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Alony Hetz

Annual Report Mar 17, 2025

6634_rns_2025-03-17_212fdfc9-ee8b-4704-a8ff-1bc9cd25144b.pdf

Annual Report

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This document is an unofficial translation of the Company's Board of Directors' Report and certain parts of its 2024 Annual Financial Statement (main reports without notes) from the original report in Hebrew dated March 11, 2025 (Reference Number: 2025-01-015923) (the "Report"). This translation is published for convenience purposes only, while the Hebrew version of the Report is the binding one.

TOHA II / AMOT / TEL AVIV / SIMULATION

Board of Directors' Report on the State of Corporate Affairs

Consolidated Financial Statements

PERIODIC REPORT 2024

BOARD OF DIRECTORS' REPORT ON THE STATE OF CORPORATE AFFAIRS ALONY HETZ PROPERTIES & INVESTMENTS LTD

(1) Concise description of the Group1
1.1 The Group's main income-generating property investments as of December 31, 2024 1
1.2 The Group's renewable energy investments as of December 31, 2024 1
1.3 The Group's main holdings close to the publication of the report 2
1.4 Stock market indices 2
1.5 Main events from the beginning of 2024 to the publication of this report 3
1.6 Summary of the main events - the Group 4
1.7 Summary of the main events - Investees 5
(2) Board of Directors' explanations regarding the state of corporate affairs 6
2.1 The business environment6
2.2 Statement of Financial Position6
2.3 Investments7
2.3.1 Composition of the Company's investments (expanded solo) as of December 31, 2024 7
2.3.2 Investments and realizations in the reporting period and subsequent to the balance sheet
date7
2.3.3 Property revaluations 8
2.3.4 Real estate investments in Israel – through Amot8-10
2.3.5 Investment in Carr11-12
2.3.6 investment in Brockton Everlast13-14
2.3.7 Investment in AH Boston 15
2.3.8 Investment in renewable energy - through Energix16-18
2.3.9 Dividend receipts 19
2.3.10 Management fee receipts19
2.4 Liquidity and financing sources 19
2.4.1 Cash and credit facilities 19
2.4.2 Unencumbered assets20
2.4.3 Financial debt20-21
2.4.4 Raising capital 22
2.4.5 Working capital deficit22
2.5 Operation results22
2.5.1 Business results summary table 23-24
2.5.2 Information regarding the Group's Comprehensive Income 25
2.6 Cash flows26
2.7 Equity 27
2.7.1 Equity per share27
2.7.2 Explanation of changes in equity27
2.7.3 Effects of changes in exchange rates on the Company's equity 27
2.7.4 Dividends28
2.8 Remuneration of senior employees 28
(3) Sustainability and Social Responsibility – Environmental Risk Management, Environmental
Responsibility and the Environmental Impact on the Group's Activities (ESG)29
4.Discussion of Risk Factors30
4.1 Description of risk factors to which the Corporation is exposed 30-31
4.2 Extent of the impact of risk factors on the Group's business activity 31
4.3 Cyber risk32
(5) Aspects of corporate governance33
5.1 The Company's Board of Directors; directors with accounting and financial expertise33
5.2 Independent Directors34
5.3 The Company's Accountant34
5.4 The Company's Internal Auditor 34
5.5 Internal enforcement plan 34
5.6 Charitable donations34
5.7 Communication with analysts, journalists and capital market professionals 34
(6) Events Subsequent to the Balance Sheet Date35
(7) Dedicated Disclosure for Bondholders35
Appendices to the Board of Directors' Report on the State of Corporate Affairs
Appendix A – Financial Information, Expanded Solo36
(1) Financial Statements – Expanded Solo36
1.1 Condensed Expanded Solo Balance Sheet36
1.2 Condensed Expanded Solo Statements of Income37
1.3 Cash flow from the Company's financing activities 38
(2) The Company's Liabilities (Expanded Solo) Payable after December 31, 2024 38
Appendix B – Balance Sheet of Linkage Bases for Monetary Balances39
Appendix C – Information regarding the Company's Internal Auditor 40-41
Appendix D – Details of the Company's Accountant 42
Appendix E – Details of Bonds Issued by the Company43-47
Appendix F – Information regarding Material Valuations and Very Material Valuations according
to Regulation 8b(i) of the Securities Regulations (Periodic and Immediate Reports), 197048
Appendix G – Information regarding the Corporation's Separate Financial Statement49
Appendix H – FFO for Financial Liabilities and Trust Deed Purposes49

Board of Directors' Report on the State of Corporate Affairs for the Year ended December 31, 2024

The Board of Directors of Alony-Hetz Properties and Investments Ltd. (hereinafter - the "Company") is pleased to present the Company's Board of Directors' Report for the year ended December 31, 2024 (hereinafter - the "Reporting Period").

1. Concise description of the Group

The Company and its consolidated companies (hereinafter - the "Group") have two areas of activity:

    1. Main area of activity long-term investments in income-generating property companies in Israel and in western countries. As of the publication date of this report, the Group operates mainly in the following markets: Israel, the United States, and the UK.
    1. Second area of activity investment in renewable energies. The Group has income-generating investments in the fields of photovoltaic energy and wind energy, as well as in the development and initiation of electricity generating and storage facilities in Israel, the United States and Poland.

1.1 The Group's main investments in income-generating property as of December 31, 2024:

Activity in Israel

Holdings at a rate of 51.1% in Amot Investments Ltd. (hereinafter - "Amot"), a publicly traded income-generating property company whose securities are listed on the Tel Aviv Stock Exchange Ltd. For additional information, please see Section 2.3.4 below.

Activity in the United States

  • Holdings at a rate of 47.8%1in the capital of Carr Properties (hereinafter "Carr") and 50% of the control. An income-generating property company, all of whose properties are located in the United States in the Washington D.C. area, Boston and Austin. For additional information, please see Section 2.3.5 below.
  • Holdings at a rate of 55% of the equity rights and 50% of the control in three property companies in the Boston metropolitan area. Two of the properties are in the Boston CBD and one is in East Cambridge – for further details, please see Section 2.3.7 below.

Activity in the UK

  • Holdings of 84.9% in the rights of Brockton Everlast Inc. Limited (hereinafter "BE"), a private company engaged in the purchase, development, betterment, construction, management and maintenance of income-generating property in the London, Cambridge and Oxford metropolitan areas in the UK. For additional information, please see Section 2.3.6 below.
  • Holdings in two UK real estate funds from the Brockton Group. For additional information, please see Note 5 to the financial statements.

1 Holdings of 52.3% in the rights in Carr Properties Holding LP, an American partner that holds (through indirect holdings at a rate of 91.2%) a partnership with real estate holdings in the Boston metropolitan area.

1.2 The Group's investments in the renewable energy field as of December 31, 2024:

Holdings of 50.2% in Energix Renewable Energies Ltd. (hereinafter - "Energix"), a public company whose securities are listed for trading on the stock exchange. Energix engages in the planning, development, financing, construction, management and operation of facilities for the generation and storage of electricity from renewable energy sources (photovoltaic systems and wind farms) and the sale of electricity produced in these facilities, with the intention of holding them for the long term. As of the date of the report, Energix has operations in Israel, Poland and the United States. For additional information, please see Section 2.3.8 below.

Real Estate Energix Renewable Energies Ltd. Carr Properties Boston Properties Amot Investments Ltd. Holdings in real estate investment funds, including joint management Brockton Everlast 50.2% (**) 55% 84.9% Energy (*)47.8% 51.1% 25%,5%

1.3 The following are the Group's main holdings close to the date of publication of the report:

* The Company and JP Morgan (through SSPF Investment Fund, managed by JP Morgan) have joint control in Carr.

** Joint holdings with Oxford Properties in three property companies that own office buildings in Boston. The Company and Oxford Properties have a joint control agreement.

1.4 Stock Market Indices

The Company's shares are traded on the Tel Aviv Stock Exchange Ltd. (hereinafter - the "TASE"). The main stock market indices to which the Company's securities belong are: TA-90, TA-125, TEREAL, TA-Investment Properties in Israel, Tel-Div, the various TelBond indices, TA 125 - Fossil-Fuel-Free Climate index and the Tel Aviv - Maala index.

1.5 Main events from the beginning of 2024 to the date of publication of the report

Alony-Hetz
(the Company
expanded
solo)

During the reporting period, the Company issued shares and options (Series 16) exercisable until
December 31, 2025 for ordinary shares, in consideration for a total of approx. NIS 1 billion (gross) and
for a future consideration (assuming the exercise of all options (Series 16)) in the amount of approx.
NIS 338 million, of which shares and options representing 10.23% of the Company's share capital and
voting rights (11.26% fully diluted) were allocated to Equity Finance and Investments Ltd.2
, a foreign
company in which Mr. Aaron Frenkel holds, directly and indirectly, all of the share capital and voting
rights.

From the beginning of 2024 until the date of publication of the report, the Company invested a total
of NIS 852 million in investees and in Brockton funds (of which NIS 315 million was for the reduction
of the debt and leverage rate in Brockton Everlast). For information, please see Section 2.3.2 below.

During the reporting period, the Company's share of revaluation losses on investment real estate of
investee companies amounted to NIS 329 million, of which revaluation gains amounted to NIS 125
million in the fourth quarter of 2024 - for details, please see Section 2.3.3 below.

During the reporting period, the Company exchanged bonds (Series I and J) in the amount of NIS 700
million par value in exchange for bonds (Series L and M) in the total amount of NIS 758 million par
value by way of an exchange purchase offer.
Amot
Investments

Signing of a binding lease agreement under which Google will lease approx. 60 thousand sq.m. in the
top part of the ToHa 2 Tower for a 10-year lease period, which will begin in the first quarter of 2027.

Purchase of land on Hasolelim Street in Tel Aviv for the construction of an office tower, with an area
of approx. 5.6 dunams, for a total of NIS 210 million. Amot is promoting the planning of complexes to
strengthen the rights in the complex in cooperation with holders of rights in plots adjacent to the Tel
Aviv Municipality.
Carr
Properties

In February 2025, Carr signed a non-binding memorandum of understanding to redeem JPM's holdings
in Carr. For additional information, please see Section 2.3.5 below.

A long-term lease agreement was signed with Fannie Mae for the lease of 342 thousand sq.ft. (approx.
32 thousand sq.m.) in the Midtown Center building.

Long-term lease agreements were signed for the lease of approx. 220 thousand sq.ft. (approx. 20
thousand sq.m.) in the Midtown Center building.
Brockton
Everlast

Engagement in refinancing agreements totaling GBP 165 million, replacing loans in the amount of GBP
225 million that were due to be repaid, while raising equity from shareholders.

Completion of a rent review process at the Water Side building, where the tenant's rent on the
property increased by approx. 16%, starting from June 2023.
Energix
Renewable
Energies

Engagement in a strategic cooperation agreement with Google.

Completion of acquisition transactions with a total capacity of 770 MW + 260 MWh.

Completion of financing agreements and tax partner investment for a project backlog totaling NIS 2
billion.

Completion of the construction and connection of projects with a total capacity of 465 MW + 189 MWh.

Entering into a transaction for the acquisition of a combined photovoltaic and wind project in Lithuania
with a capacity of approx. 470MW.

2 According to information provided by the investor, Equity Finance and Investments Ltd. is a foreign company incorporated under the laws of Malta.

1.6 Summary of the main data - the Group

Main financial results – Consolidated
Statement Unit 2024 2023 2022 % change3
Revenue
from
rental
fees
and
management of investment property NIS thousands 1,389,184 1,324,063 1,219,178 4.9
Fair value adjustments of investment
property NIS thousands 607,208 (926,169) 685,918 165.6
Group share in the losses of associates,
net NIS thousands (540,178) (1,703,997) (953,589) 68.3
Revenue from sale of electricity and
green certificates NIS thousands 856,210 680,713 525,437 25.8
Net profit (loss) for the year NIS thousands 249,206 (2,151,838) 338,572 111.6
Net loss for the year attributed to
Company shareholders NIS thousands (346,199) (2,392,409) (281,467) 85.5
Comprehensive
loss
for
the
year
attributed to Company shareholders NIS thousands (443,351) (2,425,233) (53,496) 81.7
Total balance sheet NIS thousands 40,047,643 38,731,166 36,314,037 3.4
Equity
(including
non-controlling
interests) NIS thousands 11,632,526 11,064,123 13,591,420 5.1
Financial debt (bank credit and bonds)4 NIS thousands 22,419,722 22,793,284 19,032,307 (1.6)
Net financial debt5 NIS thousands 20,895,396 20,595,607 17,337,606 1.5
Ratio of net financial debt to total balance
sheet6
% 54.2 56.4 50.1 (3.9)
Main Financial Results –
Expanded
Solo7
Total balance sheet NIS thousands 11,329,550 11,647,376 13,311,610 (2.7)
Equity
attributed
to
Company
shareholders NIS thousands 5,413,576 5,002,057 7,709,979 8.2
Financial debt (bank credit and bonds)4 NIS thousands 5,825,236 6,774,485 5,513,779 (14)
Net financial debt5 NIS thousands 5,183,474 5,749,598 5,027,172 (9.8)
Ratio of net financial debt to total balance
sheet6 % 48.5 54.1 39.2 (10.4)
Cash flow from the Company's financing
activities per share NIS thousands 454,912 466,035 460,467 (2.3)
Earnings per share data
Loss per share - basic NIS (1.81) (13.31) (1.6) 86.4
Comprehensive loss per share - basic NIS (2.32) (13.49) (0.3) 82.8
Cash flow from the Company's financing
activities per share NIS 2.38 2.59 2.62 (7.5)
Current dividend per share8 NIS 0.72 1.28 1.26 (43.8)
NAV per share NIS 25.18 27.83 42.9 (9.5)
9
NNAV per share
NIS 29.65 32.78 48.3 (9.5)
Price per share at end of period NIS 30.40 30.24 35.8 0.5

3. 2024 compared to 2023.

4. Financial debt also includes assets/liabilities of derivative transactions carried out by the Group.

5. Financial debt presented net of cash balances. The Company's financial debt (expanded solo) as of December 31, 2024 is the financial debt less cash balances. For information regarding the adjusted leverage rate, please see Section 2.4.3 below.

6. Net financial debt as a percent of total balance sheet, less cash balances. The Company's net financial debt (expanded solo) as of December 31, 2024 is the financial debt less cash balances. For information regarding the adjusted leverage rate, please see Section 2.4.3 below.

7. In the expanded solo balance sheet, the investment in Amot, Energix and BE is presented on an equity basis instead of the consolidation of their statements with the Company's statements (the remaining investments are presented unchanged in the statement presented in accordance with IFRS principles).

8. The above dividend amount does not include an additional dividend that was paid in 2023 and 2022 (for the years 2022 and 2021) in the amount of NIS 0.18 per share and NIS 0.44 per share, respectively.

9. When calculating the NNAV per share, the Company's tax reserves (expanded solo) were neutralized, as was the Company's share in the tax reserves of investees.

