ending June 30, |
For the year ending December 31 |
Explanations for the significant changes that occurred compared to the 6 months that ended on June 30, 2023 |
|||
|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | 2023 | ||
| for the chairman and CEO in accordance with the Company's compensation policy (about NIS 6 million compared to about NIS 0 million last year). |
||||||
| Marketing and sale expenses |
18,181 | 17,274 | 10,190 | 7,316 | 34,025 | --- |
| Other expenses | - | 197 | 447 | 197 | 2,185 | --- |
| Total expenses and costs |
230,517 | 274,516 | 107,168 | 137,874 | 491,149 | |
| Operating profit | 52,671 | 25,954 | 40,750 | 19,704 | 143,314 | |
| Loss for financial assets measured at fair value |
(22,714) | (168,132) | (33,407) | (9,039) | (152,595) | The loss due to expenses from revaluation of investments at fair value through profit and loss is mainly due to a decrease in value from an investment in Norstar shares; in the same period last year, the loss was due to an investment in Norstar shares and Alrov shares. |
| Financing income | 19,389 | 22,455 | 11,135 | 11,943 | 61,719 | --- |
| Financing expenses | (57,670) | (54,708) | (31,802) | (24,828) | (111,059) | --- |
| Profit (loss) after financing |
(8,324) | (174,431) | (13,324) | (2,220) | (58,621) | |
| Company's share in investments accounted for using the equity method, net |
47,153 | 16,670 | 11,616 | 15,966 | 34,848 | The increase in the profits of held companies compared to the corresponding period last year is mainly due to equity gains in the Russia project (a total of about NIS 39 million and about a NIS 5 million loss in the corresponding period last year). |
| Profit (loss) before income taxes |
38,829 | (157,761) | (1,708) | 13,746 | (23,773) | |
| Income tax | 5,157 | 23,986 | 5,464 | 449 | (2,420) | --- |
| Profit (loss) for period |
43,986 | (133,775) | 3,756 | 14,195 | (26,193) | |
| Exchange differences on translating foreign operations |
(1,262) | 2,842 | 10,968 | 1,824 | 9,261 | The decrease in translation differences compared to the same period last year is mainly due to project activity in Russia. |
| Profit (loss) due to changes in the fair value of a financial liability, net of tax |
2,062 | - | 2,062 | - | (856) | --- |
| Total comprehensive profit (loss) |
44,786 | (130,933) | 16,786 | 16,019 | (17,788) | |
| b.3. Iron Swords War |
As mentioned in Section 5.1 of the 2023 Report and Section B.3 of the Board of Directors' Report attached to the 2023 Report, here is an update regarding the impact of the Iron Sword War and its potential implications on the Company's operations:
Regarding the Company's ongoing development projects, after a two-week period during which the Company's sites were shut down, all sites have resumed operations (subject to restrictions imposed by the Home Front Command and local authorities). However, some sites are still operating at partial capacity due to some difficulties the contractors are facing in returning to full productivity, mainly due to a shortage of skilled labor. It should be noted that the fact that the sites are not operating at full capacity may lead to an extension of the project execution time, which in turn could lead to an increase in financing and construction costs (and accordingly, a decrease in project surpluses) as well as an increase in rental expenses paid to the owners of existing residential units in urban renewal projects. Nevertheless, as of the date of this Report, there is no significant impact on the progress of the Company's projects.
Regarding the Company's planned projects (including land reserves), in the first week of the war, planning institutions completely ceased their activities. However, within a few days, the institutions resumed almost full operations, so this did not have a material impact on the Company's activities.
Regarding the marketing aspect, shortly after the outbreak of the war, the residential market experienced a significant slowdown in demand for apartment purchases (the war essentially intensified the uncertainty that had already existed in the real estate market, mainly due to the interest rate hike over the past year), but starting in December 2023, an increase in demand for apartments began to be felt.

From the beginning of the year until just before the publication of the Report, sale agreements and subscription forms were signed for the Company's projects and those of ICR for 310 apartments with a total value of approximately NIS 1.9 billion, including VAT. Additionally, additional office spaces were sold in the Vertical City project and Midtown Jerusalem with a total value of approximately NIS 97 million, including VAT.
Regarding the Company's income-producing assets, shortly after the outbreak of the war, there was a decline in the business activity of some tenants. Therefore, in the fourth quarter of 2023, the Company granted relief, such as payment deferrals, selectively and after examining the situation for some tenants (mainly in retail in Midtown Tel Aviv). Starting in early 2024, with the increase in business activity, most tenants returned to paying rent without relief. 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.
Regarding the Company's hotel sector, as of June 30, 2024, and the date of the Report's publication, and given that the Company's hotels have high occupancy rates, among other reasons due to hosting residents of the south and north evacuated as needed and per the circumstances, and while adjusting the expense levels to the volume of activity during this period, the hotel operations were not significantly affected by the war in the second quarter of 2024. However, the prolongation and/or escalation of the Iron Swords 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 hospitality operations in the coming quarters, which at this stage cannot be estimated.
As of the Report's publication date, the impact of the war on the Company's operating results is present but not significant, and it is expected to remain so in the immediate term, provided there is no significant expansion of the war. This is due to the Company's financial strength, business condition, cash flow, and the stages of its various projects. However, there may be minor changes in the profitability of the projects.
However, the prolongation of the conflict for an extended period and/or the expansion of the war to develop into a full-scale confrontation on the northern border front and/or an escalation against Iran and/or on other fronts could have a significant impact on the Company's operations, as they may lead to: (1) the cancellation/reduction of projects and delays in the pace of initiation processes and entry into new projects; (2) delays in the planning, licensing, and execution procedures of projects; (3) a decline in the financial stability of key subcontractors and suppliers; (4) increased construction costs; (5) a significant decrease in demand for residential units/office spaces/commercial areas marketed by the Company (due to a decrease in the economic capability of potential buyers/tenants, a generally low morale, and the uncertainty associated with a wartime period); (6) a decrease in sale/rental prices and/or tenants leaving; (7) a restriction on the volume of bank credit available to the real estate sector, increased requirements for financing (including requirements for increased equity provided by the Company in projects), tougher financing conditions, and delays in the provision of the necessary financing to the Company for its operations (as this is also dependent, among other things, on the pace of marketing apartments/offices/renting spaces in projects); (8) an excess supply of rental spaces; (9) non-compliance of buyers/tenants with their obligations to the Company; (10) an impact on domestic and incoming tourism in a manner that affects occupancy in hotels managed by the Company, and accordingly, the income and profitability of this sector.
Naturally, the occurrence of the aforementioned effects, in whole or in part, could significantly impact all estimates of revenues, costs, and profitability of the Company's various development projects and the expected timing of surplus withdrawals from them, as well as the volume of income and the value of the Company's income-producing assets (which could lead to a breach of covenants included in the terms of financing agreements in which the Company is engaged).
At this stage, it is not possible to predict the duration of the war or whether it will expand to other sectors, and it may even continue for several months (as of the date of publication of the Report, the economy is in a state of routine under the shadow of conflict). Given the uncertainty about the duration and extent of the war, as of the date of the Report's publication, the Company cannot estimate the full future effects of the war on the economic situation in Israel in general and on the Company's condition in particular. The Company continuously examines all the aforementioned implications as well as additional implications that are currently not material to its operations.
The Company's cash and cash equivalents as of June 30, 2024, amounted to approximately NIS 291 million compared to approximately NIS 200 million as of December 31, 2023, an increase of about NIS 91 million in cash balances as detailed below:
The main changes in cash flow from operating activities resulted from purchases and investments in land inventory amounting to approximately NIS 166 million, net profit of approximately NIS 44 million, an increase in the fair value of investment properties of approximately NIS 16.8 million, an increase in profits of companies accounted for under the equity method of approximately NIS 63 million, and an increase in receivables and debit balances of approximately NIS 34.7 million. On the other hand, a loss from the fair value adjustment of financial instruments measured at fair value through profit or loss amounted to approximately NIS 22.7 million (related to investment in Norstar shares) and an increase in advances due to the sale of real estate inventory amounting to approximately NIS 27.7 million. The total cash used by the Company for operating activities amounted to approximately NIS 95 million.
The cash flow mainly resulted from the purchase and investment in net investment properties of approximately NIS 68.7 million, advances on account of investment properties of approximately NIS 22.8 million, and loans provided to associated companies amounting to approximately NIS 53.6 million. Conversely, the repayment of loans from companies accounted for under the equity method amounted to approximately NIS 22 million. The total cash used by the Company for investing activities amounted to approximately NIS 140 million.
The cash flow mainly resulted from the issuance of Bonds (Series H) amounting to approximately NIS 226.5 million, longterm loans from banking institutions amounting to approximately NIS 170 million, and equity investments by non-controlling interest holders amounting to approximately NIS 80 million (related to the cash injection by the investor in the Dubnov project). Conversely, the cash flow was used for the repayment of bonds amounting to approximately NIS 88 million, dividend payment of approximately NIS 25 million, and repayment of long-term loans amounting to approximately NIS 130 million. The total cash generated by the Company from financing activities amounted to approximately NIS 328 million.
The corporation's main funding sources:

Below are details regarding the Company's compliance with the financial covenants of its material loans, in addition to Company Bonds (Series F), Bonds (Series G), and Bonds (Series H), the terms of which are detailed in Section D below.
| Loan | Borrower corporation (loan provision date) |
Original loan framework amount (NIS thousands) |
Principal balance as of June 30, 2024 (NIS thousands) |
Financial conditions / commitment to no changes of control | Manner of calculation of financial covenants and their results as of Jun. 30, 2024 |
|
|---|---|---|---|---|---|---|
| 1. | Local bank3 |
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) |
2,348,372 | (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 minority rights) 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 (see footnote 23). (d) The consolidated equity of the Company does not include rights that do not confer control (but includes 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% of the Company's shares. |
(a) The ratio of the Company's equity to the total consolidated balance sheet as of June 30, 2024 is approximately 24% - normal. (b) The ratio of the Company's equity to the total standalone assets as of June 30, 2024, is approximately 66% - Compliant. (c) The amount of equity in the consolidated balance sheet as of June 30, 2024, is approximately NIS 2,217 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 31% - Compliant. (e) No such change has occurred. |
| 2. | Local bank | A 55.9% owned company that owns the Vertical City project |
838,310 | 805,449 | (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 minority rights) 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 (see footnote 23). (d) The consolidated equity of the Company does not include rights that do not confer control (but includes loans given to the Company which are included in the |
(a) The ratio of the Company's equity to the total consolidated balance sheet as of June 30, 2024 is approximately 24% - normal. (b) The ratio of the Company's equity to the total standalone assets as of June 30, 2024, is approximately 66% - Compliant. (c) The amount of equity in the consolidated balance sheet as of June |
3 On June 29, 2021, the Company engaged with the local bank in the new letter of stipulations. The financial stipulations detailed in the table are in accordance with the new stipulation letter. For the main changes compared to the criteria that existed before the signing, see details below.
| Loan | Borrower corporation (loan provision date) |
Original loan framework amount (NIS thousands) |
Principal balance as of June 30, 2024 (NIS thousands) |
Financial conditions / commitment to no changes of control | Manner of calculation of financial covenants and their results as of Jun. 30, 2024 |
|
|---|---|---|---|---|---|---|
| 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. |
30, 2024, is approximately NIS 2,217 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 31% - 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 | A 80% owned company that owns the Midtown Jerusalem project |
650,000 | 619,046 | 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: A reduction in the combined 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 |
According to Article 10(b)(14) of the Securities Regulations (Periodic and Immediate Reports), 5730-1970 (hereinafter: the "Reporting Regulations"), regarding the disclosure of the projected cash flow for financing the repayment of a corporation's obligations, a reporting corporation whose debt certificates held by the public as of the date of publication of the financial report and for which financial warning signs as listed in the aforementioned regulation exist, is required to disclose a detailed forecast of its obligations and the financial resources from which it expects to repay these obligations (hereinafter: the "Projected Cash Flow Report") over the two years following the publication date of the financial report.
