Quarterly Report • Aug 24, 2023
Quarterly Report
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Report of the Board of Directors on the State of Corporate Affairs
As of June 30, 2023
This is an English translation of the Hebrew consolidated Interim financial statements, that was published on August 16, 2023 (reference no.: 2023-01-094410) (hereafter: "the Hebrew Version").
This English version is only for convenience purposes. This is not an official translation and has no binding force. Whilst reasonable care and skill have been exercised in the preparation hereof, no translation can ever perfectly reflect the Hebrew Version. In the event of any discrepancy between the Hebrew Version and this translation, the Hebrew Version shall prevail.
June 30 2023 Quarterly Report
| Overview | 15,084 | Total Investment Property (Millions of NIS) |
||
|---|---|---|---|---|
| June 30 | 1,313 | Of This, Real Estate Under Construction (Millions of NIS) Cash-Generating Areas (Thousands of m²) of which 1,647 are in Israel. |
||
| 2023 | 1,945 | |||
| 764 | Land Reserves and Unused Rights (Thousands of m²) |
|||
| Projects under | 7 | Projects Under Construction and In Development |
||
| construction | 158 | Scope (Thousands of m²) |
||
| June 30 | ||||
| 2023 | 1,146 | Estimated Cost Balance (Millions of NIS) |
||
| 199-213 | Expected NOI at Project Completion (Millions of NIS) For details see table under "concentrated data on projects in stages of construction, planning and development" below. |
|||
| Data from the Consolidated |
412 | NOI (Millions of NIS) Increase of 13.1% compared to the corresponding period last year |
||
| Statements | 12.9% | Same Properties NOI in Israel Increase compared to corresponding period last year |
||
| 1-6.23 | 302 | FFO (Millions of NIS) Increase of 18.9% compared to the corresponding period last year |
||
| 8,010 | Unrestricted Assets (Millions of NIS) constituting 50% of the total real estate |
|||
| 2.34% | CPI-linked weighted debt interest | |||
| 2,350 | Cash and credit frameworks as of the publication date of the Statements (Millions of NIS) |
|||
| 93.5% | Occupancy Rate in Israel |
The Board of Directors of Mivne Real Estate (K.D) Ltd. is honored to submit the Financial Statements of the Company and its subsidiaries ("the Company") for the period ending June 30 2023 ("The Reported Period" and the "Quarterly Financial Statements", as the case may be).
This report must be read in conjunction with the 2022 Periodic report published on March 21 2023 (reference no.: 2023-01-029304) (hereinafter: "the 2022 Periodic Report"), presented here by way of referral.
The Company is active in the field of cash-generating real estate and deals, by itself and through its investees, in varied real estate activity centering on Israel. For further details see Section 1.2 of the Report of corporate Business in the 2022 Periodic Report. The Company (including associates) owns some 1,945,000 m² of cash-generating space, of which 1,647,000 m² is in Israel. The Company has land reserves and unused rights to the amount of 764,000 m² and property under construction and planning to the amount of 846,000 m².
Towards the end of the second quarter of 2023 indications arose that inflation was flattening, which began increasing in the second quarter of 2022, among other things in light of the occurance of a number of economic and geopolitical events that influenced price levels around the world.
Therefore, a slight moderation was observed against the sharp increases in the consumer price index, with the CPI remaining unchanged toward the end of the second quarter of 2023. According to the macroeconomic forecast published by the Research Division of the Bank of Israel in July 20231 the inflation rate in Israel in the coming four quarters ending in the second quarter of 2024 is expected to amount to 3.0% and in 2024 as a whole it is expected to be 2.4%.
In an attempt to moderate the inflation rate, and following the interest rate increases of central banks in Europe and the United States, starting April 2022 the Bank of Israel has raised interest rates in Israel on a number of occasions, from a negligible rate to its current rate of 4.75%. According to Bank of Israel forecasts, the interest rate is expected to reach 4.75%-5% in the second quarter of 2024. The fair value of the Company's assets was determined, among other things, by use of capitalization rates for future cash flows in its properties including exposure to changes in capitalization rates, which are influenced among other things by longterm interest rates.
1 Sources of Information in this section:
The Research Division Macroeconomic Forecast, July 2023, is available on the Bank of Israel website Athttps://www.boi.org.il/publications/pressreleases/a10-07-23
Publication by the Bank of Israel, Financial Stability Report, First Half of 2023, August 2023: דוח-יציבות-מחצית-ראשונה-(il.org.boi (pdf2023.
In accordance with data from the Central Bureau of Statistics, in the second quarter of 2023 the Consumer Price Index rose by 1.36%. The CPI increase led to an increase in the Company's financing costs. Against this, the Company's cash-generating property in Israel, the current value of which is 11.7 billion NIS, is mostly rented in CPI-linked rental agreements, and the Company sees this as long-term inflationary protection. As a result, the increase in CPI has led to an increase in the Company's revenues from building rentals and an increase in the fair value of properties.
The Company determines the fair value of its properties by, inter alia, determining the discount rates used to discount future cash flow from such properties. The Company has exposure to changes in these discount rates, which are affected, inter alia, by the risk-free interest rate in the market. In this context note that the margin between the weighted capitalization rate and the weighted debt cost, and the Company's current marginal raising date is high.
Since the start of 2023 the Israeli government has been working to push forward legislative amendments intended to make changes to the Israeli judicial system. The proposed legislative amendments are highly controversial and have led to widespread public protests, and according to certain estimates they may impact the performance of the Israeli economy and its fortitude. The judicial reform was suspended for a certain period of time by the Government, but in the second quarter of the year the legislative proceedings were resumed, and on July 24 2023, in spite of widespread public protests, and amendment was passed to Basic Law: Judiciary, in which the judicial review of resolutions by the government, the Prime Minister and its ministers on the basis of reasonableness was revoked. According to the Financial Stability Report published by the Bank of Israel in August 20231 , developments pertaining to the proposed legislation have led to a significant increase in economic uncertainty in the Israeli economy and the accelerated development of negative sentiment in the markets. In light of the increased uncertainty, in its April 2023 forecast the Research Division published two scenarios: in the first, the dispute regarding the legislative amendments in the matter of the legal system is ultimately resolved in a manner that does not impact economic activity on a prospective basis; the second scenario refers to the possible economic implications to the degree that legislative and institutional changes will be accompanied by an increase in the State's risk premium, by a negative impact on exports, and by a drop in local investments and in the demand for private consumption. On July 25 2023 and on July 27 2023 the two rating companies Moody's and S&P, respectively, issued unusual announcements. In their announcements, they noted the negative developments derived from the progress in legislation for the judicial system, which was accompanied by increased uncertainty pertaining to the Israeli economy. Moody's also presented the second scenario presented above, reflecting an approach according to which the probability this scenario would be realized has increased.
The business and economic environment described above also has an impact on the cashgenerating real estate industry in Israel in which the Company is active, and from early 2023 a certain slowdown has been felt in demand as well as an extension of the negotiation stage for closing rental agreements in the office areas, while the other segments, commercial industry and logistics, remained stable with a tendency toward a slight increase.
The Company cannot estimate the future impact, if any, of all of the above factors, on the real estate industry in Israel in general, and on the Company's activity in particular. The Company estimates that its financial robustness, diversification and the state of its assets, along with its cash balances and current cash flows it generates, would allow it to further meet its current and expected obligations, including financial covenants set forth in financing agreements and Deeds of Trust for Company bonds.
The assessments and forecasts presented in this section above, constitute forwardlooking information as defined in the Securities Law, 1968.
In February 2023, the Company issued 1,163,191,000 NIS NV debentures (Series 25) by way of a series expansion in return for a total of 1,035 million NIS. The effective annual interest rate embodied in this issue is 2.77%.
In June 2023 the Company issued 875,747,000 NIS NV debentures (Series 25) by way of a series expansion in return for a total of 778 million NIS. The effective yearly interest rate embodied in the offering is 3.2%.
In addition, the Company issued 385,556,000 NIS NV debentures (Series 20) by way of a series expansion in return for a total of 434 million NIS. The effective yearly interest rate embodied in the offering is 2.83%.
In February 2023, the Company initiated a full early redemption of debentures (Series 15), amounting to 7.5 million NIS NV for a total of 7.7 million NIS for principal and interest, as well as full early redemption of debentures (Series 18), amounting to 572 million NIS NV and at a total sum of 642 million NIS for principal and interest. For further details see Note 4c and d. to the Quarterly Financial Statements.
In June 2023 the protocol of the Local Committee for Planning and Construction on the deposit of Plan no. 507-0892091 TA/MK/4974 - Ayalon Region ("the Plan") was approved, to validate part of Parcel 64 in Block 7069, located between Yigal Alon Street west of the Bitzaron Neighborhood, Aminadav Street to the south and Meitav Street to the east.
The plan, as approved by the Local Committee, includes the construction of 3 buildings: a 47-story residential building, two 47-story employment buildings, and an additional employment structure of the "Hamashbir Hamerkazi" building regarding which the plan has established it as a building for preservation. The total plan area is 18,525 m², of which 5,500 m² is intended for public buildings, utilizing the construction rights as follows:
Hamashbir Hamerkazi structure on 76 Yigal Alon St., Tel Aviv, will be preserved according to the full documentation file approved by the City of Tel Aviv-Jaffa.
In May 2023 the balance of a loan provided by a partnership fully owned by the Company ("the Seller") to a buyer who had bought the Seller's holdings in a property company in Florida was redeemed to the sum of \$26.7 million (97 million NIS). while pushing dates forward and against implementation of a non-material assumption on the sum of the redemption that cannot have a material impact on the cash flow to the seller from the sale.
For further details see immediate reports from October 12 2022 (reference no.: 2022-01- 125833) and from May 3 2023 (reference no. 2023-01-047553), presented here by way of referral.
On March 22 2023 Mr. David Zvida concluded his service as Company CEO (for details see "End of Service of CEO" section of the Report of the Board of Directors in the 2022 Periodic Report). On May 22 2023 the Company Board of Directors ratified the appointment of Mr. Uzi Levi as Company CEO starting July 2 2023. In addition, the Company Remuneration Committee, Board of Directors and General Meeting ratified the terms of service and employment of Mr. Levi. For further details on the terms of service and employment of the Company CEO see the immediate report published by the Company on May 23 2023 and July 9 2023 (ref: 2023-01-054891, 2023-01-054921 and 2023-01-077304), presented here by way of referral.
In March 2023 the Company Board of Directors appointed an executive board committee that includes Directors Tal Fuhrer (Chair of the Board of Directors), Ms. Bracha Litvak (external director) and Mr. Ronen Nakar (independent director), which supervised the management's activity in the interim period until the incoming CEO started in his position. The committee's authorizes delegated by the Board of Directors included all of the authorities that had been given to the outgoing Company CEO. The committee's work was concluded when Mr. Levi entered his office.
6
As of June 30 2023, the Company's assets (on a consolidated basis), owned and leased, include 563 cash-generating properties spread out across Israel with a total area of 1.6 million m², not including properties under construction. The properties are rented to some 3,000 tenants, in contracts of various length. In addition, the Company has 24 projects in advanced construction and planning stages to the scope of 846,000 m².
The occupancy rate of the Company's properties in Israel as of June 30 2023 is 93.5% compared to 94.5% on December 31 2022.


| Change Compared to Corresponding Period Last Year |
1-6/2023 | 1-6/2022 | Change Compared to Corresponding Period Last Year |
4-6/2023 | 4-6/2022 | |
|---|---|---|---|---|---|---|
| Comprehensive NOI |
13.1% | 412 | 365 | 11.0% | 207 | 187 |
| NOI in Israel* | 12.2% | 381 | 340 | 9.4% | 192 | 176 |
| Same Property NOI |
12.9% | 371 | 329 | 11.8% | 189 | 169 |
| NOI abroad** | 26.3% | 31 | 25 | 34.9% | 15 | 11 |
| FFO | 18.9% | 302 | 254 | 14.9% | 152 | 132 |
| Increase in Known Index Rate |
2.46% | 3.13% | 1.36% | 1.93% |
* Including from solar activity. * The increase in NOI in the first six months of 2023 compared to the corresponding period last year derives from an increase due to new rentals, an increase in rental fees in contract renewals and a decrease in net management expenses to the sum of 16 million NIS, an increase due to the CPI increase of 22 million NIS and an increase from properties purchased and operated to the sum of 3 million NIS.
** Most of the increase derives from a one-time revenue of a property in France.
| Number of Properties as of June 30 2023 |
Above Ground Area as of June 30 2023 |
NOI for the Period 1-6.23 |
Fair Value of Cash Generating Property as of June 30 2023 |
Occupancy Rate as of June 30 2023 |
Value of Real Estate Under Construction as of June 30 2023 |
||
|---|---|---|---|---|---|---|---|
| Uses | m² | In Thousands of NIS |
In Thousands of NIS |
% | In Thousands of NIS |
||
| Offices | 64 | 408,708 | 141,493 | 4,561,250 | 88.2% | 1,313,117 | |
| Commercial | 23 | 195,716 | 66,520 | 2,349,899 | 89.6% | ||
| Industrial and Logistics |
473 | 992,671 | 160,583 | 4,521,516 | 96.4% | ||
| Residential | 3 | 13,864 | 6,720 | 257,003 | 99.6% | ||
| Total | 563 | 1,610,959 | 375,316 | 11,689,668 | 93.5% | 1,313,117 | |
| Associates – Company Share | |||||||
| Offices | 5 | 17,509 | 4,463 | 155,146 | 84.8% | ||
| Commercial | 6 | 13,150 | 6,495 | 206,360 | 98.6% | ||
| Industrial and Logistics |
1 | 5,256 | 409 | 140,647 | 100% | ||
| Total | 12 | 35,915 | 11,367 | 502,153 | 92.0% | ||
| Expanded Total |
575 | 1,646,874 | 386,683 | 12,191,821 | 93.5% | 1,313,117 |

