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Ellomay Capital Ltd.

Investor Presentation Oct 1, 2023

6770_rns_2023-10-01_114415a2-200a-4c82-a075-47c0d5472b34.pdf

Investor Presentation

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of October 2023 Commission File Number: 001-35284

Ellomay Capital Ltd. (Translation of registrant's name into English)

18 Rothschild Blvd., Tel Aviv 6688121, Israel (Address of principal executive office)

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

Form 20-F [X] Form 40-F [ ]

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

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

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

$$\begin{array}{ccc} \text{Yes} & \begin{bmatrix} \end{bmatrix} & \begin{array}{c} \end{array} & \begin{array}{c} \text{No} \end{array} \begin{array}{c} \text{[X]} \end{array} \end{array}$$

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________

Explanatory Note

On October 1, 2023, Ellomay Capital Ltd. published an investors presentation (the "Presentation"). The Presentation is attached hereto as Exhibit 99.1.

Exhibit Index

This Report on Form 6-K of Ellomay Capital Ltd. includes of the following document, which is attached hereto and incorporated by reference herein:

Exhibit 99.1 - October 2023 Investors Presentation

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Ellomay Capital Ltd.

By: /s/ Ran Fridrich Ran Fridrich Chief Executive Officer and Director

Dated: October 1, 2023

Initiation, Development and Operation of Renewable Energy Projects for the Generation and Storage of Electricity and Gas in a Range of Technologies

Investors Presentation October 2023

Legal Disclaimer

General

The information contained in this presentation is subject to, and must be read in conjunction with, all other publicly available information, including our Annual Report on Form 20-F for the year ended December 31, 2022, and other filings that we make from time to time with the SEC. Any person at any time acquiring securities must do so only on the basis of such person's own judgment as to the merits or the suitability of the securities for its purpose and only based on such information as is contained in such filings, having received all such professional or other advice as it deems right or appropriate under the circumstances and not in reliance on the information contained in the presentation. By making this presentation available, we do not provide advice and make no recommendation to buy, sell or otherwise trade our shares or any other securities or investments whatsoever. We do not warrant that the information is complete or accurate, nor will we bear any liability for any damage or losses that might arise from any use of the information.This presentation and any information contained therein do not constitute an offer to sell or the solicitation of an offer to buy any securities. No offering of securities shall be made in the United States except pursuant to registration under the US Securities Act of 1933, as amended, or an exemption therefrom. Securities will only be issued in Israel pursuant to a valid prospectus under the Israeli Securities Law, 1968 or an exemption from the prospectus requirements under this law. Historical facts and past operating results do not mean that future performance or results for any period whatsoever will necessarily match or exceed those of any previous year. This presentation and the information included therein are owned exclusively by the Company, and may not be published, distributed or used in any other way without first obtaining our express written approval.

Information regarding forward-looking statements

This presentation contains forward-looking statements that involve material risks and uncertainties. All statements included in this presentation concerning our plans, other than statements involving historical facts, are forward-looking statements. Such forward-looking statements include forecast financial information. Such forward-looking statements regarding revenues, earnings, performance, strategies, prospects, expenses and other aspects of our businesses are based on current expectations, which are subject to risks and uncertainties, and based on the current government tariff, and/or commercial agreements pertaining to each project and the current or expected licenses and permits or each project. In addition, the details regarding projects included in this presentation, that are under advanced development or early-stage development, are based on current internal assessments of our management, and there is no certainty or assurance that we will be able to develop or complete those projects, since the development of such projects requires, among other things, approvals, land rights, permits and financing (both own capital and project financing). The use of certain words, including the words "assessment", "project", "intends", "expects", "plans", "believes", "will" and similar expressions are aimed at identifying forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995 and the Israeli Securities Law, 1968. We may not achieve in practice the plans, intentions or expectations included in our forward-looking statements, and one should not place undue reliance on these forwardlooking statements. There are various important factors, which might cause actual results or events to differ materially from those expressed or implied by our forward-looking statements, including changes in electricity prices and demand, regulatory changes, including extension of current or approval of new rules and regulations increasing the operating expenses of manufacturers of renewable energy in Spain and Italy, increases in interest rates and inflation, exchange rate fluctuations, changes in the supply and prices of resources required for the operation of the Company's facilities (such as waste and natural gas) and in the price of oil, the impact of continued military conflict between Russia and Ukraine, delays in development, construction, or commencement of operations of the projects under development, technical and other disruptions in the operations or construction of the power plants owned by the Company, failure to obtain permits, whether on the designated time or at all, inability to achieve the financing required for development and construction of projects, climate changes, and general market, political and economic conditions in the countries in which the Company operates, including Israel, Spain, Italy and the United States. These and other risks and uncertainties associated with our business are described in greater detail in the filings we make from time to time with SEC, including our Annual Report on Form 20-F. The forward-looking statements are made as of that date and we do not undertake to revise any forward-looking statements, whether due to new information, future events or otherwise.