1.7 Summary of the main data - Investees

Unit 2024 2023 2022 % change10
Investment in Israel – Amot Investments
Ltd. (rate of holdings - 51.05%)11
Number of income-generating properties Unit 112 114 114
Value
of
investment
property
(without
NIS thousands
property in self-development) 17,294,792 16,730,765 16,521,806 3.4
Weighted
discount
rate
derived
from
investment property
% 6.42 6.3 6.2
Occupancy rate at end of period % 92.3 93.4 94.4
Value
of
investment
property
in
self
development
NIS thousands 3,316,001 2,757,003 2,340,645 20.3
Ratio of net financial debt to total balance %
sheet 44.0 44.0 41.9
NOI12 NIS thousands 1,042,713 1,004,406 930,996 3.8
FFO13 per share NIS 1.746 1.707 1.604 2.3
NAV per share NIS 19.44 18.78 18.68 3.5
Price per share at end of period NIS 20.64 20.00 20.65 3.2
Investment in the United States - Carr
Properties (rate of holdings - 47.8%)14
Number of income-generating properties Unit 12 14 17
Value
of
investment
property
(without
property in self-development)15 USD thousands 1,976,408 1,707,449 2,835,655 15.8
Rental rate % 89.40 90.50 89.10
Number of properties under construction and
in planning Unit 2 2 2
Value of self-developed properties USD thousands 48,406 739,887 697,253 (93.5)
Ratio of net financial debt to total balance
sheet16 % 64 57.7 49.1
NOI 17, 12 USD thousands 151,879 163,785 148,670 (7.3)
FFO 17, 13 USD thousands 62,458 69,539 70,988 (10.2)
Investment in the UK - Brockton Everlast
Inc. Limited (rate of holdings - 84.9%)
Number of income-generating properties Unit 10 10 13
Value of investment property GBP thousands 690,500 699,800 1,081,515 (1.3)
Occupancy rate at end of period % 97.3 98.3 96.6
Value of land for initiation and property in
development GBP thousands 421,450 361,750 208,000 16.5
Ratio of financial debt to total balance sheet % 29.0 36.4 30.7
NOI1212 GBP thousands 42,730 41,315 42,311 3.4
FFO GBP thousands 12,375 15,229 19,521 (22.3)
Investment in renewable energy – Energix
Renewable Energies Ltd. (rate of holdings –
50.2%)
Installed
capacity
from
connected
photovoltaic systems (MWp) - Energix's share Unit 1,029 978.0 554.0 5.2
Installed capacity from connected wind
systems (MW) - Energix's share Unit 301.2 301.2 245.2 -
Balance of connected electricity-generating
facilities - according to book value NIS thousands 5,674,033 5,216,739 2,910,128 8.8
Price per share at end of period NIS 12.50 13.36 11.08 (6.4)

10. 2024 compared to 2023.

13. Funds from operations.

17. Including NOI from the management of properties.

11. The main figures for Amot are from the Amot's expanded consolidated financial statements published in Amot's Board of Directors' Report (hereinafter: "Amot's Pro Forma Reports"). Amot's Pro Forma Reports are Amot's reports presented according to IFRS principles, with the exception of the implementation of IFRS 11 "Joint Arrangements", which came into effect on January 1, 2013. In Amot's Pro Forma Reports, the investments in investees, presented based on the equity method in Amot's Financial Statements, are neutralized and presented according to the relative consolidation method, similar to their treatment prior to IFRS 11 entering into effect.

12. Net operating income.

14. The financial data presented above includes Carr's economic share in its assets and liabilities and those of all its investees, including of companies that are not consolidated in its financial statements prepared in accordance with IFRS principles.

15 As of the end of 2023, including two properties (owned and leased) valued at USD 132 million, and the total liabilities in respect of those properties (which are on a non recourse basis) in the amount of USD 205 million.

16 Carr's financial debt ratio as of the end of 2023 does not include liabilities for which liabilities exceed asset value (which are on a non-recourse basis).

2. Board of Directors' Explanations for the State of Corporate Affairs

2.1 The business environment

For information regarding the business environment in which the Group operates, please see Section A.6 of the chapter Description of the Corporation's Business.

2.2 Statement of Financial Position

Statement of Financial Position
Item
31.12.24
NIS millions
31.12.23
NIS millions
Notes and explanations
Cash and cash equivalents 1,524 2,198 For Statement of Cash Flows, please see Section 2.6 below.
Investment property (including
investment property held for
sale)
25,006 23,897 The increase stems from an investment in properties in
development by Amot and BE in the amount of approx. NIS 0.9
billion. In addition, there is an increase stemming from the fair value
adjustment of the investment property of BE and Amot in the
amount of approx. NIS 0.6 billion.
For additional information regarding the Group's investment
property - please see Note 4 to the financial statements.
Investments in companies 2,303 2,773 The following are the main changes in investments:
accounted for according to the
equity method and securities
measured at fair value through
profit and loss
Electricity-generating facilities -
connected and in development
9,943 8,108
A decrease due to the Group's share of associates' losses in
the amount of approx. NIS 0.5 billion, mainly due to a loss
from the fair value adjustment of investment properties of
associates (Carr and AH Boston) - For information, please see
Section 2.3.3 below.

An increase due to the effects of exchange rates (mainly the
USD) in the amount of NIS 15 million.
For additional information regarding changes in the balance of the
investment in securities measured at fair value through profit and
loss and investments in companies accounted for according to the
equity method, please see Notes 5 and 6 to the financial statements,
respectively. In addition, please see Section 2.3 below.
Most of the growth in electricity-generating facilities stems from
Energix's project investment and initiation in Israel and the US. For
information regarding electricity-generating facilities, see Notes 7
and 8 to the financial statements.
Other assets 1,272 1,754
Total assets 40,048 38,731
Loans and bonds 22,082 22,132 The following are the main changes:

Raising of bonds and receipt of loans in the amount of NIS 2.6
billion.

Repayment of bonds and long-term loans in the amount of NIS
2.8 billion.
For information regarding the main changes in the Group's financial
debt, please see Section 2.4.3 below.
Other liabilities 10,321 5,535
Total liabilities 28,415 27,667
Equity attributed to shareholders 5,414 5,002 For additional information regarding the main changes in equity
attributed to shareholders, please see Section 2.7.2 below.
Non-controlling interests 6,219 6,062
Total equity 11,633 11,064
Total liabilities and equity 40,048 38,731

2.3 Investments

2.3.1 The following are the Company's investments (expanded solo) as of December 31, 2024

Currency Number of
shares
Balance in NIS
thousands
Adjusted value in
NIS thousands
Adjusted value
measurement basis
Amot NIS 240,718,672 4,660,711 4,968,433 Stock market value -
tradable
Energix NIS 276,060,936 1,112,313 3,450,762 Stock market value -
tradable
Carr USD - 1,302,056 1,302,056 Equity method
AH Boston USD - 346,381 346,381 Equity method
Brockton Everlast GBP - 2,989,406 2,989,406 Equity method
Brockton Funds GBP - 218,454 218,454 Equity method
Other18 646,163 646,163
Total 11,275,483 13,921,625

2.3.2 Investments and realizations in the reporting period

In the reporting period, the Company invested (realized investments) in its investees, as follows:

2024
NIS millions
Investments:
Brockton Everlast 526
AH Boston 12419
Brockton Funds (Fund III) 84
734
Investment in Carr - DRIP 118
Total 852
Realizations:
Brockton Funds (Fund II) (17)
Total (17)

18 Mainly including cash and cash equivalents in the amount of NIS 642 million.

19 From the beginning of 2025 to the date of publication of the report, the Company invested an additional amount of NIS 5 million.

2.3.3 Property revaluations

The following is a summary of investment property revaluations recorded by the Group's investees in 2024:

Profit (loss)
Investee's share Company's share
Geographical region Currency in millions in NIS millions
Total
Israel (Amot) NIS 546 278
UK (BE) GBP 12 38
USA (Carr and AH Boston) USD (345) (645)
Total Company share (329)

In the fourth quarter of 2024, the Company recorded a profit of approx. NIS 125 million in respect of its investees' property revaluations.

For a sensitivity analysis of the impact of a 0.25% change in the weighted cap rate on the value of income-generating properties, please see Note 4d to the financial statements.

2.3.4 Investment in real estate in Israel - through Amot

General:

As of December 31, 2024, Amot's properties, owned or leased, include 112 income-generating properties in Israel with a total area of 1.86 million sq.m. (Amot's share), including 1.16 million sq.m. of above ground rental space and 0.7 million sq.m. of open storage and parking (18,200 parking spaces).

These properties are spread throughout the country, with the majority of Amot's properties (90%) located in the big cities in the center of the country and in high-demand areas. The properties are leased to approx. 1,790 tenants, through contracts of varying durations. In addition, Amot has 5 projects in development amounting to 194 thousand sq.m. above-ground (Amot's share) and 3 projects in planning and initiation stages amounting to 56 sq.m. aboveground (Amot's share). The fair value of investment property in development and rights in land designated for development amounts to NIS 3.3 billion.

The total fair value of all Amot's investment property as of December 31, 2024 is approx. NIS 20.6 billion. The fair value of Amot's income-generating property as of December 31, 2024 is NIS 17.3 billion.

The occupancy rate of all of Amot's properties as of December 31, 2024 is 92.3%20 (compared to 93.4% as of December 31, 2023). The occupancy rate represents space for which there are signed contracts, some of which are in the process of being populated.

20 The rate of occupancy, not including a property classified from property in development is 92.8%.

Amot's business development in the reporting period and subsequent to the balance sheet date:

  • For information regarding Amot's business strategy and its business environment, please see Chapter B, Section 13 and Chapter B, Section 2, respectively, in the report on the Description of the Corporation's Business.
  • the Amot NOI amounted to NIS 1,043 million in the reporting period, compared to NIS 1,004 million in the corresponding period, an increase of approx. 4%. The increase stems mainly from an increase in revenue from identical properties.
  • During 2024, Amot signed 474 new leases, including option exercises and contract renewals totaling 192 thousand sq.m. in annual rental fees in the amount of NIS 197 million. The spaces were leased at average rental fees (weighted average) per sq.m. approx. 1% higher than the rent generated by these properties until that date.

The following is a summary of data regarding projects in stages of construction as of December 31, 2024:

Property name Location Main use Rate of
holdings
Thousands
of above
ground
sq.m. for
marketing,
100%
Estimated
completion
date
Value of
project in
Amot's
books as of
December
31, 2024
Estimated
construction
cost, including
land and
parking
basements (*)
Amot's share - in NIS millions
Expected NOI upon
the project's full
occupancy (*)
HaLehi Complex 21 Bnei Brak Offices 50% 100 2025 604 765 59
K
Complex
Jerusalem Offices
Jerusalem 22 50% 93 2028 152 775 51
Beit Shemesh
Logistic Center -
Beit
Shemesh
Logistics
Lower center 60% 26 2025 91 105 7
Park Afek Rosh Offices
Ha'ayin 50% 8 2025 28 40 3
ToHa2 Tel Aviv Offices 50% 156 2026 1,102 1,650 158
Total 383 1,977 3,335 278

(*) Mid-range forecast

The information included in this section above regarding the estimated end of construction date, estimated construction cost and the expected NOI at the time of the project's occupancy constitutes forward-looking information as defined in Section 32A of the Securities Law, as it is impacted by factors that do not depend on the Group such as construction costs, security situation, demand for offices, changes in the City Building Plan that are subject to the approval of the authorities, etc.

For additional information regarding projects in construction stages, see Note 4b to the financial statements.

The following is a summary of data regarding projects in stages of planning and development as of December 31, 2024:

Main Thousands
of above
ground
sq.m. for
marketing,
Rate of Thousands of
above-ground
Value of
sq.m. for
project in
marketing
Amot's books
Estimated
construction cost,
including land and
parking
basements (*)
Property name Location use 100% holdings Amot's share - in NIS millions
Elef Complex Rishon Letzion Offices 19 100% 19 36 270
Platinum Stage B23 Petach Tikva Offices 20 100% 20 40 220
Amot Shaul - Stage Kfar Saba Offices
A 35 50% 18 61 170
Total 74 57 137 660

(*) Mid-range forecast

21 As of the date of publication of the report, the commerce floors have been delivered to tenants for adaptation work and several stores have opened to the public. Amot has signed contracts for approx. 8,500 sq.m. (Amot's share - 50%), which are expected to generate annual rent of approx. NIS 14 million (Amot's share - 50%).

22 Subject to the completion of additional rights in the K Complex in Jerusalem

23 Subject to the completion of the purchase of additional construction rights in order to build a matching tower to Platinum Stage A.

The information included in this section above regarding estimated construction costs constitutes forward-looking information as defined in Section 32A of the Securities Law. The information refers to data existing and known by the Group immediately prior to the publication of the report relating to environmental requirements, on City Building Plan changes subject to approvals of the planning and building authorities, on receipt of consent from owners of bordering properties, for which there is no certainty of being granted, etc. These data are not under the Group's control and therefore there is no certainty these projects will actually be executed.

Property name Location Main use Rate of
holdings
Value of project
in Amot's books
(NIS millions)
Additional above-ground
area (Amot's share) in
sq.m. thousands
Lot 300, Derech Hashalom Tel Aviv Housing/offices 50% 134 47 housing units
HaSolelim land Tel Aviv Offices 100% 210 80
ToHa3/ToHa4 Tel Aviv Offices 50% 174 100
Tzrifin Logistic Center Tzrifin Logistics 100% 250 200
Others 434
Total 1,202

The following is a summary of data regarding projects in development as of December 31, 2024:

The information included in this section above regarding projects in development, including the expected additional above-ground areas, constitutes forward-looking information as defined in Section 32A of the Securities Law. The information refers to data existing and known by the Group immediately prior to the publication of the report relating to environmental requirements, on City Building Plan changes subject to approvals of the planning and building authorities, on receipt of consent from owners of bordering properties, for which there is no certainty of being granted, etc. These data are not under the Group's control and therefore there is no certainty these projects will actually be executed.

Fair value adjustments of investment property

For property revaluations recorded by Amot in the reporting period, please see Section 2.3.3 above.

Amot's FFO

Amot Investments Ltd.
NIS thousands
2024 2023 2022
Profit for the year 919,002 682,607 1,171,146
Adjustments:
Profit from change in fair value of investment property (570,485) (256,637) (1,019,088)
Acquisition costs recognized in profit and loss 23,053 3,300 18,248
Current and deferred tax effects of the above adjustments 154,578 88,263 192,257
FFO - according to the Israel Securities Authority's approach 526,148 517,533 362,563
Management's approach, additional adjustments:
Depreciation and amortizations 2,850 3,664 3,441
Share-based payment 8,324 6,757 5,746
Linkage differential expenses on the debt principal 285,863 272,559 371,461
FFO - according to the Management's approach 823,185 800,513 743,211
Alony-Hetz's share in FFO - according to the Israel Securities Authority's
approach, in NIS thousands 268,752 277,056 195,535
Alony-Hetz's share in FFO - according to the Management's approach, in NIS
thousands 420,476 428,547 400,823

(*) The FFO in respect of Amot is presented without excluding intercompany balances.

For additional information regarding the investment in Amot, see Chapter B of the Description of the Corporation's Business and Note 6b to the financial statements.

2.3.5 Investment in Carr

Carr's business development in the reporting period and subsequent to the balance sheet date

Carr engages in the investment, acquisition and developing of income-generating property for rental purposes, including the management and maintenance of office buildings under its ownership in urban areas in the Washington D.C. metropolitan area, in Boston, Massachusetts and in Austin, Texas in the United States.

Carr fully or partially owns 12 income-generating office buildings with a total rental space of 3.3 million sq.ft. (306 thousand sq.m.) (Carr's share) and a value of USD 1.7 billion (Carr's share). The properties are rented to hundreds of tenants for various time periods.

For information regarding Carr's business strategy and its general environment, please see Chapter C.1, Section 8 and Chapter C, Section 1, respectively, in the report on the Description of the Corporation's Business.

Redemption of JPM's holdings in Carr

In February 2025, Carr signed a non-binding Memorandum of Understanding (MOU) with an American institutional real estate investment fund managed by J.P. Morgan Assets Management (which holds 35.5% of the capital and 50% of the control in Carr) (hereinafter - "JPM"), according to which, subject to preconditions, Carr will redeem JPM's holdings in Carr in exchange for the transfer of full ownership of 3 Carr properties to JPM free of any debt (hereinafter - the "transaction").

If and to the extent that the transaction is finalized into a binding agreement, the Company's holdings in Carr will increase from 47.8% to 77.2%, and Carr will be consolidated into the Company's reports.

As part of the preparations for the transaction, Carr intends to continue the process it began for the sale of 2 properties, for a total of USD 100-110 million, and at the same time to advance a refinancing process for 4 properties under it's ownership, with the aim of replacing loans due in 2026 with new loans at long-term rates.

Following the transaction, Carr will retain ownership of, among other things, the Trophy properties it built, including One Congress in Boston, Midtown Center, The Willson, and 1700 NY in Washington, D.C., which increases Carr's occupancy rate from approx. 89% (effective as of the end of 2024) to approx. 92%. Without taking into consideration any potential changes in the value of Carr's portfolio, the increase in the relative weight of Carr's Trophy properties in its portfolio is expected to reduce the weighted discount rate from 7.5% (effective as of the end of 2024) to 7.2%.

During 2025, the Company intends to inject USD 100 million into Carr's equity, which Carr will use, among other things, to complete the aforementioned redemption transaction, including the expansion of its business, with an emphasis on new ventures.

