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Elco Ltd.

Quarterly Report Dec 14, 2022

6763_rns_2022-12-14_639de4ad-05c5-44b3-a686-000f7b2c6bcf.pdf

Quarterly Report

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Interim Consolidated Financial Information

As of September 30, 2022

Convenience Translation into U.S. Dollars

(Unaudited)

This is an English translation of parts of the information included in the full Hebrew report of the company, that was published on November 29, 2022 (reference No. 2022-01-114645) at the ISA reporting website (magna.isa.gov.il) (hereafter: "the Hebrew Version"). The English version is Voluntary and only for convenience purposes. This is not an official translation and has no binding force. The translation in any case cannot perfectly reflect the Hebrew Version. In the event of any discrepancy between the Hebrew Version and this translation, the Hebrew Version shall prevail.

Contents

Review
of Interim Financial Information3
Financial Information as of September 30, 2022
(Unaudited)
Consolidated Information of Financial Position
5
Consolidated Information of Profit or Loss7
Consolidated Information of Comprehensive Income
8
Consolidated Information of Changes in Equity9
Consolidated Information of Cash Flows 14
Notes to the Consolidated Financial Information 18

Kost Forer Gabbay & Kasierer 144 Menachem Begin Road, Building A, Tel-Aviv 6492102, Israel

Tel: +972-3-6232525 Fax: +972-3-5622555 ey.com

To: Elco LTD.

Re: Convenience Translation of Interim Financial Information

Per your request, we have reviewed the accompanying interim consolidated financial information of Elco Ltd. ("the Company") as of September 30, 2022 and for the periods of nine months and of three months then ended ("the Interim Financial Information"). The Interim Financial Information is the responsibility of the Company's Board of Directors and management. Our responsibility is to express a conclusion regarding the Interim Financial Information based on our review.

We did not review the interim financial information of certain subsidiaries, whose assets constitute approximately 0.87% of the total consolidated assets as of September 30, 2022 and whose revenues constitute approximately 0.78% and approximately 0.64% of the total consolidated revenue for periods of nine months and of the three months ended on September 30, 2022. Furthermore, we did not review the interim financial information of certain companies accounted for at equity, the investment in which amounted to approximately 217,781 thousand dollars as of September 30, 2022, and the Company's share of their income amounted to approximately 38,115 thousand dollars and approximately 9,016 thousand dollars for the periods of nine months and three months ended on September 30, 2022. The interim financial information for those companies were reviewed by other auditors, whose reports have been furnished to us, and our conclusion, insofar as it relates to amounts included for those companies, is based on the reports of the other auditors.

We conducted our review in accordance with Review Standard (Israel) 2410 of the Institute of Certified Public Accountants in Israel, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards in Israel and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

The accompanying Interim Financial Information in US Dollars are a convenience translation of the interim consolidated financial statements as prepared in New Israeli Shekels as the rate of exchange of the Shekel into US Dollars prevailing on September 30, 2022, as described in note 4 of the Interim Financial Information.

Based on our review and the reports of the other auditors, we concluded an unqualified conclusion on the Company's consolidated interim financial statements in our report dated November 28, 2022.

The accompanying interim financial information, which are derived from the company's interim consolidated financial statements, are condensed interim financial information and do not include the disclosures required by International Financial Reporting Standards (IFRS). If the omitted disclosures were included in the accompanying interim financial information, it might influence the user's conclusions about the consolidated financial position, results of operations, changes in equity and cash flows of the company. Accordingly, the accompanying interim financial information are not designated for those who are not informed about such matters.

Based on our review and the reports of other auditors, nothing has come to our attention that causes us to believe that the accompanying Interim Financial Information is not present fairly, in all material respects, the information contained in it.

Tel-Aviv, Israel November 28, 2022 KOST FORER GABBAY & KASIERER A Member of Ernst & Young Global

CONSOLIDATED INFORMATION OF FINANCIAL POSITION CONVENIENCE TRANSLATION INTO US DOLLARS (in thousands)