It should be emphasized that, in accordance with the guidance of the Israel Securities Authority under Section 36a(b) of the Securities Law, 5728-1968, regarding the required disclosure in the Projected Cash Flow Report, the sources and uses included in the Projected Cash Flow Report are based on the Company's consolidated financial information as well as the separate financial information (solo) as defined in Article 9c of the Reporting Regulations.
| Consolidated Financial | Separate Financial | ||
|---|---|---|---|
| Statements as of Jun. | Information (solo) as of Jun. | ||
| 30, 2024 (NIS millions) | 30, 2024 (in NIS million) | ||
| Working capital | (3) | 19 | |
| Working capital | Working capital for 12 month period | (3) | 19 |
| Continuous cash flow from current operations | (96) | (9) |
| Amount included in the financial statements as of June 30, 2024 (NIS millions) |
Adjustments (for a period of twelve months) (NIS millions) |
Total (NIS millions) |
|
|---|---|---|---|
| Current assets | 3,300 | - | 3,300 |
| Current liabilities | 3,303 | - | 3,303 |
| Surplus current assets over current liabilities |
(3) | - | (3) |
As of June 30, 2024, the Company has a negative ongoing cash flow from operating activities in both the solo financial statements and the consolidated financial statements, as well as a working capital deficit in the consolidated statements and a working capital deficit for the 12-month period in the consolidated statements (according to Legal Position No. 105-27: "Disclosure Regarding Projected Cash Flow" published by the Israel Securities Authority on April 1, 2014).
However, the Company's Board of Directors determined that the negative ongoing cash flow from operating activities in both the solo financial statements and the consolidated financial statements, the working capital deficit in the consolidated statements, and the working capital deficit for the 12-month period in the consolidated statements, as mentioned above, do not indicate a liquidity problem for the corporation. Therefore, no warning sign exists as defined in Article 10(b)(14) of the Reporting Regulations, for the following reasons: The Company has cash and cash equivalents, and liquid financial assets totaling approximately NIS 362 million as of the Report date. The Company has positive working capital in the solo report, as well as positive working capital in the solo report for the 12-month period. The negative working capital in the consolidated statements and for the 12-month period in the consolidated statements is negligible. In light of the review of the Company's management of the Company's projected cash flow whose main assumptions are detailed below:
4 Reference no. 2024-01-044592 and Reference no. 2024-01-064083, respectively.

stated in the immediate report, loans provided by the Company to ICR will be repaid in the amount of approximately NIS 67 million.
Given all the above, and considering the sales plan reviewed by the Board of Directors in the Company's various projects and the realizations since 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, rating for existing bonds of ilA-), bank debt raising against assets with low LTV ratio and entering financing for projects promoted by the Company, the Board of Directors has determined (though without any certainty) that there is no evidence of a liquidity problem based on the negative ongoing cash flow from operating activities in the solo financial statements and consolidated financial statements, the working capital deficit in the consolidated statements, and the working capital deficit for the 12-month period in the consolidated statements. Therefore, there is no warning sign in the Company.
During 2022, the Consumer Price Index increased by approximately 5.3%. In 2023, the Consumer Price Index rose by a more moderate rate of 3.0%. Since the beginning of 2024, there has been a cumulative change of 2.7%.
Due to the increase in the inflationary environment, the Bank of Israel raised 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 the end of 2022, respectively) to 6.25% at the end of 2023. In January 2024, due to a decrease in the inflation environment and the desire of the Bank of Israel to stabilize markets and reduce uncertainty while maintaining price stability and supporting economic activity, the Bank of Israel lowered the interest rate by 0.25%. According to the Bank of Israel's announcement, the continuation of the trend of lowering interest rates will be determined based on the continued convergence of inflation to its target, the continued stability in financial markets, economic activity, and fiscal policy.
These changes in the inflation and interest rate environment, as well as the impact of the war (see Section B.3), have an impact on the corporation's business environment.
As of the Report date, most of the Company's bank loans presented in the Company's consolidated financial statements bear a variable interest rate at the prime rate plus a certain margin. Therefore, the increase in the prime interest rate has had a direct impact on the Company's financing expenses in various projects and a negative impact on project profitability. For more details regarding the impact of the interest rate increase, see Note 26 in the Company's Annual Financial Statements as of December 31, 2023.
Following the provisions of Section 5.1 of the Business Description Report, during the report period, due to the increase in the inflation environment, interest rates continued to rise in Israel in 2023. As of December 31, 2023, the Group is exposed to risk due to changes in the market interest rate (prime) arising from loans received by the Company from banking institutions in the amount of approximately NIS 3.3 billion bearing a variable interest rate (see also Note 26 in the financial statement as of December 31, 2023). If interest rates continue to rise, it could lead to the following negative effects: a. An increase in financing costs and a decrease in Company profitability (if sale prices do not rise in response). b. A negative impact on the ability and feasibility of raising new debt and a deterioration in the credit terms taken by the Group companies. c. A further increase in mortgage interest rates, which would lead to a continued decline in real estate market demand. d. A negative impact on the ability of the Company's customers to meet their obligations to the Company. e. A change in the capitalization rates used for asset valuations, resulting in a change in the fair value of the Company's investment property. For further information, see also Note 26f in the Company's Annual Financial Statements for the year 2023 included in this Periodic Report.

The Group's projects in the area of project establishment are mostly executed through contracts with main contractors for all the work required to establish the project (Turn-Key). The agreements with the main contractors are generally lump-sum contracts indexed to the Construction Input Index. Therefore, an increase in the Construction Input Index (an increase of about 4.8% in 2022, about 2.0% during 2023, and about 1.5% in the first half of 2024) impacts project construction costs. However, the engagement with apartment buyers is also indexed to the same index, so the exposure mentioned is not material to the Company (whether fully or partially indexed in accordance with Amendment No. 9 to the Sale (Apartments) Law, 5782-2022). Additionally, as of the Report date, the Company has loans linked to the Consumer Price Index. These loans finance income-producing assets whose rental income is also linked to the Consumer Price Index. Therefore, the Company does not have significant exposure in this regard at this stage.
The fair value of the Company's investment property is determined, among other things, by the capitalization rates used to discount future cash flows. If the aforementioned changes impact capitalization rates, it could lead to changes in the fair value of the Company's investment property.
The expectation for continued interest rate increases has diminished. However, due to economic, security, and political uncertainty, there may be a return to rising inflation and interest rates, as was the case in the past, and if this trend continues over time, the Israeli economy may return to economic slowdown in general and in the real estate sector in particular. For more details on the rise in interest rates and inflation, see also Section 21 of the Description of the Corporation's Business Report attached to this Annual Report.
In the first few weeks following the outbreak of the Iron Swords War, there was a slowdown in the housing market, almost to the point of a complete halt in transactions, due to the great uncertainty and low national morale. The Company's assessment is that the market's ability to return to normal activity levels will depend mainly on the duration of the fighting, its intensity, the question of its expansion to additional fronts, and the interest rate environment in Israel.
However, after several weeks from the outbreak of the war and until the period close to the publication of this Report, the Company sold apartments and offices in significant volumes. For the Company's sales data in various projects, see the table in Section A above.
In the three months of April-June 2024, approximately 22,670 apartments were sold in Israel, an increase of 38.2% compared to the same period last year and a decrease of 5.8% compared to the previous three months of January-March 2024.
Comparing real estate transactions in May-June 2024 with the same period last year shows that apartment prices have risen by approximately 4.7%.
In the central region and specifically in Tel Aviv, price changes in May-June 2024 compared to April-May 2024 increased by approximately 0.6% and 0.5%, respectively.
It should be noted that as of the signing date of the Report, the Company's estimates as stated in Section B.6 above are forward-looking information, as defined in the Securities Law, 5728-1968, based on the Company's management's estimates and understanding of the factors influencing its business activities and the Company's assessments regarding factors beyond its control, as of the Report's signing date. These estimates may not materialize, in whole or in part, or may materialize differently, including materially, from what is expected, due to non-optimal assumptions and analyses, developments that cannot be fully assessed in connection with the war, inflation, and rising interest rates and margins, and/or the realization of some or all of the risk factors detailed in Section 21 of the Description of the Corporation's Business Report. Regarding the rise in inflation and interest rates, it should be noted that despite the above, if the highinterest environment persists over time and even worsens (i.e., the Bank of Israel's interest rate continues to rise alongside an increase in interest margins and an increase in the equity required from developers by the lending banks), this could lead to a recession and economic slowdown that could result in continued decline in housing demand, a decrease in sale prices, a significant increase in project costs and the Company's financing expenses, and even harm to some of the Company's customers and, consequently, an impact on the Company's operating results. Since these are macroeconomic trends and the state of the economy in Israel, the Company, in this case, cannot assess the full future effects, if any, on the Company's operations, if any. However, in the Company's estimation, and in light of its financial stability and cash balance, the Company will be able to continue its operations and meet all its obligations.
5 All of the data in this paragraph below has been taken from media releases published by the Central Bureau of Statistics during the months of July - August 2024.

For events and additional details, see Note 5 in the Company's financial statements for June 30, 2024. c.2. Use of critical estimates
See Note 2 in the Company's financial statements for June 30, 2024.
| Bonds (Series F) | Bonds (Series G) | Bonds (Series H) | |
|---|---|---|---|
| Issuance date | June 2019 | January 2021 April 2021 |
June 2024 |
| Nominal value at the time of issue |
NIS 196,587,000 par value issued on the issued date (June 2019) |
NIS 200,000,000 par value. (January 2021) NIS 206,754,000 par value. (April 2021) NIS 277,143,000 par value. (August 2021) NIS 154,521,000 par value. (January 2022) |
NIS 228,962,000 |
| Nominal value as of June 30, 2024 |
NIS 19,658,700 (a total of about NIS 275,025 held by a wholly owned subsidiary of the Company) |
NIS 838,418,000 (a total of about NIS 63,681,339 held by a wholly owned subsidiary of the Company) |
NIS 228,962,000 |
| Amount of interested accrued |
NIS 75,942 | - | NIS 217,984 |
| Balance in the financial statements as of June 30, 2024 |
NIS 19,673,114 (equal to the total balance, minus NIS 275,025 held by a wholly owned subsidiary of the Company) |
NIS 769,699,000 (equal to the total balance, minus NIS 57,465,220 held by a wholly owned subsidiary of the Company) |
NIS 226,734,207 |
| Stock Exchange value as of June 30, 2024 |
NIS 19,548,611 | NIS 800,940,715 | NIS 227,473,747 |
| 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 June 30, 2024 |
None | None | None |
| Principal payment dates |
Principal of Bonds (Series D) 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. |

| Bonds (Series F) | Bonds (Series G) | Bonds (Series H) | |
|---|---|---|---|
| Linkage basis (principal and interest) |
No linkage. | No linkage. | No linkage. |
| Are they convertible | No | No | No |
| The Company's right for early redemption or forced conversion |
Yes | Yes | Yes |
| Rating company | --- | --- | On May 20, 2024, the Company received an initial ilA- rating with a positive outlook from Ma'alot S&P as well as an ilA- rating for the Company's Series F and G Bonds. On June 23, 2024, the Company received an initial rating of ilA- from Ma'alot S&P for the Series H Bonds. |
| 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 Harutz St., Tel Aviv, Tel: 03-6389200; Fax: 03-6389222. Contact: Adv. Michal Avtalion Rishony, email: [email protected]. |
Reznik Paz Nevo Trusts Ltd., 14 Yad Harutz St., Tel Aviv, Tel: 03-6389200; Fax: 03- 6389222. Contact: Adv. Michal Avtalion-Rishony, email: [email protected]. |
Reznik Paz Nevo Trusts Ltd., 14 Yad Harutz St., Tel Aviv, Tel: 03-6389200; Fax: 03- 6389222. Contact: Adv. Michal Avtalion-Rishony, email: [email protected]. |
As of June 30, 2024, and the date of this Report's publication, to the best of the Company's knowledge, the Company has met all the material terms and obligations under the trust deed for Bonds (Series F), Bonds (Series G), and Bonds (Series H). To the best of the Company's knowledge, no conditions have arisen that would constitute grounds for the immediate repayment of the obligations. For details regarding the Company's compliance with its financial obligations towards the holders of Bonds (Series F), Bonds (Series G), and Bonds (Series H), see below.
| Series | Borrower corporation (loan provision date) |
Original loan framework amount (NIS thousands) |
Principal balance as of June 30, 2024 (NIS thousands) |
Financial liabilities | Manner of calculation of financial covenants and their results as of Jun. 30, 2024 according to the Company's reviewed financial statements |
Manner of calculation of financial covenants and results near the Report publication date |
|---|---|---|---|---|---|---|
| Bonds (Series F) |
The Company (June 2019) |
196,587 | 19,673 (equal to the total balance, minus 275 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: about NIS 2,217 million. Solo balance sheet as defined above is about NIS 3,349 million Therefore the ratio is about 66% |
N/A |
| Bonds (Series G) |
The Company (January 2021) |
838,418 | 769,699 (equal to the total balance, minus 57,465 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: about NIS 2,217 million. Solo balance sheet as defined above is about NIS 3,349 million Therefore the ratio is about 66% |
N/A |
| Bonds (Series H) |
The Company (June 2026) |
228,962 | 226,734 | • 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%. |
Equity as defined above: about NIS 2,217 million. Solo balance sheet as defined above is about |
N/A |
| Series | Borrower corporation (loan provision date) |
Original loan framework amount (NIS thousands) |
Principal balance as of June 30, 2024 (NIS thousands) |
Financial liabilities | Manner of calculation of financial covenants and their results as of Jun. 30, 2024 according to the Company's reviewed financial statements |
Manner of calculation of financial covenants and results near the Report publication date |
|---|---|---|---|---|---|---|
| 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 minority 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 for consideration transactions, and liabilities for customer contracts, as defined in the GAAP. |
NIS 3,349 million Therefore the ratio is about 66% Consolidated equity (including minority rights) as defined above: approx. NIS 3,139 million. Consolidated balance sheet as defined above: NIS 8,717 million. Therefore the ratio is about 36% |
On May 20, 2024, the Company received an initial ilA- rating with a positive outlook from Ma'alot S&P as well as an ilA- rating for the Company's Series F and G Bonds. On June 23, 2024, the Company received an initial rating of ilA- from Ma'alot S&P for the Series H Bonds.