Prior to the execution of the above, and without taking into consideration possible changes in the value of Carr's asset portfolio, if any, and in accordance with Carr's business plan, Carr's equity is expected to be approx. USD 600 million by the end of 2025 and its leverage ratio is expected to be approx. 60%.

The information regarding the feasibility of the transaction's completion, including Carr's sale of the properties, the Company's actual injection of capital into Carr, the projected weighted rental rate, the equity upon completion of the transaction and the projected leverage ratio, is forward-looking information within the meaning of the Securities Law, 1968. Such information is based on estimates by the Company and Carr and there is no certainty that they will materialize in full or in part, due, among other things, to factors beyond the control of the Company or Carr.

Midtown Center building – Washington D.C.

As of the date of the report, Carr leases 714 thousand sq.ft. of office space at Midtown Center to Fannie Mae, the property's main tenant.

In the fourth quarter of 2023, Fannie Mae exercised several options to gradually reduce the area by 149 thousand sq.ft. (between May 2026 and May 2028), as well as to terminate the lease agreement early on the remaining area (565 thousand sq.ft.) in May 2029 (instead of May 2033), in exchange for a total compensation payment to Carr of USD 71 million, which is recognized as income over the remaining lease term.

During the year, Carr entered into several new lease agreements totaling approx. 594 thousand sq.ft. (a binding lease agreement with Fannie Mae for the re-lease of approx. 342 thousand sq.ft., for a period of 16 years beginning in May 2029, and the leasing of an additional 237 thousand sq.ft. to several tenants under long-term lease agreements).

Residential rental activity

In February 2024, Carr completed a transaction for the acquisition of 425 Montgomery Street, located in Northern Virginia, for USD 20 million. Subsequent to the date of the report, Carr completed the demolition of the structure existing on the site and as part of its plan to construct a new residential rental building. Carr is the managing partner of the project (GP 100%) and is also an "equity" partner at a rate of 10% (LP 10%).

Realization of properties

In the first half of 2024, Carr made several moves to realize three properties, following which Carr recorded gains of approx. USD 81 million (the Group's share - approx. USD 39 million).

For additional information regarding Carr's business development during the reporting period and subsequent to the balance sheet date, see Note 6g(3) and (4) to the financial statements.

Fair value of investment property

For property revaluations recorded by Carr in the reporting period, please see Section 2.3.3 above.

Carr's FFO

FFO - Carr
USD thousands
2024 2023 2022
Loss for the year (145,080) (757,718) (463,417)
Adjustments:
Loss (profit) from change in fair value of investment property 129,392 573,670 499,885
Depreciation and amortizations 6,433 5,890 4,087
Current and deferred tax effects of the above adjustments 1,921 (35) 1,154
Adjustments as detailed above in respect of associates 74,725 273,924 51,290
FFO - according to the Israel Securities Authority's approach 67,391 95,731 92,999
Attributed to non-controlling interests 1,643 468 1,490
Adjustments stemming from the non-controlling interests' share in
FFO (6,576) (26,660) (23,501)
FFO - according to the Israel Securities Authority's approach
attributed to Company shareholders 62,458 69,539 70,988
FFO - according to the Management's approach 62,458 69,539 70,988
The following is a breakdown of the FFO according to the
Management's approach:
NOI 137,168 153,481 142,750
Administrative and general expenses (7,843) (9,271) (15,293)
Financing expenses (66,867) (74,671) (56,469)
FFO - according to the Management's approach 62,458 69,539 70,988
Alony-Hetz's share in FFO - according to the Israel Securities
Authority's approach, in NIS thousands 110,216 120,792 109,082
Alony-Hetz's share in FFO - according to the Management's
approach, in NIS thousands
110,216 120,792 109,082

Carr's financial debt

For information regarding Carr's financial debt, please see Section 2.4.3 below.

Additional Information

For additional information regarding the investment in Carr, please see Chapter C1 of the Description of Corporate Business and Note 6f to the financial statements.

2.3.6 Investment in BE

BE's business development in the reporting period and subsequent to the balance sheet date

For information regarding BE's business strategy and its general environment, please see Chapter D, Section 18 and Chapter D, Section 2 in the report on the Description of the Corporation's Business.

The following is a summary of data regarding a project in advanced planning stages as of December 31, 2024

Property
name
Location Main
use
Rate of
holdings
Thousands of
above
ground sq. ft.
for
marketing,
100%
Estimated
start date
Estimated
completion
date
Estimated
constructio
n costs,
including
land
Project cost
in BE's books
as of
December 31,
2024
Balance for
completion of
construction
costs as of
December 31,
2024
GBP millions
Expected
NOI upon
project
occupancy
Dovetail
Building
City of
London
Offices 100% 453 2025 2029 670-720 140 530-580 50-55

The information detailed in this Section 2.3.6 above regarding the estimated construction completion date, the expected construction costs and the expected NOI upon the project's occupation is forward-looking information as defined in Section 32A of the Securities Law as it is influenced by factors that are not dependent on BE, such as construction costs, regulatory changes, environmental aspects and more.

Fair value of investment property

For property revaluations recorded by BE in the reporting period, please see Section 2.3.3 above.

BE's financial debt

As of December 31, 2024, BE had loans from banking corporations totaling GBP 370 million (Carr's share) at an average duration of 1.8 years. The entire debt bears fixed interest.

In 2026, BE is expected to repay loans from banking corporations totaling approx. GBP 260 million.

For information regarding BE's financial debt, please see Section 2.4.3 below

BE's FFO

FFO - BE
In GBP thousands
2024 2023 2022
Loss for the year (26,942) (256,311) (45,412)
Adjustments:
Loss (profit) from change in fair value of investment property (11,940) 251,569 72,446
Loss or reversal of an impairment loss according to IAS 36
(including impairment of an investment measured according to
the equity method) or profit from a purchase at a bargain price
42,800 10,769 -
Loss (profit) from changes in fair value or sale of financial
instruments 4,480 7,557 (10,182)
Current and deferred tax effects of the above adjustments 1,495 (384) 110
FFO - according to the Israel Securities Authority's approach, in
GBP thousands 9,893 13,200 16,962
Management's approach, additional adjustments:
Depreciation and amortizations 527 370 311
Share-based payment 2,314 2,088 2,419
Adjustment of tax expenses or income resulting from all of the
above adjustments (359) (429) (169)
FFO - according to the Management's approach, in GBP
thousands 12,375 15,229 19,523
The following is a breakdown of the FFO according to the
Management's approach:
NOI 42,730 40,639 42,006
Administrative and general expenses (12,816) (12,460) (14,424)
Financing expenses (20,006) (17,005) (12,979)
Management fee revenue from Brockton Funds 2,467 4,055 4,920
FFO - according to the Management's approach, in GBP
thousands 12,375 15,229 19,523
Alony-Hetz's share in FFO - according to the Israel Securities
Authority's approach, in NIS thousands 39,208 50,142 59,441
Alony-Hetz's share in FFO - according to the Management's
approach, in NIS thousands
49,032 58,041 68,391

For additional information regarding the investment in BE, see Chapter D of the Description of the Corporation's Business and Note 6d to the financial statements.

2.3.7 Investment in AH Boston

745 Atlantic building - As of the date of the report, the conversion of the 745 Atlantic building from an office building to a life science laboratory building has been completed, with the exception of tenant adaptation work, which is budgeted at USD 34 million. As of the date of publication of this report, no space has been leased yet in the building.

Summer 125 building - Subsequent to the balance sheet date, the main tenant in the building expanded the lease agreement by an additional 100 thousand sq.ft. and extended its total lease agreement by 256 thousand sq.ft. until 2033.

The information included in this section above regarding the adaptation work budget constitutes forward-looking information as defined in Section 32A of the Securities Law.

AH Boston's FFO

FFO – AH Boston
USD thousands
2024 2023 2022
Loss for the year (136,952) (139,540) (105,116)
Adjustments:
Loss from change in fair value of investment property 142,942 152,105 117,651
Depreciation and amortizations 5,202 5,835 4,555
Loss from changes in fair value or sale of financial instruments 3,498 1,496 -
FFO - according to the Israel Securities Authority's approach 14,690 19,896 17,090
FFO - according to the Management's approach 14,690 19,896 17,090
The following is a breakdown of FFO according to the Management's
approach:
NOI 28,510 30,631 27,956
Administrative and general expenses (1,122) (1,092) (1,139)
Financing expenses (12,698) (9,643) (9,727)
FFO - according to the Management's approach 14,690 (*) 19,896 17,090
Alony-Hetz's share in FFO - according to the Israel Securities Authority's
approach, in NIS thousands
29,869 40,351 31,604
Alony-Hetz's share in FFO - according to the Management's approach, in NIS
thousands
29,869 40,351 31,604

(*) The amount includes a cash flow deficit of USD 3 million in respect of operating expenses and interest on a project in development (Atlantic 745) that has not yet been leased.

AH Boston's financial debt

For information regarding AH Boston's financial debt, please see Section 2.4.3 below.

For additional information regarding the investment in AH Boston, please see Chapter C2 of the Description of Corporate Business and Note 6h to the financial statements.

2.3.8 Renewable energy investments through Energix

Energix's business development in the reporting period and subsequent to the balance sheet date:

  • As of the date of the report, the total capacity of Energix's systems amounts to approx. 1.3 GW and 189 MWh (storage) in commercially operating projects, approx. 761 MW and 206 MWh (storage) in projects in development or pre-construction, and approx. 843 MW and 121 MWh (storage) in projects in advanced initiation. In addition, the company has photovoltaic and wind energy projects in initiation with a capacity of approx. 5 GW and storage projects in initiation with a capacity of approx. 10.6 GWh.
  • During the reporting period, Energix increased its backlog of photovoltaic and storage projects, in various stages of initiation, through M&A transactions, with a total capacity of approx. 770 MW + 260 MWh, which are expected to start construction and commercial operation in 2025-2027, of which, projects with a capacity of approx. 260 MW are in the development and/or pre-construction stages and 510 MW are in the advanced initiation stage. Subsequent to the reporting date, Energix signed a transaction for the acquisition of a first project in Lithuania with a total capacity of up to 470 MW. For information, please see below.
  • During the reporting period, Energix reported an increase of approx. 32% in revenue, approx. 30% in EBITDA and approx. 33% in net profit for 2024 compared to 2023. Energix's revenue for 2024 amounted to approx. NIS 898 million, compared to revenue of approx. NIS 682 million in the corresponding period last year. The increase in revenue stems from the increase in the capacity of the project backlog in commercial operation. Energix's net profit in 2024 amounted to approx. NIS 338 million compared to a net profit of approx. NIS 258 million in 2023, an increase of 31%.
  • Energix expects revenue in 2025 in the range of NIS 800-850 million and project-based EBITDA in the range of NIS 630-680 million;
  • It should be clarified that Energix's forecasts for 2025 include a decrease in revenue of approx. NIS 130 million compared to 2024 in view of the expiration of price-fixing transactions in Poland that were carried out at significantly higher price levels in 2022-2023. Energix's forecasts for 2025 are based, among other things, on the electricity prices set in electricity sales agreements in the three territories, including hedging agreements, tariff tenders and forward prices in Poland and the United States.

For information regarding Energix's forecast for 2025, please see Section 12 of Chapter 5 of the report on the Description of the Corporation's Business.

  • Strategic Collaborations During 2024, Energix continued to expand and consolidate its strategic collaborations:
    • o Energix's collaborations in the US market During 2024, Energix signed a collaboration agreement with Google for the sale of electricity and provision of a tax partner investment for Energix's projects in the US market. This agreement, combined with the framework agreement with First Solar for the supply of panels and collaborations with leading financial institutions around the world, constitute a unique operational infrastructure that creates a competitive advantage for Energix in the US market and enables it to implement the development plan and connect the backlog of projects under its ownership. For additional information, please see Note 8e to the financial statements.
    • o Signing of a strategic cooperation agreement with SMA AG During the reporting period, Energix entered into a cooperation agreement with SMA, a German inverter manufacturer, a world leader, with which Energix has been working since its establishment. As part of the cooperation, Energix is expected to purchase inverters from SMA with a capacity of at least 1.5 GW for future projects that it intends to establish during the years 2025-2029 in Israel and Poland. Similar to Energix's existing long-term cooperation system, this agreement is intended to ensure the availability of inverters for Energix at attractive prices, for future projects that it is expected to establish.
    • o Cooperation agreement with First Solar please see details below.

Energix's financial debt

  • Energix's gross financial debt as of the date of the report, not including short-term credit, amounts to NIS 5.2 billion, the total duration of the debt is 6.76 years.
  • Financing transactions totaling approx. NIS 2 billion in the US, Poland and Israel During the reporting period and up to the date of approval of the report, Energix entered into project financing transactions totaling approx. NIS 3 billion in Israel, Poland and the US. Energix is also in various stages of negotiations to obtain project financing and an additional tax partner investment of up to NIS 3 billion. The financing transactions are used by Energix to finance the projects' construction and/or to repay capital that Energix provided in excess, which it will use to establish additional projects.

United States

  • For information regarding geopolitical trends and changes in the US electricity market, please see Section 2.1 of Chapter 5 of the report on Description of the Corporation's Business.
  • Cooperation Agreement with First Solar In Energix's cooperation agreement with First Solar, Energix has guaranteed itself the availability and regular supply of US-manufactured panels at attractive prices, also for its future activities for projects currently in initiation, until 2030 (especially in view of the trend of rising prices due to the imposition of tariffs on imports from Asia as described above). Energix estimates that the purchase of panels from First Solar will enable it to meet the criteria necessary to be eligible for an additional tax benefit (ITC) at a rate of 10% for local production in addition to 30%, in accordance with the provisions of the IRA Law, as they are as of the date of approval of the report.
  • Increase in the project backlog in commercial operation and the start of new construction In the first quarter of 2024, Energix completed the construction and connection of the E3 project backlog with a total capacity of 412 MWp. In addition, as of the date of approval of the report, Energix is in the midst of construction work on additional photovoltaic projects with a capacity of approx. 481 MWp, which are expected to reach commercial operation by the end of 2025.
  • Tax benefits for the use of local equipment in the E3 backlog As of the date of approval of the report, Energix estimates that it is entitled to an additional amount of up to USD 60 million from the realization of a tax benefit for the use of local equipment, subject to the publication of the mandatory regulations in this regard and the approval of the tax partners (including approval to amend the tax reports of the projects for 2023).

Poland

Establishment of the first project and expansion of the storage project backlog - Energix has started construction work on its first stand alone storage project with a capacity of approx. 48 MWh, which is the first storage project in Poland and is expected to reach commercial operation in the second half of 2025. In connection with the above-mentioned project, Energix won a tender in December for the availability of supply of approx. 8.5 MWh starting in 2029, at a price of approx. 265 PLN/KWh index-linked for 17 years. Energix has another stand alone storage project, with a capacity of approx. 53 MWh, which is in advanced initiation and is expected to begin construction in the second half of 2025. In addition, during the reporting period, Energix received connection permits for storage projects with a capacity of approx. 260 MW (approx. 520 MWh), doubling its initial backlog.

Lithuania

Acquisition of a first project in Lithuania - Subsequent to the date of the report, Energix entered into an agreement to acquire a project for the construction of a wind farm with a capacity of up to 140 MW and a photovoltaic facility with a capacity of up to 330 MWp in Lithuania, which borders Poland, as part of Energix's expansion of operations in Poland. Completion of the transaction is subject to the sellers completing milestones making the project ready for immediate construction within a few months. The project will be acquired for a consideration of approx. EUR 25 million, of which 80% will be paid upon finalization and the remaining 20% upon completion of the actual construction work. If the transaction is finalized, Energix estimates that construction work on the project will begin during the second half of 2025.

Israel

  • Energix is in the midst of construction work on projects with a total capacity of approx. 163 MW + 140 MWh, which are expected to reach commercial operation by the end of 2025.
  • As of the date of publication of the report, photovoltaic projects with combined storage at a total capacity of approx. 53 MW + 190 MWh have reached commercial operation, which operate within the framework of market regulation under the agreement with Electra Power. In addition, Energix is working to obtain the necessary permits for the connection of stand alone storage facilities at its existing sites. For information, please see Note 8a(2) to the financial statements.
  • Construction work on a wind farm in the Golan Heights with a capacity of approx. 104 MW (Aran Project): In view of the ceasefire agreement and the lull in fighting in the north and the geopolitical changes in Syria, Energix is examining its alternatives and is preparing to resume construction work. For additional information regarding the Aran Project, and an impairment test carried out by Energix, please see Note 8b to the financial statements.