Spread of NOI in Israel by Uses (From Cash-Generating Properties, in Millions of NIS)
| Commercial | 66 | 64 | 132 | 118 | 111 |
|---|---|---|---|---|---|
| Industrial and Logistics |
161 | 138 | 290 | 263 | 250 |
| Offices | 141 | 125 | 263 | 218 | 218 |
| Rental Housing | 7 | 7 | 13 | 8 | 2 |
| Total | 375 | 334 | 698 | 607 | 581 |
(From Cash-Generating Properties, in Millions of NIS)

| June 30 2023 | December 31 2022 |
December 31 2021 |
December 31 2020 |
|
|---|---|---|---|---|
| Commercial | 2,350 | 2,175 | 2,030 | 1,878 |
| Industrial and Logistics |
4,522 | 4,585 | 3,911 | 3,589 |
| Offices | 4,561 | 4,427 | 3,555 | 3,367 |
| Rental Housing | 257 | 252 | 174 | 101 |
| Total cash-generating property |
11,690 | 11,439 | 9,670 | 8,935 |
| Total under construction |
1,313 | 1,126 | 723 | 168 |
| Total investment property |
13,003 | 12,565 | 10,393 | 9,103 |
| Country | Number of Properties |
Above Ground Area in m² |
Number of Tenants |
Occupancy Rate |
Fair Value In Thousands of NIS |
NOI from Cash Generating Properties 1-6/2023 In Thousands of NIS |
|
|---|---|---|---|---|---|---|---|
| Cash-Generating Properties | |||||||
| Israel | 563 | 1,610,959 | 3,006 | 93.5% | 11,689,668 | 375,316 | |
| Switzerland | 2 | 56,099 | 18 | 93.4% | 425,306 | 13,531 | |
| Ukraine | 1 | 44,672 | 64 | 79.8% | 218,818 | 7,256* | |
| North America | 4 | 77,536 | 182 | 71.9% | 231,280 | 4,304 | |
| France | 5 | 119,447 | 5 | 98.4% | 44,439 | 5,952** | |
| Total cash generating properties |
575 | 1,908,713 | 3,275 | 92.6% | 12,609,511 | 406,359 | |
| Land | |||||||
| Land in Israel | 35 | 1,350,649*** | |||||
| Abroad | 1 | 25,839 | |||||
| Total land | 36 | 1,376,488 | |||||
| Total | 611 | 1,908,713 | 3,275 | 92.6% | 13,985,999 | 406,359 | |
| Israel – Associated Companies |
12 | 35,915 | 91 | 92.0% | 502,153 | 11,367 | |
| Total | 623 | 1,944,628 | 3,366 | 92.6% | 14,488,152 | 417,726 | |
| Deferred Taxes**** |
2,373,088 |
* This data reflects partial rental receipts in light of the defense and geopolitical events occurring in the region. For further details see Note 1 to the Quarterly Financial Statements.
** Including a one-time payment of 3 million NIS.
*** Including a total of 993 million NIS detailed within the framework of the "table of planned projects" below.
**** Deferred taxes included in the Company's Financial Statements and those of associates.


The Company owns some 1,945,000 m² of cash-generating space, of which 1,647,000 m² is in Israel. The Company has land reserves and unused rights to the amount of 764,000 m² and property under construction to the amount of 158,000 m².


(As of June 30 2023)(1)
| Project Name |
Location | Main Use | Company's Share |
Design Status | Rental Space (m²)* |
Project's Value in the Company's Books |
Estimated Construction Cost Balance |
Estimated NOI Fully Occupied |
|---|---|---|---|---|---|---|---|---|
| In Millions of NIS | ||||||||
| Hasolelim | Tel Aviv Yafo |
Offices and commercial |
100% | In structural stages tenth floor in residential building and in structural stages ninth floor in offices. |
68,300 | 799 | 515 | 109-117 |
| Mivne Kfar Saba |
Kfar Saba | Offices | 100% | Underway, Estimated completion – 2024. |
**26,000 | 227 | 32 | 22-24 |
| Science and High Tech Park (2 buildings) |
Haifa | Offices | 50% | In structural stage fifth story. |
14,000 | 59 | 98 | 12 |
| Kiryat Hamishpat |
Kiryat Gat | Offices | 100% | In testing for Form 4 |
5,000 | 38 | - | 3 |
| "Mivne" Herzliya |
Herzliya | Residential | 100% | Undergoing paneling and excavation works. |
103 housing units |
159 | 130 | 8-9 |
| Pituach | Offices and commercial |
24,300 | 195 | 27-30 | ||||
| Beersheba | Beersheba | Hotels | 100% | Start of excavation and shoring work |
16,700 | 14 | 168 | 16 |
| Netter Avenue |
Sderot | Commercial | 100% | Under construction, estimated completion 2024. |
3,300 | 17 | 8 | 2 |
| Total | 157,600 | 1,313 | 1,146 | 199-213 |
* Without parking area
** The Company is acting to add 4 stories, for a total addition of 6,000 m².
| Project Name | Location | Main Use | Company's Share |
Design Status | Built-Up Area* (m²) |
Project's Value in the Company's Books (Millions of NIS) |
|---|---|---|---|---|---|---|
| Residential, | 125,000 | |||||
| Hameitav Stage B |
Tel Aviv | Employment and commercial |
100% | Plan approved for validation |
400 housing units |
690 |
| Hasivim Neveh Oz |
Petach Tikva |
Offices 100% |
Town construction plan approved. Implementation date not yet decided. |
13,000 | 23 | |
| Science and High-Tech Park (2 buildings) |
Haifa | Offices | 50% | Preliminary planning | 14,000 | 13 |
| Crytek 2 | Yokneam | Offices | 100% | Decided to push permit forward, permit receipt forecast - Q4/2023. |
25,000 | 5 |
| Akerstein Towers Stage B |
Herzliya | Offices | In discussions with regional committee. In planning stages for Town Plan. |
50,000 | ||
| Residential | 53% | 150 housing units |
35 | |||
| Office Tower in Giv'at Sha'ul |
Jerusalem | Offices | 100% | Decided to push permit forward – forecast Q3/2023. |
34,750 | 47 |
| Ha'elef Compound |
Rishon Lezion |
Rental housing and 50% student dormitories |
Detailed plans being prepared for the purpose of filing a request for a building permit. |
17,000 | 79 | |
| Or Yehuda | Or Yehuda | Offices and commercial |
50% | Completion of preliminary conditions for building permit. |
15,500 | 37 |
| Yad Hanna | Yad Hanna | Industry | 50% | In the information files stage prior to submitting permits |
47,000 | 141 |
| Kanfei Nesharim |
Jerusalem | Offices | 50% | Conditional permit issued. |
15,000 | 11 |
| Ofakim - Ofar | Ofakim | Commercial | 100% | Building permit request filed. |
8,000 | 28 |
| Gannei Tal | Gannei Tal Industry |
51% | In reservation with administration |
28,000 | 30 |
| Project Name | Location | Main Use | Company's Share |
Design Status | Built-Up Area* (m²) |
Project's Value in the Company's Books (Millions of NIS) |
|
|---|---|---|---|---|---|---|---|
| Rehovot - Sharfon |
Rehovot | Employment and commercial |
50% | In the information files stage prior to |
40,000 | 37 | |
| Residential | submitting permits | 210 housing units |
|||||
| Eilat - Shemi Bar |
Eilat | Employment and commercial |
100% | In Town Construction Plan approval stages. |
23,000 | 65 | |
| Residential | 220 housing units |
||||||
| Eilat - Commercial Compound |
Eilat | Employment and commercial |
100% | In Town Construction Plan approval stages. |
21,500 | 63 | |
| Residential | 152 housing units |
||||||
| DLR Mivne | Petach Tikva |
Data center | 50% | In permit stages | 22MW on some 12,000 m² |
- | |
| Kiryat Shechakim |
Herzliya | Offices | 25% | - | 200,000 | - | |
| Total | 688,750 | 1,304 |
* Without parking area
| Town | Use | Number of Units |
Area (m²) | Book Value/ Sum Paid (Thousands of NIS) |
Balance Payable (Thousands of NIS) |
Yearly NOI/Expec ted NOI (Thousands of NIS) |
Expected Yield |
|---|---|---|---|---|---|---|---|
| Jerusalem | Housing Collection |
317 | 13,658 | 128,838 | - | 8,037 | Cash generating |
| Kiryat Ono | Student Dorms |
113 | 3,334 | 59,574 | - | 2,900 | Cash generating |
| Kiryat Ono | Residential | 30 | 2,745 | 68,591 | - | 2,000 | Cash generating |
| Ben Shemen | Residential | 80 | 8,913 | 25,518 | 112,581 | 4,235 | Q2/2025 |
| Hadera | Residential | 50 | 4,507 | 14,166 | 61,987 | 1,679 | Q2/2025 |
| Ramat Hasharon |
Residential | 50 | 6,044 | 28,557 | 123,978 | 5,508 | Q2/2024 for most of the apartments Q1/2026 on the balance of the apartments |
| Ramat Chen | Residential | 80 | 7,177 | 37,485 | 160,410 | 5,283 | Q4/2026 |
| Total | 720 | 46,378 | 362,729 | 458,956 | 29,642 |
The Company has solar installations installed on the rooftops of buildings it owns in Israel. The installations are used to generate electricity, which is provided to the Israel Electric Corporation for pay. From time to time the Company studies the IEC tenders and their feasibility. The Company is acting to significantly increase the number of solar installations on rooftops in its possession throughout the country and is examining the utilization of additional opportunities in this field. The following is the status of the facilities as of the publication of this report:
| Amount | Size (KW) | Expected Yearly Revenue (Thousands of NIS) |
|
|---|---|---|---|
| Existing installations | 211 | 30,587 | 24,942 |
| Increasing the size of existing installations |
- | 1,568 | 1,081 |
| Installations with quota | 61 | 7,719 | 5,317 |
| Installations in approval proceedings |
21 | 2,967 | 2,143 |
| Total | 293 | 42,841 | 33,483* |
* The Company's share of expected revenues, is expected to amount to a total of 27 million NIS.
The amortized cost in the books for the solar facilities is 136 million NIS and the balance of the cost for implementation totals 14 million NIS.