Report signature date:
August 25, 2024
Asaf Touchmair, Chairman of the Board of Directors
___________________________ ________________________ Barak Rosen, CEO and Director
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 six-month period ended June 30, 2024, 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 2023, which was attached to the 2023 Periodic Report (hereinafter: the "2023 Report"), unless expressly stated otherwise.
| Year 2024 | Year | Year | |||
|---|---|---|---|---|---|
| New Ramat Hasharon Project (Elco complex) | Q2 | Q1 | 2023 | 2022 | |
| 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 | 169.7 | 169.7 | 169.7 | 169.7 | |
| Total aggregate costs for development, taxes and fees and other | 44.1 | 44.1 | 44.1 | 44.1 | |
| Total aggregate costs for construction | --- | --- | --- | --- | |
| Deduction of costs recognized in the profit and loss statement | (207.5) | (207.5) | (207.5) | (213.8) | |
| Total aggregate costs for financing (capitalized) | --- | --- | --- | ||
| Total aggregate cost | 6 | 6 | 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 | N/A |
| New Ramat Hasharon Project (Elco complex) Data based on 100%, Company's share in the project 81% |
|||||
|---|---|---|---|---|---|
| Year 2024 | |||||
| Q2 Q1 |
Year 2023 | Year 2022 | |||
| 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 | - | 7 | 37 (*) | --- | |
| Average price per square meter in contracts signed during the current | |||||
| period (operating currency): | |||||
| Average price in NIS thousands (without VAT) - residential |
--- | --- | --- | -- | |
| Average price in NIS thousands (without VAT) - offices |
--- | 600 | 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 more details, see Note 15e to the Consolidated Financial Statements for 2023.
4 As mentioned, the Company has not yet recorded income for the sale of land rights for residential units.
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 2023 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 2023 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.
| New Ramat Hasharon Project (Elco complex) Data based on 100%, Company's share in the project 81% |
|||||
|---|---|---|---|---|---|
| Year 2024 | |||||
| Q2 | Q1 | Year 2023 | Year 2022 | ||
| Financial data in NIS thousands | |||||
| Sold residential units | 587 | 587 | 587 | 588 | |
| Sold office units (Stage A) | 182 | 182 | 182 | 191 | |
| Sold office units (Stage B) | 44 | 44 | 37 | -- | |
| Marketing rate of the sold rights (%): | |||||
| Total income expected from the entire | |||||
| project (including management fees and commercial and office units) |
972,905 | 1,005,257 | 1,005,257 | 1,012,705 | |
| Total income expected from contracts signed in the aggregate |
450,590 | 450,590 | 446,400 | 430,745 | |
| Marketing rate as of last day of the period of residential units sold (%) |
98% | 98% | 98% | 98% | |
| Marketing rate as of last day of the period of office and commercial units (%) |
34% | 34% | 34% | 32% | |
| Areas for which agreements have not yet been signed*: | |||||
| Unsold units from the residential sold units (#)* |
13 | 13 | 13 | 12 | |
| Unsold units from the sold offices units (Stage B only) (#)* |
730 | 730 | 737 | 774 | |
| Total aggregate cost (inventory balance) attributed to areas for which binding contracts are not yet signed in the Statement of Financial Position (consolidated)4 |
6,258 | 6,258 | 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:- |
Residence: -- Offices Stage B: 7 |
N/A | |
| Average price for units sold from the end of the period until near the publication date of the Report (not including VAT) |
Residence: -- Offices: -- |
Residence: -- Offices: -- |
Residence: -- Offices: 600 |
N/A |
* The said units are in accordance with the plan which was approved as detailed in Section 6.3.3.2 above.
| Sde Dov Project | Year 2024 | ||||
|---|---|---|---|---|---|
| (Data based on 100%. Company's effective share is 100%) | Q2 | Q1 | Year 2023 | Year 2022 | |
| Co | Aggregate costs for land at the end of the period | 1,262,262 | 1,262,262 | 1,262,262 | 1,262,262 |
| Aggregate costs for development, taxes and fees | 84,850 | 82,870 | 81,015 | 76,013 | |
| sts | Aggregate costs for construction | --- | --- | --- | --- |
| in | Aggregate costs for financing (capitalized) | 173,550 | 152,604 | 130,960 | 47,917 |
| ve | Other aggregate costs | --- | --- | --- | --- |
| ste | Total aggregate cost | 1,520,662 | 1,497,736 | 1,474,237 | 1,386,192 |
| d | Total aggregate book cost (*) including liability for construction service |
1,520,915 | 1,497,736 | 1,474,237 | 1,386,192 |
| Co sts inv th est at ed wi ll b e |
Costs for land not yet invested | N/A | N/A | N/A | N/A |
| Costs for development, taxes and fees, not yet invested (estimate) |
56,820 | 57,384 | 57,384 | 49,993 | |
| Costs for construction, not yet invested (estimate) | 820,945 | 820,945 | 820,945 | 775,650 | |
| Aggregate costs for financing, expected to be capitalized in the future (estimate) |
137,801 | 137,801 | 137,801 | 217,735 | |
| Other aggregate costs not yet incurred | 113,648 | 113,648 | 113,648 | 130,099 | |
| Total cost remaining for completion | 1,129,777 | 1,129,777 | 1,129,777 | 1,173,476 | |
| Completion rate [engineering/financial] excluding land |
8% | 8% | 8% | 7% |
| Sde Dov Project | Year 2024 | Year | Year | ||
|---|---|---|---|---|---|
| (Data based on 100%. Company's effective share is 100%) | Q2 | Q1 | 2023 | 2022 | |
| Contracts signed during | Residential units (#) | 37 | 35 | 121 | --- |
| the current period | Residential units (sq.m) | 4,454 | 4,489 | 11,785 | --- |
| Average price per | --- | ||||
| square meter in | |||||
| contracts signed during | Residential units | 82,933 | 82,206 | 77,703 | |
| the current period (inc. | |||||
| VAT) | |||||
| Aggregate agreements | Residential units (#) | 193 | 156 | 121 | --- |
| by end of period: | Residential units (sq.m) | 20,728 | 16,274 | 11,785 | --- |
| Average price per | --- | ||||
| square meter in | 79,800 | 78,946 | 77,703 | ||
| aggregate in contracts | Residential units | ||||
| signed until the period | |||||
| end (inc. VAT) | |||||
| Total expected revenues from the entire | --- | ||||
| project (in commercial currency) | 3,827,581 | 3,827,581 | 3,827,581 | ||
| including VAT | |||||
| Marketing rate of the | Total income expected from contracts | 1,284,720 | 915,696 | --- | |
| project | signed in the aggregate (commercial | 1,654,103 | |||
| currency) including VAT | |||||
| Marketing rate as of last day of the | 40% | 32.5% | 25% | --- | |
| period (%) | |||||
| Areas for which | Residential units (#) | 287 | 324 | 359 | --- |
| agreements have not yet | Residential units (sq.m) | 25,387 | 29,841 | 34,330 | --- |
| been signed: | Commercial spaces (sq.m) | 1,610 | 1,610 | 1,610 | --- |
| Total aggregate cost (inventory balance as of June 30, 2024) | --- | ||||
| attributed to areas for which binding contracts are not yet signed | 909,380 | 995,109 | 1,097,505 | ||
| in the Statement of Financial Position | |||||
| Number of contracts signed from end of the period up to the | 8 | 12 | 27 | --- | |
| publication date of the Report (#) | |||||
| Average price per sq.m in contracts signed from the end of the period until the publication date of the report (including VAT) |
86,529 | 82,456 | 82,379 | --- |
The data refer to signed contracts and do not include registration documents.
| Midtown Jerusalem project (formerly Shaare Tzedek) Planning state of the project (Data based on 100%. Company's effective share is 73%) |
Year 2024 | ||||
|---|---|---|---|---|---|
| Q2 | Q1 | Year 2023 | Year 2022 | ||
| Aggregate costs for land at the end of the period | 306,650 | 306,650 | 306,650 | 306,650 | |
| Co | Aggregate costs for development, taxes and fees | 39,486 | 26,309 | 25,606 | 25,291 |
| sts | Aggregate costs for construction | 47,865 | 38,987 | 34,730 | 17,274 |
| in | Aggregate costs for financing (capitalized) | 45,618 | 38,791 | 33,275 | 15,219 |
| ve | Other aggregate costs | -- | -- | -- | -- |
| ste | Total aggregate cost | 439,619 | 410,737 | 400,261 | 364,434 |
| d | Total aggregate book cost (*) including liability for construction service |
439,619 | 410,737 | 400,261 | N/A |
| Co sts |
Costs for land not yet invested | - | - | - | N/A |
| Costs for development, taxes and fees, not yet invested (estimate) |
179,890 | 193,067 | 193,770 | N/A | |
| inv th |
Costs for construction, not yet invested (estimate) | 717,951 | 726,829 | 731,086 | N/A |
| est at ed wi ll b e |
Aggregate costs for financing, expected to be capitalized in the future (estimate) |
95,388 | 95,388 | 95,388 | N/A |
| Other aggregate costs not yet incurred | 196,617 | 196,617 | 196,617 | N/A | |
| Total cost remaining for completion | 1,189,845 | 1,211,901 | 1,216,861 | N/A | |
| Completion rate [engineering/financial] excluding land |
7% | 6% | 5% | N/A |
5 In light of the optimization of the planning of the apartments and their marketing, the number of units for marketing was updated to 692 apartments (instead of 800), with no change in the areas for marketing. As the
| Midtown Jerusalem project - residential rights | Year 2024 | Year | Year | ||
|---|---|---|---|---|---|
| (Data based on 100%. Company's effective share is 73%) | Q2 | Q1 | 2023 | 2022 | |
| Contracts signed during the | Residential units (#) | 28 | 31 | 125* | --- |
| current period | Residential units (sq.m) | 1,672 | 1,791 | 6,768 | --- |
| Average price per square | --- | ||||
| meter in contracts signed | 70,617 | ||||
| during the current period | Residential units | 67,927 | 64,808 | ||
| (inc. VAT) | |||||
| Aggregate agreements by end | Residential units (#) | 183 | 155 | 125* | --- |
| of period: | Residential units (sq.m) | 10,181 | 8,509 | 6,768 | --- |
| Average price per square | 65,482 | --- | |||
| meter in aggregate in | Residential units | 66,325 | 64,808 | ||
| contracts signed until the | |||||
| period end (inc. VAT) | |||||
| Total expected revenues | 2,777,543 | 2,777,543 | --- | ||
| from the entire project (in commercial currency) |
2,777,543 | ||||
| including VAT | |||||
| Total income expected | 557,186 | 438,619 | --- | ||
| Marketing rate of the project | from contracts signed in | ||||
| the aggregate (commercial | 675,223 | ||||
| currency) including VAT | |||||
| Marketing rate as of last | --- | ||||
| day of the period (%) | 26% | 22.4% | 18% | ||
| Residential units (#) | 509 | 537 | 567 | --- | |
| Areas for which agreements | Residential units (sq.m) | 32,754 | 34,426 | 36,167 | --- |
| have not yet been signed: | Commercial spaces (sq.m) | --- | --- | --- | --- |
| Total aggregate cost (inventory balance as of the quarter | --- | ||||
| end) attributed to areas for which binding contracts are | 321,961 | 318,143 | 327,959** | ||
| not yet signed in the Statement of Financial Position | |||||
| Number of contracts signed from end of the period up to the | 9 | 10 | 27 | --- | |
| publication date of the Report (#) | |||||
| Average price per sq.m in contracts signed from the end of the | 73,649 | 68,130 | 67,470 | --- | |
| period until the publication date of the report (including VAT) |
*Includes one contract canceled during the first quarter of 2024.