That stated in Section 2.3.8 above, in connection with projects under construction and planning, is forward-looking information as defined in Section 32A of the Securities Law, based on information held by Energix and on the assessments and plans of Energix's management and for reasons that are not under Energix's control, such as: receipt of permits, compliance with mandatory deadlines in competitive procedures, changes in the construction costs of systems, unexpected expenses, and more. It may not be realized and/or not in the manner described above.

For additional information regarding Energix's business development in the reporting period and subsequent to the balance sheet date, please see Chapter E of the Description of the Corporation's Business and Notes 7 and 8 to the financial statements.

For additional information regarding the Company's investment in Energix, please see Chapter E of the Description of the Corporation's Business and Note 6e to the financial statements.

The following is an analysis of project-based EBITDA used by Energix to calculate its operating results:

For the year ended December 31
(unaudited)
2024
2023
NIS thousands NIS thousands
Accounting EBITDA 625,934 479,541
Lease expenses (IFRS 16) (30,396) (20,185)
Other revenue/expenses, including initiation expenses 10,046 16,881
Administrative and general 135,090 91,564
Total 740,675 567,801

2.3.9 Dividend receipts

The following are the dividends received from the Company's main investments (expanded solo) in 2024 and the projected receipts of dividends for 2025:

2024 Actual
In NIS millions
2025 Forecast
In NIS millions
Additional
information in
the financial
statements
Amot 313 315 Note 6c(3)
BE 51 48 Note 6d(3)
Energix 166 110 Note 6e(3)
AH Boston 27 29
Total cash dividend 557 502
Carr – Dividend Reinvestment Plan24 118 118
Total dividend 675 620

The dividend receipt forecast for 2025 is calculated in accordance with the declared dividend distribution policy of each of the companies mentioned above, and is based on the Company's existing investment portfolio as of the date of publication of this report.

The above table does not include dividends and returns on investments from the Brockton Funds, which may be received upon realization of their properties.

The main change between the 2025 forecast and the dividends actually received in 2024 stems from an additional dividend distributed by Energix in 2024 in the amount of NIS 55 million (the Company's share).

The Carr dividend listed above for 2025 does not take into account the non-binding understanding to redeem JPM's holdings in Carr, if such is realized. For additional information, see Section 2.3.9 below.

The information on dividend receipts for 2025 constitutes forward-looking information in accordance with Section 32A of the Securities Law, 1968, in view of the fact that there is no certainty that the authorized bodies of the investees will actually approve the dividend distributions, and this is at their sole discretion.

2.3.10 Management fee receipts

The following are the management fees received by the Company (expanded solo) in 2024 and the projected receipts of management fees for 2025:

2024 Actual
In NIS
millions
2025 Forecast
In NIS
millions
Additional
information in
the financial
statements
Amot 11 1125 Note 6c(4)
Energix 11 11 Note 6e(5)
Total 22 22

2.4 Liquidity and financing sources

2.4.1 Cash and credit facilities

As of December 31, 2024, the Group has cash balances in the amount of approx. NIS 1.5 billion (of which the Company's expanded solo balance is approx. NIS 0.6 billion).

24 As part of the Company's choice to participate in Carr's DRIP program, the dividend amount to which the Company is entitled in Carr remains after its receipt and reinvestment.

25 Subject to approval of the management agreement by the authorized bodies of the Company and Amot, please see Note 6d(4).

In addition, as of December 31, 2024, the Group has unutilized lines of credit26 in the amount of approx. NIS 2.3 billion (of which the Company's expanded solo lines of credit - NIS 550 million). Subsequent to the date of the statement of financial position, a credit line in the amount of NIS 250 million was exchanged for a credit line of NIS 200 million.

2.4.2 Unencumbered assets

As of December 31, 2024, the Company's assets (expanded solo) are not encumbered. The balance of the Company's assets (expanded solo) (not including cash and other current assets) is in the amount of NIS 10.6 billion (a market value of NIS 13.3 billion). As of December 31, 2024, Amot has a balance of unencumbered assets in the amount of approx. NIS 19.9 billion.

2.4.3 Financial debt

As of December 31, 2024, the Group's net financial debt amounted to NIS 20.8 billion, constituting 53.4% of all Group assets, compared to a net financial debt of NIS 20.6 billion, constituting 56.4% of the Group's assets, as of December 31, 2023.

As of December 31, 2024, the Company's (expanded solo) net financial debt amounted to NIS 5.2 billion, constituting 48.5% of the Group's total assets (expanded solo), compared to net financial debt of NIS 5.7 billion, constituting 54.1% of the Company's assets (expanded solo), as of December 31, 2023.

The Company's adjusted leverage rate (expanded solo) based on the stock exchange value of the Company's tradable holdings as of December 31, 2024 and close to the date of publication of the report amounts to 39% and 41.6%, respectively.

During the reporting period, the Company (expanded solo) carried out the following:

  • In the reporting period and subsequent to the balance sheet date, the Company signed agreements to extend existing credit facilities. For additional information, please see Note 12a to the financial statements.
  • During the reporting period, the Company exchanged bond Series I and J in a total amount of NIS 700 million PV with a weighted duration of 1.1 and a weighted effective interest rate of 5.21% in exchange for bond Series L and M, respectively, in a total amount of NIS 758 million PV with a weighted average duration of 5.39 and a weighted effective interest rate of 4.97% through an exchange purchase order (for additional information, please see Note 11 to the financial statements).

During the reporting period and subsequent to the balance sheet date, investees carried out the following:

Amot

  • During the reporting period, Amot raised debt through an issuance of new bonds (Series I) and (Series J) and an expansion of existing bonds in a total amount of NIS 563 million PV for net proceeds of NIS 555 million. For additional information regarding the bonds, please see Note 11 to the financial statements.
  • In December 2024, Amot exchanged NIS 500 million PV of bonds (Series D) (constituting 48% of the total bonds (Series D) in circulation) in exchange for NIS 574 million PV of bonds (Series I), and NIS 107 million PV of bonds (Series E) (constituting 25% of the total bonds (Series E) in circulation) in exchange for NIS 105 million PV of bonds (Series J), by way of an exchange purchase offer. For additional information, see Note 11 to the financial statements.

Carr

During the reporting period, Carr repaid loans totaling USD 209 million (NIS 752 million) through the sale of properties, as detailed in this section above. At the same time, Carr repaid the remaining debt of USD 61 million in respect of the NY 1700 building through the utilization of a credit facility. As of December 31, 2024 and close to the date of publication of the report, Carr's unutilized credit facility balance is approx. USD 225 million, and assuming the exercise of the credit facility extension option, Carr has no loans due until mid-2026.

As of December 31, 2024, Carr and its investees had loans from banking corporations and a utilized credit facility totaling USD 1.3 billion (Carr's share) at a weighted interest rate of 3.98% and for an average duration of 1.84 years.27 Of the above amount, 61.9% bears fixed interest.

26 The amount includes Energix's credit facilities, immediately withdrawable in the amount of NIS 0.5 billion (not including the Aran project loan). 27 Does not include a lease commitment in accordance with IFRS 16 in the amount of USD 148 million in respect of ground lease agreements.

AH Boston

As of December 31, 2024, the Boston Partnerships have long-terms loans, with a balance, as of December 31, 2024, in the amount of approx. USD 366 million (approx. NIS 1.3 billion) at 5.82% weighted interest (after taking into account the interest-fixing transaction).

Subsequent to the reporting period, an agreement in principle was signed that constitutes an outline for a new loan (a replacement for the existing loan, whose balance at the end of 2024 was USD 160 million with a maturity date of July 2025), the amount of which at the time of its issuance will be USD 133 million with a maturity date (including the extension option) of July 2029. According to the agreement, the loan amount may be increased up to a total amount of USD 180 million, depending on the future pace of rentals. The new loan will bear 7% annual interest. In order to obtain the above loan, the Company and Oxford Properties will inject a cumulative total of USD 27 million, which will be used to repay the existing loan.

BE

During the reporting period and subsequent to the balance sheet date, BE entered into three agreements to refinance maturing loans:

  • In March 2024, BE took a loan of GBP 75 million, replacing a loan of GBP 132 million. The loan principal is due for repayment in June 2028.
  • In March, BE took a loan of GBP 45 million, replacing a loan of GBP 47 million. The loan principal is due for repayment in October 2026 (except for the repayment of GBP 8.5 million, which was repaid in October 2024).
  • Subsequent to the date of the report, BE took a loan in the amount of GBP 45 million, replacing a loan of GBP 46 million. The loan principal is due for repayment in February 2029.

For additional information, please see Note 12e to the consolidated financial statements.

Energix

  • In December 2024, Energix signed a financing transaction for the establishment of the E4 project backlog of up to USD 225 million with a consortium of 3 banks. The transaction includes a back leverage loan for all projects and a bridge loan for a tax partner investment in relation to 2 projects with a capacity of approx. 140 MWp28. In December, Energix completed a withdrawal of USD 95 million from the total facility of its back leverage loan.
  • In August 2024, Energix completed a transaction for the receipt of financing in a total amount of PLN 830 million (approx. NIS 780 million) for the Banie 1+2 and Ilawa wind farms with a total capacity of 119 MW.
  • For additional information regarding Energix's material project financing frameworks as of the date of the report, please see Note 12c to the financial statements.

As of December 31, 2024 and close to publication of the report, no reason has arisen for the Group's loans and bonds to be made immediately repayable.

For information regarding the Group's reportable substantial credit, please see Chapter F, Section 5.2 in the Description of the Corporation's Business.

For additional information regarding the Group's liabilities, please see Notes 11 and 12 to the financial statements.

28 The cost of establishing the 3 remaining projects with a capacity of approx. 70 MWp, which are in the final construction stages was financed by Energix from its equity and is expected to be returned to Energix against receipt of the tax partner's investment in the 3 projects during the first quarter of 2025.

2.4.4 Raising capital

During the reporting period, the Company (expanded solo) carried out the following:

During the reported period, the Company issued approx. 35 million ordinary shares of NIS 1 PV and approx. 10 million options (Series 16) exercisable for the Company's shares, for total immediate proceeds of approx. NIS 1 billion (and future proceeds, assuming the exercise of the options, of approx. NIS 338 million, subject to adjustments). For additional information, please see Note 17b to the financial statements.

2.4.5 Working capital deficit

The working capital deficit as of December 31, 2024 amounted to a total of NIS 2 billion in the consolidated financial statements. As of December 31, 2024, the Group has a high balance of unutilized long-term credit facilities and a high balance of unencumbered assets. In view of this, the Company's Board of Directors believes that the existence of a working capital deficit does not indicate a liquidity problem.

2.5 Operating results

In the reporting period, the Group recorded a net profit of approx. NIS 249 million, compared to a net loss of approx. NIS 2,151 million in the corresponding period last year. The portion attributed to the Company's shareholders amounted to a loss of NIS 346 million in the reporting period, compared to a loss attributed to the Company's shareholders of NIS 2,392 million in the corresponding period last year.

In the reporting period, the Group recorded comprehensive income of approx. NIS 118 million, compared to a comprehensive loss of approx. NIS 2,098 million in the corresponding period last year. The portion attributed to the Company's shareholders amounted to a loss of NIS 443 million in the reporting period, compared to a loss attributed to the Company's shareholders of NIS 2,425 million in the corresponding period last year.

For an explanation of the operating results in the reporting period, please see Sections 2.5.2 and 2.5.3 below.

For information regarding property revaluations recorded by the Group in the reporting period, see Section 2.3.3 above.

2.5.1 The following table provides a summary of operating results (in NIS thousands):

2024 2023 2022 Q4.2024 Q3.2024 Q2.2024 Q1.2024
NIS NIS NIS NIS NIS NIS
thousands NIS thousands thousands thousands thousands thousands thousands
Revenues and profits
Revenue from rental fees and management of
investment property 1,389,184 1,324,063 1,219,178 352,525 360,977 344,204 331,478
Fair value adjustments of investment property 607,208 (926,169) 685,918 293,967 301,614 84,999 (73,372)
Group share in the losses of associates, net (540,178) (1,703,997) (953,589) (62,434) (60,665) (97,905) (319,174)
Net losses from investments in securities measured
at fair value through profit or loss (227,508) (17,299) (1,351) (102,182) (114) (107,833) (17,379)
Profit from decrease in rate of holding, from
purchase and realization of associates 23 449 20,391 10 1 2 10
Revenue from sale of electricity and green
certificates 856,210 680,713 525,437 210,583 209,561 213,518 222,548
Other revenue, net 26,010 1,199 2,089 21,543 811 991 2,665
2,110,949 (641,041) 1,498,073 714,012 812,185 437,976 146,776
Costs and Expenses
Cost of investment property rental and operation 180,460 168,894 146,800 46,964 47,463 48,899 37,134
Initiation, maintenance and operation costs of
electricity-generating facilities 121,400 110,801 56,141 20,123 40,145 29,450 31,682
Depreciation and amortizations 228,141 159,963 112,398 68,115 61,346 55,394 43,286
Administrative and general 266,809 201,798 179,082 74,418 75,380 58,960 58,051
Financing expenses, net 987,298 791,525 712,644 153,111 332,776 326,895 174,516
1,784,108 1,432,981 1,207,065 362,731 557,110 519,598 344,669
Profit (loss) before taxes on income 326,841 (2,074,022) 291,008 351,281 255,075 (81,622) (197,893)
Income tax expenses (income) 77,635 77,816 (47,564) 73,779 10,491 (47,595) 40,960
Net profit (loss) for the period 249,206 (2,151,838) 338,572 277,502 244,584 (34,027) (238,853)
Allocation of net profit (loss) for the period:
Company shareholders' share (346,199) (2,392,409) (281,467) 90,050 43,362 (139,790) (339,821)
Share of non-controlling interests 595,405 240,571 620,039 187,452 201,222 105,763 100,968
249,206 (2,151,838) 338,572 277,502 244,584 (34,027) (238,853)

Comparison of 2024 operating results and 2023 operating results

Revenue from rental fees and management of investment property – amounted to NIS 1,389 million in the reporting period, compared to NIS 1,324 million in the corresponding period last year, an increase of NIS 65 million (approx. 5%).

The increase stems from revenue from Amot properties (approx. NIS 56 million) due to additional revenue from properties whose construction has been completed, and due to additional revenue from identical properties (among other things as a result of occupancy, price increases, and the increase in the CPI).

The remainder of the increase (approx. NIS 9 million) stems from an increase in BE's revenue resulting from the depreciation of the NIS against the GBP in the reporting period.

Fair value adjustment of investment property - In the reporting period, gains from property revaluations were recorded in the amount of NIS 607 million, compared to losses from property revaluations in the amount of NIS 926 million in the reporting period last year, as follows:

  • Fair value adjustment of Amot's properties In the reporting period, revaluation gains were recorded in the amount of approx. NIS 546 million, compared to revaluation gains of NIS 243 million in the corresponding period last year. The positive revaluation of income-generating properties in the reporting period was due mainly to an increase in the representative NOI. In the corresponding period last year, revaluation gains resulted from an increase in the representative NOI (including as a result of the impact of the CPI increase), which was partially offset by an increase in the discount rate on some of Amot's properties.
  • Fair value adjustment of BE's properties In the reporting period, revaluation gains were recorded in the amount of approx. NIS 58 million, compared to revaluation losses of NIS 1,169 million in the corresponding period last year. The negative revaluation of properties last year was mainly due to the increase in the discount rate of BE's properties. For additional information, please see Section 2.3.3 above.

In the fourth quarter of 2024, real estate revaluation gains of NIS 294 million were recorded, resulting from revaluation gains of NIS 133 million from Amot and revaluation gains of NIS 160 million from BE.

Group share in the profits of associates, net - The changes between the profit in the reporting period and in the corresponding period last year are mainly due to the following factors:

Group share in Carr's losses - A loss of NIS 264 million was recorded in the reporting period, compared to a loss of NIS 1,384 million in the corresponding period last year.