September 30
2022
September 30
2021
December 31
2021
Audited
Section Unaudited Unaudited
Current assets
Cash and cash equivalents 339,636 327,351 315,051
Short-term investments 131,245 78,268 95,002
Trade receivables 654,803 593,460 591,410
Other accounts receivables 740,836 536,126 549,929
Inventory, inventory of real estate and rights in
real estate
644,150 472,723 *) 497,202 *)
Assets held for sale 14,512 107,544 *) 76,945
2,525,182 2,115,472 2,125,539
Non-current assets
Long-term receivables 48,449 31,942 *) 34,575 *)
Receivables for concession arrangement for the
provision of services
34,564 26,715 28,363
Investment in entities accounted for at equity 974,991 549,027 *) 606,824
Long-term inventory of real estate 235,177 109,201 108,592
Investment property 124,429 94,577 *) 94,650 *)
Fixed assets 396,204 336,592 357,532
Right-of-use
assets
647,646 628,008 *) 612,340 *)
Goodwill and other intangible assets 1,280,470 1,273,286 *) 1,261,915 *)
Intangible
asset for a concession project
117,191 116,531 114,558
Deferred taxes 30,862 20,152 26,139
3,889,983 3,186,031 3,245,488
6,415,165 5,301,503 5,371,027

CONSOLIDATED INFORMATION OF FINANCIAL POSITION CONVENIENCE TRANSLATION INTO US DOLLARS (in thousands)

September 30
2022
September 30
2021
December 31
2021
Section Unaudited Unaudited Audited
Current Liabilities
Credit from banking institutions and others 603,294 394,828 381,867
Bonds -
current maturities
79,472 55,228 57,031
Current maturities of leasing liabilities 95,508 90,711 85,371
Suppliers and providers of services 950,385 885,650 935,075
Other payables 807,584 669,086 *) 673,047 *)
Dividend payable to shareholders in the company - 5,645 -
Liabilities to a bank for assets held for Sale - 26,688 -
2,536,243 2,127,836 2,132,391
Long-Term Liabilities
Credit from banking institutions and others 716,140 630,060 616,829
Bonds 604,224 484,350 510,192
Leasing liabilities 613,079 593,539 586,383
Other liabilities 189,201 183,685 *) 165,511 *)
Employee benefit liabilities, net 25,237 25,729 26,025
Deferred taxes 169,677 84,616 101,870
2,317,558 2,001,979 2,006,810
Equity
Equity attributable to equity holders of the Company 794,376 536,142 581,741
Non-controlling interests 766,988 635,546 *) 650,085 *)
Total equity 1,561,364 1,171,688 1,231,826
6,415,165 5,301,503 5,371,027

*) Immaterial adjustment of the comparative figures.

Date of approval of financial statements

signature E. Vessely Chief Financial Officer

Chief Financial Officer

signature M. Salkind Joint General Manager

Joint General Manager

M. Fridman Chairman of the Board of Directors

Chairman of the Board of Directors signature

CONSOLIDATED INFORMATION OF PROFIT OR LOSS CONVENIENCE TRANSLATION INTO US DOLLARS (in thousands)

nine
months
ended
September 30
2022
nine
months
ended
September 30
2021
Three
months
ended
September 30
2022
Three
months
ended
September 30
2021
Year ended
December 31
2021
Section Unaudited Unaudited Unaudited Unaudited Audited
Revenues, net 3,911,208 2,949,338 1,322,836 1,170,660 4,181,983
Adjustment of the fair value and
the results of the disposal of
income-generating assets, net
9,176 12,449 (77) (2,106) 12,409
Group's share of the profits of
companies accounted for at
equity, net
82,501 29,937 15,056 17,791 64,586
Other income 52,048 7,212 *) 19,191 1,814 *) 8,515
Total 4,054,933 2,998,936 1,357,006 1,188,159 4,267,493
Cost of producing revenues (3,134,861) (2,426,924) *) (1,077,846) (939,379) *) (3,419,024) *)
Selling and marketing expenses (337,753) (206,817) *) (118,164) (105,119) *) (313,696) *)
Administrative and general
expenses
(118,578) (96,300) (40,453) (36,642) (135,852)
Other expenses (23,755) (11,812) (19,166) (3,616) (15,150)
Financing income 19,097 9,286 *) 5,790 3,518 *) 16,081
Financing expenses (69,019) (48,555) (22,300) (21,982) (68,920)
Total (3,664,869) (2,781,122) (1,272,139) (1,103,220) (3,936,561)
Income before taxes on income 390,064 217,814 84,867 84,939 330,932
Taxes on income (103,305) (37,155) (20,835) (11,664) (59,900)
Net income 286,759 180,659 64,032 73,275 271,032
Attributable to:
Equity holders in the Company 176,679 93,827 41,247 37,762 153,716
Non-controlling interest 110,080 86,832 22,785 35,513 117,316
286,759 180,659 64,032 73,275 271,032
Earnings per share -
attributable
to the
Equity holders of the Company:
Basic -
Earnings
6.47 3.43 1.52 1.38 5.62
Fully diluted -
Earnings
6.36 3.37 1.54 1.37 5.54

*) Reclassified.