** Reclassified.
The data refer to signed contracts and do not include registration documents.
| Canada in the City (formerly Leumi Building), Tel Aviv Planning state of the project (Data based on 100%. Company's effective share is 81%) |
Year 2024 | ||||
|---|---|---|---|---|---|
| Q2 | Q1 | Year 2023 | Year 2022 | ||
| Aggregate costs for land at the end of the period | 297,340 | 297,340 | 297,340* | 297,340* | |
| Aggregate costs for development, taxes and fees | 22,343 | 22,243 | 22,243 | 22,243 | |
| Co | Aggregate costs for construction | 12,473 | 10,196 | 9,734 | 5,428 |
| sts | Aggregate costs for financing (capitalized) | 47,225 | 43,736 | 40,241 | 25,125 |
| in ve |
Other aggregate costs | -- | -- | -- | -- |
| ste | Total aggregate cost | 379,381 | 375,515 | 369,558* | 350,135* |
| d | Total aggregate book cost (*) including liability for construction service |
-- | -- | -- | -- |
| Co sts inv th est at ed wi ll b |
Costs for land not yet invested | N/A | N/A | N/A | N/A |
| Costs for development, taxes and fees, not yet invested (estimate) |
N/A | N/A | N/A | N/A | |
| Costs for construction, not yet invested (estimate) | N/A | N/A | N/A | N/A | |
| Aggregate costs for financing, expected to be capitalized in the future (estimate) |
N/A | N/A | N/A | N/A | |
| Other aggregate costs not yet incurred | N/A | N/A | N/A | N/A | |
| e | Total cost remaining for completion | N/A | N/A | N/A | N/A |
planning progresses, there may be further changes in the number of units for marketing, without a change in the areas for marketing.
| Canada in the City (formerly Leumi Building), Tel Aviv Planning state of the project (Data based on 100%. Company's effective share is 81%) |
Year 2024 | ||||
|---|---|---|---|---|---|
| Q2 | Q1 | Year 2023 | Year 2022 | ||
| Completion rate [engineering/financial] excluding land |
N/A | N/A | N/A | N/A |
* Reclassified.
b. As of the date of this report, the Company has not yet started marketing the project.
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 forward-looking 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.
(Unaudited)
| Page | |
|---|---|
| Review Report by Accountant | 2 |
| Condensed Consolidated Financial Statements (Unaudited): | |
| Condensed Consolidated Statements of Financial Position Condensed Consolidated Statements of Profit or Loss and Other |
3-4 |
| Comprehensive Profit | 5-6 |
| Condensed Consolidated Statements of Changes to Equity | 7-11 |
| Condensed Consolidated Statements of Cash Flows | 12-14 |
| Notes to the Condensed Consolidated Financial Statements | 15-33 |
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 June 30, 2024, as well as the condensed consolidated income statements, other comprehensive profit, changes to equity and cash flow for the periods of six months and three months ending on the same date. The board of directors and management are responsible for the preparation and presentation of financial information for these interim periods, pursuant to International Accounting Standard IAS 34, "Interim Financial Reporting," and are responsible for the preparation of financial information for these interim periods under Chapter D of the Securities Regulations (Periodic and Immediate Reports), 5730-1970. Our responsibility is to express a conclusion regarding the financial information for these interim periods based on our review.
We did not review the condensed interim financial information of consolidated companies whose assets included in the consolidation constitute approximately 12.58% of the total consolidated assets as of June 30, 2024, and whose revenues included in the consolidation constitute approximately 51.16% and 53.08%, respectively, of the total consolidated revenues for the six-month and three-month periods ended on that date. Additionally, we did not review the condensed interim financial information of investments accounted for using the equity method, where the investment amounts to approximately NIS 207,440 thousand as of June 30, 2024, and the Company's share in their results amounts to approximately NIS 57,322 thousand and NIS 16,349 thousand, respectively, for the six-month and three-month periods ended on that date. The financial information for the condensed interim periods 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.
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.
Based on our review and on the review reports provided by other auditors, 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 auditors, nothing has come to our attention which 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.
1 Azrieli Center, POB 16593, Tel Aviv 6116402 | Telephone: 03-608-5555 | [email protected]
Jerusalem Office 3 Kiryat HaMada St. Har Hotzvim Tower Jerusalem 914510
Haifa Office 5 Ma'ale HaShihrur St. POB 5648 Haifa 3105502
Telephone : 02-501-8888 Fax : 02-537-4173 [email protected]
Telephone : 04-860-7333 Fax : 04-867-2528 [email protected]
Eilat Office HaMirkaz HaIroni POB 583 Eilat 8810402
Telephone: 08-637-5676 Fax: 08-637-1628 [email protected]
2
Nazareth Office 9 Marj Ibn Amer St. Nazareth 16100
Telephone: 073-399-4455 Fax: 073-399-445 [email protected] Beit Shemesh 1 Yigal Alon St. Beit Shemesh 9906201
| As at June 30 2024 NIS thousands |
2023 NIS |
As of December 31 2023 |
|
|---|---|---|---|
| thousands | NIS thousands | ||
| (Audited) | |||
| 200,389 | |||
| 94,889 | |||
| 62,081 | |||
| 98,262 | |||
| 682,030 | |||
| 18,538 | |||
| 23,656 | |||
| 1,930,406 | |||
| 3,299,831 | 1,471,992 | 3,110,251 | |
| 1,132,153 | |||
| 745,280 | |||
| 2,580,068 | |||
| 9,898 | |||
| 628,128 | 603,534 | 619,035 | |
| 1,113 | 1,107 | 1,166 | |
| 5,205 | 5,108 | 5,138 | |
| 414,953 | 263,696 | 292,518 | |
| 6,217 | 11,218 | 8,170 | |
| 34,305 | - | - | |
| 44,852 | 87,993 | 51,192 | |
| 26,588 | 37,934 | 26,590 | |
| 6,694,499 | 5,471,208 | ||
| 8,581,459 | |||
| 290,890 70,869 76,346 111,260 697,344 11,574 47,334 1,994,214 1,226,575 763,731 2,672,469 32,779 5,856,915 9,156,746 |
(Unaudited) 92,435 83,302 68,209 56,186 1,041,741 14,510 53,207 62,402 1,087,395 2,161,363 2,431,936 3,215 8,166,491 |
| As at June 30 | As of December 31 | ||||
|---|---|---|---|---|---|
| 2024 | 2023 | 2023 | |||
| NIS | NIS | ||||
| thousands | thousands | NIS thousands | |||
| (Unaudited) | (Audited) | ||||
| Current liabilities | |||||
| Credit from bank corporations and current maturities on long-term loans | 2,821,648 | 2,837,527 | 2,830,418 | ||
| Current maturities of bonds | 268,727 | 88,110 | 88,262 | ||
| Current maturities of long-term lease liability | 18,461 | 14,855 | 15,542 | ||
| Suppliers | 33,583 | 53,395 | 28,303 | ||
| Accounts payable | 71,700 | 65,806 | 61,291 | ||
| Current tax liabilities | 11,752 | 14,244 | 10,511 | ||
| Liability for provision of construction services | 4,751 | 5,693 | 6,540 | ||
| Advances for the sale of real estate inventory and building inventory | |||||
| under planning and construction | 69,193 | 28,458 | 41,480 | ||
| 3,342 | 2,812 | 2,841 | |||
| Loans from others | |||||
| Total current liabilities | 3,303,157 | 3,110,900 | 3,085,188 | ||
| Non-current liabilities Long-term loans from banks |
1,312,006 | 973,759 | 1,119,006 | ||
| Loans from others and other liabilities | 26,337 | 22,249 | 26,934 | ||
| Bonds | 747,085 | 798,091 | 787,948 | ||
| Lease liability | 428,670 | 269,328 | 301,193 | ||
| Deferred tax liabilities | 186,477 | 169,856 | 190,185 | ||
| Liability for provision of construction services long term | 3,562 | 17,221 | 3,562 | ||
| Other non-current liabilities | 10,379 | 11,430 | 11,685 | ||
| Total non-current liabilities | 2,714,516 | 2,261,934 | 2,440,513 | ||
| Capital attributed to shareholders of the Company | |||||
| Share capital | 3,226 | 3,026 | 3,226 | ||
| Premium on shares | 1,110,527 | 941,186 | 1,110,527 | ||
| Fund for operations between a corporation and its controlling owner | 30,491 | 30,491 | 30,491 | ||
| Surplus | 1,151,735 | 1,067,068 | 1,153,125 | ||
| Capital fund from exchange rate differences for translation of foreign | |||||
| activities | (67,869) | (72,294) | (66,792) | ||
| Other capital funds | (10,638) | (646) | (1,427) | ||
| Total capital attributed to shareholders of the Company | 2,217,472 | 1,968,831 | 2,229,150 | ||
| Non-controlling interests | 921,601 | 824,826 | 826,608 | ||
| Total capital | 3,139,073 | 2,793,657 | 3,055,758 | ||
| Total liabilities and capital | 9,156,746 | 8,166,491 | 8,581,459 | ||
| August 25, 2024 | |||||
| Date of approval of the financial Asaf Touchmair |
Barak Rosen | Nir Bodaga Bar | |||
| statements Chairman of the Board |
CEO and Director | CFO |
| For 6 month period ended June 30 |
For 3 month period ended June 30 |
Year ended December 31 2023 |
||||
|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 2023 |
||||
| NIS | NIS | NIS | NIS | |||
| thousands | thousands | thousands | thousands | NIS thousands | ||
| (Unaudited) | (Unaudited) | (Audited) | ||||
| Income: | ||||||
| Rental and management of real estate for investment | 38,853 | 32,936 | 19,824 | 15,712 | 71,822 | |
| Income from the sale of real estate inventory | 5,118 | 23,470 | 2,599 | 1,858 | 29,812 | |
| Income from the sale of residential apartments | 41,473 | 54,231 | 4,682 | 30,344 | 85,170 | |
| Income from renting real estate inventory | 12,686 | 11,252 | 6,194 | 5,744 | 22,705 | |
| Income from management fees | - | - | - | - | 3,099 | |
| Income from operation and management of a hotel | 143,960 | 146,995 | 77,913 | 83,584 | 309,908 | |
| Marketing and brokerage income | 7,436 | 13,141 | 4,779 | 5,708 | 20,754 | |
| Income from provision of construction services | 1,789 | 2,048 | 1,145 | 2,048 | 4,149 | |
| Appreciation of fair value of investment real estate | 31,167 | 16,225 | 30,076 | 12,456 | 86,892 | |
| Other income | 706 | 172 | 706 | 124 | 152 | |
| Total revenue | 283,188 | 300,470 | 147,918 | 157,578 | 634,463 | |
| Expenses and costs: | ||||||
| Cost of rent | 18,513 | 18,007 | 9,622 | 10,707 | 37,885 | |
| Cost of sale of apartment inventory | 2,495 | 6,898 | 1,449 | 2,892 | 9,311 | |
| Cost of sale of residential apartments | 29,379 | 37,226 | 6,240 | 21,221 | 56,409 | |
| Cost of operating and managing hotels | 113,514 | 146,189 | 61,744 | 75,044 | 277,745 | |
| Depreciation of fair value of investment real estate | 14,327 | 24,472 | 4,245 | 8,572 | 23,502 | |
| Expenses from provision of construction services | 1,789 | 2,048 | 1,145 | 2,048 | 4,149 | |
| Management and general expenses | 32,319 | 22,205 | 12,086 | 9,877 | 45,938 | |
| Marketing and sale expenses | 18,181 | 17,274 | 10,190 | 7,316 | 34,025 | |
| - | 197 | 447 | 197 | 2,185 | ||
| Other expenses Total costs and expenses |
230,517 | 274,516 | 107,168 | 137,874 | 491,149 | |
| Operating profit | 52,671 | 25,954 | 40,750 | 19,704 | 143,314 | |
| Changes in financial assets at fair value through | ||||||
| profit and loss | (22,714) | (168,132) | (33,407) | (9,039) | (152,595) | |
| Financing income | 19,389 | 22,455 | 11,135 | 11,943 | 61,719 | |
| Financing expenses | (57,670) | (54,708) | (31,802) | (24,828) | (111,059) | |
| Profit (loss) after financing | (8,324) | (174,431) | (13,324) | (2,220) | (58,621) | |
| Company's share in investments accounted for | ||||||
| using the equity method, net | 47,153 | 16,670 | 11,616 | 15,966 | 34,848 | |
| Profit (loss) before income taxes | 38,829 | (157,761) | (1,708) | 13,746 | (23,773) | |
| Income tax | 5,157 | 23,986 | 5,464 | 449 | (2,420) | |
| Profit (loss) for period | 43,986 | (133,775) | 3,756 | 14,195 | (26,193) | |
| Other comprehensive profit (loss) - amounts that will be classified in the future in the income statement: |
||||||
| Exchange differences on translating foreign | ||||||
| operations | (1,262) | 2,842 | 10,968 | 1,824 | 9,261 | |
| Other comprehensive profit (loss) - amounts that will not be classified in the future in the income statement: |
||||||
| Profit due to changes in fair value of a financial obligation designated at fair value through profit or loss attributable to changes in credit risk, net of |
||||||
| tax | 2,062 | - | 2,062 | - | (856) | |
| Total comprehensive profit (loss) | 44,786 | (130,933) | 16,786 | 16,019 | (17,788) |
(Cont.)