(1) Some of the information presented in the above two tables constitutes forward-looking information, as per Section 32a of the Securities Law, 1968. Forward-looking information is any forecast, estimate, assessment or other information in the Company's possession as they are upon the publication of this report with regard to future events or issues, the materialization of which is uncertain and not under the sole control of the Company, and among other things, is subject, by nature, to significant chances of nonrealization. Such information is influenced, among other things, by the business environment in which the Company is active and the risk factors characterizing the Company's activity, including tenants' ability to pay, the receipt of permits and approvals from the proper authorities, engagements with third parties, and changes in legislation and regulation. For further details on the risk factors characterizing the Company's activity see Section 1.36 "Risk Factors" as well as Section 1.8 "General Environment" in of the Report on the Corporation's Business in the 2022 Periodic Report.
The Company deals, among other things, in the development, planning and construction of apartments for sale in Israel. The Company has an inventory of land for future construction in Israel, as follows:
| Location | No. of Housing Units1 |
Holdings in Projects |
Number of Housing Units for which Sales Agreements were Signed and Not Yet Delivered |
Financial Scope of Sales Agreements (Millions of NIS, Not Yet Delivered) |
Number of Housing Units for which Sales Agreements were Signed and Not Yet Delivered |
Financial Scope of Sales Agreements (Millions of NIS, Not Yet Delivered) |
Sign-Ups for which the Sales Agreement has Not Yet been Signed |
Total Investment as of June 30 2023 (Millions of NIS) |
Total Cost Balance |
Developer Profit Not Yet Recognized |
|---|---|---|---|---|---|---|---|---|---|---|
| % | As of June 30 2023 | As of the publication of the report | ||||||||
| Hasolelim | 360 | 75% | 82 | 285 | 82 | 285 | 2 | 426 | 280 | 358 |
| Hameitav Tel-Aviv 2 |
1 | 50% | - | - | - | - | - | 1 | - | 1 |
| Merom Hasharon Stage F |
134 | 90% | 43 | 82 | 44 | 83 | - | 84 | 25 | 59 |
| Merom Hasharon Stage G |
79 | 90% | - | - | - | - | - | 74 | 9 | 50 |
| Total | 574 | 125 | 367 | 126 | 368 | 2 | 585 | 314 | 468 |
1.Balance of units in inventory as of June 30 2023
Some of the information presented in the above table constitutes forward-looking information, as per Section 32a of the Securities Law, 1968. Forward-looking information is any forecast, estimate, assessment or other information in the Company's possession as they are upon the publication of this report with regard to future events or issues, the materialization of which is uncertain and not under the sole control of the Company, and among other things, is subject, by nature, to significant chances of non-realization. Such information is influenced, among other things, by the risk factors characterizing the Company's activity, including the state of the economy, the receipt of permits and approvals from the proper authorities, engagements with third parties, changes in legislation and regulation and increased construction costs. For further details on the risk factors characterizing the Company's activity see Section 1.36 "Risk Factors" as well as Section 1.8 "General Environment" in of the Report on the Corporation's Business in the 2022 Periodic Report.
| Location | Number of Housing Units |
Holdings in Projects | Total Value as of June 30 2023 |
|
|---|---|---|---|---|
| In % | In Millions of NIS | |||
| Sdeh Dov | 230 | 33.33% | 223 | |
| Or Akiva | 56 | 100% | 10 | |
| Ramleh | 57 | 100% | 7 | |
| Total | 343 | 240 |
Company policy is to maintain an efficient leverage rate by recruiting debt with a long-term life span and with no liens. The Company's net financial debt as of June 30 2023 amounts to 6.6 billion NIS. The debt's total life span in Israel is 4.65 years and the weighted effective interest rate is 2.34% CPI-linked.

| Average Life |
Weighted Effective |
2023 | 2024 | 2025 | 2026 | 2027 | 2028 | 2029 Onward |
Balance as of June 30 2023* |
|
|---|---|---|---|---|---|---|---|---|---|---|
| Span | Interest | In Millions of NIS | ||||||||
| Israel | 4.65 | 2.34% | 322 | 557 | 794 | 1,128 | 1,151 | 1,228 | 2,835 | 8,015 |
| Weighted Interest Rate for Redemptions Performed in the Period |
1.97% | 3.60% | 2.70% | 1.82% | 2.68% | 2.32% | 2.06% | |||
| Weighted interest rate | 2.33% | 2.23% | 2.18% | 2.25% | 2.13% | 2.05% | 2.12% | |||
| Abroad 5.67 | 1.78% | 1 | 40 | 55 | - | - | - | 195 | 291 | |
| Total redemptions | 323 | 597 | 849 | 1,128 | 1,151 | 1,228 | 3,030 | 8,306 | ||
| Of these, a "balloon" guaranteed by a lien |
- | (155) | (244) | (574) | (544) | (395) | (195) | |||
| cash flows | Redemptions less pledged | 323 | 442 | 605 | 554 | 607 | 833 | 2,835 | ||
| Value of asset pledged | - | 583 | 522 | 996 | 1,457 | 817 | 395 | |||
| LTV rate of pledged asset | - | 26.6% | 46.8% | 57.6% | 37.3% | 48.3% | 49.5% |
* The balance as of June 30 2023 for debentures includes a discount or premium.
Company management believes that NOI is an important parameter in valuing cashgenerating real estate. The result of dividing this Transition data by the commonly used discount rate in the geographic location of the property ("cap rate") is one of the indications of valuation of the property (beyond other indications, such as: market value of similar properties in the same area, sales price per m² of built area deriving from the latest transactions effected, etc.). In addition, NOI is used to measure the free cash flow available to service the financial debt taken to finance the property's purchase. We emphasize that the NOI:

The NOI in Israel in the second quarter of 2023 totaled 192 million NIS, compared to 176 million NIS in the corresponding quarter last year, constituting a growth of 9.4%.
The following is the calculation of the weighted cap rate derived from all the cash-generating properties in Israel as of June 30 2023:
| Consolidated (in Millions of NIS) |
|
|---|---|
| Investment property in consolidated report as of June 30 2023 | 13,771 |
| Less - foreign real estate |
(946) |
| Less – value of lands classified as investment property |
(1,351) |
| Plus – value of cash-generating properties intending for realization |
2 |
| Income-generating investment property in Israel as of June 30 2023 |
11,476 |
| Less value attributed to vacant spaces | (832) |
| Less value attributed to rental housing | (257) |
| Investment property attributed to rented spaces as of June 30 2023 |
10,387 |
| NOI from cash-generating properties in Israel for the period ending June 30 2023 |
374 |
| Standard Yearly NOI | 744 |
| Yearly NOI less NOI attributed to rental housing | 731 |
| Weighted cap rate deriving from cash-generating investment property in Israel |
7.04% |

FFO is a commonly used American, Canadian and European index used to provide additional knowledge on the results of the operations of cash-generating real estate companies, granting a proper basis for comparisons between cash-generating real estate companies. This index is not required by accounting rules. FFO, as defined, expresses net reported profit, less profits (or losses) from the sale of assets, less depreciation and amortization (for real estate) after neutralizing deferred taxes, losses from the early redemption of loans and non-cash flow expenses.
The Company believes that analysts, investors and shareholders may receive information with added value from the measurement of the results of the Company's activity on an FFO basis. The FFO index is used, among other things, by analysts in order to examine the dividend distribution rate from the operating results according to the FFO of real estate companies.

| 1-6.2023 | 1-6.2022 | 4-6.2023 | 4-6.2022 | 1-12.2022 | |
|---|---|---|---|---|---|
| Net profit for the period | 340,226 | 685,109 | 168,335 | 618,647 | 1,285,219 |
| Changes in value of investment property and investment property under construction |
(198,805) | (792,713) | (104,780) | (764,625) | (1,346,603) |
| Profits and losses from the sale of real estate, investees, other revenues and realization of capital reserves from translation differences. |
4,413 | 4,012 | 1,752 | 1,288 | (9,814) |
| Tax expenses from the sale of properties and other revenues |
- | - | - | - | 1,584 |
| Changes in fair value of financial instruments |
6,323 | 25,130 | (2,271) | 17,028 | 37,319 |
| Adjustments due to taxes | 59,916 | 200,498 | 29,841 | 183,732 | 340,305 |
| Loans attributed to affiliated companies |
(3,844) | (99) | (4,449) | (697) | 3,432 |
| Revaluation of assets and liabilities |
2,279 | 1,778 | 1,277 | 928 | 14,414 |
| Other revenues | (32,956) | (11,760) | (14,791) | (5,279) | (34,128) |
| Nominal FFO pursuant to ISA directives |
174,552 | 111,955 | 74,914 | 51,022 | 291,728 |
| Added – expenses of linkage differences on the debt principal and exchange rate differences |
117,683 | 133,781 | 72,306 | 78,281 | 238,844 |
| Real FFO pursuant to management's approach |
292,235 | 245,736 | 147,220 | 129,303 | 530,572 |
| FFO attributed to cash generating property |
301,836 | 253,832 | 152,258 | 132,467 | 544,196 |
| Change in CPI rate in the period * |
2.46% | 3.13% | 1.36% | 1.93% | 5.3% |
* The change in the Consumer Price Index rate has an impact on current tax expenses. In the event of an increase/decrease in the Consumer Price Index, an increase/decrease occurs in financing expenses due to a CPIlinked debt, which causes a decrease/increase in provisions to current taxes.

The Company's forecast for its key operating results in 2023, based on the following working assumptions:
| 2023 Forecast Update, in Millions of NIS | |||||||
|---|---|---|---|---|---|---|---|
| In Practice 1- 6/2023 |
Revised 2023 Forecast |
Previous Forecast |
2022 in Practice |
||||
| NOI | 412 | 810-820 | 795-815 | 760 | |||
| FFO attributed to cash generating property |
302 | 580-590 | 560-580 | 544 |
The information in the above table featuring a forecast for all of 2023 constitutes forward-looking information, as defined in Section 32a of the Securities Law, 1968. Forward-looking information is any forecast, estimate, assessment or other information in the Company's possession as they are upon the publication of this report with regard to future events or issues, the materialization of which is uncertain and not under the sole control of the Company, and among other things, is subject, by nature, to significant chances of non-realization. Such information is influenced, among other things, by the business environment in which the Company is active and by the risk factors that characterize the Company's activity, including the state of the Israeli economy, the global health crisis, the global geopolitical crisis, changes in occupancy rates, in the CPI, in interest rates, and in rental fees. Changes in the business environment or the realization of any of the Company's risk factors may influence the Company's activity and its monetary results in a manner different than the assessments detailed above. For details on the risk factors characterizing the Company's activity see Section 1.36 for details on the business environment see Section 1.8 of the Report on the Corporation's Business in the 2022 Periodic Report.
Business Results Summary Table (in Millions of NIS)
| For the Period (in Millions of NIS) | Notes and Explanations |
|||||
|---|---|---|---|---|---|---|
| 1-6.2023 | 1-6.2022 | 4-6.2023 | 4-6.2022 | |||
| Revenues from Rental and Management Fees |
515 | 467 | 258 | 235 | Most of the increase in the periods from the impact of the CPI increase on rental contracts, a real increase in rental fees. |
|
| Maintenance and Management Cost |
109 | 108 | 53 | 51 | ||
| Revenues from the Sale of Apartments and Land |
69 | 16 | 28 | 16 | The revenues in the period derive from revenues from Hasolelim Project in Tel Aviv to the sum of 49 million NIS and at Marom Hasharon to the sum of 20 million NIS. |
|
| Land Sold | Cost of Apartments and | 43 | 12 | 18 | 12 | |
| Increase in Fair Value of Investment Property |
199 | 793 | 105 | 765 | Over the course of the period, 117 valuations were carried out for properties worth 5.7 billion NIS. Most of the increase derives from an increase in the Consumer Price Index, an increase in real rental fees as well as an increase in the value of land. |
|
| Administrative and General, Sales and Marketing Expenses |
48 | 45 | 25 | 21 | The increase is mainly due to costs due to the end of the CEO's term. |
|
| Financing Expenses |
Net interest expenses |
67 | 64 | 35 | 32 | The increase in the period largely derives from an increase in the Company's debt. |
| Expenses from change in CPI, net |
143 | 154 | 82 | 102 | A 2.46% CPI increase in the period against a 3.13% CPI increase in the corresponding period last year. In addition, an increase in linked financial debt. |
|
| Loss from early redemption |
- | 2 | - | 2 | ||
| Net expenses (revenues) from exchange rate differences and others |
(20) | 6 | (14) | (7) | ||
| Total | 190 | 226 | 103 | 129 | ||
| Tax expenses on income |
66 | 210 | 34 | 190 | ||
| Net Profit | 340 | 685 | 168 | 619 |
| As of June 30 2023 |
As of December 31 2022 |
Notes and Explanations | |
|---|---|---|---|
| Current Assets | 2,257 | 983 | The increase in the period largely derives from an increase in the balances of cash and cash equivalents as a result of the issue of debentures in return for a total of 2,247 million NIS, with this being offset in part by the redemption of debentures to the sum of 816 million NIS and the payment of dividends to the sum of 157 million NIS. |
| Investments handled using the book value method |
519 | 501 | |
| Investment property, investment property in development and advance payments on account of investment in land |
15,232 | 14,725 | The increase mainly derives from real estate revaluations and investments in the period. |
| Inventory of land for construction | 240 | 239 | |
| Short-term credit, current maturities | 764 | 639 | |
| Long-term loans and liabilities from banking corporations, credit providers and others. |
949 | 1,187 | |
| Long-term debentures | 6,365 | 4,776 | The increase in the period largely derives from the issue of Series Y debentures and the expansion of Series T and Y in return for a total of 2,247 million NIS and against debenture redemptions of Series R, O, P, Q and S to a total sum of 817 million NIS. |
| Total equity attributed to shareholders |
8,182 | 7,985 | Most of the increase derives from comprehensive income in the period to the sum of 354 million NIS, offset by dividends to the sum of 157 million NIS. |
| Total Equity | 8,237 | 8,026 |
| Sources | In Millions of NIS |
|---|---|
| Balance of Cash at the Beginning of the Period | 179 |
| Cash Deriving from Current Activities | 228 |
| Sale pf assets and redemption of loans given to others | 95 |
| Short-term investments, net | (52) |
| Investment and issue of loans to investees, net | (11) |
| Investment in investment property, real estate under development and fixed assets |
(264) |
| Total investment activity | (232) |
| Issue of debentures | 2,248 |
| Repayment of short-term credit | (33) |
| Receipt of loans from banks and long-term liabilities | 89 |
| Repayment of loans from banks and long-term liabilities | (142) |
| Redemption of debentures | (817) |
| Dividends paid to shareholders | (158) |
| Total financing activity | 1,187 |
| Exchange rate differences due to cash and cash equivalent balances | 5 |
| Balance of cash at the end of the period | 1,367 |
As of the publication of this report, the Company has cash balances and unused credit frameworks totaling 2.35 billion NIS.
As of the report date and as of the publication of this report, the Company is in compliance with all of the financial covenants it was committed to within the framework of the loan agreements and deeds of trust of the Company's debentures.
For details on the debentures (Series 20 and 25) as well as debentures that constitute a "material loan" as this term is defined in Legal Position 104-15: a reportable credit event published by the Securities Authority on October 30 2011 and as updated on March 19 2017 and February 2, 2023, see Appendix C to the Board of Directors' Report.
For details on the issue of debentures and early redemption of debentures, see Notes 4a, c., d. and l. to the Company's June 30 2023 Interim Consolidated Financial Statements ("Financial Statements").
Working capital, including assets and liabilities held for sale as of June 30 2023, amounted to 1,225 million NIS in the Financial Statements compared to a total of 50 million NIS as of December 31 2022. Working capital in the solo financial statements, including assets held for sale as of June 30 2023, amounted to 1,150 million NIS vs. a working capital deficit, including assets held for sale to the sum of 32 million NIS as of December 31 2022.
The Company has financial obligations to the sum 8.3 billion NIS, of which 7.1 billion NIS are CPI-linked. The Company's cash-generating property in Israel is worth 11.7 billion NIS, is largely rented in CPI-linked rental agreements, and the Company considers this to be longterm inflationary protection.
The Company has investments in investees active in Israel and the U.S. The Company lists its investments in these companies using the book value method. As of June 30 2023 the investment in these companies amounts to 519 million NIS, of which 507 million NIS is in Israel.
On February 5, 2023, Standard & Poor's Maalot announced that it was issuing a rating of ilAA Stable Outlook for debentures (Series 25), issued in February 2023 by way of series expansion. See immediate report published by the Company on February 5, 2023 (reference no.: 2023-01-014259).
On February 12 2023, Midroog Ltd. announced that it was rating debentures (Series 25), issued in February 2023 by way of series expansion, an Aa2.il/Stable outlook. See immediate report published by the Company on February 12, 2023 (reference no.: 2023-01-016137).
On March 27 2023 Midroog Ltd. announced that it was retaining the Aa2.il Stable Outlook rating for the Company and for the debentures (Series 16, 17, 20, 24 and 25) issued by the Company, the rating Aa1.il Stable Outlook for the debentures (Series 19 and 23) the Company has issued as well as rating P-1.il for the Company's Commercial Securities 1.
On June 6 2023 Standard & Poor's Maalot announced that it was ratifying the Company's rating at ilAA- Stable Outlook, see the Company's report from June 6 2023 (2023-01-062226).
On June 7 2023 Midroog Ltd. announced that it was retaining the Aa2.il Stable Outlook rating for the Company and for the debentures (Series 16, 17, 20, 24 and 25) issued by the Company, the rating Aa2.il Stable Outlook for the debentures (Series 24 and 25) the Company has issued, see the Company's report from June 7 2023 (2023-01-062802).
On June 7 2023 Standard & Poor's Maalot announced that it was ratifying the rating of ilAA Stable Outlook for the debentures issued by the Company (Series 20 and 25), see the Company's report from June 7 2023 (2023-01-062997).
In March 2023 the Company Board of Directors decided on a dividend distribution policy for 2023 totaling 260 million NIS but not exceeding 50% of the Company's total yearly FFO, all subject to a specific decision by the Board of Directors before each distribution after examination of the distribution tests set in law, alongside business considerations.
On May 30 2023 the Company's Board of Directors decided to distribute dividend to the amount of 65 million NIS (0.0861055 NIS per share).
On August 15 2023 the Company's Board of Directors decided to distribute dividend to the amount of 65 million NIS (0.0861052 NIS per share).
The Company Board of Directors would like to thank the Company's employees for their dedicated work during the reported period as well as the holders of the Company's securities for the trust they have placed in the Company.
Tal Fuhrer Chair of the Board of Directors
Uzi Levi
Company CEO
August 15 2023
27
| 01 | Appendix A Exposure to Market Risk and Management Thereof |
|---|---|
| 02 | Appendix B Corporate governance and disclosure Regarding the Corporation's Financial Reporting |
| 03 | Appendix C Special Disclosure for Debenture Holders: Bonds in Public Hands |
| 04 | Appendix D Linkage Basis Report |