Use of Non-IFRS Financial Measures

This presentation includes projected EBITDA, Adjusted EBITDA, FFO and Adjusted FFO, which are non-IFRS measures. EBITDA is defined as income before net finance expenses, taxes, depreciation and amortization, and FFO (funds from operations) is calculated by adding taxes and finance expenses to the EBITDA Despite the fact that the Company views the non-IFRS measures as important measures of comparative operational performance, these non-IFRS measures should not be viewed in isolation or as a substitute for net income or other statement of income or cash flow data prepared in accordance with IFRS as an indicator of profitability or liquidity. These non-IFRS measures do not take into consideration our obligations, including capital expenditure and restricted cash, and therefore are not necessarily indicative of amounts that may be available for discretionary use. In addition, FFO does not represent and is not an alternative to cash flow from operating activity as defined in IFRS, and is not an indication of cash available to fund all cash flow needs, including the ability to make distributions. Not all companies calculate EBITDA or FFO in the same manner, and the presented measures may not be comparable to similarly-titled measures presented by other companies. The Company uses these measures internally as performance measures, and believes that when these measures are combined with IFRS measures they add useful information regarding the Company's operational performance.The Company is unable to provide a reconciliation of these non-IFRS measures to net profit/loss on a forwardlooking basis without unreasonably effort because items that impact these non-IFRS financial measures are not within the Company's control and/or cannot be reasonably predicted. These items include, among others, exchange rate fluctuations, depreciation and amortization, other income, finance income, finance expenses and taxes on income. Such items may have a significant impact on the Company's future financial results and the Company believes such a reconciliation for the projected results will not be meaningful.

Our Objectives Continued Growth

Growth in the renewable energy activity from development to manufacturing - in Europe, USA, Israel

Financial policy Maintaining leverage ratios and balanced growth while maintaining financial resilience

A Profitable and Sustainable Company

Generating a stable cash flow from renewable energy and energy storage assets with geographical distribution and in a range of technologies

Forecast Connection of the Projects to the Grid

Key Events 2022-2023

Israel

  • o Klahim and Komemiyut projects district committee approvals were received for the two projects Klahim (14.8 MW PV + storage) and Komemiyut (21 MW PV + storage). Building licenses are expected soon; estimated commencement of construction - Q4-2023.
  • o Expansion of Dorad Government resolution on the expansion of the power plant by 650 MW and receipt of the National Infrastructure Committee for the expansion.
  • o Dorad arbitration award the arbitration award sets a USD 100 million refund to be paid from the defendants to dorad, plus USD 30 million interest (to date). Furthermore, the reimbursement of expenses in the amount of NIS 20 million to the plaintiffs was set.
  • o Issuance of debentures at the total amount of NIS 220 million, at a fixed annual interest of 6.05% and average duration of 4.2 at the time of issue.