| ended June 30 | For 6 month period | ended June 30 | For 3 month period | Year ended December 31 |
|||
|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | 2023 | |||
| NIS | NIS | NIS | NIS | ||||
| thousands | thousands | thousands | thousands | NIS thousands | |||
| (Unaudited) | (Unaudited) | (Audited) | |||||
| Net profit (loss) attributed to: | |||||||
| Shareholders of the Company | 23,610 | (141,795) | (10,357) | 4,266 | (55,738) | ||
| Non-controlling interests | 20,376 | 8,020 | 14,113 | 9,929 | 29,545 | ||
| 43,986 | (133,775) | 3,756 | 14,195 | (26,193) | |||
| Total comprehensive profit (loss) attributable to: |
|||||||
| Shareholders of the Company | 24,595 | (139,783) | 1,499 | 5,461 | (49,006) | ||
| Non-controlling interests | 20,191 | 8,850 | 15,287 | 10,558 | 31,218 | ||
| 44,786 | (130,933) | 16,786 | 16,019 | (17,788) | |||
| Net profit (loss) per share attributed to the Company's shareholders (in NIS): |
|||||||
| Net basic profit (loss): | |||||||
| Net basic profit (loss) per share | 0.0732 | (0.4686) | (0.0321) | 0.0141 | (0.1826) | ||
| Diluted net profit (loss): | |||||||
| Diluted net profit (loss) per share | 0.0732 | (0.4686) | (0.0321) | 0.0141 | (0.1826) | ||
| Weighted average shares capital used in calculating earnings per share |
322,566 | 302,584 | 322,566 | 302,584 | 305,266 | ||
| Weighted average shares capital used in calculating diluted earnings per share |
322,566 | 302,584 | 322,566 | 302,584 | 305,266 |
| For a period of six months ending on June 30, 2024 (unaudited) | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Share capital NIS thousands |
Premium on shares NIS thousands |
Fund for activities between a corporation and its controlling owner NIS thousands |
Other capital funds NIS thousands |
Capital fund from exchange rate differences for translation of foreign activities NIS thousands |
Retained earnings NIS thousands |
Total attributed to owner 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 period | - | - | - | - | - | 23,610 | 23,610 | 20,376 | 43,986 |
| Capital reserve for translation differences |
- | - | - | - | (1,077) | - | (1,077) | (185) | (1,262) |
| IFRS9 adjustments Exchange rate gains due to translation of foreign activity |
- - |
- - |
- - |
2,062 - |
- - |
- - |
2,062 - |
- - |
2,062 - |
| Total comprehensive profit (loss) for the period |
- | - | - | 2,062 | (1,077) | 23,610 | 24,595 | 20,191 | 44,786 |
| Dividend paid | - | - | - | - | - | (25,000) | (25,000) | - | (25,000) |
| Capital investments with non-controlling right holders |
- | - | - | - | - | - | - | 80,000 | 80,000 |
| Transactions with non-controlling right holders | - | - | - | (11,272) | - | - | (11,272) | - | (11,272) |
| Distributions for non-controlling interests | - | - | - | - | - | - | - | (5,198) | (5,198) |
| Balance as of June 30, 2024 | 3,226 | 1,110,527 | 30,491 | (10,638) | (67,869) | 1,151,735 | 2,217,472 | 921,601 | 3,139,073 |
(Cont.)
| For a period of six months ending on June 30, 2023 (unaudited) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Share capital NIS thousands |
Premium on shares NIS thousands |
Fund for activities between a corporation and its controlling owner NIS thousands |
Other capital funds NIS thousands |
Capital fund from exchange rate differences for translation of foreign activities NIS thousands |
Retained earnings NIS thousands |
Total attributed to owner of the parent company NIS thousands |
Non controlling interests NIS thousands |
Total capital NIS thousands |
||
| Balance as of January 1, 2023 | 3,026 | 941,186 | 30,491 | 1,606 | (74,306) | 1,233,863 | 2,135,866 | 826,125 | 2,961,991 | |
| Profit (loss) for the period Exchange rate gains due to translation of foreign activity |
- - |
- - |
- - |
- - |
- 2,012 |
(141,795) - |
(141,795) 2,012 |
8,020 830 |
(133,775) 2,842 |
|
| - | - | - | - | 2,012 | (141,795) | (139,783) | 8,850 | (130,933) | ||
| Total profit (loss) for the period | ||||||||||
| Distributed dividend | - | - | - | - | - | (25,000) | (25,000) | - | (25,000) | |
| Capital investments with non-controlling right holders |
- | - | - | - | - | - | - | 3,168 | 3,168 | |
| Transactions with non-controlling right holders | - | - | - | (2,252) | - | - | (2,252) | 575 | (1,677) | |
| Distributions for non-controlling interests | - | - | - | - | - | - | - | (13,892) | (13,892) | |
| Balance as of June 30, 2023 | 3,026 | 941,186 | 30,491 | (646) | (72,294) | 1,067,068 | 1,968,831 | 824,826 | 2,793,657 |
(Cont.)
| For a period of three months ending on June 30, 2024 (unaudited) | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Share capital NIS thousands |
Premium on shares NIS thousands |
Fund for activities between a corporatio n and its controlling owner NIS thousands |
Other capital funds NIS thousands |
Capital fund from exchange rate differences for translation of foreign activities NIS thousands |
Retained earnings NIS thousands |
Total attributed to owner of the parent company NIS thousands |
Non controlling interests NIS thousands |
Total capital NIS thousands |
|
| Balance as of April 1, 2024 | 3,226 | 1,110,527 | 30,491 | (1,427) | (77,663) | 1,162,092 | 2,227,246 | 827,218 | 3,054,464 |
| Profit for the period | - | - | - | - | - | (10,357) | (10,357) | 14,113 | 3,756 |
| Capital reserve for translation differences |
- | - | - | - | 9,794 | - | 9,794 | 1,174 | 10,968 |
| IFRS9 adjustments Exchange rate gains due to translation of foreign activity |
- - |
- - |
- - |
2,062 - |
- - |
- - |
2,062 - |
- - |
2,062 - |
| Total comprehensive profit (loss) for the period |
- | - | - | 2,062 | 9,794 | (10,357) | 1,499 | 15,287 | 16,786 |
| Capital investments with non-controlling right holders |
- | - | - | - | - | - | - | 80,000 | 80,000 |
| Transactions with non-controlling right holders | - | - | - | (11,272) | - | - | (11,272) | - | (11,272) |
| Distributions for non-controlling interests | - | - | - | - | - | - | - | (904) | (904) |
| Balance as of June 30, 2024 | 3,226 | 1,110,527 | 30,491 | (10,638) | (67,869) | 1,151,735 | 2,217,472 | 921,601 | 3,139,073 |
(Cont.)
| For a period of three months ending on June 30, 2023 (unaudited) | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Share capital NIS thousands |
Premium on shares NIS thousands |
Fund for activities between a corporatio n and its controlling owner NIS thousands |
Other capital funds NIS thousands |
Capital fund from exchange rate differences for translation of foreign activities NIS thousands |
Retained earnings NIS thousands |
Total attributed to owner of the parent company NIS thousands |
Non controlling interests NIS thousands |
Total capital NIS thousands |
|||
| Balance as of April 1, 2023 | 3,026 | 941,186 | 30,491 | 1,606 | (73,489) | 1,062,802 | 1,965,622 | 823,420 | 2,789,042 | ||
| Profit for the period Exchange differences on translating foreign |
- | - | - | - | - | 4,266 | 4,266 | 9,929 | 14,195 | ||
| operations | - | - | - | - | 1,195 | - | 1,195 | 629 | 1,824 | ||
| Total comprehensive profit for the period | - | - | - | - | 1,195 | 4,266 | 5,461 | 10,558 | 16,019 | ||
| Transactions with non-controlling right holders | - | - | - | (2,252) | - | - | (2,252) | 575 | (1,677) | ||
| Distributions for non-controlling interests | - | - | - | - | - | - | - | (9,727) | (9,727) | ||
| Balance as of June 30, 2023 | 3,026 | 941,186 | 30,491 | (646) | (72,294) | 1,067,068 | 1,968,831 | 824,826 | 2,793,657 |
| Israel Canada (T.R) Ltd. | ||
|---|---|---|
| Condensed Consolidated Statements of Changes to Equity |
(Cont.)