The loss in the reporting period is due to a negative value adjustment of Carr's properties in the amount of USD 202 million (the Company's share in the loss before tax - NIS 354 million). The loss in the corresponding period last year is due to a negative value adjustment of Carr's properties in the amount of USD 825 million (the Company's share in the loss before tax - NIS 1,463 million).

In the fourth quarter of 2024, losses from the revaluation of Carr's properties were recorded in the amount of USD 42 million (the Company's share - NIS 155 million).

Group share in AH Boston's losses - A loss of NIS 284 million was recorded in the reporting period, compared to a loss of NIS 284 million in the corresponding period last year.

The loss in the reporting period is due to a negative value adjustment of AH Boston's properties in the amount of USD 143 million (the Company's share in the loss before tax - NIS 293 million). The loss in the corresponding period last year is due to a negative value adjustment of AH Boston's properties in the amount of USD 152 million (the Company's share in the loss before tax - NIS 310 million).

In the fourth quarter of 2024, gains from the revaluation of AH Boston's properties were recorded in the amount of USD 2.5 million (the Company's share - NIS 5 million).

The revaluations in 2024 resulted mainly from the increase in the discount rate of the properties' projected cash flow (Discount Cash Flow Rate and Terminal Cap Rate).

Net profit (loss) relating to investments in securities measured at fair value through profit and loss – The loss in the reporting period and in the corresponding period last year stems from the fair value adjustment of securities measured at fair value through profit or loss (including Brockton funds). In addition, during the reporting period, the Group recorded a loss of approx. GBP 12 million (NIS 58 million) from the write-off of its entire investment in one of the Brockton Funds, as well as a loss of approx. GBP 34 million (NIS 159 million) from the write-off of the balance of a loan given to one of the Brockton Funds. The losses were recorded to "Net losses from investments in securities measured at fair value through profit or loss". The write-off was made in view of the Group's assessment that the rate and proceeds of sales of luxury apartments in the project held by the Fund are not sufficient to recover the Group's share in the project.

Revenue from sale of electricity and green certificates – Revenue from the sale of electricity and green certificates in the reporting period amounted to NIS 856 million compared to NIS 681 million in the corresponding period last year, an increase of NIS 175 million. The increase stems mainly from an increase in revenue from new facilities that have been connected, mainly in the US and in Israel and Poland.

Financing expenses - Financing expenses in the reporting period amounted to NIS 987 million compared to NIS 792 million in the corresponding period last year, an increase of NIS 195 million. The increase is mainly due to an increase in the Group's financial debt balance as well as an increase in interest rates, net of the impact of the CPI (an increase of 3.43% in the reporting period compared to an increase of 3.34% in the reporting period last year).

Tax expenses - In the reporting period, the Company did not create deferred tax assets due to the fact that they are not expected to be utilized in the near future.

2.5.2The following is information regarding the Group's comprehensive income (in NIS thousands):

2024 2023 2022 Q4.2024 Q3.2024 Q2.2024 Q1.2024
Net profit (loss) for the period 249,206 (2,151,838) 338,572 277,502 244,584 (34,027) (238,853)
Profit from investment in Carr
(1) (2) (21,344) (65,028) 181,802 (20,459) (17,586) 8,827 7,874
Profit (loss) from investment in
AH Boston properties (1) (2,443) (23,673) 39,205 63 (6,335) 1,844 1,985
Profit (loss) from investment in
BE (1) (3) (52,143) 71,939 13,514 (197,501) 87,596 38,581 19,182
Profit (loss) from investment in
Energix and others (4) (57,840) 69,090 (16,089) (78,309) 6,796 8,625 5,048
Tax effects 2,582 1,760 (4,777) 1,466 2,325 (801) (408)
Other comprehensive income
(loss) for the period (131,188) 54,088 213,655 (294,741) 72,796 57,076 33,681
Total comprehensive income
(loss) for the period 118,018 (2,097,750) 552,227 (17,239) 317,380 23,049 (205,172)
Allocation of comprehensive
income (loss) for the period:
Share of Company
shareholders (443,351) (2,425,233) (53,496) (121,932) 89,567 (97,781) (313,205)
Share of non-controlling
interests 561,369 327,483 605,723 104,693 227,813 120,830 108,033
118,018 (2,097,750) 552,227 (17,239) 317,380 23,049 (205,172)

(1) Profit (loss) from investment in respect of foreign currency - The profit (loss) represents the increase (decrease) in the Company's investments due to changes in the NIS against the investment currencies in the reporting periods presented above. This profit (loss) is presented net of the effect of forward transactions and crosscurrency swap transactions in USD, designated as hedges for investments. In 2024, the NIS depreciated by a rate of 0.5% against the USD and appreciated by 9% against the GBP. In 2023, the NIS depreciated by 3.1% and 9% against the USD and the GBP, respectively.

  • (2) Net profit (loss) from the investment in Carr also includes the Company's share of changes in the fair value of interest rate fixing transactions made by Carr (a loss of NIS 13 million in 2024 compared to a loss of NIS 21 million in 2023).
  • (3) Net profit (loss) from the investment in BE also includes the Company's share of changes in the fair value of interest rate fixing transactions made by BE (a loss of NIS 6 million in 2024 compared to a loss of NIS 21 million in 2023).

(4) The loss in the reporting period is mainly due to the effect of exchange rates (net of hedging). In 2023, the profit is mainly due to the effect of exchange rates on Energix (net of hedging) due to the appreciation of the NIS against the USD and the PLN.

2.6Cash flows

2024 2023 2022
NIS millions NIS millions NIS millions
Total cash provided by operating activities 1,064 1,121 629
Cash flows used in investing activities
Investment in investment property and fixed assets (864) (656) (1,159)
Proceeds from the realization of investment property, net 334 - -
Investment in electricity-generating systems (1,429) (2,279) (1,131)
Investment in Boston properties (124) (51) (57)
Investment in Carr - - (202)
Proceeds from repaid hedging transactions (388) (549) 36
Acquisition of consolidated companies - - (298)
Investment in Brockton Funds, net (69) - (4)
Repayment (provision) of loans, net (24) (61) 127
Net decrease (increase) in deposits (including encumbered
deposits) and realization of tradable securities
636 (187) (407)
Other - - 46
Total cash used in investing activities (1,929) (3,783) (3,049)
Cash flows provided by financing activities
Receipt of loans (long-term loans and utilization of short
term bank credit)
2,056 3,386 244
Proceeds from the issuance of bonds 555 1,972 3,037
Repayment of liabilities (long-term loans, bonds and
repayment of short-term credit) (2,827) (1,801) (1,544)
Capital raised by the Company 1,004 - 295
Capital raised by Amot (net of the Company's investment in
the issue)
- 10 487
Capital raised by Energix (net of the Company's investment in
the issue) - 1 534
Capital raised by BE (net of the Company's investment in the
issue)
- 30 569
Proceeds from the issue of shares and options to non
controlling interests 92 220 -
Acquisition of shares from non-controlling interests (59) (24) (38)
Payment of dividends to Company shareholders and to non
controlling interests in consolidated companies (611) (695) (652)
Total cash provided by financing activities 210 3,099 2,932
Total increase in cash balances in the period (655) 437 512
Other influences 5 36 24
Cash and cash equivalents and designated deposit balance
at end of period 1,552 2,201 1,729
Less designated deposit (28) (3) (34)
Cash and cash equivalents at end of period 1,524 2,198 1,695

2.7 Equity

2.7.1 Equity per share

As of December As of December
31 31
2024 2023
NIS millions NIS millions
Equity 11,633 11,064
Less non-controlling interests (6,219) (6,062)
Equity attributed to Company shareholders 5,414 5,002
NAV per share 25.18 27.83
NNAV per share 29.65 32.78

2.7.2 Explanation of changes in equity

During the reporting period, the capital attributed to the Company's shareholders increased by NIS 0.4 billion. The main changes are as follows:

  • A loss attributed to Company shareholders in the amount of NIS 346 million please see additional information in Section 2.5.2 above.
  • Other comprehensive loss attributable to Company shareholders in the amount of NIS 97 million please see additional information in Section 2.5.3 above.
  • A reduction in capital due to dividends paid in the amount of NIS 138 million.
  • Issuance of shares and options in the amount of NIS 1 billion.

2.7.3 Effects of exchange rate changes on the Company's equity

Composition of the excess assets over liabilities based on the Company's statements (expanded solo) by currency as of December 31, 2024 (in NIS millions):

As of December 31, 2024 Assets Liabilities Assets, net %
USD 1,901 (812) 1,089 20%
GBP 3,211 (1,449) 1,762 33%
Other 15 (1) 14 0%
Excess assets over liabilities in foreign
currency 5,127 (2,262) 2,865 53%
Excess assets over liabilities in NIS 6,203 (3,654) 2,549 47%
Equity as of December 31, 2023 11,330 (5,916) 5,414 100%

The Company's exposure to foreign currency as of the date of this report is approx. NIS 2.8 billion (net exposure of approx. USD 265 million and approx. GBP 407 million).

2.7.4 Dividends29

In March 2025, the Company's Board of Directors adopted a resolution regarding the dividend policy for 2025, according to which the Company intends to pay a dividend during 2025 in a total amount of NIS 96 per share, to be paid in 4 quarterly installments of NIS 24 each quarter (subject to a specific resolution of the Board of Directors at the end of each quarter, taking business considerations into account and in accordance with the provisions of any law).

For information regarding dividends distributed by the Company in 2024, please see Note 17d to the financial statements.

2.8 Remuneration of senior employees

In October 2021, the General Meeting approved a new remuneration policy for Company officers for the years 2022- 2024 in effect from January 1, 2022, which was amended in accordance with the General Meeting's resolution in August 2023 (hereinafter - the "old remuneration policy"). On December 31, 2024, the General Meeting approved a new remuneration policy for Company officers for the years 2025 - 2027 in effect from January 1, 2025 (hereinafter the "new remuneration policy").

The Remuneration Committee and the Board of Directors at their meetings of March 4, 2025 and March 10, 2025, respectively, discussed and determined the annual bonus for the VPs in respect of 2024 according to the old remuneration policy, and the economic value of the capital bonus to be granted to each of the VPs in 2025 according to the new remuneration policy. The Remuneration Committee and the Board of Directors examined, with respect to each VP separately, all the criteria determined in the remuneration policy, and stated, among other things, that:

  • (a) The bonuses offered are for the benefit of the Company in the long term.
  • (b) The total remuneration of each one of the VPs, including the remuneration of the VP of Business Development and the CFO, including the variable components, according to Regulation 21 of the Securities Regulations (Periodic and Immediate Reports), is in accordance with the remuneration policy and constitutes a fair consideration for the contribution of each VP to the Company's operations and its results.
  • (c) They do not believe that the bonuses detailed above will have an effect on employment relationships in the Company.

Remuneration of the Company CEO -

On October 6, 2021, the General Meeting approved a management agreement with a company owned by Mr. Nathan Hetz, the Company CEO, in accordance with the old remuneration policy, for a period of three years effective January 1, 2022. On November 18, 2024, the Company's Board of Directors decided to extend the management agreement with the Company's CEO for an additional 3 years, until December 31, 2027. For additional information, please see Note 19a to the financial statements and an immediate report published by the Company on November 19, 2024 (Ref: 2024-01- 616687).

29 The Company's bonds include certain restrictions on dividend distribution, in the following cases:

The Company will declare a distribution in an amount exceeding the permitted amount at a time when the Company's equity, including as a result of the distribution, will be lower than an amount in NIS equal to NIS 2.6 billion.

The term "permitted amount" means FFO plus profit from the sale of assets and minus dividends that have been declared, all from the beginning of the calendar year in aggregate. It should be clarified that to the extent that the Company has not distributed the full permitted amount in a particular calendar year, the balance of that amount will be carried forward to subsequent years.

The term "profit from the sale of assets" means the excess of the proceeds (if any), in excess of the historical cost of the assets that have been sold.

The term "distribution" as defined in the Companies Law, as well as the purchase of shares of the Company by the Company and/or a company wholly owned by the Company.

The Company will declare a distribution that would result in the reduction of equity below NIS 2.2 billion.

A distribution by the Company would result in a breach of one or more of the Company's material liabilities according to the Company's trust deeds and bonds.

Remuneration of the Chairman of the Company's Board of Directors -

On October 6, 2021, the General Meeting approved a management agreement with Mr. Aviram Wertheim, Chairman of the Company's Board of Directors (through a company under his ownership), in accordance with the old remuneration policy, for a period of three years effective January 1, 2022, and for as long as he serves as Chairman of the Company's Board of Directors. On December 31, 2024, the General Meeting approved a management agreement with the Chairman of the Board of Directors effective January 1, 2025, and for as long as he serves as Chairman of the Company's Board of Directors. For additional information, please see Note 19b

Remuneration of officers -

Regarding the terms of office and employment of the seven officers with the highest remuneration among the senior executives of the Company or of companies under its control (of which three are officers of the Company itself) according to Regulation 21 of the Securities Regulations (Periodic and Immediate Reports) 1970 and for additional information regarding the remuneration terms of two of the Company's officers (VPs), please see Regulation 21 in the Additional Information on the Corporation chapter in the Periodic Report. Regarding the granting of option warrants to officers and employees of the Company, see Note 17e to the financial statements. Regarding the granting of options to directors, please see Note 19c(2) to the financial statements.

3. Sustainability and social responsibility -Environmental risk management, environmental responsibility and the environmental impact on the group's activities (ESG)

In June 2023, the Company published its first ESG Report30 ("First ESG Report"), which reviewed the Group's extensive activities, in the territories in which it operates, in relation to environment, society and corporate governance, in 2021 and 2022.

In the first ESG Report, the Company presented its activities based on the recognition that proper management of environmental risks may yield a business advantage from which it, will benefit, as well as its employees and customers, and increase the trust of the community.

In 2024, the Group continued to work to integrate environmental considerations into the business and management decision-making system of the Group companies.

During 2024 and until the date of publication of the report, the Company carried out in-depth work setting goals for all Group companies in Israel and abroad. The Company is expected to publish a second ESG Report in 2025, which will include the results of the aforementioned work, as well as its environmental data for 2023 and 2024.

From 2006, the Company has been given an ESG rating by Maala. As of the reporting date, the Company is rated at the platinum rating level.

In 2021 - 2024, the Group companies published ESG reports in accordance with accepted international standards.

The Group intends to continue to operate, out of a commitment to environmental and social responsibility, while integrating environmental considerations and environmental risk management into the business and managerial decision-making system of the Group companies, in order to benefit the environment, society and community in which the Group operates.

Corporate governance -

The Group conducts itself in accordance with procedures and high standards of corporate governance, strict ethical standards in the business conduct and supports a high level of transparency. Among the Group's core values: fair business conduct, managers' responsibility for their employees, maintaining individual confidentiality and privacy, safeguarding employees' rights and family values.

The Company has an ethical code that presents the above core values, and its policy on social, environmental and community issues, which is published on the Company's website.

30 For the first ESG Report, please see the following link: ESG report.

It should be noted that as of December 31, 2024, and as of the date of publication of this report, 5 of the 9 directors who serve on the Company's Board of Directors are independent directors (including external directors).

Social responsibility -

The Group considers itself as an integral part of the community in which it operates and with this in mind, the Group supports many charities, which share its values, such as: reducing inequality, helping and promoting young people, organizations and initiatives related to health and child education and more. The following are several examples of the Group's activities in this area:

  • Contribution to the community - During 2024, the Group in Israel made contributions in the amount of approx. NIS 5.4 million.
  • Volunteering - The Group companies encourage their employees to contribute to the community by volunteering and initiate organized volunteering days for employees who are interested. The Group's employees volunteer, among other things, in the education of Beduin youth, in agriculture, protection of agricultural fields, preparation of food packages, the Israel Police and more.
  • Gender equality As of December 31, 2024, 33% of the Group companies' employees in Israel are women and 40% of the Group companies' directors in Israel are women.
  • Environmental development - The group works to develop ancillary facilities in its various projects for the benefit of its customers and the public, such as: open and shaded gardens (by building tall buildings and clearing the land resource for the public), ornamental pools, green roofs, some of which are open to the general public, conference halls, restaurants and cafes.
  • Capital remuneration - The Company considers the great importance of its employees identifying with its goals and accordingly, the Company employees enjoy capital remuneration. Each year, the Company allocates, without consideration, non-tradable option warrants that can be exercised for the Company's shares, on preferential terms, from a long-term perspective.