Commencement of activities in Dallas, Texas - the development and preliminary construction works of solar projects near Dallas, Texas has commenced. The strategy is to build several of fields with a capacity of approximately 10 MW AC, located in close proximity to the demand areas. The first 50 MW DC are in advanced stages. Construction is axpected to start in Q4-2023.

Italy

First projects ready to connect - two first projects (20 MW PV) ready to connect to the grid. Further 105 MW commenced preliminary construction works.

The Netherlands

Improvement of the plants - complition of stage A of the improvement of the three plants, which includes the installation of CHP for self-production of electricity and thermal energy.

The Company's activity in Texas, USA

New Activity of the Company - in Texas, USA

Commencement of activities and strategy

  • o Commencement of activities - 2023 - Ellomay Capital, through wholly-owned subsidiaries, started the development and soon expects to commence the construction of a backlog of photovoltaic projects located in the outskirts of Dallas, Texas.
  • o Multiple small projects in close proximity to the demand areas the selected strategy - building multiple projects with a capacity of approximately 10 MW in close proximity to the demand areas.

Advantages

  • o Optimal conditions for fast connection these projects are expected to benefit from high availability of connection to the grid, a short licensing process and flexible regulation regarding the sale of electricity to the grid or to end customers.
  • o Tax benefit the projects are expected to benefit from tax benefits of approximately 40% without selling the accelerated depreciation.
  • o Cash flow to the Company from the first day of operation the projects are expected to benefit from a strong cash flow from the first day of operation.

Scope as of today

4 first projects with a capacity of approximately 50 MW

Their development started in Q1-2023, and they are ready for construction. Their connection to the grid is expected to take place during 2024

Additional projects with an aggregate capacity of approximately 150 MW

The Company has additional projects with a capacity of approximately 150 MW in early development stayes, expected to connect to the grid by the end of 2026

Projects in Texas

Joint Development Agreement for building 46.5 MW solar

Location: Dallas metropolitan area

Expected Cost: EUR 50M

Facility Type:

4 PV sites under distributed generation regulation

Expected date of commencement of construction:

o 26 MW - 2023 o 20.5 MW - 2024

Year on which the agreement was signed: 2023

Expected Capacity: 46.5 MW

Project % of
Ownership
Expected Timetable Capacity in MW Expected Annual
Revenues
Expected Annual
EBITDA*
Expected Cost Expected ITC Net
Investment
Connection to the
Grid
Under Construction / Ready to Build
Fairfield Project 100% Commencement of
production: 2024
13 EUR 1.45M EUR 1.18M EUR 13.6M EUR 4.5M EUR 9.1M
Malakoff Project 100% Commencement of
production: 2024
13 EUR 1.65M EUR 1.36M EUR 13.6M EUR 4.5M EUR 9.1M
Total Under Construction / Ready to Build 26 EUR 3.10M EUR 2.54M EUR 27.2M EUR 9M EUR 18.2M
Under Development
Mexia Project 100% Expected
commencement of
construction: 2024
10.5 EUR 1.27M EUR 1M EUR 11.8M EUR 3.2M EUR 8.63M
Talco Project 100% Expected
commencement of
construction: 2024
10 EUR 1.1M EUR 0.81M EUR 10.9M EUR 3.2M EUR 7.72M
Total Under
Development
20.5 EUR 2.37M EUR 1.81M EUR 22.7M EUR 6.4M EUR 16.35M

EUR / USD conversion rate 1: 1.1

* EBITDA is a non-IFRS measure. The Company is unable to provide a reconciliation of EBITDA to net profit/loss on a forward-looking basis without unreasonable effort because items that impact these non-IFRS financial measures are not within the Company's control and/or cannot be reasonably predicted. See slide 2.