June 30 2023 Quarterly Report | Board of Directors' Report on the State of the Company's Affairs
29
Appendix B
June 30 2023 Quarterly Report | Board of Directors' Report on the State of the Company's Affairs
Disclosure Provisions with Regard to the Corporation's Financial Reporting
31
Aspects of Corporate Governance and Disclosure Provisions with Regard to the Corporation's Financial Reporting; Environmental and Social Responsibility
The Company is active in a number of fields for the purpose of proper treatment of environmental influences deriving from its activity, while reducing risks and building relationships of trust with the community.
The Company is acting to expand its involvement in the field of solar energy and the creation of green energy and over the course of recent years the Company increased its investment in the field. The Company is in the advanced stages of an extended project, a significant portion of which is carried out along with partners active in the field, to replace the roofs on properties in its possession across the country with new roofs on which solar energy systems are installed in order to allow the production of renewable energy, in accordance with a long-term agreement with the Electric Company to provide electricity for up to 25 years. As of the publication of the report, the Company has filed requests to regulate 293 solar energy systems and a licensing process was completed for the installation of 272 systems with an output of 39.8 MW, of which 211 systems were operated with an output of 30.5 MW. Concurrently, over the course of the year the Company has upgraded the existing solar energy systems in its possession while increasing their utilization level, by increasing the size of the systems, making the systems denser and replacing the existing equipment (solar panels and converters) with equipment with more advanced technology. In addition, the Company has engaged with a partner in the field in an agreement to build electrical storage facilities that will be operated on the Company's properties across the country,