| For the year ended December 31, 2023 (audited) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Share capital NIS thousands |
Premium on shares NIS thousands |
Fund for activities between a corporation and its controlling owner NIS thousands |
Other capital funds NIS thousands |
Capital fund from exchange rate differences for translation of foreign activities NIS thousands |
Retained earnings NIS thousands |
Total attributed to owner of the parent company NIS thousands |
Non controlling interests NIS thousands |
Total capital NIS thousands |
||
| Balance as of January 1, 2023 | 3,026 | 941,186 | 30,491 | 1,606 | (74,306) | 1,233,863 | 2,135,866 | 826,125 | 2,961,991 | |
| Profit (loss) for the year Exchange rate profits (losses) due to |
- | - | - | - | - | (55,738) | (55,738) | 29,545 | (26,193) | |
| translation of foreign activity Changes in the fair value of a financial |
- | - | - | - | 7,514 | - | 7,514 | 1,747 | 9,261 | |
| liability, net of tax | - | - | - | (782) | - | - | (782) | (74) | (856) | |
| Total comprehensive profit (loss) for the year | - | - | - | (782) | 7,514 | (55,738) | (49,006) | 31,218 | (17,788) | |
| Dividend paid | - | - | - | - | - | (25,000) | (25,000) | - | (25,000) | |
| Issue of shares | 200 | 169,341 | - | - | - | - | 169,541 | - | 169,541 | |
| Transactions with non-controlling right holders |
- | - | - | (2,252) | - | - | (2,252) | 867 | (1,385) | |
| Capital investments with non-controlling right holders |
- | - | - | - | - | - | - | 4,065 | 4,065 | |
| Distributions for non-controlling interests | - | - | - | - | - | - | - | (35,667) | (35,667) | |
| Balance as of December 31, 2023 | 3,226 | 1,110,527 | 30,491 | (1,427) | (66,792) | 1,153,125 | 2,229,150 | 826,608 | 3,055,758 | |
| For 6 month period ended June 30 |
For 3 month period ended June 30 |
Year ended December 31 |
||||
|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | 2023 | ||
| NIS | NIS | NIS | NIS | |||
| thousands | thousands | thousands | thousands | NIS thousands | ||
| (Unaudited) | (Unaudited) | (Audited) | ||||
| Cash flows from current activities Net cash used for current activities (Appendix |
||||||
| A) | (95,554) | (95,471) | (96,289) | (49,773) | (169,147) | |
| Cash flows from investment activities | ||||||
| Provision of loans to companies accounted for | ||||||
| using the equity method, net of tax | (53,600) | (52,361) | (26,169) | (18,943) | (105,958) | |
| Repayment of loans from companies accounted | ||||||
| for using the equity method, net of tax | 21,930 | 27,220 | 5,308 | 21,820 | 101,202 | |
| Purchase and investments in real estate for | ||||||
| investment (including real estate for investment | ||||||
| under construction), net | (68,733) | (101,282) | (40,074) | (42,446) | (182,058) | |
| Advances on real estate for investment | (22,881) | - | (16,884) | 1,473 | (9,559) | |
| Sale (purchase) of financial instruments at fair | ||||||
| value through profit and loss, net | 1,306 | 489,548 | (1,617) | 28,655 | 492,706 | |
| Purchase and investment of fixed assets | (18,319) | (44,541) | (13,628) | (17,150) | (71,377) | |
| Acquisition of other assets | - | (1,048) | - | - | (1,847) | |
| (65) | 55,398 | (65) | 24,888 | 55,368 | ||
| Change in restricted cash | ||||||
| Net cash arising from (used for) investment activities |
(140,362) | 372,934 | (93,129) | (1,703) | 278,477 | |
| Cash flows from financing activities | ||||||
| Issue of bonds, net | 226,517 | - | 226,517 | - | - | |
| Transactions with non-controlling right holders | (11,272) | (1,677) | (11,272) | (1,677) | (1,385) | |
| Credit from banks, net | 120,713 | (12,453) | 75,689 | (1,266) | 71,956 | |
| Repayment of bonds and buyback | (88,262) | (81,254) | (88,262) | (63,118) | (86,306) | |
| Issuance of shares, net | - | - | - | - | 169,541 | |
| Distributions for non-controlling interests | (5,198) | (13,892) | (904) | (9,728) | (35,667) | |
| Receipt of a loan from others | - | - | - | - | 5,896 | |
| Dividend paid | (25,000) | (25,000) | (25,000) | (25,000) | (25,000) | |
| Repayment of loan from others | (2,046) | (19,663) | (84) | (13,381) | (21,203) | |
| Repayment of lease liability | (8,483) | (7,143) | (4,698) | (3,645) | (14,348) | |
| Capital investments with non-controlling right | ||||||
| holders | 80,000 | 3,168 | 80,000 | - | 4,065 | |
| Long-term loan from banks | 169,999 | 90,383 | 123,903 | 12,193 | 286,600 | |
| Repayment of long-term loans from banks | (130,422) | (321,701) | (22,865) | (15,698) | (467,629) | |
| Net cash deriving from (used in) financing | ||||||
| activities | 326,546 | (389,232) | 353,024 | (121,320) | (113,480) | |
| Exchange rate differences for balances of | ||||||
| cash and cash equivalents | (129) | (347) | (99) | (3) | (12) | |
| Increase (decrease) in cash and cash | ||||||
| equivalents | 90,501 | (112,116) | 163,507 | (172,799) | (4,162) | |
| Balance of cash and cash equivalents at | ||||||
| beginning of period | 200,389 | 204,551 | 127,383 | 265,234 | 204,551 | |
| Balance of cash and cash equivalents at end of | 290,890 | 92,435 | 290,890 | 92,435 | 200,389 | |
| period |
| For 6 month period ended June 30 |
ended June 30 | For 3 month period | Year ended December 31 |
|||
|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | 2023 | ||
| NIS | NIS | NIS | NIS | |||
| thousands | thousands | thousands | thousands | NIS thousands | ||
| (Unaudited) | (Unaudited) | (Audited) | ||||
| Net profit (loss) for the period | 43,986 | (133,775) | 3,756 | 14,195 | (26,193) | |
| Adjustments to profit or loss sections: | ||||||
| Profits of companies treated according to the equity method (including financing income, |
||||||
| net), net of tax | (63,124) | (31,207) | (16,619) | (26,118) | (79,076) | |
| (Increase) decrease in fair value of real estate for | ||||||
| investment, net | (16,840) | 8,247 | (25,831) | (3,884) | (63,390) | |
| Loss from fair value adjustment of financial | ||||||
| instruments at fair value through profit or loss | 22,714 | 167,341 | 33,407 | 8,248 | 152,595 | |
| Revaluation of bonds | 1,342 | 4,837 | 802 | 91 | (102) | |
| Revaluation of loan from banking corporations | 23,963 | 16,492 | 7,320 | 12,887 | 19,956 | |
| Depreciation of fixed assets and assets for lease | 25,723 | 22,972 | 13,784 | 10,199 | 45,284 | |
| Revaluation of loan from others | 1,950 | 877 | 1,223 | 627 | 1,146 | |
| Net deferred taxes | 2,632 | (34,459) | (5,779) | (7,517) | 22,671 | |
| (1,640) | 155,100 | 8,307 | (5,467) | 99,084 | ||
| Changes in sections of assets and liabilities: | ||||||
| Decrease (income) in income tax receivables | 6,964 | (4,320) | (2,931) | (2,177) | (8,348) | |
| Increase (decrease) in advances for the sale of | ||||||
| real estate inventory | 27,713 | (17,017) | 16,833 | (11,093) | (3,995) | |
| (Increase) decrease in accounts receivable | (34,723) | 18,911 | (17,408) | (10,973) | 9,434 | |
| (Increase) in receivables for the sale of real estate and buildings under planning and |
||||||
| construction | (14,265) | (10,107) | (473) | (3,583) | (3,979) | |
| (Decrease) in suppliers | 5,280 | 2,723 | 7,349 | 15,438 | (22,369) | |
| Increase (decrease) in accounts payable and | ||||||
| other liabilities for current taxes | 11,596 | (12,873) | (5,946) | (12,290) | (26,458) | |
| Decrease in inventory of real estate and | ||||||
| buildings for sale due to sales (before purchase | ||||||
| and investment in land) | 25,438 | 41,250 | 2,395 | 22,139 | 60,700 | |
| 28,003 | 18,567 | (181) | (2,539) | 4,985 | ||
| Net cash arising from current activities | ||||||
| (before purchase and investment in land) | 70,349 | 39,892 | 11,882 | 6,189 | 77,876 | |
| Purchases and investments in land inventory | (165,903) | (135,363) | (108,171) | (55,962) | (247,023) | |
| Net cash used for current activities | (95,554) | (95,471) | (96,289) | (49,773) | (169,147) |
| For 6 month period ended June 30 |
For 3 month period ended June 30 |
Year ended December 31 |
||||
|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | 2023 | ||
| NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands | ||
| (Unaudited) | (Unaudited) | (Audited) | ||||
| Cash paid during the period for: | ||||||
| Interest | 131,057 | 119,260 | 75,421 | 52,399 | 268,176 | |
| Income tax | 2,990 | 12,280 | 2,114 | 5,177 | 8,466 | |
| Cash received during the period for: | ||||||
| Interest | 2,539 | 2,259 | 892 | 1,221 | 4,084 | |
| Income tax | 19,828 | - | - | - | - |
Israel Canada (T.R) Ltd. (hereinafter - the "Company" or "Group") is engaged through consolidated companies in the initiation, 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 annual financial statements of the Company as of December 31, 2023, and for the year then ended, and the accompanying notes, except for new standards.
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, 2023, 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.
To determine the fair value of investment property, the Company relies on an appraisal conducted by an independent appraiser once a year or at the initial recognition of the investment property. Additionally, at each interim reporting date, the Company assesses the need to update the estimated fair value of its investment property 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 June 30, 2024, the Company, with the assistance of external appraisers, examined whether there were indications that the fair value of the investment property materially differed from the value estimated by an external appraiser on December 31, 2023. In the review conducted during the reporting period, which included economic impact factors such as capitalization rates, occupancy rates, and rent levels for the Company's properties, planning changes to the property, and real estate transactions, the Company recognized a net increase in fair value of investment property in the amount of approximately NIS 17 million (excluding investments accounted for using the equity method).
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.
Current 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.
| Exchange rate of | Known consumer |
Known construction |
||||
|---|---|---|---|---|---|---|
| Dollar | Euro | Ruble | price index | inputs index | ||
| (NIS to USD 1) | (NIS to EUR 1) | (NIS to RUB 1) | (Points) | Points | ||
| Date of the financial statements: |
||||||
| As of June 30, 2024 | 3.759 | 4.0202 | 0.043 | 107.2 | 131.2 | |
| As of June 30, 2023 | 3.7 | 4.0185 | 0.042 | 110.4 | 129.6 | |
| As of December 31, | ||||||
| 2023 | 3.627 | 4.0116 | 0.04 | 105 | 129.8 | |
| Change rates: | % | % | % | % | % | |
| For a period of six months ended: |
||||||
| On June 30, 2024 | 3.63 | 0.21 | 7.5 | 2.09 | 1.07 | |
| On June 30, 2023 | 5.14 | 7 | (12.5) | 2.32 | 1.8 | |
| For a period of three months ended: |
||||||
| On June 30, 2024 | 2.11 | 1.03 | 10.25 | 1.13 | 0.77 | |
| On June 30, 2023 | 2.35 | 2.2 | (8.7) | 0.64 | 0.54 | |
| For year ending on: | ||||||
| On December 31, 2023 | 3 | 6.89 | (16.67) | (2.68) | 1.96 |
International Financial Reporting Standard 18 "Presentation and Disclosure in Financial Statements" ("IFRS 18")
On April 9, 2024, IFRS 18 was published, replacing International Accounting Standard 1 "Presentation of Financial Statements" ("IAS 1"). The purpose of this standard is to improve how entities communicate information to users of their financial statements.
The standard focuses on the following areas:
Additionally, upon the application of IFRS 18, amendments to other IFRS standards will come into effect, including amendments to International Accounting Standard 7 "Statement of Cash Flows," intended to enhance comparability between entities. The changes primarily include the use of operating profit subtotal as a single starting point in applying the indirect method for reporting cash flows from operating activities, and the elimination of options for selecting accounting policies regarding the presentation of interest and dividends. As a result, except in certain cases, interest and dividends received will be included under cash flows from investing activities, while interest paid and dividends paid will be included under financing activities.
The standard will take effect for annual reporting periods beginning on or after January 1, 2027. It is applied retrospectively, with specific transition provisions. Early adoption is permitted; however, according to the Securities Authority's decision, early adoption will only be allowed starting from the period beginning January 1, 2025 (financial statements for the first quarter of 2025).
The Company is examining the impact of IFRS 18, including the impact of amendments to other IFRS standards resulting from its application, on the financial statements.
Key Amendments to IFRS 9:
Main amendments to IFRS 7:
The amendments will take effect for annual reporting periods beginning on or after January 1, 2026. Early adoption is possible, provided all the amendments are applied simultaneously or only the amendments related to the classification of financial assets are applied.
An entity is required to apply the amendments retrospectively. The entity is not required to restate prior periods at the date of initial application but may do so if, and only if, it can be done without the use of hindsight.
As part of the annual improvement process, several amendments to IFRS standards were published in July 2024, including:
The amendments will take effect for annual reporting periods beginning on January 1, 2026, or later. Early adoption is possible with disclosure of this fact.
The amendment to IFRS 9 regarding the derecognition of lease liabilities will apply to lease liabilities extinguished at the beginning of the annual reporting period in which the amendment is first applied.
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 at June 30 | As of December 31 | ||||
| 2024 | 2023 | 2023 | |||
| NIS thousands | NIS thousands | NIS thousands | |||
| (Unaudited) | (Audited) | ||||
| Financial liabilities: | |||||
| Bonds (Series F) and interest payable | 19,673 | 108,124 | 107,618 | ||
| Bonds (Series G) and interest payable | 769,699 | 778,494 | 768,592 | ||
| Bonds (Series H) and interest payable | 226,734 | - | - | ||
| 1,016,106 | 886,618 | 876,210 |
| As at June 30 | As of December 31 |
||
|---|---|---|---|
| 2024 | 2023 | 2023 | |
| NIS thousands | NIS thousands | NIS thousands | |
| (Unaudited) | (Audited) | ||
| Financial liabilities: | |||
| Bonds (Series F) and interest payable | 19,275 | 105,960 | 107,236 |
| Bonds (Series G) and interest payable | 740,106 | 739,988 | 717,561 |
| Bonds (Series H) and interest payable | 227,473 | - | - |
| 986,854 | 845,948 | 824,797 |
Further to what is stated in Note 8b(4)h of the Company's consolidated financial statements as of December 31, 2023, regarding the engagement of the project company and its shareholders with a third party in an allocation agreement, shares constituting 20% of the issued and paid-up share capital of the project company were allocated to the partner based on an asset value of approximately NIS 770 million. The transaction was completed on February 25, 2024.
On April 18, 2024, the Company, together with BSR Engineering and Development Ltd. (hereinafter: the "Main Shareholders") and Vertical City Ltd. (hereinafter: the "Seller"), entered into an agreement with Clal Insurance Company Ltd. and Clal Pension and Provident Ltd. (hereinafter together: the "Purchaser") for the Purchaser to invest a total amount of approximately NIS 160 million in exchange for an allocation of shares (including the provision of an owner loan) (hereinafter: the "Consideration"), representing approximately 24.5% of the issued and paid-up share capital of Vertical City, free and clear, which will be paid to the Seller upon completion and subject to the fulfillment of preconditions.