Energy Generation from Waste (Biogas) the Netherlands

Projects of Waste-to-Energy (Biogas)

The Biogas Segment - Expected Data by Projects 2023

Project Expected Own
Production of
Electricity
Expected Annual Gas
Production Capacity
Expected
Revenues
Expected
EBITDA *
Groen Gas Gelderland 1
MW
8.4 million cubic meters EUR 8.2M EUR 2.15M
Groen Gas Oude –
Tonge
0.6
MW
4 million cubic meters EUR 5.2M EUR 2.07M
Groen Gas Goor 0.9
MW
3.2 million cubic meters EUR 5.2M EUR 2.08M

The Biogas Segment - Expected Results

In EUR million 2023 (E) 2024 (E) 2025 (E) 2026 (E)
Revenues 18.6 16.2 16.8 17
Cost of sales (10.1) (9.9) (9.7) (9.6)
Gross profit 8.5 6.3 7.1 7.4
Operating expenses (2.3) (2.8) (2.8) (2.8)
EBITDA * 6.2 3.5 4.3 4.6
Interest on loans from
banks
(0.3) (0.3) (0.2) (0.1)
Income tax - - - -
FFO * 5.9 3.2 4.1 4.5

New regulation green gas the Netherlands

  • o The Dutch government declared new a regulation that will come into force on January 1, 2025.
  • o Under the new regulation there will be a requirement to mix the gas sold in the Netherlands.
  • o The gas mixture shall be composed of 20% green gas and 80% natural gas.
  • o The green gas has to be sourced in the Netherlands.
  • o The new regulation is expected trigger a high demand for green gas and an increase in the prices of green gas and green certificates received from production of green gas.

* EBITDA and FFO are non-IFRS measures. The Company is unable to provide a reconciliation of EBITDA and FFO to net profit/loss on a forward-looking basis without unreasonable effort because items that impact these non-IFRS financial measures are not within the Company's control and/or cannot be reasonably predicted. See slide

The Company's Activity in Israel

Pumped Storage

o The construction of a pumped storage project Manara Cliff

o Capacity of 156 MWh, continuous operation for 12 hours

  • o Total 1,872 MW storage capacity
  • o The project can be extended to 220 MWh

Solar + Storage Projects

Development and construction of solar + storage projects with a capacity of 100 MW solar + 400 MW storage in batteries

The Dorad Power Plant

Holding in the Dorad Power Plant (9.375%). The power plant faces a potential significant expansion of its capacity from 850 MW to 1,500 MW

Pumped storage Manara Cliff - Under Construction

Lower reservoir The main entrance tunnel The main entrance tunnel

The low pressure water tunnel

Israel - Manara Cliff Pumped Storage Project Total storage capacity of 1,872 MWh

Ownership

83.34%: Ellomay Capital Ltd. 16.66%*: Ampa Investments Ltd.

Pumped storage Facility Type

156 MW Option to expand to 220 MW Expected Capacity

Expected Cost

EUR 438M **

Work Start and Expected End Date

Commencement of work: April 2021 Expected completion: December 2026

EUR 89M Expected Annual Revenues**

* Sheva Mizrakot Ltd. holds 25% of the Manara project. 66.67% of Sheva Mizrakot Ltd. (representing 16.66% of the Manara project) are held by Ampa Investments Ltd. and the remaining 33.33% (representing 8.34%) are held indirectly by the Company

** On average in respect of a 100% stake. The Company's stake is 83.34%. Based on the Euro/Shekel exchange rate as of December 31, 2022: NIS 3.753 / EUR 1. EBITDA is a non-IFRS measure. The Company is unable to provide a reconciliation of EBITDA to net profit/loss on a forward-looking basis without unreasonable effort because items that impact these non-IFRS financial measures are not within the Company's control and/or cannot be reasonably predicted. See slide 2.