with a total output of 400 MW/h. At this stage the Company is in the process of granting approvals and permits for 26 systems in the information files stage and 6 systems in the pre-permit stage.
New projects of office towers and employment compounds in development are being built according to the LEED Platinum or LEED Gold rating, a voluntary international standard for certifying buildings for green construction acting according to principles of environmental and social responsibility. The standard selects various categories such as energy savings and use of renewable energy, effective use of water, the environment inside the structure and so on. The standard consists of four grades – Certified, Silver, Gold and Platinum, with Platinum being the highest rating. Accordingly, the Company's employment compounds will provide its customers with optimal working conditions with energy savings and environmental protection.
In the Company's older employment compounds as well, the Company is working on a regular basis to upgrade them both in terms of environmental protection and energy savings and is making investments in replacing bulbs with cost-effective LED bulbs, replacing chillers and installing charging stations for electrical vehicles in its parking garages.
The Company and Scala Smart Energy Ltd. signed a collaboration agreement for construction and operation of EV charging stations at Company properties across Israel. As of the publication of the report, 24 public charging stations have been installed on the Company's properties and 15 stations are operational. 46 additional public charging stations are expected to be installed over the course of the year.
The Company is dedicated to principles of proper corporate governance, gender equality and protecting employee rights. The Company has an ethical code that all of the Company's employees and executives are committed to follow, which includes the Company's values, which are: green construction, social responsibility at the Company's offices, protecting the environment in all areas of activity, the advancement and integration of people with disabilities, investment in employees, preventing discrimination, mutual respect, fair working hours, preventing harassment, a safe work environment, public sharing and reporting transparency, fair severance, fair trade, decency and respect for customers, upholding contracts and more. For this purpose, the Company has appointed a Human Resources Manager, among the chief duties of whom are protecting the employees' welfare and protecting their rights.
The Company takes pride in gender equality in employee placement - 51.6% women and 48.4% men.
Special Disclosure for Debenture Holders: The Bonds in Public Hands
As of the report issue date, there are 7 outstanding series of tradable debentures issued by the Company, as detailed in the following table. Note that during the reported period and as of the report date, the Company has met all of the terms and obligations in accordance with the deeds of trust and no conditions existed that gave grounds to the provision of the debentures for redemption or for the realization of collateral in accordance with the terms of the deeds of trust.
| As of June 30 2023 (In Thousands of NIS) |
Debentures (Series 16) |
Debentures (Series 17) |
Debentures (Series 19) |
Debentures (Series 20) |
|---|---|---|---|---|
| Date of Issue | July 10 2014 May 17 2020 expansion |
July 10 2014 Expansions - over the course of 2016, February 23 2017, October 23 2017 |
September 29 2016 Expansions - January 12 2017, January 26 2017, February 21 2017, August 27 2020. |
July 30 2017 Expansions - March 27 2022, June 8 2023 |
| Notational value on the date of issue, including offering as a result of options exercise and by way of expansion |
347,130 | 747,503 | 487,512 | 1,439,687 |
| Outstanding Notational Value |
195,087 | 375,931 | 360,711 | 1,334,983 |
| Stock market rate (in 0.01 NIS) |
101.94 | 113.91 | 112.76 | 112.17 |
| Outstanding Notational Value, Linked |
195,087 | 415,613 | 402,012 | 1,492,351 |
| Accrued interest | - | - | 2,606 | - |
| Fair value | 198,871 | 428,223 | 406,738 | 1,497,450 |
| Interest type | Fixed interest | |||
| Denoted Yearly Interest Rate |
5.65% | 3.7% | 2.6% | 2.81% |
| Principal payment dates | Twelve non-equal yearly installments paid on June 30 of each of the years from 2017 to 2028. 5% of the principal will be paid in each of the first through fourth installments and 10% of the principal paid in each of the fifth to twelfth installments. |
Twelve unequal yearly installments, to be paid on June 30 of each of the years from 2017 to 2028, with 5% of the principal paid in each of the first through fourth payments and 10% of the principal paid in each of the fifth to twelfth payments. |
Ten unequal annual installments that will be paid on March 31 of each year from 2018 through 2023 and each year from 2025 to 2027. In the first three installments 2% of the principal shall be paid, in each of the five next installments 5% of the principal shall be paid and in the ninth installment, 69% of the principal shall be repaid. |
Eight non-equal yearly installments paid on December 31 of each of the years from 2019 through 2029, except for 2022, 2024 and 2027. First, third and fourth installments 5%, second and fifth installments 10%, sixth and seventh installments 20% and eighth installment 25%. |
| Interest payment dates | June 30 and December 31 of each year from 2014 to 2028. |
June 30 and December 31 of each year from 2014 to 2028. |
March 31 and September 30 of each of the years from 2017 to 2026, as well as on March 31 2027. |
December 31 and June 30 on each year from 2017 to 2029. |
| As of June 30 2023 (In Thousands of NIS) |
Debentures (Series 16) |
Debentures (Series 17) |
Debentures (Series 19) |
Debentures (Series 20) |
|
|---|---|---|---|---|---|
| Linkage Basis and Terms (Principal and Interest) |
Non-linked | May 2014 CPI | August 2016 CPI | June 2017 CPI | |
| Does it constitute a material obligation? |
No | No | No | Yes | |
| Rating company 1 | Midroog For more information see "Financing" in this report, under "Credit rating". |
||||
| Rating | Aa2 Stable outlook | Aa2 Stable outlook | Aa1 Stable outlook | Aa2 Stable outlook | |
| Rating company 2 | S&P Maalot For more information see "Financing" in this report, under "Credit rating". |
||||
| Rating | AA stable | ||||
| Are there guarantees for the payment of the obligations? |
No | ||||
| Are there any liens? | No | No | Yes. Real estate properties. See Appendix A of Part A of the 2022 Periodic Report. For details on the security replacement mechanism see Section 5.9 of the Deed of Trust attached as Appendix A to the August 26 2020 Shelf Offering Report (reference no. 2020-01-084685). Note that the liens in question are valid in accordance with the law and with the Company's articles of association. |
No | |
| The value of pledged properties on the financial statements |
- | - | 707,702 - |
||
| Trustee | Mishmeret Trust Services Ltd. (1) | Resnick Paz Nevo Trusts Ltd. (2) | |||
| Right to early repayment | (3) |
| As of June 30 2023 (In Thousands of NIS) |
Debentures Series 23 (Formerly Series 14 in Jerusalem Economy Ltd.) |
Debentures Series 24 (Formerly Series 15 in Jerusalem Economy Ltd.) |
Debentures Series 25 (4) | |
|---|---|---|---|---|
| Date of Issue | September 18 2016 Expansions - August 27 2020, March 27 2022 |
June 21 2017 | 1.11.2021 Expansions - February 6 2023, June 8 2023 |
|
| Notational value on the date of issue, including offering by way of expansion |
837,655 | 612,810 | 3,065,604 | |
| Outstanding Notational Value | 616,525 | 490,248 | 3,065,604 | |
| Stock market rate (in 0.01 NIS) |
111.43 | 111.02 | 90.55 | |
| Outstanding Notational Value, Linked |
685,030 | 544,217 | 3,306,803 | |
| Accrued interest | 4,144 | - | 2,886 | |
| Fair value | 686,994 | 544,273 | 2,775,904 | |
| Interest type | Fixed interest | |||
| Denoted Yearly Interest Rate | 2.4% | 2.6% | 0.35% | |
| Principal payment dates | Nine non-equal yearly installments paid on September 30 of each of the years of 2018 through 2026. First installment of 2% of the principal, second to eighth payments of 5% of the principal, and ninth payment of 63% of the principal. |
Six installments of 4% of the principal each on June 30 of each year from 2019 to 2024, three installments of 6% of the principal on June 30 of each year from 2025 to 2027, the balance of 58% of the principal on June 30 2028. |
Nine non-equal yearly installments paid on September 30 of each of the years of 2023 and 2025 as well as 2027-2033. First and second installments at a rate of 5% of the principal, third to fifth installments at a rate of 10% of the principal and sixth through ninth installments of 15% of the principal, each. |
|
| Interest payment dates | March 30 and September 30 of each year from March 30 2017 to September 30 2026. |
June 30 and December 31 of each year from December 31 2017 to June 30 2028. |
March 31 and September 30 of each year from March 31 2022 to September 30 2033. |
|
| Linkage Basis and Terms (Principal and Interest) |
July 2016 CPI | May 2017 CPI | September 2021 CPI | |
| Does it constitute a material obligation? |
No | No | Yes | |
| Rating company 1 | Midroog For more information see "Financing" in this report, under "Credit rating". |
|||
| Rating | Aa1 Stable outlook | Aa2 Stable outlook | ||
| Rating company 2 | S&P Maalot For more information see "Financing" in this report, under "Credit rating". |
|||
| Rating | AA stable | |||
| Are there guarantees for the payment of the obligations? |
No | |||
| Are there any liens? | Yes. Real estate properties. See Appendix A of Part A of the 2022 Periodic Report. For details on the security replacement mechanism see Section 5.9 of the Deed of Trust attached as Appendix A to the August 26 2020 Shelf Offering Report (reference no. 2020-01-084685). The liens in question are valid in accordance with the law and with the Company's articles of association. |
Yes. Shares of Darban Investments Ltd. (a wholly owned subsidiary of the Company). See Note 23.c.1 to the Consolidated Financial Statements in the 2022 Periodic Report. The liens in question are valid in accordance with the law and with the Company's articles of association. |
No | |
| The value of pledged properties on the financial statements |
925,832 | 816,676 | - | |
| Trustee | Resnick Paz Nevo Trusts Ltd. (2) | |||
| Right to early repayment | (3) |
The Company's debentures (Series T and Y) constitute reportable credit.
The following are details regarding the Company's compliance with the financial covenants (Series 20):
| The Covenant | Ratio as of the Reports Date |
Compliance as of Report Date |
|---|---|---|
| Equity will be decreased to below 1.2 billion NIS, for two consecutive quarters. |
8,117 | Meeting the condition |
| The net financial debt to balance sheet ratio, as defined in the deed of trust, shall not exceed 75% for two consecutive quarters. |
39.1% | Meeting the condition |
| The net financial debt to gross profit ratio, as defined in the deed of trust, shall not exceed 17 for two consecutive quarters. |
7.9 | Meeting the condition |
| The net financial debt to balance sheet ratio, as defined in the deed of trust, shall be no less than 16% for two consecutive quarters. |
47.5% | Meeting the condition |
Restrictions on the distribution of dividends in accordance with the to the debentures' (Series 20) deed of trust:
| The Covenant | Ratio as of the Reports Date |
Compliance as of Report Date |
|---|---|---|
| Equity will be decreased to below 1.3 billion NIS. | 8,117 | Meeting the condition |
| The net financial debt to balance sheet ratio, as defined in the deed of trust, shall not exceed 73%. |
39.1% | Meeting the condition |
| The net financial debt to gross profit ratio, as defined in the deed of trust, shall not exceed 15. |
7.9 | Meeting the condition |
| The net financial debt to balance sheet ratio, as defined in the deed of trust, shall be no less than 17% for two consecutive quarters. |
47.5% | Meeting the condition |
The following are details regarding the Company's compliance with the financial covenants (Series 25):
| The Covenant | Ratio as of the Reports Date |
Compliance as of Report Date |
|---|---|---|
| Equity will be decreased to below 2.5 billion NIS, for two consecutive quarters. |
8,117 | Meeting the condition |
| The net financial debt to balance sheet ratio, as defined in the deed of trust, shall not exceed 75% for two consecutive quarters. |
39.1% | Meeting the condition |
| The net financial debt to gross profit ratio, as defined in the deed of trust, shall not exceed 16 for two consecutive quarters. |
7.9 | Meeting the condition |
| The net financial debt to balance sheet ratio, as defined in the deed of trust, shall be no less than 20% for two consecutive quarters. |
47.5% | Meeting the condition |
Restrictions on the distribution of dividends in accordance with the to the debentures' (Series 25) deed of trust:
| The Covenant | Ratio as of the Reports Date |
Compliance as of Report Date |
|---|---|---|
| Equity will be decreased to below 3.4 billion NIS. | 8,117 | Meeting the condition |
| The net financial debt to balance sheet ratio, as defined in the deed of trust, shall not exceed 70%. |
39.1% | Meeting the condition |
| The net financial debt to gross profit ratio, as defined in the deed of trust, shall not exceed 13. |
7.9 | Meeting the condition |
| Bonds (Series 20) |
Grounds were established for calling for the immediate redemption of any of the following: (1) another debenture series issued by the Company; or (2) debt and/or accumulated debt by the Company to one or more financial institutions, including institutional investors (except for non recourse debt) in excess of 200 million NIS, provided that such a call for immediate redemption has not been reversed within 21 days. |
|---|---|
| Bonds (Series 25) |
Grounds were established for calling for the immediate redemption of any of the following: (1) another debenture series issued by the Company; or (2) debt and/or accumulated debt by the Company to one or more financial institutions, including institutional investors (except for non recourse debt) in excess of 400 million NIS, provided that such a call for immediate redemption has not been reversed within 30 days. |


.
| Section | US Dollar |
Swiss | Euro | Canadian Dollar |
CPI | Unlinked | Non Financial |
Total |
|---|---|---|---|---|---|---|---|---|
| Thousands of NIS | ||||||||
| Cash and cash equivalents |
6,228 | 22,174 | 36,342 | 7,955 | - | 1,294,030 | - | 1,366,729 |
| Short-term investments | 10,142 | - | 46,983 | 98 | - | 55,700 | - | 112,923 |
| Trade receivables | 664 | 232 | 2,280 | 1,827 | - | 22,333 | - | 27,336 |
| Accounts receivable and debit balances |
1,730 | 2,205 | 8,861 | 3,784 | 74,306 | 48,538 | 14,267 | 153,691 |
| Taxes receivable | 682 | 1,090 | 113 | - | 7,138 | - | - | 9,023 |
| Deposits and long-term debit balances |
- | - | - | 253 | 33,384 | - | - | 33,637 |
| Investments in investees |
- | - | 23,463 | - | - | 57,480 | 438,458 | 519,401 |
| Assets held for sale | - | - | - | - | - | - | 1,660 | 1,660 |
| Advance payments on account of investments in land |
- | - | - | - | - | - | 147,966 | 147,966 |
| Inventory of land for residential construction and apartments under construction |
- | - | - | - | - | - | 825,136 | 825,136 |
| Investment property | - | - | - | - | - | - | 13,771,081 | 13,771,081 |
| Investment property under construction |
- | - | - | - | - | - | 1,313,117 | 1,313,117 |
| Property, plant and equipment |
- | - | - | - | - | - | 188,220 | 188,220 |
| Intangible assets | - | - | - | - | - | - | 19,630 | 19,630 |
| Deferred taxes | - | - | - | - | - | - | 362 | 362 |
| Total assets | 19,446 | 25,701 | 118,042 | 13,917 | 114,828 | 1,478,081 | 16,719,897 | 18,489,912 |
| Credit from banks and other credit providers |
- | - | - | - | - | 103,402 | - | 103,402 |
| Trade payables | - | 202 | 5,178 | 3,617 | - | 58,471 | - | 67,468 |
| Other payables | 1,597 | 2,342 | 8,724 | 809 | 16,104 | 117,800 | 44,527 | 191,903 |
| Taxes payable | - | - | 8,296 | - | - | 808 | - | 9,104 |
| Loans from banking corporations including current maturities |
56,775 | 195,387 | - | 39,149 | 443,668 | 428,476 | - | 1,163,455 |
| Other liabilities | - | - | - | 241 | - | 19,645 | - | 19,886 |
| Debentures | - | - | - | - | 6,583,247 | 208,482 | - | 6,791,729 |
| Tenant deposits | 1,108 | 25 | - | - | 44,374 | - | - | 45,507 |
| Employee benefit liabilities, net |
- | - | - | - | - | - | 6,857 | 6,857 |
| Deferred taxes | - | - | - | - | - | - | 1,853,368 | 1,853,368 |
| Total liabilities | 59,480 | 197,956 | 22,198 | 43,816 | 7,087,393 | 937,084 | 1,904,752 | 10,252,679 |
Assets Liabilities

Annually financial statements - for the period ended June 30, 2023
This is an English translation of the Hebrew consolidated Interim financial statements, that was published on August 16, 2023 (reference no.: 2023-01-094410) (hereafter: "the Hebrew Version").
This English version is only for convenience purposes. This is not an official translation and has no binding force. Whilst reasonable care and skill have been exercised in the preparation hereof, no translation can ever perfectly reflect the Hebrew Version. In the event of any discrepancy between the Hebrew Version and this translation, the Hebrew Version shall prevail.
| Page | |
|---|---|
| C.P.A. Review | 2 |
| Consolidated financial statements: | |
| Consolidated Balance Sheets | 3-4 |
| Consolidated Statements of Profit or Loss | 5 |
| Consolidated Statements of Comprehensive Income | 6 |
| Consolidated Statements of Changes in Equity | 7-11 |
| Consolidated Cash Flow Reports | 12-14 |
| Notes to the Interim Consolidated Financial Statements | 15-22 |
1
Kost Forrer Gabbay & Kassirer 144a Menachem Begin Road, Tel Aviv 6492102
Phone no. +972-3-6232525 Fax +972-3-5622555 ey.com