CONSOLIDATED INFORMATION OF COMPREHENSIVE INCOME CONVENIENCE TRANSLATION INTO US DOLLARS (in thousands)

nine
months
ended
September 30
2022
nine
months
ended
September 30
2021
Three
months
ended
September 30
2022
Three
months
ended
September 30
2021
Year ended
December 31
2021
Section Unaudited Unaudited Unaudited Unaudited Audited
Net income 286,759 180,659 64,032 73,275 271,032
Other comprehensive income
(loss) (after tax effects):
Amounts that will never be
reclassified to profit or loss:
Gain from the re-measurement of
defined benefit plans, net
1,074 - 83 - 524
Amounts that will be classified
or reclassified to the profit or
loss, when specific conditions
are met:
Adjustments deriving from the
translation of the financial
statements of foreign operations,
net
97,870 (4,711) (1,943) (7,098) (27,160)
Realization of reserve on
translation differences on foreign
operations
- 480 - 224 480
Gain
on hedging transactions, net
1,215 763 1,194 (455) 1,016
99,085 (3,468) (749) (7,329) (25,664)
Total other comprehensive
income (loss)
100,159 (3,468) (666) (7,329) (25,140)
Total comprehensive income 386,918 177,191 63,366 65,946 245,892
Comprehensive income
attributable to:
Equity holders in the company 236,302 89,698 42,168 33,644 136,663
Non-controlling interests 150,616 87,493 21,198 32,302 109,229
386,918 177,191 63,366 65,946 245,892

CONSOLIDATED INFORMATION OF CHANGES IN EQUITY CONVENIENCE TRANSLATION INTO US DOLLARS (in thousands)

Section Share
Capital
Unaudited
Share
Premium
Unaudited
Treasury
Shares
Unaudited
Retained
Earnings
Unaudited
Capital
reserve on
transactions
With
controlling
interests
Unaudited
Capital reserve
on financial
assets at fair
value through
other
comprehensive
income
Unaudited
Capital
reserve on
hedging
transactions
Unaudited
Capital
reserve on
the re
measurement
of defined
benefit plans
Unaudited
Adjustmen
ts
deriving
from the
translation
of financial
Statements
Unaudited
Capital
reserve
on
share
based
payment
Unaudited
Total
Attributable
to equity
holders in
the
company
Unaudited
Non
controlling
interests
Unaudited
Total
equity
Unaudited
Balance as of January 1, 2022
(Audited)
32,175 17,574 (65,802) 764,217 285 (51,549) 3,274 (180) (127,377) 9,124 581,741 650,085
*)
1,231,826
Net income - - - 176,679 - - - - - - 176,679 110,080 286,759
Total other comprehensive
income
- - - - - - 438 470 58,715 - 59,623 40,536 100,159
Total comprehensive income - - - 176,679 - - 438 470 58,715 - 236,302 150,616 386,918
Cost of share-based payment - - - - - - - - - 335 335 2,986 3,321
Dividend to shareholders in the
company
- - - (19,757) - - - - - - (19,757) - (19,757)
Dividend to non-controlling
interests
- - - - - - - - - - - (33,027) (33,027)
Acquisition of treasury shares
in the company and in
subsidiary companies
- - (9,856) (8,499) - - - - - - (18,355) (8,379) (26,734)
Exercise of option warrants 3 286 - - - - - - - (286) 3 - 3
Non-Controlling interests in
initially consolidated
companies
- - - - - - - - - - - 5,207 5,207
Issuance of capital/purchase
and sale of shares in
consolidated and affiliated
companies
- - - 14,112 - (114) (2) (10) 121 - 14,107 (500) 13,607
As of September 30, 2022 32,178 17,860 (75,658) 926,752 285 (51,663) 3,710 280 (68,541) 9,173 794,376 766,988 1,561,364

CONSOLIDATED INFORMATION OF CHANGES IN EQUITY CONVENIENCE TRANSLATION INTO US DOLLARS (in thousands)