4. Discussion of market risks

4.1Description of market risk to which the Group is exposed:

The Group's business results and the value of its properties are affected by the following risk factors:

  • For information regarding the possible impact of the economic environment and geopolitical events on the Company's activities, please see Section 6 "General Environment and Influence of External Factors - General" in Chapter A of the report on the Description of the Corporation's Business.
  • For information regarding the impact of the Iron Swords War on the Company's activities, please see Section 6 "General Environment and Influence of External Factors - General" in Chapter A of the report on the Description of the Corporation's Business. Changes and worsening of the security and political situation may have an impact on the Company's activities in Israel and harm its business results, as a result of damage to the demand for rental space, a shortage of manpower in the construction industry, increases in construction costs, etc.
  • The Company's management estimates that the entrance into a severe global recession will affect the Group's income from its income-generating property activities in Israel and in the markets in which it operates. These effects, including the growth rates, may be reflected in a slowdown and/or a decline in demand with the possibility of a decrease in prices and/or a decline in the value of the income-generating properties. Decreases in share prices and/or in the value of income-generating property may, among other things, have an adverse affect on the compliance with financial ratios, lead to an increase in financing prices, difficulty in obtaining financing sources and difficulty in the recycling of existing loans.
  • Amot, Carr, the Boston property companies and BE operate in the income-generating property market in Israel, the US and in the UK (respectively) and are exposed to risks including: economic slowdown, decline in demand for rental space (including implications of a transition to a hybrid work model), decrease in rental prices, excess speculative construction, an increase in the cost of raising capital, an impairment of the strength of major tenants and an increase in the prices of construction inputs, including delays in the supply chain to projects in development.
  • Most of the Group's continuing operations are carried out through the holding of shares in the companies holding income-generating property in Israel, the US and the UK. Consequently, the changes in interest rates (and in their risk margins), the exchange rates and the demand for real estate in the above countries may have a material impact on the Group's business results. In addition, the volatility of the stock markets in which the shares of some of the Group's companies are traded may have an effect on the ability to realize them and on their future value, if and when the Group seeks to realize these investments as well as on the financial covenants related to the value of collateral connected with the loans taken by the Group.
  • The Group is dependent on the capital market and the banking system from which it raises capital and debt. The Group's activity in the capital market is subject to fluctuations due to the influence of macroeconomic factors in Israel and abroad and regulatory changes on which the Group has no influence. These fluctuations affect the rates of securities traded on the stock exchange, the amount of the credit sources provided by the banking system and the extent of the public's activity in the capital market. These fluctuations may affect the Group and the options it will have at its disposal for raising the financing sources that will be needed to continue its operations.
  • The Company has CPI-linked NIS financing sources (mainly bonds). As a result, the Group is exposed to changes in the CPI. As of December 31, 2024, the Company's net exposure (expanded solo) to the CPI amounted to NIS 1.3 billion (excess liabilities over assets). Because the Company considers its investment in Amot, and part of its investment in Energix (the CPI-linked part), as CPI-linked investments from an economic perspective (for the long term), the Company has excess assets over CPI-linked liabilities in the amount of NIS 3.9 billion as of December 31, 2024.
  • The Group is exposed to changes in the short-term and long-term interest rates in the markets in which it operates, which have an impact on the Group's financing expenses, on the Company's and Group companies' liabilities, including loans, derivative transactions and the value of investment property. An increase in financing costs could harm the economic viability for the establishment of projects in initiation (mainly through Energix) and jeopardize their very establishment.
  • • The Group has investments and sources of financing denominated in foreign currency. Therefore, the Group is exposed to changes in the exchange rates of these currencies against the NIS.
  • The Group, through Energix, is exposed to the risk of a decrease in the price of green certificates and/or a decrease in the demand for them, and is exposed to fluctuation in electricity prices on the Polish Electricity Exchange and electricity prices in the US until the date of engagement in an electricity sales agreement.
  • The Group's revenues from the sale of electricity and the construction schedules for projects in this area exposed to changes that may occur in the Israeli, American and Polish regulatory environments, among other things, regarding tariffs set for the sale of electricity, to the various conditions Energix must meet in order to receive the licenses, permits and approvals for the construction of renewable energy facilities, the regulatory conditions in Poland, changes in the Polish Renewable Energy Law and changes in the American tax regime, such as a reduction in the tax benefits granted to photovoltaic facilities.
  • The Group's revenue from the sale of electricity are significantly affected by weather conditions. At wind farms, revenues are affected by the strength and amount of the wind and photovoltaic systems are affected by the intensity of solar radiation (radiation level and hours of radiation), temperature conditions and other climatic parameters. In addition, extreme weather conditions can also lead to delays in project construction or in extreme cases, to the temporary shutdown of electricity-generation systems.
  • The Group's revenue from the sale of electricity is affected by a tax incentive scheme that enables a benefit that reduces the construction cost of projects and is provided at the time of connection to the electricity grid. The loss of tax benefits in a significant amount may result in a breach of contract with a tax partner and an obligation to compensate the partner with the tax liability. Such loss of benefits may impair Energix's cash flow of energy and the return it actually receives.
Degree of risk factor's impact on
the company's activity
High Moderate
Macro-economic risk factors:
Interest risks X
Changes in exchange rates X
Lack of growth and severe economic recession X
Changes in the value of tradable securities X
Regulatory changes in banking, capital markets and taxation X
Changes in credit provision policy X
Change in employment rate X
Changes in inflation rates X
Industry risk factors:
Change in the demand for rental space X
Changes in rental prices X
Excess speculative construction X
Increase in capital and debt raising cost X
Financial strength of tenants X
Increase in construction input costs, delays in the supply chain for projects in
initiation X
Changes in electricity prices and in the price of green certificates X
Changes in the regulatory environment in which Energix operates X
Compliance with the conditions required for receiving tax benefits in the US X
Market risk
Cyber risks (please see Section 4.3 below) X
Weather conditions, seasonality and climate change X
Geopolitical risks including security risks X
Environmental risks (please see ESG Report published by the Company) X

4.2 The extent of the impact of market risks on the Group's business activity:

For information regarding interest, inflation and currency exposure risks, see Note 23 to the financial statements.

4.3 Cyber risk

The Company has various information systems for which it estimates that the amount of damage that could be caused to it as a result of a cyber attack is not high. Nevertheless, from time to time the Company is assisted by information security consultants, and implements tools and systems aimed at protecting against cyber threats, loss of information, the risk of information hijacking and destruction by malicious parties, and works to back up information and the ability to recover quickly in the event of a cyber event.

During the reporting period, the Company continued to strengthen the resilience of its information security system in order to reduce the risk of hostile elements infiltrating its internal information systems and computer network. At the same time, it should be clarified that there can be no certainty regarding the Company's ability to completely prevent cyber events.

The Company's cyber risk management policy is managed by the Information Systems Manager, reporting to the Company's VP Finance. As part of the Company's cyber risk management policy, the Company periodically conducts a comprehensive cyber risk survey, on the basis of which a plan is built to reduce exposures, procedures are updated, and additional protection tools are implemented as needed. The Company conducts ongoing activities to raise employee awareness of the latest cyber risks. It should be noted that the Company does not have any officers and/or board members with cyber expertise.

During 2024 and until the date of the report, no cyber incident occurred and no high-risk cyber problems or highimpact cyber issues were found in the Company's operations.

The Group companies -

Income-generating property - The Group companies operating in the field of income-generating property have various databases that contain both confidential and personal information in relation to their customers. Failure and/or an information security event in relation to the systems used by the Group companies and in which such information is stored, may affect their ongoing activities, their customers, the provision of the services provided by them and their reputation. However, the Group estimates that the extent of the damage that may be caused to it by a cyber attack is not high.

Renewable energy - Energix, a renewable energy company, has operational systems (OT) and organizational information systems (IT). Any damage to Energix's OT systems may expose it to delays and disruptions in the supply of electricity generated at its facilities and/or cause damage to the information in its possession and/or damage its reputation. Energix has procedures for dealing with cyber risks, including an incident response procedure that includes a first-responder team.

Each of the Group companies works according to policy and procedures to secure the information accumulated in their systems and, for that purpose, is assisted by information security consultants, who operate in accordance with instructions and under the supervision of the relevant company's Information Systems Manager. The Group companies work to implement technological and organizational measures, including work procedures, to secure information from unauthorized discovery and/or use and/or loss of information, including dealing with cyber attacks and recovery in the event of an attack. However, there is no certainty regarding the Group companies' ability to completely prevent cyber attacks

During 2024 and until the date of the report, no cyber incidents occurred in the Group companies and no high-risk or high-impact cyber issues were found in the Group companies.

The risks mentioned in Section 4 above are the risks that, according to the Company management's estimates, may have a specific impact on the Company due to the nature and scope of its activities. It should be noted that other risks that are not necessarily specific to a company of this type may have an influence on the Company, including risks of war, hostilities, regulation risks, changes in fiscal policy, economic crises and geopolitical crises in countries in which the Group operates.

5. Aspects of Corporate Governance

5.1 The Company Board of Directors; Board members with accounting and financial expertise

As of the date of publication of this report, the Company's Board of Directors has 9 directors: The following are changes that occurred in the Company's Board of Directors during 2024:

  • On October 9, 2024, Mr. Ilan Gifman commenced service as a Company director. The Company's Board of Directors determined that Mr. Ilan Gifman is a director with accounting and financial expertise.
  • On November 18, 2024, Ms. Batsheva Moshe commenced service as an independent director of the Company. The Audit Committee determined that Ms. Batsheva Moshe is an independent director and the Company's Board of Directors determined that Ms. Batsheva Moshe is a director with accounting and financial expertise.
  • On November 22, 2024, Mr. Amos Yadlin ended his service as an independent director of the Company.
  • On December 31, 2024, Dr. Samer Haj-Yehia commenced service as an external director of the Company. The Company's Board of Directors determined that Dr. Samer Haj-Yehia is a director with accounting and financial expertise and the Audit Committee determined that he meets the required qualifications for an external director.

The Company's Board of Directors determined that considering the international activities of the Group, and the Company as a holding company, it is desirable that at least four Company directors have accounting and financial expertise ("the minimum number"). This was determined in view of the Company's managerial and financial complexity, its diverse areas of activity and the markets in which it operates, the amounts of its financial assets and liabilities, and the need to maintain adequate control over financial reporting and internal audit procedures. In the opinion of the Board of Directors, the minimum number constitutes an additional layer that strengthens the fulfillment of its duties and responsibilities under the law.

As of December 31, 2024 and as of the date of publication of this report, 8 of the members of the Board of Directors have accounting and financial expertise - Mr. Aviram Wertheim, Mr. Nathan Hetz, Prof. Zvi Eckstein, Mr. Ilan Gifman, Dr. Samer Haj-Yehia, Ms. Batsheva Moshe, Ms. Roni Patishi-Chillim and Mr. Shlomi Shuv.

For information regarding the qualifications, education and experience of the above directors, based on which the Company considers them to have accounting and financial expertise, please see Regulation 26 of the Additional Information Chapter on the Corporation.

Attendance rate Attendance rate at Attendance rate at
of the Board of Directors at 93%, as follows:
During 2024, 10 meetings of the Company's Board of Directors were held, with the average attendance of members
Name of Director Attendance
rate at Board
meetings
Attendance rate
at Audit
Committee
meetings
Attendance rate at
Financial Statements
Review Committee
meetings
Attendance rate at
Remuneration
Committee
meetings
Aviram Wertheim 100% N/R N/R N/R
Nathan Hetz 100% N/R N/R N/R
Zvi Eckstein 70% 100% 100% 100%
Amos Yadlin31 89% 100% N/R 100%
Rony Patishi-Chillim 100% 100% 100% 100%
Shlomi Shuv 100% 100% 100% 100%
Adva Sharvit 80% N/R 100% N/R
Ilan Gifman 32 100% N/R N/R N/R
Batsheva Moshe 33 100% N/R N/R N/R
Samer Haj-Yehia 34 N/R N/R N/R N/R

During the reporting year, the Company's Board of Directors held a discussion on the management of the corporation's business by the CEO and his subordinate officers, without their presence.

31 Mr. Amos Yadlin ended his service on November 22, 2024.

32 Mr. Ilan Gifman commenced service on October 9, 2024.

33 Ms. Batsheva Moshe commenced service on November 18, 2024.

34 Dr. Samer Haj-Yehia commenced service on December 31, 2024 and therefore, he did not participate in meetings of the Company's Board of Directors and its committees during 2024.

5.2 Independent Directors35

As of the date of publication of this report, the Company has not adopted the provision in the First Addendum to the Companies Law regarding the rate of independent directors, according to which, among other things, a publiclyowned company that does not have a controlling shareholder or the holder of a controlling block may establish instructions in its articles of association stating that a majority of the members of its Board of Directors must be independent directors.

In this regard, "independent director" means a director who meets qualification requirements for the appointment of an independent director set in Section 240 (b) through (f) of the Companies Law, who has been approved by the Audit Committee, and who has not served as a Company director for over nine consecutive years, and in this regard a gap in their service of no longer than two years will not be seen as ending the continuity of their service.

5 members of the Board of Directors (3 of which are external directors) are independent directors.

5.3 The Company's accountant - for information regarding the Company's accountant, please see Appendix D.

5.4 The Company's internal auditor - for information regarding the Company's internal auditor, please see Appendix C.

5.5 Internal enforcement plan

In May 2012 for the first time, the Company adopted an internal enforcement plan regarding securities, which was updated from time to time and most recently in August 2024, following a compliance survey. The Company's enforcement plan was prepared and is updated and implemented in accordance with the criteria for an effective enforcement plan, which were published by the Securities Authority on August 15, 2011.

5.6 Charitable Donations

According to the Company's policy on donations, it regularly allocates up to 1.4% of the Group's annual profits (not including the real estate value adjustment and capital gains component) for contributions to the community that are mainly dedicated for mainly intended for supporting, educating and helping disadvantaged youths.

As part of this policy, during 2024 the Group contributed a total of approx. NIS 5.4 million to non-profits and organizations with the aforementioned goals (2023: NIS 8 million; 2022: NIS 7 million).

To the best of the Company's knowledge, and according to a review conducted, the relationships between entities to whom the amount of contributions in 2024 exceeded NIS 50 thousand, and the Company and/or a Director and/or the CEO, are as follows:

    1. During 2024, the Group donated NIS 100 thousand to the Hetz Vamatara Association. The Hetz Vamatara Association is an association founded by the daughters of Mr. Nathan Hetz, a Company director and CEO, in which Ms. Adva Sharvit, a Company director, serves as CEO on a volunteer basis. The Association operates a bicycle riding center for at-risk children and youths.
    1. The Lasova Association, to which the Company has donated for over 20 years, in order to maintain three youth homes (Hetz-Kadima)36, and the Society for the Advancement of Education in Tel Aviv-Yafo37, both of which sent groups of at-risk youths to activities at the Hetz Vamatara Association for a payment of 35% of the cost of the activity.
    1. During 2024, the Group donated NIS 160 thousand to the Ofanim Association. Ms. Batsheva Moshe serves on the association's executive committee as a volunteer.

36 The Company donated NIS 960 thousand to the Lasova Association in 2024.

35. In the reporting year, an examination was conducted with the external directors and the independent directors, and they were found to be in compliance with the provisions of Section 240(b) and (f) of the Companies Law regarding the absence of affiliation and that they comply with the conditions required for serving as an external/independent director, as relevant.

.37 The Group donated NIS 260 thousand in 2024 to the Society for the Advancement of Education in Tel Aviv-Yafo.

5.7 Communication with analysts, journalists and capital market professionals

The Company's management has adopted principles for regulating its communication with analysts, capital market professionals and journalists ("contact persons"), recognizing the importance of providing relevant information on the one hand and complying with the provisions of the law on the other. The following is a summary of these principles, which are an integral part of the Company's administrative enforcement plan:

  • Communication with contact persons will only be held through an officer appointed by the Company ("the representative").
  • The representative will not communicate with contact persons during the dark periods.
  • In this regard, "dark periods" mean the periods of darkness resulting from the forming of draft financial statements by the Company, i.e. a period of 30 calendar days before an annual report and 20 calendar days before a periodic report.
  • Non-public information that is not required to be reported by law and/or information that has not yet been reported on the basis of a lawful delay of information that is required to be reported - there will be no discussion with contact persons.