We have reviewed the attached interim financial information on Mivne Real Estate (K.D) Ltd. and its subsidiaries (hereinafter - the Group), which includes its Concise Consolidated Balance Sheet as of June 30, 2023 and its Concise Consolidated Statements of Profit or Loss, Reports on Comprehensive Income, Changes in Equity and Cash Flows for the six and three-month periods ending that date. The Company's Board of Directors and management are responsible for the preparation and presentation of financial information for this interim period in accordance with International Accounting Standard 34 "Interim Financial Reporting", as well as for the preparation of financial information for these interim periods in accordance with Chapter D of the Securities Regulations (Periodic and Immediate Reports), 1970. Our responsibility is to express our conclusion on this interim financial information based on our review.
We have not reviewed the concise interim financial information of recently consolidated companies the assets of which included in the consolidation constitute 11.8% of all consolidated assets as of June 30, 2023, and revenues of which included in the consolidation constitute 11.08% and 11.64% of all consolidated revenues for the six and three month periods ending that date, respectively. Furthermore, we did not audit the concise interim financial information of companies presented according to the book value method, investment in which amounted to a total of 284 million NIS as of June 30, 2023, with the Group's share of the losses of the companies in question amounting to 4.7 and 2.6 million NIS in the six and three month periods ending that date, respectively. The concise interim financial statements of said companies have been reviewed by other accountants, the reports of whom have been provided us and our conclusion, inasmuch as it refers to financial information for the aforementioned companies, is based on the reviews conducted by these other accountants.
We conducted our review in accordance with Review Standard (Israel) 2410 of the Israeli Institute of Certified Public Accountants, "Reviews of Financial Information for Interim Periods Prepared by the Entity's Auditor." A review of financial information for interim periods consists of inquiries, mainly from people responsible for finances and accounting, and from the application of analytical and other reviewing procedures. A review is significantly limited in scope relative to an audit conducted according to generally accepted Israeli auditing standards, and therefore does not allow us to achieve assurance that we have been made aware of all material issues that might have been identified in an audit. Accordingly, we cannot express an audit-level opinion.
Based on our review and on those of other accountants, nothing has come to our attention to make us believe that the financial information in question has not been prepared, in all material aspects, in accordance with IAS 34.
In addition to the previous paragraph, based on our review and on those of other accountants, nothing has come to our attention to make us believe that the financial information in question does not comply, in all material aspects, with disclosure regulations as per Chapter D of the Securities Regulations (Periodic and Immediate Reports), 1970.
Tel-Aviv, August 15, 2023
Kost Forer Gabbay and Kassirer Certified Public Accountants
| As of June 30 | As of December 31 |
||
|---|---|---|---|
| 2023 | 2022 | 2022 | |
| Unaudited | Audited | ||
| Thousands of NIS | |||
| Current Assets | |||
| Cash and cash equivalents | 1,366,729 | 569,577 | 178,575 |
| Short-term investments | 47,032 | 59,762 | 50,185 |
| Restricted cash and funds in trust and in accompaniment | |||
| accounts | 65,891 | 20,332 | 14,310 |
| Trade receivables | 27,336 | 38,599 | 29,423 |
| Accounts receivable and debit balances | 153,691 | 132,375 | 131,180 |
| Taxes receivable | 9,023 | 40,089 | 28,992 |
| Inventory of land, apartments and buildings for sale and | |||
| under construction | 585,611 | 464,939 | 548,324 |
| 2,255,313 | 1,325,673 | 980,989 | |
| Assets held for sale | 1,660 | 1,660 | 1,660 |
| 2,256,973 | 1,327,333 | 982,649 | |
| Non-Current Assets | |||
| Advance payments on account of investment property | 147,966 | 143,641 | 143,641 |
| Other receivables | 33,637 | 29,794 | 119,902 |
| Investments in companies handled using the book value | |||
| method | 519,401 | 387,965 | 500,667 |
| Investment property | 13,771,081 | 12,716,069 | 13,455,538 |
| Investment property under development | 1,313,117 | 1,069,469 | 1,126,157 |
| Inventory of land for construction | 239,525 | 251,752 | 239,314 |
| Fixed assets, net | 188,220 | 158,167 | 175,471 |
| Intangible assets, net | 19,630 | 19,630 | 19,630 |
| Deferred taxes | 362 | 306 | 354 |
| 16,232,939 | 14,776,793 | 15,780,674 | |
| 18,489,912 | 16,104,126 | 16,763,323 |
| As of | |||
|---|---|---|---|
| As of June 30 | December 31 | ||
| 2023 | 2022 | 2022 | |
| Unaudited | Audited | ||
| Thousands of NIS | |||
| Current Liabilities | |||
| Credit from banks and credit providers | 103,402 | - | 134,095 |
| Current maturities of debentures | 426,651 | 321,589 | 462,073 |
| Current maturities of loans and other liabilities | 233,939 | 61,546 | 43,242 |
| Trade payables | 67,468 | 63,855 | 65,684 |
| Other payables | 181,333 | 173,351 | 202,002 |
| Advance payments from buyers | 10,570 | 1,707 | 3,719 |
| Taxes payable | 9,104 | 10,223 | 21,593 |
| 1,032,467 | 632,271 | 932,408 | |
| Non-Current Liabilities | |||
| Loans from banking corporations and financial institutions | 929,516 | 1,182,540 | 1,128,754 |
| Debentures | 6,365,078 | 4,964,862 | 4,775,715 |
| Other liabilities | 19,886 | 112,537 | 58,353 |
| Tenant deposits Employee benefit liabilities |
45,507 6,857 |
41,808 8,070 |
43,981 6,829 |
| Deferred taxes | 1,853,368 | 1,677,291 | 1,791,117 |
| 9,220,212 | 7,987,108 | 7,804,749 | |
| Equity Attributable to Company Shareholders | |||
| Share capital | 1,451,459 | 1,499,999 | 1,483,344 |
| Share premium | 3,170,590 | 3,515,622 | 3,397,666 |
| Reserve in respect of share-based payment transactions | 22,589 | 20,391 | 22,002 |
| Treasury shares | - | (393,227) | (259,044) |
| Retained earnings | 3,703,845 | 3,007,000 | 3,522,470 |
| Adjustments from the translation of financial statements of | |||
| foreign activities | 112,060 | 129,101 | 97,690 |
| Capital reserve from transactions with minority shareholders | (278,968) | (279,026) | (279,026) |
| 8,181,575 | 7,499,860 | 7,985,102 | |
| Non-Controlling Interests | 55,658 | (15,113) | 41,064 |
| Total Equity | 8,237,233 | 7,484,747 | 8,026,166 |
| 18,489,912 | 16,104,126 | 16,763,323 |
| August 15, 2023 |
|||
|---|---|---|---|
| Financial Statements Approval | Tal Fuhrer | Uzi Levi | Yosi Filiba |
| Date | Chair of the Board of | Chief Executive | Chief Financial |
| Directors | Officer | Officer |
| For the 6 Months Ending June 30 |
For the 3 Months Ending June 30 |
For the Year Ending December 31 |
|||
|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | 2022 | |
| Unaudited | Audited | ||||
| Thousands of NIS (Except for Net Profit per Share Data) |
|||||
| Revenues | |||||
| Rental and management fee income – Israel | 461,224 | 420,034 | 231,071 | 212,040 | 875,887 |
| Rental and management fee income – abroad | 53,836 | 47,049 | 26,467 | 22,587 | 93,138 |
| Sale of apartments and land | 69,017 | 15,612 | 28,267 | 15,612 | 53,671 |
| From management of buildings and infrastructure | 504 | 112 | 308 | 38 | 249 |
| From solar installations, net | 5,339 | 5,076 | 2,983 | 2,714 | 10,021 |
| From the sale of fuels, net | 138 | 557 | 54 | 263 | 972 |
| Total revenues | 590,058 | 488,440 | 289,150 | 253,254 | 1,033,938 |
| Expenses Maintenance expenses – Israel |
85,908 | 85,831 | 42,268 | 39,496 | 178,258 |
| Maintenance expenses – abroad | 22,793 | 22,475 | 11,164 | 11,239 | 42,491 |
| Cost of apartments and land sold | 43,282 | 12,242 | 17,815 | 12,242 | 35,745 |
| Total cost of sales and services | 151,983 | 120,548 | 71,247 | 62,977 | 256,494 |
| Gross profit | 438,075 | 367,892 | 217,903 | 190,277 | 777,444 |
| Increase in value of investment property and | |||||
| investment property under development, net | 198,805 | 792,713 | 104,780 | 764,625 | 1,346,603 |
| Sales and marketing expenses | (4,270) | (3,973) | (2,472) | (939) | (7,665) |
| Administrative and general expenses | (44,111) | (40,664) | (22,269) | (20,305) | (82,971) |
| Impairment of inventory of land for construction | - | - | - | - | (10,126) |
| Other revenues (expenses), net | (3,743) | (2,212) | (1,476) | (473) | 16,657 |
| Realization of capital reserve due to adjustments from | |||||
| the translation of financial statements for foreign | |||||
| activity | - | - | - | - | (3,860) |
| The Company's share of the profits of companies | |||||
| handled using the book value method, net | 11,040 | 7,188 | 7,681 | 4,606 | 10,792 |
| Operating profit | 595,796 | 1,120,944 | 304,147 | 937,791 | 2,046,874 |
| Financing expenses | 204,728 | 226,451 | 112,160 | 127,753 | 410,872 |
| Loss from early redemption of debentures and loans | 286 | 2,359 | - | 2,359 | 3,605 |
| Financing revenues | 15,334 | 2,755 | 9,913 | 1,220 | 12,394 |
| Profit before taxes on income | 406,116 | 894,889 | 201,900 | 808,899 | 1,644,791 |
| Taxes on income | 65,890 | 209,780 | 33,565 | 190,252 | 359,572 |
| Net profit | 340,226 | 685,109 | 168,335 | 618,647 | 1,285,219 |
| Attributed to: | |||||
| Company shareholders | 338,375 | 683,217 | 167,365 | 617,563 | 1,276,569 |
| Non-controlling interests | 1,851 | 1,892 | 970 | 1,084 | 8,650 |
| 340,226 | 685,109 | 168,335 | 618,647 | 1,285,219 | |
| Profit per share attributed to company shareholders (in NIS) |
|||||
| Basic net income | 0.45 | 0.91 | 0.22 | 0.82 | 1.69 |
| Diluted net income | 0.45 | 0.90 | 0.22 | 0.81 | 1.68 |
| For the 6 Months Ending June 30 2023 2022 |
For the 3 Months Ending June 30 |
For the Year Ending December 31 |
|||
|---|---|---|---|---|---|
| 2023 | 2022 | 2022 | |||
| Unaudited | Audited | ||||
| Thousands of NIS | |||||
| Net profit | 340,226 | 685,109 | 168,335 | 618,647 | 1,285,219 |
| Other comprehensive profit (loss) (after tax influence): |
|||||
| Sums classified or reclassified to gain or loss under specific conditions: |
|||||
| Adjustments from the translation of financial statements of foreign activities Realization of capital reserve to gain or loss due |
14,230 | 26,340 | 5,938 | 17,840 | 32,186 |
| to the realization of foreign activity | - | - | - | - | 3,860 |
| Total other comprehensive income | 14,230 | 26,340 | 5,938 | 17,840 | 36,046 |
| Total comprehensive income | 354,456 | 711,449 | 174,273 | 636,487 | 1,321,265 |
| Attributed to: | |||||
| Company shareholders | 352,745 | 715,238 | 173,320 | 640,112 | 1,319,297 |
| Non-controlling interests | 1,711 | (3,789) | 953 | (3,625) | 1,968 |
| 354,456 | 711,449 | 174,273 | 636,487 | 1,321,265 |
| Attributed to Company shareholders | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Stock Capital |
Adjustments Deriving from the Translation Reserve in of Financial respect of Statements share-based of Foreign Share Treasury Retained payment Activity and Premium Shares Earnings transactions Other Funds Unaudited |
Capital Reserve from Transactions with Non Controlling Interests |
Total | Total Capital |
||||||
| Thousands of NIS | ||||||||||
| Balance as of January 1, 2023 (audited) |
1,483,344 | 3,397,666 | (259,044) | 3,522,470 | 22,002 | 97,690 | (279,026) | 7,985,102 | 41,064 | 8,026,166 |
| Net profit | - | - | - | 338,375 | - | - | - | 338,375 | 1,851 | 340,226 |
| Other comprehensive income (loss) | - | - | - | - | - | 14,370 | - | 14,370 | (140) | 14,230 |
| Total comprehensive income | - | - | - | 338,375 | - | 14,370 | - | 352,745 | 1,711 | 354,456 |
| Writing off treasury shares | (31,902) | (227,142) | 259,044 | - | - | - | - | - | - | - |
| Dividends paid Company shareholders | - | - | - | (157,000) | - | - | - | (157,000) | - | (157,000) |
| Dividends paid holders of non-controlling interests | - | - | - | - | - | - | - | - | (650) | (650) |
| Share-based payment | - | - | - | - | 670 | - | - | 670 | - | 670 |
| Exercise of employee options | 17 | 66 | - | - | (83) | - | - | - | - | - |
| Purchase of shares from minority shareholders of subsidiary |
- | - | - | - | - | - | 58 | 58 | 13,533 | 13,591 |
| Balance as of June 30, 2023 |
1,451,459 | 3,170,590 | - | 3,703,845 | 22,589 | 112,060 | (278,968) | 8,181,575 | 55,658 | 8,237,233 |
| Stock Capital |