Share
Capital
Share
Premium
Treasury
Shares
Retained
Earnings
Capital
reserve on
transactions
With
controlling
interests
Capital reserve
on financial
assets at fair
value through
other
comprehensive
income
Capital
reserve on
hedging
transactions
Capital
reserve on
the re
measurement
of defined
benefit plans
Adjustmen
ts
deriving
from the
translation
of financial
Statements
Capital
reserve
on
share
based
payment
Total
Attributable
to equity
holders in
the
company
Unaudited
Non
controlling
interests
Total
equity
Section Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited
Balance as of January 1, 2021
(Audited)
32,175 17,094 (59,790) 617,650 285 (54,351) 2,767 (577) (113,873) 9,035 450,415 403,810 854,225
Net income - - - 93,827 - - - - - - 93,827 86,832 180,659
Total other comprehensive
income (loss)
- - - - - - 367 - (4,496) - (4,129) 661 (3,468)
Total comprehensive income - - - 93,827 - - 367 - (4,496) - 89,698 87,493 177,191
Cost of share-based payment - - - - - - - - - 437 437 2,415 2,852
Dividend to shareholders in the
company
- - - (16,935) - - - - - - (16,935) - (16,935)
Dividend to non-controlling
interests
- - - (2,773) - - - - - - (2,773) (33,302) (36,075)
Acquisition of treasury shares
in the company and in
subsidiary companies
- - (6,012) (1,361) - - - - - - (7,373) (1,449) (8,822)
Exercise of option warrants - 480 - - - - - - - (475) 5 - 5
Non-controlling interests in
initially consolidated
companies
- - - - - - - - - - - 163,517 *) 163,517
Issuance of a capital note by a
subsidiary company
- - - - - - - - - - - 282 282
Issuance of capital / purchase
and sale of shares in
consolidated companies
- - - 15,365 - 2,802 19 50 4,432 - 22,668 12,780 35,448
As of September 30, 2021 32,175 17,574 (65,802) 705,773 285 (51,549) 3,153 (527) (113,937) 8,997 536,142 635,546 1,171,688

CONSOLIDATED INFORMATION OF CHANGES IN EQUITY CONVENIENCE TRANSLATION INTO US DOLLARS (in thousands)

Share
Capital
Share
Premium
Treasury
Shares
Retained
Earnings
Capital
reserve on
transactions
with
controlling
interests
Capital reserve
on financial
assets at fair
value through
other
comprehensive
income
Capital
reserve on
hedging
transactions
Capital
reserve on
the re
measurement
of defined
benefit plans
Adjustmen
ts
deriving
from the
translation
of financial
Statements
Capital
reserve
on
share
based
payment
Total
Attributable
to equity
holders in
the
company
Non
controlling
interests
Total
equity
Section Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited
Balance as of July
1, 2022
32,178 17,860 (75,658) 884,381 285 (51,663) 3,149 229 (68,840) 9,075 750,996 752,031 1,503,027
Net income - - - 41,247 - - - - - - 41,247 22,785 64,032
Total other comprehensive
income (loss)
- - - - - - 561 52 308 - 921 (1,587) (666)
Total comprehensive income - - - 41,247 - - 561 52 308 - 42,168 21,198 63,366
Cost of share-based payment - - - - - - - - - 98 98 1,699 1,797
Dividend to shareholders in the
company
- - - (5,645) - - - - - - (5,645) - (5,645)
Dividend to non-controlling
interests
- - - - - - - - - - - (15,294) (15,294)
Acquisition of treasury shares
in the company and in
subsidiary companies
- - - (630) - - - - - - (630) (676) (1,306)
Non-Controlling interests in
initially consolidated
companies
- - - - - - - - - - - 5,207 5,207
Issuance of capital/purchase
and sale of shares in
consolidated
and affiliated
companies
- - - 7,399 - - - (1) (9) - 7,389 2,823 10,212
As of September 30, 2022 32,178 17,860 (75,658) 926,752 285 (51,663) 3,710 280 (68,541) 9,173 794,376 766,988 1,561,364

CONSOLIDATED INFORMATION OF CHANGES IN EQUITY CONVENIENCE TRANSLATION INTO US DOLLARS (in thousands)