Dorad Power Plant

Power plant's current capacity and building

Dual-use power plant with a capacity of 850 MW, composed of 12 jet turbines and 2 residual heat turbines (closed cycle)

Government resolution to expand the power plant

In mid-2023, the Israeli government adopted a resolution to increase the power plant's capacity by an additional 650 MW, and a building permit was received immediately thereafter from the National Infrastructure Committee. Construction is planned to take place in the area of the existing power plant

Arbitral award in favor of Dorad

At the end of June 2023, an arbitration award was received, which required some of the other partners in the plant to reimburse to Dorad USD 100 million + interest, at an aggregate amount of approximately USD 130 million

Regulatory changes that benefited Dorad

The Israeli Electricity Authority's resolution to change the demand hours clusters, which means the cancellation of the mid-peak hours and increasing the peak and off-peak hours, benefits the Dorad Power Plant

Development of Photovoltaic Projects in Israel

Project name Status Capacity Tariff per kWh License valid
through
Connection to
the grid
Talmei Yosef P.V Connected to grid and operational 9 MW NIS 1.07
CPI linked
2033
Komemiyut PV +storage Approved Urban Building
Plan under financial closing
21 MW NIS 0.22
CPI linked
2048
Klahim PV + storage Approved Urban Building
Plan under financial closing
14.8 MW NIS 0.22
CPI linked
2048
Talmei Yosef expansion P.V Urban Building Plan under
approval
10 MW TBD Market regulation TBD
Talmei Yosef high
voltage storage
Advanced planning stages 400 MW/H TBD Market regulation TBD
Additional projects Early stages 46 MW TBD Market regulation TBD

Spain - Photovoltaic Projects Connected to the Grid

2013
1
-
Project name Technology Capacity Radiation (P50) Tariff/ PPA
Talasol(1) PV 300 MW 1,869 20% market price / 80% PPA
Ellomay Solar PV 28 MW 1,909 Market price
Seguisolar PV 1.248 MW 1,486 Subsidy EUR 0.22 kWh
Rodríguez 1 PV 1.675 MW 1,533 Subsidy EUR 0.21 kWh
Rodríguez 2 PV 2.691 MW 1,672 Subsidy EUR 0.21 kWh
La Rinconada PV 2.275 MW 1,431 Subsidy EUR 0.20 kWh

(1) 51% owned by the Company

20

Italy Projects Table

Project Status MW Radiation Expected annual
capacity P50
Geographical
region
Expected date of
grid connection
Ello 1 Ready for connection 14.8 1,726 25,543 Lazio 10/2023
Ello 2 Ready for connection 5.0 1,702 8,424 Lazio 10/2023
Ello 3 At MITE 15.5 1,580 24,427 Piemonte 06/2025
Ello 4 RTB 15.1 1,675 25,226 Lazio 08/2024
Ello 5 RTB 87.3 1,830 159,841 Lazio 02/2025
Ello 7 RTB 54.8 1,450 79,417 Piemonte 11/2025
Ello 8 EIA received 82.5 1,423 117,326 Friuli-Venezia Giulia 03/2026
Ello 9 RTB 8.0 1,618 12,944 Marche 07/2024
Ello 10 RTB 18.0 1,642 30,618 Lazio 09/2024
Ello 11 EIA received 96.1 1,423 136,750 Friuli-Venezia Giulia 11/2025
Ello 12
(Ello 5 Ext.)
STMG accepted. Request to
open National EIA submitted
19.0 1,830 34,772 Lazio 11/2025
Ello 13 STMG accepted 21.0 1,580 33,180 Piemonte 10/2025
Ello 14 STMG accepted 23.3 1,580 36,861 Piemonte 02/2026
Ello 15 STMG accepted, during the AU process 10.0 1,580 15,768 Piemonte 02/2025
Ello 16 STMG accepted. project under
review of the National EIA
14.5 1,580 22,910 Piemonte 10/2025
Ello 17 STMG accepted 11.0 1,423 15,653 Friuli-Venezia Giulia 04/2026
Ello 18 STMG accepted, EIA screening
approved. Next step AU process
10.0 1,423 14,230 Friuli-Venezia Giulia 04/2025
Total 505.7 MWp 793,891 MWh/y

RTB Ready to build

EIA Underwent an Environmental Impact Assessment, awaiting final approval by committees