The preconditions for the transaction's completion are to be met within 120 days from the signing date of the agreement, the main ones being:
Receiving approval from the bank that provided financing for the land purchase for entering into the agreement and allocating the shares to the Purchaser.
Obtaining the approval of Director General of Competition to the engagement in this Agreement.
Upon the transaction's completion, and subject to the fulfillment of the preconditions and the allocation of the shares, the Company will hold approximately 55.9% of the issued and paid-up share capital and voting rights of Vertical City.
The transaction was executed at a value similar to the land value in the books of the associated company; therefore, there is no impact on the Company's financial statements.
On June 25, 2024, the preconditions for the Vertical City transaction were met, and accordingly, 24.5% of the issued and paid-up share capital of Vertical City was allocated to Clal, and on June 27, 2024, the full consideration was received.
Further to what is stated in Note 12b(4) of the Company's consolidated financial statements as of December 31, 2023, on May 7, 2024, Midtown Ltd. (hereinafter: "Midtown") signed a credit facility agreement with a local bank for a total amount of approximately NIS 348 million, to be repaid no later than 2030. Until full repayment, the Company will repay the principal at a rate of 4% annually, with the remaining loan balance to be repaid on the loan's final maturity date. During May 2024, Midtown utilized an additional NIS 90 million from the facility. The loan balance as of June 30, 2024, stands at approximately NIS 348 million.
On May 20, 2024, the Company received an initial rating of ilA- with a positive outlook from S&P Maalot for the Company and its Series F and Series G Bonds. On June 23, 2024, S&P Maalot announced a rating of ilA- for a new bond issuance (Series H).
Further to what is stated in Note 15t of the Company's consolidated financial statements as of December 31, 2023, on March 21, 2024, Israel Canada Sde Dov Ltd., a wholly owned subsidiary of the Company, received a digging and anchoring permit for the project according to the decision of the Tel Aviv Local Planning and Building Committee. In April 2024, the excavation and anchoring contractor began work. Additionally, the loan balance on the land, amounting to approximately NIS 1.13 billion as of June 30, 2024, was extended until December 31, 2024.
Further to what is stated in Note 15n of the Company's consolidated financial statements as of December 31, 2023, the hospitality company is negotiating to acquire 100% of the Brown Hotels' operations. As of the Report's publication date, no memorandum of understanding and/or binding agreement has been signed between the parties, and the Company cannot assess the chances of success of the said negotiations.
On June 25, 2024, the Company issued Bonds Series H, totaling approximately NIS 228.9 million par value, for consideration of approximately NIS 226.5 million at a fixed annual interest rate of 6.95%. The bond principal will be repaid in four annual installments on June 30 of each year from 2028 to 2031, equally such that on each date, 25% of the total par value of the bonds will be paid. The first principal payment will be made on June 30, 2028, and the last principal payment will be made on June 30, 2031.
The interest is paid in equal semi-annual installments on December 31, 2024, and on each June 30 and December 31 of each year from 2025 to 2030, with the last interest payment on June 30, 2031. The annual interest rate is fixed at approximately 6.95%.
The Company has committed to maintaining the following financial covenants:
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%.
As of June 30, 2024, the Company complies with the above financial covenants.
Definitions are below:
"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 minority 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.
From March 26, 2024, Mr. Guy Canada was appointed Deputy CEO of the Company.
From May 23, 2024, Mr. Nir Bodaga Bar was appointed CFO of the Company.
Ms. Merav Segal ended her role as Deputy CEO and CEO of subsidiaries on April 1, 2024, and serves as an external advisor to the Company.
From April 1, 2024, Mr. Eran Shani ended his role as Deputy CEO and began serving as CEO of Midtown Jerusalem (Israel-Canada).
From February 28, 2024, Mr. Shlomo Broaris ended his role as VP of Planning and Licensing at the Company.
On May 27, 2024, the Company (indirectly), via two special-purpose partnerships, each held at an 80% share by the Company indirectly and the remaining 20% by an investor, won a tender conducted by the Israel Land Authority (hereinafter: "ILA") for the acquisition of leasehold rights on a plot of land measuring approximately 2.4 dunams at 4-6 Dubnov Street in Tel Aviv (hereinafter: the "Property"). The Property is designated for the construction of a tower of up to 45 floors, including 170 residential units with a built-up area of approximately 17,500 square meters (above ground) of commercial and employment spaces, and approximately 1,500 square meters (net) of public areas, in consideration for approximately NIS 437 million plus VAT as required by law.
The consideration for the purchase of the Property will be paid on the dates specified below: a. An amount equivalent to approximately NIS 46 million was paid through the realization of the guarantee provided as part of the tender conditions. b. The remaining consideration, amounting to approximately NIS 391 million plus VAT and development expenses (hereinafter: "Remaining Consideration"), will be paid within 90 days from the date of the winning notice in the tender.
As part of the agreement with the investor, the investor injected approximately NIS 80 million into the project.
The purchasers intend to advance permits to establish the project per the existing urban building plan for the Property.
Regarding the completion of the project acquisition, see also Note 5e.
Further to what is stated in Note 15j of the Company's consolidated financial statements as of December 31, 2023, on February 18, 2024, the architectural design plan for the project was approved. The Company intends to start marketing the residential rights towards the end of the year.
The remaining loan balance on the land, amounting to approximately NIS 298 million as of June 30, 2024, has been extended until June 30, 2026.
Further to Note 32a in the Company's consolidated financial statements as of December 31, 2023, on February 29, 2024, the Company received the committee's protocol, according to which the committee decided to approve the Morasha Employment Zone plan in Ramat Hasharon for the establishment of a complex that will integrate residential, commercial, employment, and public buildings according to the rights approved prior to the plan's deposit approval, regarding which the municipality filed an appeal.
Further to what is stated in Note 32(b) of the Company's consolidated financial statements as of December 31, 2023, on March 21, 2024, the hospitality company signed a lease and management agreement for the "Shalom" hotel in Jerusalem, which includes 288 rooms. The lease period begins on April 1, 2024. See also Note 5b.
Further to what is stated in Note 32c of the Company's consolidated financial statements as of December 31, 2023, on March 26, 2024, the Company's Board of Directors approved a cash dividend distribution of NIS 25 million to the Company's shareholders.
On April 10, 2024, the dividend was paid to the shareholders.
On February 25, 2024, ICR (hereinafter: "ICR") entered into an agreement to sell its holdings (50%) in ICR Ram HaYarkon Ltd. (hereinafter: "HaYarkon Ltd.") to a partner in ICR HaYarkon Ltd., who is also a related party to ICR. The total consideration in the transaction is approx. NIS 55 million (of which approx. NIS 25 million is the return on shareholder loans provided by ICR to Hayarkon).
The sale will be carried out in three stages, below are the main points of the sale agreement:
On July 15, the investee company notified the partner that it wishes to exercise the option granted in the second stage to require the partner to purchase 50% of the investee company's holdings in HaYarkon Ltd.
On August 20, 2024, the proceeds of the second stage were received in the amount of approximately NIS 27.5 million.
c. In the third stage - if the option mentioned above is exercised, ICR has the right to require the partner, and the partner has the right to require ICR, to sell it the remaining share held by ICR, which constitutes 1% of the company and 2% of ICR's holdings in the company, as well as the relevant portion of the owner loan, at a price reflecting the price of the option shares, which is NIS 1.1 million. This amount is linked to the Consumer Price Index from the date of exercise of the second tranche until actual payment, including owner loans provided up to that date, along with interest.
From the signing of the agreement until the end of the exercise of the option, the partner will disburse 99% of the owner's loans that will be required by ICR for its operation.
On March 31, 2024, the first stage was completed and ICR recorded a profit during the reporting period in the amount of approximately NIS 9 million before tax as part of the other income section. ICR is accounted for using the equity method.
Further to what was stated in Note 8b(4)d of the Company's consolidated financial statements as of December 31, 2023, during the first half of 2024, Morgal received a total of approximately USD 20.4 million. This amount represents, according to the agreements between it and the buyer (as defined in the Company's consolidated financial statements as of December 31, 2023), the completion of the minimum consideration for the Second Block plots (paid in quarterly installments through bank letters of credit) to the updated consideration for the Second Block plots based on the actual sale prices of the apartments in the project. Additionally, during the first quarter, the remaining balance of the full consideration to Morgal for the First Block was completed, totaling approximately USD 1.2 million.
Also, during the first quarter, an occupancy permit was received for all the apartments, the parking lots and the commercial areas built on the plots of the second block. In this way, in fact, the suspension condition as defined in Note 8b(4)d in the Company's consolidated financial statements for December 31, 2023, in connection with the first and second block plots, ceases to exist.
During the reporting period, the final price was agreed upon between the Company and the buyer, for lot 64 (in accordance with the mechanisms established for this purpose in the agreement between the parties) in the amount of approximately USD 6.2 million, and accordingly, the amount that the buyer must pay in order to complete the above-mentioned final price was determined (hereinafter: the "Payment Completion"). It was also agreed that the Payment Completion will be paid by July 31, 2024. After the reporting period, USD 29 thousand were paid, reflecting the payment of the full balance. See also Note 7a.
Further to Note 12b(6) in the Company's consolidated financial statements as of December 31, 2023, on April 21, 2024, an additional amendment to the financing agreement was signed with the bank to provide an additional credit facility of approximately NIS 80 million. Following this increase, the total credit facility will amount to approximately NIS 650 million. The utilized balance as of June 30, 2024, stands at approximately NIS 619 million. The credit facility bears a variable annual interest rate of Prime + 0.84%.
On May 7, 2024, the local committee decided to recommend to the district committee a deposit under the terms of a plan to strengthen building rights in the complex for the construction of a 65-story tower with mixed uses for employment, residence and commerce. The scope of tradable building rights under the plan is about 91,000 sq.m, of which about 23,000 sq.m are for employment, 400 sq.m for commerce and in addition about 7,000 sq.m for public buildings. Following this recommendation, and in light of the increased construction rights relative to the existing plan, the project company recorded appreciation of approx. NIS 28 million (Company's share - 50%). The Company is working to complete a plan for submission in the coming weeks to the district committee for discussion and approval.
Further to Note 15 in the Company's consolidated financial statements for December 31, 2023, during the reporting period, the Company completed the purchase of all the shares of the partner in the project.
Further to Note 31 of the Company's consolidated financial statements as of December 31, 2023: From the beginning of the year until shortly before the Report's publication date, sales contracts and subscription forms were signed for the Company's and ICR's projects for 310 apartments, totaling approximately NIS 1.9 billion, including VAT. Additionally, additional office spaces were sold in the Vertical City and Midtown Jerusalem projects, amounting to approximately NIS 97 million, incl. VAT. Regarding the Company's hotel sector, as of June 30, 2024, and the Report's publication date, the Iron Swords War did not have a significant impact on the Company's results in the second quarter of 2024, given the high occupancy of the Company's hotels, including hosting evacuated residents from the south and north as needed and as required, while adjusting the expense level to the operational scope during this period. However, the prolongation and/or escalation of the Iron Swords 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 hospitality operations in the coming quarters, which at this stage cannot be estimated.
As of the Report's publication date, the impact of the war on the Company's operating results is present but not significant, and it is expected to remain so in the immediate term, provided there is no significant expansion of the war. This is due to the Company's financial strength, business condition, cash flow, and the stages of its various projects. However, there may be minor changes in the profitability of the projects. The prolongation of the conflict for an extended period and/or the expansion of the war to develop into a full-scale confrontation on the northern border front and/or an escalation against Iran and/or on other fronts could have a significant impact on the Company's operations, as they may lead to: (1) the cancellation/reduction of projects and delays in the pace of initiation processes and entry into new projects; (2) delays in the planning, licensing, and execution procedures of projects; (3) a decline in the financial stability of key subcontractors and suppliers; (4) increased construction costs; (5) a significant decrease in demand for residential units/office spaces/commercial areas marketed by the Company (due to a decrease in the economic capability of potential buyers/tenants, a generally low morale, and the uncertainty associated with a wartime period); (6) a decrease in sale/rental prices and/or tenants leaving; (7) a restriction on the volume of bank credit available to the real estate sector, increased requirements for financing (including requirements for increased equity provided by the Company in projects), tougher financing conditions, and delays in the provision of the necessary financing to the Company for its operations (as this is also dependent, among other things, on the pace of marketing apartments/offices/renting spaces in projects); (8) an excess supply of rental spaces; (9) non-compliance of buyers/tenants with their obligations to the Company; (10) an impact on domestic and incoming tourism in a manner that affects occupancy in hotels managed by the Company, and accordingly, the income and profitability of this sector.