Share
Capital
Share
Premium
Treasury
Shares
Retained
Earnings
Capital
reserve on
transactions
With
controlling
interests
Capital reserve
on financial
assets at fair
value through
other
comprehensive
income
Capital
reserve on
hedging
transactions
Capital
reserve on
the re
measurement
of defined
benefit plans
Adjustmen
ts
deriving
from the
translation
of financial
Statements
Capital
reserve
on
share
based
payment
Total
Attributable
to equity
holders in
the
company
Non
controlling
interests
Total
equity
Section Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited
Balance as of July
1, 2021
32,175 17,574 (65,802) 675,162 285 (51,549) 3,374 (525) (110,406) 8,873 509,161 616,298 *) 1,125,459
Net income - - - 37,762 - - - - - - 37,762 35,513 73,275
Total other comprehensive
income (loss)
- - - - - - (218) - (3,900) - (4,118) (3,211) (7,329)
Total comprehensive income
(loss)
- - - 37,762 - - (218) - (3,900) - 33,644 32,302 65,946
Cost of share-based payment - - - - - - - - - 124 124 751 875
Dividend to shareholders
in the
company
- - - (5,645) - - - - - - (5,645) - (5,645)
Dividend to non-controlling
interests
- - - (57) - - - - - - (57) (14,974) (15,031)
Non-controlling interests in
initially consolidated
companies
- - - - - - - - - - - (281) (281)
Issuance of a capital note by a
subsidiary
company
- - - - - - - - - - - 282 282
Issuance of capital / purchase
and sale of shares in
consolidated companies
- - - (1,449) - - (3) (2) 369 - (1,085) 1,168 83
As of September 30, 2021 32,175 17,574 (65,802) 705,773 285 (51,549) 3,153 (527) (113,937) 8,997 536,142 635,546 1,171,688

CONSOLIDATED INFORMATION OF CHANGES IN EQUITY CONVENIENCE TRANSLATION INTO US DOLLARS (in thousands)

paragraph Share
capital
Audited
Share
premium
Audited
Treasury
shares
Audited
Retained
earnings
Audited
Capital
reserve on
transactions
with
controlling
interests
Audited
Capital
reserve on
financial
assets at
fair value
through
other
comprehen
sive income
Audited
Capital
reserve on
hedging
transactions
Audited
Capital
reserve on
the re
measurement
of defined
benefit plans
Audited
Adjustments
deriving
from the
translation
of financial
Statements
Audited
Capital
reserve
on
share
based
payment
Audited
Total
attributable
to equity
holders in
the company
Audited
Non
controlling
interests
Audited
Total
equity
Audited
Balance as of January 1, 2021 32,175 17,094 (59,790) 617,650 285 (54,351) 2,767 (577) (113,873) 9,035 450,415 403,810 854,225
Net income - - - 153,716 - - - - - - 153,716 117,316 271,032
Total other comprehensive income
(loss)
- - - - - - 488 349 (17,890) - (17,053) (8,087) (25,140)
Total comprehensive income
(loss)
- - - 153,716 - - 488 349 (17,890) - 136,663 109,229 245,892
Cost of share-based payment - - - - - - - - - 564 564 3,073 3,637
Dividend to shareholders in the
company
- - - (16,935) - - - - - - (16,935) - (16,935)
Dividend to non-controlling
interests
- - - (2,773) - - - - - - (2,773) (37,853) (40,626)
Acquisition of treasury shares in
the company and in subsidiary
companies
- - (6,012) (2,354) - - - - - - (8,366) (2,528) (10,894)
Exercise of option warrants - 480 - - - - - - - (475) 5 - 5
Non-controlling interests in
initially consolidated companies
- - - - - - - - - - - 162,891 *) 162,891
Issuance of a capital note by
subsidiary companies
- - - - - - - - - - - 282 282
Issuance of capital /purchase and
sale of shares in consolidated
companies
- - - 14,913 - 2,802 19 48 4,386 - 22,168 11,181 33,349
As of December 31, 2021 32,175 17,574 (65,802) 764,217 285 (51,549) 3,274 (180) (127,377) 9,124 581,741 650,085 1,231,826

CONSOLIDATED INFORMATION OF CASH FLOWS CONVENIENCE TRANSLATION INTO US DOLLARS (in thousands)