STMG Approval of connection to the grid

Financial Data

Financial Forecast | in EUR million

  • o The PV facility located in Talmei Yosef, Israel, is presented under the property, plant and equipment model rather than under the financial asset model in accordance with IFRIC 12
  • o Including the Company's share in Dorad. The Company's share in Dorad is presented based on expected distributions rather than on capital gain in accordance with the equity method
  • o The expected revenues, the adjusted EBITDA and the adjusted FFO of the Talasol PV facility include minority interests
  • o Adjusted FFO is presented after finance expenses in respect of project financing, bonds and tax expenses
  • o The forecasts were prepared based on the assumption that up to 60% of the financing of new facilities in Italy will be project financing, and the remaining investment shall be funded by funds that will be raised mainly by issuing the Company's dwbentures to the public in Israel

* Adjusted EBITDA and Adjusted FFO are non-IFRS measures. The Company is unable to provide a reconciliation of Adjusted EBITDA and Adjusted FFO to net profit/loss on a forward-looking basis without unreasonable effort because items that impact these non-IFRS financial measures are not within the Company's control and/or cannot be reasonably predicted. See slide 2.

in millions € 2023(E) 2024(E) 2025(E) 2026
(E)
Adjusted Revenues 64 71 110 191
Adjusted EBITDA
from Projects
*
42 48 83 139
Adjusted EBITDA * 35 41 76 132
Adjusted FFO from
Projects *
33 31 56 98
Adjusted FFO * 20 17 38 79

Clarification: The forecast published in the past was revised mainly due to a decline in electricity and gas prices in accordance with the current forecast. The Company's forecast is based on current plans and time tables, the compliance with which is subject to many risks and uncertainties, some of which are not under the Company's control.

Summary Table of Projects - Financial Data | in EUR million

Projects % Ownership License Capacity In
Megawatt
(MW)
Expected
Annual
Revenues in
2023
Expected
Adjusted
EBITDA in
2023 *
Expected
Adjusted FFO
in 2023 *
Expected Debt
as of
December 31
2023
Expected
Interest on
Loans in 2023
Expected
Repayment of
Principal of Bank
Loans in 2023
Connected to the Grid and Operating
Spain PV Talasol (1) 51% Indefinite 300 28 22.1 13.5 159.4 7.4 7.4
Spain PV Rodríguez 1&2 100% 2041 4.366 1.3 1.1 0.7 7 0.2 0.6
Spain PV Seguisolar 100% 2041 1.248 0.6 0.3 0.2 1.8 0.1 0.2
Spain PV La Rinconada 100% 2041 2.275 0.8 0.5 0.4 3.6 0.1 0.3
Spain PV Ellomay Solar 100% Indefinite 28 4.5 3 2.9 No project finance in place
Italy -
PV(5)
Ello 1&2 100% Indefinite 19.8 1.7(5) 1.6(5) 1.3(5) No project finance in place
Israel -
PV
(3)
Talmei Yosef 100% 2033 9 4.3 3.6 2.2 13.9 1.1 2
The Netherlands -
Biogas
3 Projects 100% 2031 19
Base load
18.6 6.3 5.9 9.5 0.4 1.6
Israel -
(based on
2022 reports)(4)
Dorad 9.375% 2034 850
Company's
share -
80
63 14.7 9.9 63.5 4.2 6.8
Total Installed 463.7 MW

(1) In respect of a 100% stake. Company's share constitutes 51%

(2) Excluding EUR 1.2 million in interest on loans advanced by minority interests of Talasol

(3) The PV facility located in Talmei Yosef, Israel, is presented under the property, plant and equipment model rather than under the financial asset model in accordance with IFRIC 12

(4) The data represent the Company's share (9.375%)

(5) The facilities are expected to be connected to the grid in October 2023, and therefore the data does not represent a full year of operation

* Adjusted EBITDA and Adjusted FFO are non-IFRS measures. The Company is unable to provide a reconciliation of Adjusted EBITDA and Adjusted FFO to net profit/loss on a forwardlooking basis without unreasonable effort because items that impact these non-IFRS financial measures are not within the Company's control and/or cannot be reasonably predicted. See slide 2.