Share Premium |
Treasury Shares |
Retained Earnings |
Reserve in respect of share-based payment transactions Unaudited |
Adjustments Deriving from the Translation of Financial Statements of Foreign Activity and Other Funds |
Capital Reserve from Transactions with Non Controlling Interests |
Total | Non controlling interests |
Total Capital |
|
|---|---|---|---|---|---|---|---|---|---|---|
| Thousands of NIS | ||||||||||
| Balance as at January 1, 2022 | 1,495,852 | 3,500,029 | (393,227) | 2,500,901 | 22,271 | 54,962 | (279,026) | 6,901,762 | (10,030) | 6,891,732 |
| Net profit Other comprehensive income (loss) |
- - |
- - |
- - |
683,217 - |
- - |
- 32,021 |
- - |
683,217 32,021 |
1,892 (5,681) |
685,109 26,340 |
| Total comprehensive income (loss) Dividends paid Company shareholders Dividends paid holders of non-controlling interests Exercise of employee options Share-based payment |
- - - 4,147 - |
- - - 15,593 - |
- - - - - |
683,217 (135,000) - - - |
- - - (3,680) 1,800 |
32,021 - - - - |
- - - - - |
715,238 (135,000) - 16,060 1,800 |
(3,789) - (1,294) - - |
711,449 (135,000) (1,294) 16,060 1,800 |
| Balance as of June 30, 2022 |
1,499,999 | 3,515,622 | (393,227) | 3,049,118 | 20,391 | 86,983 | (279,026) | 7,499,860 | (15,113) | 7,484,747 |
| Stock | Share | Treasury | Retained | Reserve in respect of share-based payment |
Adjustments Deriving from the Translation of Financial Statements of Foreign Activity and |
Capital Reserve from Transactions with Non Controlling |
Non Controlling |
Total | ||
|---|---|---|---|---|---|---|---|---|---|---|
| Capital | Premium | Shares | Earnings | transactions | Other Funds | Interests | Total | Interests | Capital | |
| Unaudited Thousands of NIS |
||||||||||
| Balance as of April 1, 2023 |
1,451,442 | 3,170,524 | - | 3,601,480 | 22,396 | 106,105 | (279,026) | 8,072,921 | 41,822 | 8,114,743 |
| Net profit Other comprehensive income (loss) |
- - |
- - |
- - |
167,365 - |
- - |
- 5,955 |
- - |
167,365 5,955 |
970 (17) |
168,335 5,938 |
| Total comprehensive income | - | - | - | 167,365 | - | 5,955 | - | 173,320 | 953 | 174,273 |
| Dividends paid Company shareholders Dividends paid holders of non-controlling interests Share-based payment |
- - - |
- - - |
- - - |
(65,000) - - |
- - 276 |
- - - |
- - - |
(65,000) - 276 |
- (650) - |
(65,000) (650) 276 |
| Realization of employee options | 17 | 66 | - | - | (83) | - | - | - | - | - |
| Purchase of shares from minority shareholders of subsidiary |
- | - | - | - | - | - | 58 | 58 | 13,533 | 13,591 |
| Balance as of June 30, 2023 |
1,451,459 | 3,170,590 | - | 3,703,845 | 22,589 | 112,060 | (278,968) | 8,181,575 | 55,658 | 8,237,233 |
| Attributed to Company shareholders | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Stock Capital |
Share Premium |
Treasury Shares |
Retained Earnings |
Capital Reserve in Respect of Share-Based Payment Transactions |
Adjustments Deriving from the Translation of Financial Statements of Foreign Activity and Other Funds |
Capital Reserve from Transactions with Non Controlling Interests |
Total | Non Controllin g Interests |
Total Capital |
|
| Unaudited Thousands of NIS |
||||||||||
| Balance as of April 1, 2022 |
1,499,999 | 3,515,622 | (393,227) | 2,449,437 | 19,576 | 106,552 | (279,026) | 6,918,933 | (10,194) | 6,908,739 |
| Net profit Other comprehensive income (loss) |
- - |
- - |
- - |
617,563 - |
- - |
- 22,549 |
- - |
617,563 22,549 |
1,084 (4,709) |
618,647 17,840 |
| Total comprehensive income (loss) Dividends to Company shareholders Dividends to non-controlling interest |
- - |
- - |
- - |
617,563 (60,000) |
- - |
22,549 - |
- - |
640,112 (60,000) |
(3,625) - |
636,487 (60,000) |
| holders Share-based payment |
- - |
- - |
- - |
- - |
- 815 |
- - |
- - |
- 815 |
(1,294) - |
(1,294) 815 |
| Balance as of June 30, 2022 |
1,499,999 | 3,515,622 | (393,227) | 3,007,000 | 20,391 | 129,101 | (279,026) | 7,499,860 | (15,113) | 7,484,747 |
| Attributed to Company shareholders | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Stock Capital |
Share Premium |
Treasury Shares |
Retained Earnings |
Capital Reserve in Respect of Share-Based Payment Transactions |
Adjustments Deriving from the Translation of Financial Statements of Foreign Activity and Other Funds |
Capital Reserve from Transactions with Non Controlling Interests |
Total | Non Controlling Interests |
Total Capital |
|
| Audited | ||||||||||
| Balance as at January 1, 2022 | 1,495,852 | 3,500,029 | (393,227) | 2,500,901 | 22,271 | Thousands of NIS 54,962 |
(279,026) | 6,901,762 | (10,030) | 6,891,732 |
| Net profit Other comprehensive income (loss) |
- - |
- - |
- - |
1,276,569 - |
- - |
- 42,728 |
- - |
1,276,569 42,728 |
8,650 (6,682) |
1,285,219 36,046 |
| Total comprehensive income (loss) Writing off treasury shares |
- (16,525) |
- (117,658) |
- 134,183 |
1,276,569 - |
- - |
42,728 - |
- - |
1,319,297 - |
1,968 - |
1,321,265 - |
| Issue of shares, net of transaction costs Departure from consolidation by consolidated |
- | - | - | - | - | - | - | - | 51,205 | 51,025 |
| company Classification of capital reserve upon realization |
- | - | - | - | - | - | - | - | - | - |
| of securities Dividends paid Company shareholders Dividends paid holders of non-controlling |
- - |
- - |
- - |
- (255,000) |
- - |
- - |
- - |
- (255,000) |
- - |
- (255,000) |
| interests Exercise of employee options Share-based payment |
- 4,017 - |
- 15,295 - |
- - - |
- - - |
- (3,252) 2,983 |
- - - |
- - - |
- 16,060 2,983 |
(2,079) - - |
(2,079) 16,060 2,983 |
| Balance as of December 31, 2022 |
1,483,344 | 3,397,666 | (259,044) | 3,522,470 | 22,002 | 97,960 | (279,026) | 7,985,102 | 41,064 | 8,026,166 |
| For the 6 Months Ending June 30 |
June 30 | For the 3 Months Ending |
For the Year Ending December 31 |
||
|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | 2022 | |
| Unaudited | Audited | ||||
| Cash Flows from Current Activity | Thousands of NIS | ||||
| Net profit | 340,226 | 685,109 | 168,335 | 618,647 | 1,285,219 |
| Adjustments required to present cash flows from current activities Adjustments to profit or loss items: |
|||||
| Depreciation and amortizations | 5,776 | 3,386 | 3,238 | 1,737 | 8,684 |
| Financing expenses, net | 189,680 | 226,055 | 102,247 | 128,892 | 402,083 |
| Increase in fair value of investment property and investment property under development, |
|||||
| net The Company's share of the profits of companies handled using the book value |
(198,805) | (792,713) | (104,780) | (764,625) | (1,346,603) |
| method, net | (11,040) | (7,188) | (7,681) | (4,606) | (10,792) |
| Change in employee benefit liabilities, net | 28 | 145 | - | 57 | (1,096) |
| Taxes on income | 65,890 | 209,780 | 33,565 | 190,252 | 359,572 |
| Loss from the impairment of inventory of land for construction and inventory of buildings and apartments for sale |
- | - | - | - | 10,126 |
| Change in fair value of put options measured at fair value |
3,245 | 3,624 | 1,796 | 3,203 | (2,052) |
| Realization of capital reserve from translation differences to Statement of Operations |
- | - | - | - | 3,860 |
| Profit from the realization of investment in subsidiary (a) |
- | - | - | - | (7,569) |
| Profit from the realization of investment in associate |
- | - | - | - | (10,751) |
| Share-based payment | 670 | 1,800 | 276 | 815 | 2,983 |
| 55,444 | (355,111) | 28,661 | (444,275) | (591,555) | |
| Changes in asset and liability items: Decrease (increase) in trade receivables |
2,303 | (9,793) | (3,398) | (1,009) | (712) |
| Decrease (increase) in accounts receivable and | |||||
| debit balances | (43,812) | 33,308 | (23,895) | 80,795 | (15,390) |
| Increase (decrease) in trade liabilities | (67) | 21,977 | 30,307 | 1,330 | 23,897 |
| Increase (decrease) in payables, credit balances | |||||
| and liabilities due to contract | 7,898 | (2,570) | (13,199) | (21,980) | 5,557 |
| Increase in tenant deposits | 1,450 | 3,146 | 631 | 1,252 | 5,268 |
| Cash paid and received during the reported period for: |
(32,228) | 46,068 | (9,554) | 60,388 | 18,620 |
| Interest paid | (124,521) | (81,695) | (51,529) | (54,727) | (127,710) |
| Interest received | 16,096 | 1,181 | 10,831 | 532 | 7,825 |
| Taxes paid | (31,602) | (30,801) | (14,766) | (11,500) | (37,603) |
| Taxes received | 30,728 | 2,182 | 29,076 | 2,182 | 1,876 |
| Dividends received | 4,259 | 226 | 4,000 | 68 | 4,313 |
| (105,040) | (108,907) | (22,388) | (63,445) | (151,299) | |
| Net cash deriving from current activity before a decrease in inventory of apartments and houses for sale under construction, land for sale and inventory of land for construction. |
258,402 | 267,159 | 165,054 | 171,315 | 560,985 |
| Increase in inventory of apartments and houses for sale under construction, land for sale and |
|||||
| inventory of land for construction. | (30,718) | (41,385) | (24,114) | (22,805) | (117,456) |
| Net cash deriving from current activity | 227,684 | 225,774 | 140,940 | 148,510 | 443,529 |
| For the 6 Months Ending June 30 |
For the 3 Months Ending June 30 |
For the Year Ending December 31 |
|||
|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | 2022 | |
| Unaudited | Audited | ||||
| Thousands of NIS | |||||
| Cash Flows from Investment Activity | |||||
| Purchases, advance payments and investments in | |||||
| investment property Investment in investment property under |
(94,646) | (669,927) | (47,270) | (59,586) | (785,083) |
| development | (151,215) | (108,972) | (55,567) | (54,367) | (221,785) |
| Investment in property, plant and equipment | (18,543) | (23,733) | (7,551) | (7,844) | (46,385) |
| Investment and loans to companies handled using | |||||
| the book value method, net | (10,900) | (22,098) | (10,900) | (17,297) | (215,396) |
| Change in short-term investments, in restricted | |||||
| cash and in money in trust and in accompaniment | |||||
| accounts, net | (51,558) | 591 | (2,256) | 4,237 | 6,607 |
| Proceeds from the realization of investment | |||||
| property and real estate held for sale | 1,920 | 38,076 | - | 4,365 | 40,002 |
| Proceeds from the sale of shares and redemption | |||||
| of shareholder loans of investee sold | - | - | - | - | 30,183 |
| Repayment of long-term loans granted, net | 92,866 | 1,670 | 92,866 | 424 | 1,668 |
| Net cash paid for a consolidated company (a) | - | (9,916) | - | (9,916) | (14,916) |
| Net cash used for investment activity | (232,076) | (794,309) | (30,678) | (139,984) | (1,205,085) |
| Cash Flows from Financing Activity | |||||
| Issue of shares as a result of option exercise | - | 16,059 | - | - | 16,060 |
| Dividends paid Company shareholders | (157,000) | (135,000) | (157,000) | (135,000) | (255,000) |
| Issue of debentures Redemption of debentures |
2,247,413 (816,712) |
780,493 (171,743) |
1,212,548 (149,348) |
- (147,879) |
780,493 (308,365) |
| Short-term credit from banking corporations and | |||||
| others, net | (33,000) | (46,915) | (46,000) | (70) | 98,085 |
| Receipt of loans from banks and other long-term | |||||
| liabilities | 89,166 | 20,800 | 9,958 | - | 61,686 |
| Repayment of loans from banks and other long | |||||
| term liabilities | (123,500) | (252,157) | (36,064) | (235,427) | (382,902) |
| Repayment of liabilities to minority | (18,193) | - | (18,193) | - | - |
| Dividend paid to holders of non-controlling | |||||
| interests | (650) | (1,294) | (650) | (1,294) | (2,079) |
| Net cash deriving from (used in) financing | |||||
| activity | 1,187,524 | 210,243 | 815,251 | (519,670) | 7,978 |
| Increase (decrease) in cash and cash equivalents | 1,183,132 | (358,292) | 925,513 | (511,144) | (753,578) |
| Exchange rate differences due to balances of cash | |||||
| and cash equivalents | 5,022 | 5,354 | 2,021 | 4,559 | 9,638 |
| Balance of cash and cash equivalents at the | |||||
| beginning of the period | 178,575 | 922,515 | 439,195 | 1,076,162 | 922,515 |
| Balance of cash and cash equivalents at the end | |||||
| of the period | 1,366,729 | 569,577 | 1,366,729 | 569,577 | 178,575 |
| For the 6 Months Ending For the 3 Months Ending June 30 June 30 |
For the Year Ending December 31 |
|||||
|---|---|---|---|---|---|---|
| 2023 2022 2023 2022 Unaudited |
2022 Audited |
|||||
| (a) Net cash paid for a company consolidated for the first time |
||||||
| Working capital | - | 12,490 | - | 12,490 | 7,490 | |
| Investment property and investment property under construction Long-term liabilities |
- - |
(30,393) 7,987 |
- - |
(30,393) 7,987 |
(30,393) 7,987 |
|
| - | (9,916) | - | (9,916) | (14,916) | ||
| (b) Departure from consolidation by formerly consolidated company |