nine months
ended
September 30
2022
nine months
ended
September 30
2021
Three
months
ended
September 30
2022
Three
months
ended
September 30
2021
Year ended
December 31
2021
Section Unaudited Unaudited Unaudited Unaudited Audited
Cash flows from operating activities:
Net income 286,759 180,659 64,032 73,275 271,032
Adjustments required in order to present
the cash flows from operating activities
(Appendix A')
(91,375) (120,918) (46,784) (2,399) (98,469)
Net cash generated (absorbed) by
operating activities (before acquisition
of and investment in land)
195,384 59,741 17,248 70,876 172,563
Acquisition of and investment in land **) (204,162) (196,177) *) (53,841) (142,560) *) (200,922) *)
Net cash generated (absorbed) by
operating activities
(8,778) (136,436) (36,593) (71,684) (28,359)
Cash flows from investment activities:
Acquisition of fixed assets and intangible
assets (110,111) (88,053) (33,107) (22,965) (131,470)
Investment in investment property (15,999) (12,981) *) (2,881) (532) *) (13,097) *)
Newly consolidated subsidiaries and
activities (Appendix B')
(12,182) (38,094) (11,341) (20,960) (38,094)
Proceeds from sale of investments in
previously consolidated subsidiary
(appendix C')
- 1,261 - - 1,261
Change in investment in and loans to
investee companies, net
(189,241) (250,704) (110,586) (78,145) (294,974)
Purchase of short-term investments, net (47,822) (774) (4,463) (12,097) (15,798)
Consideration from the disposal of fixed
assets, investment property and other
investments
131,657 56,298 42,204 38,600 132,079
Decrease (increase) in long-term loans and
deposits 1,506 5,067 706 (4,824) (1,262)
Net cash absorbed by investment
activities
(242,192) (327,980) (119,468) (100,923) (361,355)
Cash flows from financing activities:
Dividend paid to shareholders in the
company (19,757) (11,290) (5,645) - (16,935)
Dividend to non-controlling interests (22,474) (42,175) (4,742) (7,304) (54,454)
Issuance of bonds 156,023 122,113 69,372 72,073 163,877
Repayment of long-term liabilities (317,199) (324,034) (67,986) (143,666) (468,595)
Repayment of leasing liabilities (69,630) (49,139) (22,814) (21,688) (69,061)
Receipt of long-term liabilities 344,485 490,768 78,770 198,001 567,227
Short-term bank credit, net 225,658 181,076 53,669 139,720 162,893
Exercise of option warrants issuance of
capital/sale of shares to non-controlling
interests 2,049 43,106 726 408 43,364
Purchase of treasury shares in the company
and in consolidated companies
(26,734) (8,822) (1,306) - (10,894)
Net cash generated (absorbed) by 272,421 401,603 100,044 237,544 317,422
financing activities
Translation differences in respect of
cash and cash equivalents balances
3,134 (2,395) (2,053) (2,279) (5,216)
Increase (decrease) in cash and cash
equivalents
24,585 (65,208) (58,070) 62,658 (77,508)
Balance of cash and cash equivalents at
the beginning of the period
315,051 392,559 397,706 264,693 392,559
Balance of cash and cash equivalents at
the end of the period
339,636 327,351 339,636 327,351 315,051

*) reclassified.

**) The acquisition of and investment in land are presented under inventories of real estate and rights in real estate.

CONSOLIDATED INFORMATION OF CASH FLOWS CONVENIENCE TRANSLATION INTO US DOLLARS (in thousands)

Appendix A' - Adjustments required in order to present the cash flows from operating activities:

nine months
ended
September 30
2022
nine months
ended
September 30
2021
Three
months
ended
September 30
2022
Three
months
ended
September 30
2021
Year ended
December 31
2021
Section Unaudited Unaudited Unaudited Unaudited Audited
Income and expenses not involving
cash flows:
The Group's share of the profits of
companies accounted for at equity,
net
(82,501) (29,937) (15,056) (17,791) (64,586)
Success fee in respect of increase in
the value of housing complexes
(Promote)
(179,776) (78,164) (40,319) (39,770) (129,964)
Dividends and interest received from
companies accounted for at equity
62,892 10,917 22,126 4,715 13,555
Realization of reserve on translation
differences on foreign operations
- 480 - 224 480
Adjustment of fair value and the
results of the disposal of income
generating assets, net
(9,176) (12,449) 77 2,106 (12,409)
Depreciation and amortization 158,477 114,364 54,510 50,434 167,476
Impairment in the investment in a
company accounted for at equity
- 3,940 - 1,332 3,940
Deferred taxes, net 66,128 5,884 7,909 2,563 18,014
Change in employee benefit liabilities (677) 1,264 (174) 459 2,024
loss (gain) on the sale of fixed assets
and other investments
(39,694) 489 (15,148) 119 2,019
Gain from the sale of a subsidiary - (572) - - (572)
Erosion of long-term receivable and
liabilities, net
4,731 3,769 5,345 (1,878) 1,087
Increase in the value of short-term
investments
(208) (220) (91) (132) (4,047)
Cost of share-based payment 3,321 2,852 1,797 875 3,637
Changes in asset and liability items:
Increase in inventory and inventory of
real estate (before acquisition of and
investment in land)
*)
4,449 28,439 34,045 66,513 (41,286)
Decrease (increase) in trade
receivables
(59,378) (22,306) (60,891) (3,683) (23,182)
Increase in other accounts receivable (67,691) (130,948) (10,013) (87,832) (83,544)
Increase (decrease) in suppliers and
providers of services
940 (22,805) (30,895) 6,641 25,845
Increase (decrease) in other accounts
payable
46,788 4,085 (6) 12,706 23,044
(91,375) (120,918) (46,784) (2,399) (98,469)