Summary Table of Projects under Development/Construction Financial Data | in EUR million

Projects % of Ownership Expected
Timetable
Capacity In
Megawatt (MW)
Expected Annual
Revenues
Expected Annual
EBITDA *
Expected Annual
FFO *
Expected Cost
Under construction / ready to build
Israel -
Manara Cliff
83.34% Connection to the
grid: 2026
156 89 (**) 41.9 (**) 31.4 (**) 438
Israel PV + storage 100% Connection to the
grid: 2024
40 4 2 0.9 48
USA -
PV
100% Connection to the
grid: 2024
46.5 5 4 4 50
Italy -
PV
100% Connection to the
grid: 2024
183.2 33(***) 28(***) TBD 187
Total Under Construction / Ready to Build 425.7 MW
In Advanced Development
Italy -
PV
100% Commencement of
construction: 2025
302.8
In Preliminary Development
Development PV: In Italy, Spain, Israel and
USA
100% 800
Total Under Development 1,102.8 MW

* EBITDA and FFO are non-IFRS measures. The Company is unable to provide a reconciliation of EBITDA and FFO to net profit/loss on a forward-looking basis without unreasonable effort because items that impact these non-IFRS financial measures are not within the Company's control and/or cannot be reasonably predicted. See slide 2.

** On average in respect of a 100% stake. The Company's stake is 83.34%. Based on the Euro/Shekel exchange rate as of December 31, 2022: NIS 3.753 / EUR 1

*** On average for the first five years of operation

The Company will be required to raise further funds in order to implement its development plans

Key Balance Sheet Data | in EUR thousand

On December 31,
2020
%
of total
assets
On December 31,
2021
%
of total
assets
December 31,
2022
%
of total assets
June 30,
2023
%
of total assets
Cash and cash equivalents, deposits and
marketable securities
76,719 17% 71,585 13% 49,294 9% 74,877 12%
Financial debt* 280,893 61% 356,194 65% 384,291 67% 426,877 71%
Financial debt, net* 204,174 44% 284,609 52% 334,997 58% 352,000 58%
Net property, plant, and equipment
(mainly in connection
with the PV activity)
264,095 57% 340,897 62% 365,756 63% 380,849 63%
Investment in Dorad 32,234 7% 34,029 6% 30,029 5% 29,345 6%
CAP* 405,919 88% 470,301 85% 467,368 81% 545,717 90%
Total shareholders equity 125,026 27% 114,107 21% 83,077
**
14% 118,840
Total adjusted shareholders equity 114,788 25% 129,778 23.5% 129,230 21.6% 125,494
Total assets 460,172 100% 551,979 100% 576,157 100% 604,603

* See Appendix A for calculations

** The changes in the fair value of the financial hedge transaction covering 80% of the capacity of the Talasol PV facility ("Talasol PPA") are recognized in the Company's equity through a hedge reserve. The hedge transaction experienced significant volatility due to the significant increase in electricity prices in Europe, and as of December 31, 2022 the overall effect of the changes in the fair value of the Talasol PPA amounted to approximately EUR 46.2 million decline in the Company's equity. The adjusted equity in accordance with its definition in the deeds of trust of the company's debentures is EUR 129.230 million as of December 31, 2022.

Key Financial Ratios

December 31,
2020
December 31,
2021
December 31,
2022
June 30,
2023
Ratio of financial debt to CAP* 69% 76% 82% 78%
Ratio of net financial debt to net cap 50% 61% 72% 65%
Ratio of adjusted net financial
debt to adjusted CAP*
5.1% 34.5% 32.6% 34.7%
* See Appendix A
for calculations

Company's Debt

Debentures traded
on the Tel Aviv
Stock Exchange
Par Value (NIS) Annual Interest Duration
(as of August 2023)
Series C 286,402,400 3.55% 1.32
Series D 62,000,000 1.2% 3.29
Series E 220,000,000 6.05% 3.6
  • The project finance in the European subsidiaries bears fixed interest.
  • The project finance of the pumped storage project Manara Cliff is protected by a tariff linkage mechanism.
  • The Company has a Baa1.il rating with a stable outlook.