||||||
| Working capital Non-Controlling Interests Long-term liabilities Capital gains |
- - - - |
- - - - |
- - - - |
- - - - |
(3,306) 51,205 (55,468) 7,569 |
|
| - | - | - | - | - |
A. These Financial Statements have been prepared in a concise format as of June 30, 2023 and for the six and three month periods ending that date (hereinafter - Interim Consolidated Financial Statements). These Statements should be read in conjunction with of the Company's Annual Financial Statements as of December 31 2022 and for the year ending that date and accompanying Notes (hereinafter - the Annual Consolidated Financial Statements).
War broke out between Russia and Ukraine in February 2022. As of the date of the Consolidated Interim Financial Statements, the war has caused, and is continuing to cause, significant casualties, damage to infrastructure and to buildings and disruptions to economic activity in Ukraine.
The Company has a property in Kiev, Ukraine that due to the war, the Company updated its valuation over the course of the reported period via an independent outside appraiser. As a result, the Company recognized an impairment loss in the second quarter of 2023 to the sum of 37 million NIS. The value of the property as of June 30 2023 amounts to \$59 million (219 million NIS). A total of 10 million NIS located in bank accounts in Ukraine was reclassified to restricted cash as a result of trade restriction legislation for the withdrawal of foreign currency from Ukraine to Israel.
These Consolidated Interim Financial Statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting, as well as in accordance with disclosure requirements as per Chapter D of the Securities Regulations (Periodic and Immediate Reports) 1970.
The accounting policy applied in the preparation of the Consolidated Interim Financial Statements is consistent with that used in the preparation of the Consolidated Yearly Financial Statements, except as described below:
Amendment to IAS 8 Accounting Policy, Changes in Accounting Estimates and Mistakes. In February 2021, the IASB published an amendment to International Accounting Standard 8: Accounting Policy, Changes in Estimates and Errors (hereinafter – the Amendment). The purpose of the Amendment is to present a new definition of the term "accounting estimates".
Accounting estimates are defined as "monetary sums in the Financial Statements subject to uncertainty in measurement. The Amendment clarifies what changes in accounting estimates are and how they are different from changes in accounting policy and error corrections.
The Amendment will was applied on a prospective basis for yearly periods starting January 1 2023 and it applies to changes in accounting policies and in accounting estimates occurring at the start of that period or subsequently.
The above Amendment had no material impact on the Company's Interim Financial Statements.
In May 2021 the IASB published an amendment to International Accounting Standard 12 Taxes on Income (hereinafter: IAS 12 or the Standards), which reduces the incidence of the "initial recognition exclusion" (hereinafter - the Exclusion) of the deferred taxes presented in Sections 15 and 24 of IAS 12 (hereinafter - the Amendment).
Pursuant to the guidelines on recognizing deferred tax assets and liabilities, IAS 12 excludes recognition of deferred tax asset and liabilities for certain temporary differences deriving from initial recognition of assets and liabilities in certain transactions. The Amendment reduces the incidence of the Exclusion and clarifies that it does not apply to recognition of deferred tax assets and liabilities deriving from a transaction that is not a business compilation and due to which temporary differences were created equal in terms of credit and debit even if they meet the remaining conditions of the exclusion.
The revision was applied to yearly reporting periods starting January 1 2023.
The above Amendment had no material impact on the Company's Interim Financial Statements.
In February 2021, the IASB published an amendment to International Accounting Standard 1: Presentation of Financial Statements (hereinafter - the Amendment). According to the amendment, companies are required to provide disclosure of their material accounting policy in lieu of the current requirement to present disclosure for their significant accounting policy. One of the main reasons for this Amendment derives from the fact that the term "significant" has no definition in the IFRS while the term "material" has a definition in the various standards, and in IAS 1 in particular.
The revision was applied to yearly reporting periods starting January 1 2023.
The above Amendment had no material impact on the Company's Concise Interim Financial Statements, but the Amendment is expected to influence the disclosure of accounting policy in the Company's Consolidated Yearly Financial Statements.
| Rate of Change during the Period | The Consumer Price Index Israel (*) |
|||||
|---|---|---|---|---|---|---|
| Actual % |
Known % |
US Dollar % |
Euro % |
Canadian Dollar % |
Swiss Franc % |
|
| June 30 2023 | ||||||
| (6 months) | 2.17 | 2.46 | 5.7 | 7.0 | 7.4 | 7.8 |
| June 30 2023 | ||||||
| (3 months) | 0.97 | 1.36 | 2.3 | 2.2 | 4.5 | 4.2 |
| June 30 2022 | ||||||
| (6 months) | 3.22 | 3.13 | 12.5 | 3.3 | 10.8 | 7.2 |
| June 30 2022 | ||||||
| (3 months) | 1.73 | 1.93 | 10.2 | 3.2 | 6.8 | 6.3 |
| December 31 2022 | 5.26 | 5.28 | 12.5 | 6.6 | 6.3 | 12 |
| CPI (in points) | Representative rate of exchange (in NIS) | |||||
| June 30 2023 | 146.65 | 146.65 | 3.7 | 4.018 | 2.789 | 4.113 |
| June 30 2022 | 140.74 | 140.21 | 3.5 | 3.636 | 2.707 | 3.650 |
| December 31 2022 | 143.53 | 143.13 | 3.519 | 3.753 | 2.596 | 3.815 |
(*) CPI according to average base of 2000 = 100.
The following is a summary of the financial data of Darban, the shares of which are pledged to the holders of Company debentures (Series 24):
| As of | ||||
|---|---|---|---|---|
| As of June 30 | December 31 | |||
| 2023 2022 |
2022 | |||
| Unaudited | ||||
| Thousands of NIS | Audited | |||
| Current Assets | ||||
| Cash and cash equivalents | 6,598 | 4,771 | 4,705 | |
| Investments in financial assets | 46,983 | 59,714 | 50,136 | |
| Loan to parent company | 12,978 | - | 14,941 | |
| Others | 17,908 | 9,730 | 8,922 | |
| 84,467 | 74,215 | 78,704 | ||
| Assets held for sale | - | - | - | |
| 84,467 | 74,215 | 78,704 | ||
| Non-Current Assets Investment in shares of parent company Investments in associates handled using the book |
- | 492,018 | 357,302 | |
| value method | 144,310 | 143,585 | 147,070 | |
| Investment property | 1,062,006 | 1,038,733 | 1,048,337 | |
| Others | 2,286 | 2,970 | 2,537 | |
| 1,208,602 | 1,677,306 | 1,555,246 | ||
| 1,293,069 | 1,751,521 | 1,633,950 | ||
| Current Liabilities | ||||
| Other payables | 25,189 | 11,663 | 9,633 | |
| Current maturities of long-term loans | 164,822 | 9,965 | 10,172 | |
| Current maturities of loan from parent company | - | 8,154 | 13,189 | |
| Others | 2,651 | 4,395 | 1,389 | |
| 192,662 | 34,177 | 34,383 | ||
| Non-Current Liabilities Long-term loans from financial institutions |
- | 157,576 | 155,775 | |
| Other long-term liabilities | - | 15,000 | 15,000 | |
| Deferred taxes | 169,634 | 166,540 | 166,542 | |
| 169,634 | 339,116 | 337,317 | ||
| Total equity | 930,773 | 1,378,228 | 1,262,250 | |
| 1,293,069 | 1,751,521 | 1,633,950 |
| For the 6 Months Ending June 30 |
For the 3 Months Ending June 30 |
For the Year Ending December 31 |
|||
|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | 2022 | |
| Unaudited | Audited | ||||
| Thousands of NIS | |||||
| Revenues From building rental, management and maintenance in Israel |
40,432 | 38,291 | 20,392 | 19,358 | 79,706 |
| Costs | |||||
| Cost of building management and maintenance | 5,643 | 5,042 | 2,447 | 3,008 | 9,595 |
| Gross profit | 34,789 | 33,249 | 17,945 | 16,350 | 70,111 |
| Increase in fair value of investment property, net Administrative and general and sales and marketing expenses The Group's share of the profits (losses) of associates handled at book value Realization of capital reserve due to adjustments |
11,091 | 51,486 | 11,091 | 51,486 | 58,110 |
| 4,665 | 5,074 | 2,218 | 1,896 | 9,428 | |
| (1,859) | (4,697) | (4,080) | 2,047 | (644) | |
| from the translation of financial statements for foreign activity |
- | - | - | - | 291 |
| Profits from regular activities | 39,356 | 74,964 | 22,738 | 67,987 | 117,858 |
| Financing revenues (expenses), net Profit from the realization of consolidated companies and an investee according to the book value method |
(6,338) | (15,296) | 1,373 | (9,995) | (28,029) |
| - | - | - | - | (172) | |
| Profit before taxes on income Taxes on income |
33,018 7,844 |
59,668 15,049 |
24,111 5,213 |
57,992 13,070 |
89,657 26,819 |
| Net profit | 25,174 | 44,619 | 18,898 | 44,922 | 62,838 |
| Attributed to: | |||||
| Company shareholders | 25,178 | 44,640 | 18,895 | 44,935 | 62,875 |
| Non-Controlling Interests | (4) | (21) | 3 | (13) | (37) |
| 25,174 | 44,619 | 18,898 | 44,922 | 62,838 |
| For the Year Ending |
|||||
|---|---|---|---|---|---|
| For the 6 Months Ending | For the 3 Months Ending | December | |||
| June 30 | June 30 | ||||
| 2023 | 2022 | 2023 | 2022 | 2022 | |
| Unaudited | Audited | ||||
| Thousands of NIS | |||||
| Net cash deriving from current activity Net cash deriving from (used for) |
6,422 | 27,668 | 4,956 | 14,073 | 38,744 |
| investment activity | 182 | 17,228 | 345 | (272) | (857) |
| Net cash used in financing activity Translation differences due to cash |
(5,177) | (48,385) | (2,606) | (18,434) | (41,537) |
| balances held in foreign currency | 466 | 485 | 210 | 93 | 600 |
| Increase (decrease) in cash and cash equivalents |
1,893 | (3,004) | 2,905 | (4,540) | (3,050) |
| Balance of cash and cash equivalents at the beginning of the period |
4,705 | 7,775 | 3,693 | 9,311 | 7,755 |
| Balance of cash and cash equivalents at the end of the period |
6,598 | 4,771 | 6,598 | 4,771 | 4,705 |
f. On March 20, 2023, the Company reported (further to prior reports on this matter) that it has signed a definitive separation agreement with Mr. Zvida with regard to termination of the services agreement with the private company and conclusion of Mr. Zvida's term in office as Company CEO. Mr. Zvida concluded his term in office as Company CEO, including with subsidiaries and affiliates (and with the exception of director in a number of subsidiaries as detailed below) on March 22, 2023 and shall conclude this advance notice period on December 20, 2023. The separation agreement governs the contracting terms with Mr. Zvida during and after the notice period. The Company included expenses in the Financial Statements to the sum of 1.7 million NIS for the advance notice period. On June 4, 2023 a Special Company General Meeting ratified the remuneration policy for Company officers for 2023-2025, a special retirement bonus was approved for Mr. Zvida at a sum equal to management fees for 3 months, and the Company's engagement with Mr. Zvida in an agreement to receive consultation services in the field of data centers as well as his service as director in Company related corporations in return for a monthly total of 25,000 NIS per month (linked to the February 2023 CPI), plus VAT as required by law for an 18-month period beginning starting December 2023.
On March 19, 2023 the Company Remuneration Committee and Board of Directors approved a bonus for Mr. Zvida at a sum equal to management fees for 3 months, a total of 786,000 NIS plus VAT as required by law, for the first quarter of 2023, in light of the Company's compliance, at the end of the first quarter of 2023, with the goals set (the Company's annual goals divided by four). The bonus shall be paid at the conclusion of Mr. Zvida's early notice period.
The debentures (Series 20) - 385,556,000 NIS NV were issued, in return for a net total of 434 million NIS. The effective yearly interest embodied in the offering is 2.83%. The debentures (Series 25) - 875,747,000 NIS NV were issued, in return for a net total of 778 million NIS. The effective yearly interest embodied in the offering is 3.2%. Standard & Poor's Maalot announced a rating of ilAA, and Midroog Ltd. announced a rating of Aa2.il, both with Stable outlook, for issued debentures.
m. On August 15, 2023, the Company Board of Directors approved distribution of dividend to the sum of 65 million NIS. The dividend per share is 0.0861052 NIS.
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