*) The acquisition of and investment in land are presented under inventories of real estate and rights in real estate.

CONSOLIDATED INFORMATION OF CASH FLOWS CONVENIENCE TRANSLATION INTO US DOLLARS (in thousands)

Appendix B' - Acquisition of initially consolidated subsidiaries

The subsidiaries' assets and liabilities at date of acquisition: *)

nine months
ended
nine months
ended
Three
months
ended
Three
months
ended
Year ended
September 30
2022
September 30
2021
September 30
2022
September 30
2021
December 31
2021
Section Unaudited Unaudited Unaudited Unaudited Audited
Working capital, net (except cash) 1,713 421,547 1,811 32,365 422,210
Fixed assets (1,404) (102,150) (1,404) (19,820) (102,972)
Right-of-use assets (594) (422,800) (594) (4,461) (422,800)
Intangible assets (13,000) (156,300) (12,368) (24,476) (153,767)
Goodwill (20,399) (566,002) (19,476) (15,755) (563,130)
Other non-current assets - (5,565) - (619) (5,565)
Deferred taxes 1,010 18,218 894 6,535 18,092
Leasing liabilities 505 476,853 505 4,461 476,853
Loans from banks and other non
current liabities
8,039 114,782 8,039 830 114,035
Liability for put option,
conditional consideration and
future dividends for non
controlling interests 6,741 19,806 6,045 261 16,059
Non-controlling interests 5,207 163,517 5,207 (281) 162,891
(12,182) (38,094) (11,341) (20,960) (38,094)

*) Immaterial adjustment of the comparative figures.

Appendix C' - Proceeds from sale of investment in previously consolidated subsidiary The subsidiary's assets and liabilities at date of sale:

nine months
ended
September 30
2022
nine months
ended
September 30
2021
Three
months
ended
September 30
2022
Three
months
ended
September 30
2021
Year ended
December 31
2021
Section Unaudited Unaudited Unaudited Unaudited Audited
Working capital, net (except cash
and cash equivalents)
- 3,753 - - 3,753
Long-term receivables - 70 - - 70
Fixed assets - 393 - - 393
Intangible assets - 1,025 - - 1,025
Credit from banking institutions
and others
- (2,350) - - (2,350)
Other non-current liabilities - (189) - - (189)
Receivables for the realization of
an investment in a consolidated
company - (2,013) - - (2,013)
Gain from sale of a subsidiary - 572 - - 572
- 1,261 - - 1,261

CONSOLIDATED INFORMATION OF CASH FLOWS CONVENIENCE TRANSLATION INTO US DOLLARS (in thousands)

Appendix D' - Further information on cash flows

nine months
ended
September 30
2022
nine months
ended
September 30
2021
Three
months
ended
September 30
2022
Three
months
ended
September 30
2021
Year ended
December 31
2021
Section Unaudited Unaudited Unaudited Unaudited Audited
Cash paid in the period for:
Interest 59,505 57,469 19,773 15,569 76,899
Taxes on income 56,597 32,017 15,170 10,955 46,401
Cash received for:
Interest 9,092 11,159 1,691 1,018 12,119
Taxes on income 8,255 5,261 224 - 7,841

Appendix E' – Significant activities not involving cash flows

nine months
ended
September 30
2022
nine months
ended
September 30
2021
Three
months
ended
September 30
2022
Three
months
ended
September 30
2021
Year ended
December 31
2021
Section Unaudited Unaudited Unaudited Unaudited Audited
Acquisition of fixed assets,
investment property and
intangible assets
11,095 2,247 11,095 1,683 5,580
Increase of a usage right asset
against a leasing liability
75,371 - 28,951 - 41,862

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL INFORMATION

Note 1 - General

The accompanying Financial Information, is derived from the Hebrew version of the Company's interim consolidated financial statement as of September 30, 2022 and for the periods of nine months and of three months ended on that date and do not include the disclosures required by International Financial Reporting Standards (IFRS) (hereinafter - The Interim Consolidate Financial Information).