On August 6, 2024, a decision was made by the Tel Aviv-Yafo Municipality Council regarding the Company's (indirectly) winning, through Pangaea Sde Dov Offices, a limited partnership wholly owned and controlled by the Company, in a tender conducted by the Tel Aviv Municipality for the acquisition of leasehold rights in Plot No. 306 according to Plan TAMAL 3001 – Eshkol Sde Dov Neighborhood, an area of approximately 4.5 dunams, designated for commerce and employment, in consideration of approx. NIS 127 million plus VAT. The consideration for the land will be paid such that 50% of the consideration amount will be paid within 45 days from the date of the winning notification, and the remaining 50% of the consideration will be paid within 60 days from the date of the first payment mentioned.
On August 15, 2024, the hospitality company received a lawsuit filed in the amount of approx. NIS 33.4 million against Israel Canada Hotels Ltd. and the CEO of the hospitality company, Mr. Reuven Elkes, concerning negotiations conducted by the Company with a third party that did not result in a binding agreement. At this preliminary stage, the Company is reviewing the lawsuit. It is noted that the statement of claim does not challenge the Company's rights in the Shalom Hotel under the existing lease agreement held.
On August 19, 2024, ICR Israel Canada Ram Holdings Ltd. ("ICR"), a significant associate company held indirectly by the Company at a rate of 50%, entered into an investment agreement with Clal Insurance Company Ltd. Subject to the fulfillment of preconditions, ICR will allocate to Clal shares that will constitute 15% of the issued and paid-up share capital of ICR, in exchange for an investment of approx. NIS 258 million. Upon completion of the transaction, the Company will indirectly hold shares that will constitute approx. 42.5% of ICR.
The completion of the transaction is subject to the fulfillment of standard conditions precedent within 90 days, including obtaining approvals from third parties (banks). The investment proceeds will also be used to repay owner loans provided to ICR (the Company's share is approximately NIS 67 million).
The Company expects that the transaction's completion will result in a net profit of approx. NIS 70 million.
On August 22, 2024, a wholly owned subsidiary of the Company, together with a third-party partner in equal parts, completed the acquisition of rights to an office floor in a building located on Hashlulim Street in Herzliya for approximately NIS 46.2 million (the Company's share is NIS 23.1 million). The transaction was completed through bank financing obtained by the Company from a local bank. The acquired spaces are fully leased, and the rental income has been pledged to the financing bank.
On August 22, 2024, the Company (indirectly), through two special-purpose partnerships, each held at an 80% share by the Company, completed the acquisition of rights in the Dubnov tender (detailed in Note 4(h) above). The remaining consideration was paid through financing obtained jointly by the special-purpose partnerships from a local bank, totaling approx. NIS 354 million, with financing terms of Prime + 0.15% for a period of approx. 12 months. Additionally, financing for VAT payments was obtained in the amount of approx. NIS 75 million, with an annual interest rate of Prime + 0.15% for a period of approx. 4 months.
As of June 30, 2024, the Company has a loss of approximately NIS 25 million for the six months ended June 30, 2024. After the balance sheet date and up to the date of publication of the financial statements, the share price of Norstar increased by approximately 42%. If there are no further significant changes in the share price, the Company is expected to record a pre-tax profit of approximately NIS 26.5 million in the third quarter from this investment in these shares.
On August 14, 2024, a Form 4 was received for the Ahad Ha'am project, and the Company is expected to complete the process of handing over the apartments by the end of the third quarter.
On July 28, 2024, the local committee decided to recommend to the district committee the conditional deposit of a plan to increase building rights in the LIR 30 complex. Upon approval of the plan, the total building rights in the complex will amount to approximately 354,000 square meters, of which 277,000 square meters will be designated for commercial and employment use, 24,000 square meters for public buildings, and 53,000 square meters for residential rental and student dormitories.
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: |
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. |
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|---|---|---|---|---|
| Segment B - Real estate in Israel: | Generates its revenue from the Company's activities in selling and/or marketing land in Israel. |
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| 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. |
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| 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. |
| For a period of six months ending on June 30, 2024 (unaudited) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Establishing projects in Israel |
Real estate for Real property Real property investment in In Russia In Israel Israel |
Hotels | Other | Adjustments | Total | |||
| NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
|
| Income | 259,182 | 48,709 | 22,918 | 37,360 | 143,945 | 9,244 | (238,170) | 283,188 |
| Sector's results | 39,138 | 48,190 | 12,762 | 46,715 | 30,431 | (198) | (81,357) | 95,679 |
| Unattributed expenses | (43,008) | |||||||
| Profits of investee companies | 47,153 | |||||||
| Financing expenses | (80,384) | |||||||
| Financing income | 19,389 | |||||||
| Profit before income tax | 38,829 | |||||||
| Total sector assets | 4,628,163 | 241,448 | 1,199,433 | 3,196,861 | 1,112,778 | 269,634 | (1,491,571) | 9,156,746 |
| Sector liabilities | (3,599,750) | (84,179) | (522,248) | (1,689,530) | (893,310) | (151,083) | 922,428 | (6,017,673) |
Note 6 - Sector Reporting (cont.)
| For a period of six months ending on June 30, 2023 (unaudited) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Establishing projects in Israel |
Real property In Israel |
Real estate for investment in Israel |
Hotels | Real property In Russia |
Other | Adjustments for consolidated |
Total | |
| NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
|
| Income | 334,988 | 55,430 | 33,914 | 146,995 | 31,795 | 16,708 | (319,360) | 300,470 |
| Sector's results | 49,023 | 37,363 | (8,786) | 413 | 31,388 | 3,005 | (59,261) | 53,145 |
| Unattributed expenses Profits of investee companies Financing expenses Financing income |
(27,191) 16,670 (222,840) 22,455 |
|||||||
| Loss before income tax | (157,761) | |||||||
| Total sector assets | 4,123,642 | 1,207,723 | 3,463,270 | 944,172 | 195,060 | 219,232 | (1,968,608) | 8,166,491 |
| Sector liabilities | (3,392,618) | (559,154) | (1,732,132) | (734,058) | (84,179) | (90,214) | 1,219,521 | (5,372,834) |
| For a period of three months ending on June 30, 2024 (unaudited) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Establishing projects in Israel NIS |
Real property In Russia NIS |
Real property In Israel NIS |
Real estate for investment in Israel NIS |
Hotels NIS |
Other NIS |
Adjustments NIS |
Total NIS |
|
| thousands | thousands | thousands | thousands | thousands | thousands | thousands | thousands | |
| Income | 96,980 | 889 | 9,046 | 14,778 | 77,898 | 4,501 | (56,174) | 147,918 |
| Sector's results | 9,796 | 3,522 | 3,839 | 46,400 | 16,275 | 284 | (20,076) | 60,039 |
| Unattributed expenses Profits of investee companies Financing expenses Financing income |
(19,289) 11,616 (65,209) 11,135 |
|||||||
| Loss before income tax | (1,708) |
Note 6 - Sector Reporting (cont.)
| For a period of three months ending on June 30, 2023 (unaudited) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Establishing projects in Israel NIS thousands |
Real property In Israel NIS thousands |
Real estate for investment in Israel NIS thousands |
Hotels NIS thousands |
Real property In Russia NIS thousands |
Other NIS thousands |
Adjustments for consolidated NIS thousands |
Total NIS thousands |
|
| Income | 184,305 | 18,520 | 17,478 | 83,584 | 31,795 | 9,651 | 187,960)) | 157,578 |
| Sector's results Unattributed expenses Profits of investee companies Financing expenses Financing income |
27,325 | 10,998 | (1,736) | 8,148 | 31,804 | 6,059 | 48,518)) | 34,080 (14,376) 15,966 (33,867) 11,943 |
| Profit before income tax | 13,746 |
Note 6 - Sector Reporting (cont.)
| For the year ended December 31, 2023 (audited) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Establishing projects in Israel |
Real property In Israel |
Real estate for investment in Israel |
Hotels | Real property In Russia |
Other | Adjustments for consolidated |
Total | |
| NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
|
| Income | 893,562 | 79,785 | 65,707 | 309,908 | 34,177 | 27,754 | (776,430) | 634,463 |
| Sector's results Unattributed expenses Profits of investee companies Financing expenses Financing income |
99,797 | 51,562 | 115,100 | 31,374 | 21,935 | 6,335 | (126,572) | 199,531 (56,217) 34,848 (263,654) 61,719 |
| Profit before income tax | (23,773) | |||||||
| Total sector assets | 4,618,497 | 1,217,400 | 3,203,803 | 958,434 | 202,920 | 249,640 | (1,869,235) | 8,581,459 |
| Sector liabilities | (3,602,063) | (587,811) | (1,646,202) | (744,827) | (84,179) | (125,272) | 1,264,653 | (5,525,701) |
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 at June 30 | As of December 31 | |||
|---|---|---|---|---|
| 2024 | 2023 | 2023 | ||
| NIS | NIS | |||
| thousands | thousands | NIS thousands | ||
| (Unaudited) | (Audited) | |||
| Current assets* | 162,237 | 35,122 | 43,390 | |
| Non-current assets | 283,470 | 317,806 | 289,411 | |
| Current liabilities | (72,527) | (63,510) | (65,389) | |
| Non-current liability | (102,187) | (137,363) | (93,982) | |
| Equity attributable to shareholders | (270,994) | (152,055) | (173,430) | |
| Company's share of the equity, net | 135,497 | 76,027 | 86,715 | |
| Loans and other adjustments | 50,353 | 60,768 | 57,576 | |
| Book value of the investment in the associate company |
185,850 | 136,795 | 144,291 |
| For 6 month period ended June 30 |
ended June 30 | For 3 month period | Year ended December 31 |
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|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | 2023 | ||
| NIS | NIS | NIS thousands |
NIS thousands |
NIS thousands | ||
| thousands thousands (Unaudited) |
(Unaudited) | (Audited) | ||||
| Income | 97,418 | 61,824 | 1,778 | 61,824 | 61,824 | |
| Gross profit | 97,418 | 37,602 | 1,778 | 37,602 | 38,651 | |
| Operating profit (loss) | 103,172 | (19,585) | 5,447 | (19,461) | (21,778) | |
| Profit (loss) after tax | 76,925 | (47,397) | 1,011 | (36,202) | (35,253) | |
| Profit (loss) belonging to the shareholders |
76,925 | (47,397) | 1,011 | (36,202) | (35,253) | |
| Company's share of profit (loss) |
38,462 | (23,698) | 505 | (18,101) | (17,626) |
See also Note 4p.
* The amount includes cash surpluses, of which the Company's share is approximately USD 6 million. The distribution of surpluses in the associate company is subject to regulatory restrictions in Russia. The Company, together with its partner, is working to transfer the surpluses to Israel. At this stage, the required approvals for transferring the surpluses to Israel have not yet been obtained. The Company continues its efforts to obtain the necessary approvals.
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 at June 30 | ||||
|---|---|---|---|---|
| 2024 | 2023 | 2023 | ||
| NIS thousands |
NIS thousands |
NIS thousands | ||
| (Unaudited) | ||||
| Current assets | 3,128,346 | 3,153,243 | 3,086,014 | |
| Non-current assets | 103,927 | 155,477 | 151,218 | |
| Current liabilities | (2,437,395) | (2,625,847) | (2,511,876) | |
| Non-current liability | (512,840) | (476,790) | (474,607) | |
| Equity attributable to shareholders | (282,038) | (206,083) | (250,749) | |
| Company's share of the equity, net | 141,019 | 103,041 | 125,374 | |
| Loans and other adjustments | 162,843 | 155,721 | 158,343 | |
| Book value of the investment in the associate company |
303,862 | 258,762 | 283,717 |
| For 6 month period ended June 30 |
For 3 month period ended June 30 |
Year ended December 31 |
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|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | 2023 | |
| NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands |
NIS thousands | |
| (Unaudited) | (Unaudited) | (Audited) | |||
| Income | 435,412 | 1,070,891 | 184,591 | 817,299 | 1,616,783 |
| Gross profit | 87,654 | 96,032 | 38,412 | 53,785 | 198,463 |
| Operating profit | 77,447 | 70,214 | 28,411 | 38,758 | 157,745 |
| Profit after tax | 31,289 | 41,643 | 7,667 | 22,826 | 86,310 |
| Profit belonging to partners |
31,289 | 41,643 | 7,667 | 22,826 | 86,310 |
| Company's share of profit | 15,644 | 20,821 | 3,833 | 11,413 | 43,155 |
The financial statements were approved for publication on August 25, 2024 by the Company's Board of Directors.
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