6. Events Subsequent to the Balance Sheet Date

Regarding events subsequent to the balance sheet date, see Note 26 to the financial statements.

7. Special Disclosure for Bondholders

For information regarding bonds issued by the Company and regarding the rating reports, please see Appendix E below.

The Company's Board of Directors would like to thank the holders of Company securities for the confidence they have shown in the Company.

Nathan Hetz Aviram Wertheim
Director and CEO Chairman of the Board of Directors

Appendices to the Board of Directors' Report on the State of Corporate Affairs

Appendix A – Financial Information, Expanded Solo

Appendix B – Balance Sheet of Linkage Bases for Monetary Balances

Appendix C – Information regarding the Company's Internal Auditor

Appendix D – Information regarding the Company's Accountant

Appendix E – Information regarding Bonds Issued by the Company

Appendix F – Information regarding a material asset, in accordance with the proposed amendment to the Securities Regulations to establish "Disclosure Guidance regarding Investment Real Estate Activities" from December 2023.

Appendix G – Separate Financial Statement of the Corporation in accordance with Regulation 9C and Regulation 38D of the Securities Regulations (Periodic and Immediate Reports), 1970

Appendix H – FFO Adjusted to the Company's Liabilities

Appendix A – Financial Information, Expanded Solo

1 .FinancialStatements –Expanded Solo

The Company's expanded solo financial statements are the Company's condensed financial statements presented in accordance with IFRS principles, except for the investments in Amot, in Energix and in Brockton Everlast, which are presented on an equity basis instead of consolidating their financial statements with those of the Company (all other investments are presented unchanged from the statements presented in accordance with IFRS principles). These Statements do not constitute separate financial statements as defined in International Accounting Standard IAS 27, and are not part of the information whose publishing is required in accordance with the securities laws. Nevertheless, the Company's management believes that analysts, investors, shareholders and bondholders may obtain valuable information from the presentation of this data.

1.1 Condensed expanded solo balance sheet (NIS thousands):

As of As of
December 31 December 31
2024 2023
NIS thousands NIS thousands
Current assets
Cash and cash equivalents 641,761 1,024,887
Other accounts receivable 38,533 34,811
Total current assets 680,294 1,059,698
Non-current assets
Securities measured at fair value through profit or loss 218,459 165,385
Investments in investees 10,415,263 10,418,144
Others 15,534 4,149
Total non-current assets 10,649,256 10,587,678
Total assets 11,329,550 11,647,376
Current liabilities
Short-term credit and current maturities of long-term liabilities 378,454 611,159
Other accounts payable 295,661 363,011
Total current liabilities 674,115 974,170
Non-current liabilities
Bonds and long-term loans 5,180,764 5,495,383
Deferred taxes 11,541 26,663
Others 49,554 149,103
Total non-current liabilities 5,241,859 5,671,149
Equity 5,413,576 5,002,057
Total liabilities and equity 11,329,550 11,647,376

1.2 Condensed Expanded Solo Statements of Income (NIS thousands):

2024 2023 2022
NIS thousands NIS thousands NIS thousands
Revenues
Group share in the losses of associates, net (13,211) (2,163,614) (371,066)
Profit from decrease in rate of holding, from purchase and realization
of investees
23 449 2,293
Net profit, relating to investments in long-term securities held for
sale
(11,443) (10,289) (7,018)
Other revenue, net 22,296 21,136 18,766
(2,335) (2,152,318) (357,025)
Expenses
Administrative and general 39,136 32,138 35,210
Financing expenses, net 271,169 230,861 142,218
310,305 262,999 177,428
Loss before taxes on income (312,640) (2,415,317) (534,453)
Income tax expenses (income) 33,559 (22,908) (252,986)
Loss for the period (346,199) (2,392,409) (281,467)
2024 2023 2022
NIS thousands NIS thousands NIS thousands
Group share in the profits (losses) of associates, net
Group share in Amot's equity income 468,064 4371,116 629,677
Group share in Energix's equity income 169,761 130,138 122,215
Group share in Carr's equity losses (263,716) (1,383,740) (780,842)
Group share in AH Boston's equity losses (277,752) (284,180) (187,566)
Group share in Brockton's equity losses (104,164) (993,819) (151,653)
Other (5,404) (3,129) -
Total profits (losses) of associates, net (13,211) (2,163,614) (375,025)

1.3 Cash flow from the Company's operating activities -expanded solo (NIS thousands):

2024
2023
2022
NIS millions NIS millions NIS millions
Revenue from dividends(*) 675 671 621
Management fees - investees 22 21 18
Financing expenses, net (189) (175) (128)
Administrative and general (33) (32) (34)
Current taxes (21) (19) (18)
Total cash flow from the Company's operating
activities
454 466 459
Cash flow from the Company's financing activities
per share
2.39 2.59 2.61

(*) Including a DRIP plan in Carr in the amount of NIS 118 million, NIS 117 million and NIS 98 million for the years 2024, 2023 and 2022, respectively. For information regarding dividend income, please see Section 2.3.9 above.

3. The Company's liabilities (expanded solo) maturing after December 31, 2024:

Bonds Bank loans Total
NIS NIS
thousands NIS thousands thousands %
Current maturities 359,474 22,535 382,009 7
Second year 359,474 - 359,474 6
Third year 359,474 - 592,680 6
Fourth year 943,396 - 943,396 16
Fifth year 943,396 - 943,396 16
Sixth year onward 2,838,834 - 2,838,834 49
Total repayments 5,804,048 22,535 5,826,583 100
Others 87,435
Balance of liabilities related to financial derivative transactions 152,860
Total financial debt (taking into account the value of financial derivative
transactions) 6,066,879

For information regarding the Company's total financial debt (expanded solo) as of December 31, 2024, please see Section 2.4.3 above.

Appendix B – Balance Sheet of Linkage Bases for Monetary Balances

As of December 31, 2024, In NIS Adjustments -
in Unlinked In NIS In USD Non-monetary
NIS thousands NIS CPI-Linked United States In GBP Other Total items Total
Current assets
Cash and cash
equivalents 620,192 - 6,473 946 14,151 641,762 - 641,762
Other accounts
receivable 19,066 - 359 - 75 19,500 19,033 38,533
Total current assets 639,258 - 6,832 946 14,226 661,262 19,033 680,295
Non-Current Assets
Securities measured at
fair value through profit
or loss 5 - - 218,454 - 218,459 - 218,459
Investments in
associates - - - - - - 10,415,263 10,415,263
Others 13,582 - - - - 13,582 1,952 15,534
Total non-current assets 13,587 - - 218,454 - 232,041 10,417,215 10,649,256
Total assets 652,845 - 6,832 219,400 14,226 893,303 10,436,248 11,329,551
Current liabilities -
Short-term credit and
current maturities of
long-term liabilities 378,454 - - - - 378,454 - 378,454
Other payables 231,811 31,107 95 - - 263,013 32,648 295,661
Total current liabilities 610,265 31,107 95 - - 641,467 32,648 674,115
Non-current liabilities -
Bonds and long-term
loans 4,123,397 1,057,367 - - - 5,180,764 - 5,180,764
Deferred tax liabilities - - - - - - 11,541 11,541
Others 48,502 - 912 - - 49,414 140 49,554
Total non-current
liabilities 4,171,899 1,057,367 912 - - 5,230,178 11,681 5,241,859
Total liabilities 4,782,164 1,088,474 1,007 - - 5,871,645 44,329 5,915,974
Excess assets over
liabilities (liabilities over
assets) (4,129,319) (1,088,474) 5,825 219,400 14,226 (4,978,342) 10,391,919 5,413,577
Financial derivatives 2,509,988 (250,000) (811,458) (1,448,530) - - - -
Excess financial assets
over financial liabilities
(financial liabilities over
financial assets) (1,619,331) (1,338,474) (805,633) (1,229,130) 14,226 (4,978,342) 10,391,919 5,413,577
Distribution of non
monetary assets
(liabilities), net – by
linkage basis 304,309 5,201,362 1,894,453 2,991,735 59 10,391,918 (10,391,918) -
Excess assets over
liabilities (liabilities over
assets) (1,315,022) 3,862,888 1,088,820 1,762,605 14,285 5,413,576 1 5,413,577

Appendix C - Information regarding the Company's Internal Auditor

Auditor's name: Yisrael Gewirtz of Fahn Kanne Control Management Ltd.

Start of term in office: May 23, 2017.

Appointment: The appointment of the current internal auditor (who is an internal auditor from the same firm as the Company's previous internal auditor) was approved by the Audit Committee at its May 16, 2017 meeting and by the Company's Board of Directors at its May 23, 2017 meeting. The firm of Fahn Kanne Control Management Ltd. was selected (at the August 18, 2010 meeting of the Board of Directors) from a number of candidates whose candidacy was examined by the Audit Committee, while assigning a great deal of significance to the fact that Fahn Kanne Control Management Ltd. is a reputable and experienced company with a large number of employees with expertise in internal audits.

Auditor's qualifications: The Auditor has a degree in Accounting and Economics from Bar Ilan University and certification in Risk Management Assurance (CRMA). The Auditor is a CPA and a CIA (Certified Internal Auditor).

The auditor provides internal auditor services as an external entity through Fahn Kanne Control Management Ltd. The above company, which is a subsidiary of Fahn Kanne & Co. (Grant Thornton Israel), is a company engaged in control and auditing services for over 30 years, which employs approx. 100 dedicated employees: accountants, internal auditors (CIA), information systems auditors (CISA) and embezzlement auditors (CFE).

Scope of employment: In 2024, the internal auditor invested 220 hours in the audit work he carried out in the Company. The internal auditor serves as the internal auditor at the consolidated company Energix – Renewable Energies Ltd., where he is directed by the Energix Audit Committee, while Amot Investments Ltd. has a separate internal auditor directed by the Amot Investments Ltd. Audit Committee.

Audit plan and audit reports submitted and discussed in the reporting period:

In recent years, the internal auditor's audit plan is an annual plan, and is derived from a multi-year plan.

The annual audit plan is approved by the Audit Committee after discussion of the Auditor's proposal. The annual planning of audit tasks, setting of priorities and audit frequency are affected by the following factors:

The exposure to risk of activities and operations, the probability of the existence of managerial and administrative deficiencies, findings from previous audits, subjects in which audits are required by administrating bodies, legally mandated subjects, according to internal or external procedural directives and the need for maintaining recurring cycles.

The work plan is received and approved by the Audit Committee at the end of each year for the following year or at the beginning of each year for the current year.

On November 16, 2022, the Audit Committee approved a multi-year work plan for the years 2023-2026, subject to a new risk survey (which was carried out). At its meeting on November 12, 2024, the Audit Committee approved the work plan for 2025 (within the three-year work plan framework), which includes the following topics: (a) Control over public investees - Amot; (b) General procurement (including travel abroad); (c) Employee options; (d) Information systems - information security.

The internal auditor may not deviate from the work plan determined, at his sole discretion.

In the period from January 1, 2024 until the publication of this report, the following internal auditor reports were submitted in writing to the Company and the Audit Committee and discussed:

Subject of the report Date of
submission
in writing to
the
Date of
discussion in
Audit
Committee
Work hours
dedicated
The report refers
to the
Company's
activity / the
Control over public investees -
Energix
May 2024 19.5.2024 60 The Company's
activity in Israel
Control over public investees -
BE - Review of implementation
of recommendations
May 2024 19.5.2024 20 The Company's
activity in and
outside of Israel
Financial exposures August 2024 12.11.2024 60 The Company's
activity in Israel
Transactions with interested
parties
August 2024 12.11.2024 80 The Company's
activity in Israel

Significant corporate holdings – the audit plan addresses the management of the Company's holdings in corporations that constitute significant holdings controlled by the corporation, with the exception of the consolidated companies Amot Investments Ltd. and Energix Renewable Energies Ltd., which maintain a separate internal auditors.

Professional standards – The internal auditor is in compliance with all conditions determined in Section 3(a) of the Internal Audit Law, 1992 ("the Audit Law"). The internal auditor, according to his statement, conducts the internal audit in accordance with accepted professional standards, as stated in Section 4(b) of the Audit Law. The Auditor is complies with Section 146(b) of the Companies Law, 1999 and Section 8 of the Audit Law.

The Auditor's organizational supervisor – The Company's CEO.

The scope, nature and continuity of the internal auditor's activity and work plan – To the best of the Company Board of Directors' knowledge, the nature and continuity of the Auditor's activities and work plan are reasonable under the circumstances and are able to achieve the goals of the corporation's audit.

Free access for the internal auditor – The internal auditor is provided free access as stated in Section 9 of the Audit Law, 1992, which includes constant and direct access to the corporation's information systems, including financial data.

Remuneration - The Auditor's fees for 2024 amounted to approx. NIS 56 thousand. Remuneration for the audit work is according to the internal auditor's working hour budget. There are no concerns that the remuneration detailed above, which derives from the auditor's actual work hour budget, may influence the application of the auditor's professional judgment.

Appendix D – Information regarding the Company's Accountant

The following are the fees for the Company's auditing accountants and for its significant consolidated companies:

2024 2024 2023 2023
Company name Accountants Audit
and
Other
services
Audit
and tax
Other
services
Alony-Hetz Properties and Brightman Almagor Zohar NIS 650 119 693 44
Amot Investments (Ltd.) Brightman Almagor NIS 763 77 763 389
Eilot Companies Group (*) Ziv Haft Accountants NIS 673 115 634 43
Energix Renewable Energies Brightman Almagor NIS 850 365 850 95
Energix Renewable Energies Deloitte Poland EUR 180 - 100 -
Energix Renewable Energies Deloitte USA USD 310 - 285 -
Brockton Everlast Inc. Deloitte UK GBP 362 9 343 56

At the beginning of 2024, the Financial Statements Review Committee examined the planned scope of work of the Company's auditing accountant and his proposed wage for 2024, taking the Company's size and the complexity of its statements into consideration. The Company's Board of Directors approved the wage of the Company's auditing accountant for auditing activity in 2024. The Financial Statements Examination Committee was satisfied, immediately prior to the Company Board of Directors' approval of the 2024 Periodic Report, that the extent of the work of the auditing accountant and his wage in the reporting year are sufficient for performing auditing and reviewing work appropriate for the financial statements in the reporting year.

Appendix E - Information regarding Bonds Issued by the Company

The following are details regarding the Company's bonds as of December 31, 2024 (in NIS thousands)38

NIS thousands Bonds (Series I) Bonds (Series J) Bonds (Series K) Bonds (Series L) Bonds (Series M) Bonds (Series O)
1 Initial issuance date December 1, 2015 December 1, 2015 August 11, 2019 August 11, 2019 September 12, 2022 September 12, 2022
2 Par value on issuance date 275,000 275,000 200,932 400,730 290,176 248,542
3 Par value as of December 31, 2024 467,593 600,164 160,746 2,054,943 1,361,803 1,050,480
4 Par value linked to December 31,
2024
N/R N/R N/R N/R N/R 1,129,078
5 Value in the financial statements as
of December 31, 2024 (at amortized
cost)
472,839 602,525 159,230 1,940,208 1,300,497 1,057,367
6 Stock exchange value as of
December 31, 2024
475,963 615,228 147,918 1,873,286 1,361,803 1,170,176
7 Accrued interest as of December 31,
2024
15,100 3,426 3,587 41,541 56,429 24,245
8 Interest rate / Fixed annual margin 3.85% 2.24% above Bank of
Israel interest rate, as it
will be from time to time
2.66% 2.41% 4.94% 2.56%
9 39
Materiality of the Series
Yes Yes No Yes Yes Yes
10 Principal payment dates (from the
initial issuance date)
8 annual payments: the four
(4) first payments of 10% of
the principal each will be
paid on February 28 of each
of the years 2020-2023; and
four (4) payments of 15% of
the principal, each, will be
repaid on February 28 of
each of the years 2024-
2027.
Four (4) annual payment
of 25% of the principal, to
be paid on February 28
of each of the years
2024-2027.
6 annual payments, in
cash or in Company
shares, according to
the
Company's
absolute discretion -
please see Section 13
of bonds, in the
following years and at
the following rates: (1)
10% of the PV principal
of the bonds (Series K)
in each of the years
2022 and 2023; (2) 25%
of the PV principal of
6 annual payments in
the following years
and at the following
rates: (1) 10% of the PV
principal of the bonds
(Series K) in each of
the years 2022 and
2023; (2) 25% of the PV
principal of the bonds
(Series K) in each of
the years 2028 and
2029, and (3) 15% of the
PV principal of the
bonds (Series K) in
10 equal payments at a
rate of 10% each
payment on February
28 of each of the years
2028 to 2037, inclusive.
10 equal payments at a
rate of 10% each
payment on February
28 of each of the years
2028 to 2037, inclusive.