The interim consolidated financial information should be read together with the Company's Hebrew version of the annual consolidated financial statement as at December 31, 2021 and for the year ended on that date and the accompanying notes thereto (hereinafter – The Annual Consolidated Financial Statement).

The interim consolidated financial information is a translation which is based on The Interim Consolidated Financial Statements, which have been prepared in accordance with International Financial Reporting Standard IAS 34 "Financial Reporting for Interim Periods", and also in accordance with the disclosure requirements in accordance with section D of the Securities Regulations (Periodic and Immediate Reports) - 1970.

Note 2 - General description of the Company and its activities

Elco Ltd. (hereinafter - The Company), was incorporated in Israel in the year 1949 and its shares are traded on the Stock Exchange in Israel.

As of the date of the financial information, the Group operates in Israel and abroad in four segments, in accordance with its investee companies, as follow:

Electra – Operates in the field of services for buildings and infrastructures in Israel and
abroad, which includes: the instillation and provision of service for central air
conditioning systems, elevators, sanitation, infrastructures, the execution and
construction of national infrastructure facilities, integrated security and protection
solutions, electricity and piping, construction, the supervision and management of
real estate, entrepreneurial real estate activity, the management and the
maintenance of assets, the public transport field and the shuttle services field.
Electra
Consumer
Products
Operates in Israel in the importing, manufacturing, exporting, marketing, sale and
distribution of electrical consumer products and in the provision of services for
products, in the operation of retail marketing chains for the sale of electrical
products, in the operation in the foods retail field and in the field of investment
property.
Electra Real
Estate – Operates in the field of the purchase, management and enhancement of housing
complexes for rental in the South Eastern United States, which are held directly by
a subsidiary company and by funds that invest in housing complexes in the United
States, and though a fund which raises debt and provides loans and instruments for
the supplementation of shareholders' equity for investments in housing complexes
and in an REIT fund for investment
in
hotels in the U.S.A
and in fund that invests
in office space in Great Britain
Supergaz
Energy – Operates in the marketing, sale and distribution of LPG and LPG consuming
products, in marketing and sale of Natural gas, electricity and thermal energy.

Other activities – Include, inter alia, the theater of dreams operations and DIC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

Note 3 - The War between Russia and the Ukraine

In February 2022, a war began between Russia and the Ukraine. As a result of this, many countries, including the USA, Great Britain and the countries in the European Union imposed a series of economic sanctions against certain individuals and entities that are connected to Russia. These sanctions have had a direct impact on those individuals and entities and have also had an indirect impact on third party businesses, which are connected to those individuals and entities, as well as to certain industries that are part of the Russian Economy. Furthermore, the sanctions restrict Russia's central bank's ability to support the ruble in addition to which they have placed restrictions on the ability to withdraw founds that have accumulated in Russia.

Electra has tested the value of the inventory of real estate in which it has a holding of 50%, by means of an independent external appraiser and has found that the disposal value of the real estate exceeds its carrying amount.

There has been an increase in petroleum prices in the wake of the war, as stated above. The said changes in the prices of petroleum prices has contrary but unequal effects on Supergas Energy's results, such that an increase in the price of a barrel of petroleum has a negative impact on the profitability of LPG because the increase in the purchase price cannot be rolled over in its entirety to the selling price, which is offset partially by the positive impact on the profitability of the natural gas marketing operations.

In light of the inability to anticipate the length and the impact of the political and economic events relating to this event, the Group is unable to assess the future impact on each of the Group Companies at this stage.

Note 4 - Convenience translation

The Interim Consolidate Financial Information in US Dollars is a translation of the statements as prepared in New Israeli Shekels ("NIS" or "Shekel") at the rate of exchange of the Shekel for the US Dollar prevailing on September 30, 2022 (NIS 3.543 = US\$ 1).

It should be noted that the New Israeli Shekel amounts, on the basis of which the convenience translation figures were prepared, do not necessarily represent the current cost amounts of the various elements within The Interim Consolidate Financial Statements and, also, that it should not be construed from the translation into US Dollar figures that the Israeli currency amounts actually represent, or could be converted into Dollars. This financial information has been prepared for the convenience of the reader. In the event of any discrepancy between the contents of this translation and the Hebrew original, the Hebrew original prevails.

א - 40 / דוח אלקו אנגלית ספטמבר .2022docx

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