Appendix A - Leverage Ratios | EUR thousand

Leverage ratios based on the Company's balance sheet

In EUR thousand December
31, 2020
December
31, 2021
December
31, 2022
June 30,
2023
Current liabilities
Current maturities of
long-term bank loans
10,232 126,180 12,815 12,020
Current maturities of
other long-term loans
4,021 16,401 10,000 5,000
Bonds 10,600 19,806 18,714 35,635
Non-current liabilities
Long-term bank loans 134,520 39,093 229,466 242,364
Other long-term loans 49,396 37,221 21,582 27,915
Bonds 72,124 117,493 91,714 103,943
Financial debt (A) 280,893 356,194 384,291 426,877
Less:
Cash and cash
equivalents
(66,845) (41,229) (46,458) (73,870)
Marketable securities (1,761) (1,946) (2,836) -
Short term deposits (8,113) (28,410) 0 (1,007)
Net financial debt (B) 204,174 284,609 334,997 352,000
Total equity (C) 125,026 114,107 83,077 118,840
Financial debt (A) 280,893 356,194 384,291 426,877
CAP (D) 405,919 470,301 467,368 545,717
Financial debt to CAP (A/D) 69% 76% 82% 78%
Net financial debt (B/D) 50% 61% 72% 65%

Leverage ratios based on net adjusted financial debt and net adjusted equity

In EUR thousand December 31,
2020
December 31,
2021
December 31,
2022
June 30, 2023
Financial debt
Loans from banks (*) 144,752 165,654 246,463 258,978
Other long-term loans 53,417 53,622 31,582 32,915
Bonds (*) 82,724 139,664 111,911 141,447
Other interest-bearing liabilities 9,702 3,996 - -
Financial debt (A) 290,595 362,936 389,956 433,340
Less:
Financing of projects and other hedging-related
transactions
(207,739) (223,272) (278,045) (291,893)
Cash and cash equivalents (66,845) (41,229) (46,458) )73,870(
Marketable securities (1,761) (1,946) (2,836) -
Short term deposits (8,113) (28,410) - )1,007(
Adjusted net financial debt (A) (**) 6,137 68,079 62,617 66,570
Total equity 125,026 114,107 83,077 118,840
Add (deduct):
Changes in the fair value of hedges regarding electricity
prices (PPA)
(10,238) 15,671 46,153 6,654
Total adjusted equity (B) (**) 114,788 129,778 129,230 125,494
Net adjusted CAP (C) 120,925 197,857 191,847 192,064
Adjusted net financial debt to adjusted net CAP (A/C) 5.1% 34.5% 32.6% 34.7%

* The presented debt amounts do not include related costs that were capitalized, and are therefore offset against the debt amount ** As defined in the deeds of trust of Series C, D and E.

Use of non-IFRS financial measures

The Company defines financial debt as loans and borrowings plus bonds (current liabilities), finance lease liabilities, long-term bank loans, bonds (non-current liabilities), net financial debt, as financial debt less cash and cash equivalent less investments held for trading less short-term deposits and CAP as equity, plus financial debt. The Company presents these measures in order to improve the understanding of its leverage ratios and loans.

Although the Company views those measures as an important measure of leverage, they should not be viewed in isolation or as a substitute for long-term loans or other balance sheet data that were prepared in accordance with IFRS as a measure of leverage. Not all companies calculate those measuers in the same manner, and the presented measures may not be comparable to similarly-titled measures presented by other companies.

Thank you

For further information Ran Fridrich, CEO | [email protected] Kalia Rubenbach, CFO | [email protected] www.ellomay.com

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