.38 Not including bonds issued by Amot Investments Ltd. and Energix Renewable Energies Ltd.

.39 The bond series is material if the amount of the Company liabilities according to it as of the end of the reporting period constitutes 5% or more of the Company's total liabilities as presented in the data stated.

NIS thousands Bonds (Series I) Bonds (Series J) Bonds (Series K) Bonds (Series L) Bonds (Series M) Bonds (Series O)
the bonds (Series K) in
each of the years 2028
and 2029, and (3) 15%
of the PV principal of
the bonds (Series K) in
each of the years 2030
and 2031;
each of the years 2030
and 2031;
11 Principal payment dates February 28 of each of the
years 2016-2027 (inclusive).
Four payments per year,
on February 28, May 31,
August 31 and November
30 of each of the years
2016-2027 (inclusive)
February 28 of each of
the years 2020-2031
(inclusive)
The interest will be
paid either in cash
from February 22, 2022
or in Company shares,
at
the
absolute
discretion
of
the
Company (please see
Section 13 below).
February 28 of each of
the years 2020-2031
(inclusive)
February 28 of each of
the years 2023-2037
(inclusive)
February 28 of each of
the years 2023-2037
(inclusive)
12 Linkage base (principal and interest) Unlinked Unlinked Unlinked Unlinked Unlinked CPI for July 2022
13 Conversion right None None As of February 28,
2022, the Company
may, at its absolute
and
exclusive
discretion, pay the
principal and/or the
interest,
with
its
shares, all as detailed
in Section 7 of the
Bond.
None None None
14 Main conversion conditions N/R N/R The
Company's
absolute discretion
N/R N/R N/R
15 Guarantee for payment of the
liability
None None None None None None
16 Early redemption In the event of a decision by
the
TASE's
Board
of
Directors
to
terminate
trading due to a decline in
the value of the series, in
(1) In the event of a
decision by the TASE's
Board of Directors to
terminate trading due to
a decline in the value of
In the event of a
decision by the TASE's
Board of Directors to
terminate trading due
to a decline in the
In the event of a
decision by the TASE's
Board of Directors to
terminate trading due
to a decline in the
In the event of a
decision by the TASE's
Board of Directors to
terminate trading due
to a decline in the
In the event of a
decision by the TASE's
Board of Directors to
terminate trading due
to a decline in the

NIS thousands Bonds (Series I) Bonds (Series J) Bonds (Series K) Bonds (Series L) Bonds (Series M) Bonds (Series O)
accordance with TASE
guidelines, as well as at the
Company's initiative upon
the occurrence of certain
events
that
constitute
grounds for immediate
repayment, as detailed in
Section 6.2 of the deed of
trust.
the series, in accordance
with TASE guidelines; or
(2) at the Company's
initiative
upon
the
occurrence of certain
events that constitute
grounds for immediate
repayment;
or
(3)
according to a decision
by the Company's Board
of Directors, as detailed
in Section 6.2 of the deed
of trust.
value
of
public
holdings in the series
as specified in section
6.1 of the deed of trust,
in accordance with the
stock
exchange's
instructions, as well as
at
the
Company's
initiative,
the
occurrence of certain
event
constitutes
grounds for immediate
repayment as specified
in Section 6.2 of the
deed of trust.
value
of
public
holdings in the series
as specified in section
6.1 of the deed of trust,
in accordance with the
stock
exchange's
instructions, as well as
at
the
Company's
initiative,
the
occurrence of certain
event
constitutes
grounds for immediate
repayment as specified
in Section 6.2 of the
deed of trust.
value
of
public
holdings in the series
as specified in section
6.1 of the deed of trust,
in accordance with the
stock
exchange's
instructions, as well as
at
the
Company's
initiative,
the
occurrence of certain
event
constitutes
grounds for immediate
repayment as specified
in Section 6.2 of the
deed of trust.
value
of
public
holdings in the series
as specified in section
6.1 of the deed of trust,
in accordance with the
stock
exchange's
instructions, as well as
at
the
Company's
initiative,
the
occurrence of certain
event
constitutes
grounds for immediate
repayment as specified
in Section 6.2 of the
deed of trust.
17 Liens in favor of bondholders None45 None44 None43 None42 None41 None40
18 Limitations on the creation of
additional liens
The Company will not
create floating liens on all
of its assets (negative
pledge), unless it contacts
the trustee in writing prior
to creating the lien and
inform him about it and
create, along with the
creation of the lien for the
third party, a floating lien on
the same level, pari passu,
The Company will not
create floating liens on
all of its assets (negative
pledge),
unless
it
contacts the trustee in
writing prior to creating
the lien and inform him
about it and create,
along with the creation
of the lien for the third
party, a floating lien on
the same level, pari
The Company will not
create floating liens on
all
of
its
assets
(negative
pledge),
unless it contacts the
trustee in writing prior
to creating the lien and
inform him about it
and create, along with
the creation of the lien
for the third party, a
floating lien on the
The Company will not
create floating liens on
all
of
its
assets
(negative
pledge),
unless it contacts the
trustee in writing prior
to creating the lien and
inform him about it
and create, along with
the creation of the lien
for the third party, a
floating lien on the
The Company will not
create floating liens on
all of its assets and all
of its existing and
future rights (negative
pledge),
unless
it
contacts the trustee in
writing
prior
to
creating the lien and
inform him about it
and create, along with
the creation of the lien
The Company will not
create floating liens on
all of its assets and all
of its existing and
future rights (negative
pledge),
unless
it
contacts the trustee in
writing
prior
to
creating the lien and
inform him about it
and create, along with
the creation of the lien

40. The Company may, under certain circumstances, provide liens in favor of the bondholders (Series O) instead of complying with certain stipulations, as long as the grounds for immediate repayment have materialized according to the above circumstances. Reference is hereby made to Section 5.4 of the deed of trust.

41. The Company may, under certain circumstances, provide liens in favor of the bondholders (Series M) instead of complying with certain stipulations, as long as the grounds for immediate repayment have materialized according to the above circumstances. Reference is hereby made to Section 5.4 of the deed of trust.

42. The Company may, under certain circumstances, provide liens in favor of the bondholders (Series L) instead of complying with certain stipulations, as long as the grounds for immediate repayment have materialized according to the above circumstances. Reference is hereby made to Section 5.4 of the deed of trust.

43. The Company may, under certain circumstances, provide liens in favor of the bondholders (Series K) instead of complying with certain stipulations, as long as the grounds for immediate repayment have materialized according to the above circumstances. Reference is hereby made to Section 5.4 of the deed of trust.

44. The Company may, under certain circumstances, provide liens in favor of the bondholders (Series J) instead of complying with certain stipulations, as long as the grounds for immediate repayment have materialized according to the above circumstances. Reference is hereby made to Section 5.4 of the deed of trust.

45. The Company may, under certain circumstances, provide liens in favor of the bondholders (Series I) instead of complying with certain stipulations, as long as the grounds for immediate repayment have materialized according to the above circumstances. Reference is hereby made to Section 5.4 of the deed of trust.

NIS thousands Bonds (Series I) Bonds (Series J) Bonds (Series K) Bonds (Series L) Bonds (Series M) Bonds (Series O)
in favor of the bondholders
(Series I).
passu, in favor of the
bondholders (Series J).
same level, pari passu,
in
favor
of
the
bondholders (Series K).
same level, pari passu,
in
favor
of
the
bondholders (Series L).
for the third party, a
floating lien on the
same level, pari passu,
in
favor
of
the
bondholders
(Series
M).
for the third party, a
floating lien on the
same level, pari passu,
in
favor
of
the
bondholders (Series O).
19 Limitations regarding the authority
to issue additional bonds
None None None None None None
20 Lien validity period N/R N/R N/R N/R N/R N/R
21 Bond conditions for changing,
releasing, replacing or canceling a
lien
In this regard, please see
Section 5.4 of the deed of
trust
In this regard, please see
Section 5.4 of the deed
of trust
In this regard, please
see Section 5.4 of the
deed of trust
In this regard, please
see Section 5.4 of the
deed of trust
In this regard, please
see Section 5.4 of the
deed of trust
In this regard, please
see Section 5.4 of the
deed of trust
22 Changes in the bond conditions
regarding liens during the reporting
period
No changes occurred No changes occurred No changes occurred No changes occurred No changes occurred No changes occurred
23 The manner in which the changes
were approved
N/R N/R N/R N/R N/R N/R
24 Did the Company, during and at the
end of the reporting year, comply
with
all
the
conditions
and
obligations according to the deed of
trust
Yes Yes Yes Yes Yes Yes
25 Have the conditions for the
immediate repayment of the bonds
or the realization of the guarantees
been met
No No No No No No
26 Description of the breach (if any) N/R N/R N/R N/R N/R N/R
27 Was the Company was required to
take various actions by the trustee
No No No No No No
28 Name of Trust Company
Name of Series Supervisor
Address
Telephone
Reznik Paz Nevo Trusts Ltd.
Michal Avatlion, Attorney at
Law
14 Yad Harutzim St., Tel
Aviv.
03-6389200
Reznik Paz Nevo Trusts
Ltd.
Michal Avatlion, Attorney
at Law
14 Yad Harutzim St., Tel
Aviv.
03-6389200
Reznik Paz Nevo Trusts
Ltd.
Michal
Avatlion,
Attorney at Law
14 Yad Harutzim St., Tel
Aviv.
03-6389200
Reznik Paz Nevo Trusts
Ltd.
Michal
Avatlion,
Attorney at Law
14 Yad Harutzim St., Tel
Aviv.
03-6389200
Reznik Paz Nevo Trusts
Ltd.
Michal
Avatlion,
Attorney at Law
14 Yad Harutzim St., Tel
Aviv.
03-6389200
Reznik Paz Nevo Trusts
Ltd.
Michal
Avatlion,
Attorney at Law
14 Yad Harutzim St., Tel
Aviv.
03-6389200

NIS thousands Bonds (Series I) Bonds (Series J) Bonds (Series K) Bonds (Series L) Bonds (Series M) Bonds (Series O)
29 Holders' meetings On July 19, 2017, a holders' On July 19, 2017, a On July 14, 2021, a On July 14, 2021, a On July 10, 2024, a On July 10, 2024, a
meeting was held to holders' meeting was holders' meeting was holders' meeting was holders' meeting was holders' meeting was
approve the trustee's term held to approve the held to approve the held to approve the held to approve the held to approve the
of service. trustee's term of service. trustee's
term
of
trustee's
term
of
trustee's
term
of
trustee's
term
of
service. service. service. service.
30 Rating
Rating Agency Maalot Maalot Maalot Maalot Maalot Maalot
Rating on the issuance date AA- Stable outlook AA- Stable outlook AA- Stable outlook AA- Stable outlook AA- Stable outlook AA- Stable outlook
46
Rating as of December 31, 2024
AA- Negative outlook AA- Negative outlook AA- Negative outlook AA- Negative outlook AA- Negative outlook AA- Negative outlook
Rating Agency Midroog Midroog Midroog Midroog Midroog
Rating on the issuance date Aa3 Stable Outlook Aa3 Stable Outlook - Aa3 Stable Outlook Aa3 Stable Outlook Aa3 Stable Outlook
47
Rating as of December 31, 2024
Aa3 Stable Outlook Aa3 Stable Outlook - Aa3 Stable Outlook Aa3 Stable Outlook Aa3 Stable Outlook

Up-to-date rating reports 48

  • For a current Midroog rating report, please see the immediate report published by the Company on April 16, 2024 (Ref: 2024-01-038011), a rating report dated August 27, 2024 (Ref: 2024-01-094780) and a rating report dated December 15, 2024 (Ref: 2024-01-624405).
  • For a current rating report by Maalot, the Israeli Securities Rating Company Ltd., please see the immediate report dated April 18, 2024 (Ref: 2024-01-039472) and the rating report dated August 27, 2024 (Ref: 2024-01-097486). And the rating report dated December 15, 2024 (Ref: 2024-01-624406).

  • The information detailed in the above immediate reports was included in this report by way of reference.

46. in January 2012, Maalot announced the ratification of its ilA rating with a stable outlook for the Company's bonds in circulation and for the raising of debt through a new bond series. In January 2013, Maalot announced that it was raising the Company's rating to A+ with a stable outlook. In October 2014, Maalot ratified its ilA+ rating for the bond series in circulation and raised the outlook from stable to positive. In December 2014, Maalot confirmed its rating of ilA+ with a positive outlook for the bond series in circulation. In May 2015, Maalot announced that it was raising the Company's rating to ilAA- with a stable outlook. In November 2015, Maalot determined its rating of ilAA- with a stable outlook for the issue of new bonds (Series I and Series J). In July 2019, Maalot determined its rating of ilAA- with a stable outlook for the issue of new bonds (Series K and Series L). In September 2022, Maalot determined its rating of ilAA- with a stable outlook for the issue of new bonds (Series M), (Series N) and (Series O). In April 2024, Maalot informed the Company of an update to the rating outlook to negative.

47. In January 2012, Midroog announced the ratification of its A1 rating with a stable outlook for the Company's bonds in circulation and for the raising of debt through a new bond series. In January 2014, Midroog announced that it was ratifying the rating of ilA for the Company and for the bond series in circulation, and raising the outlook from stable to positive. In December 2014, Midroog announced that it would be raising the rating of thee bonds in circulation from A1 with a positive outlook to Aa3 with a stable outlook. In November 2015, Midroog determined its rating of ilAa3 with a stable outlook for the issue of new bonds (Series I and Series J). In July 2019, Midroog determined its rating of ilAa3 with a stable outlook for the issue of new bonds (Series L). In September 2022, Midroog determined its rating of ilAa3 with a stable outlook for the issue of new bonds (Series M), (Series N) and (Series O). In April 2024, Midroog informed the Company of an update to the rating outlook from stable to negative. In addition, Midroog assigned the Company an issuer rating of Aa3.il with a negative rating outlook.

Appendix F – Material Assets 49

The following is information regarding a material asset - the Dovetail Building, an investment property in development:

Parameters 31/12/2024
Subject of the valuation Investment property
Property name Dovetail Building
Property location Houndsditch, London, EC3
Holding structure in the property BE holds 100% indirectly in the property
Property acquisition date March 2019
Identity of valuer John Barham - Cushman & Wakefield
Type of valuer Cushman & Wakefield – Mr. John Barham, Certified Valuer since 1989, registered
as a Valuer on behalf of RICS (Royal Institute of Certified Reviewers). Mr. Barham
has specialized in valuations of income-generating properties in central London
since 2000. He serves as Team Head of Income-Generating Property Valuation
in Central London at C&W. The team is regularly responsible for property
valuations amounting to approx. GBP 100 billion in central London. Mr. Barham
has signed reports on the properties - British Land (Broadgate and Canada
Water), properties held by "Ho Bee Land, The Walkie Talkie", and Nuveen's
Central London Office Fund assets.
Independent valuer? Independent - External valuer as defined by the RICS
Indemnity agreement? No
Validity date of the valuation (the date to
which the appraisal refers)
31.12.2024
Valuation model Extraction method
Main Use Offices
202450
Cumulative cost at end of year (including
land) in GBP millions 138
Fair value at end of year in GBP millions 135
Book value at end of year in NIS millions 620
Revaluation gains in GBP millions 14
Completion rate Non-material

The following is a summary of additional key data regarding the valuation:

Parameters 2024
Estimated construction budget (not
including the land cost) GBP 530 million
Expected NOI upon full occupancy GBP 45 million
Rent free months 24-36
Discount rate 5%
Entrepreneurial profit rate over cost 15%
Rental area 462 sq.ft.
Rate of property areas for which binding
leases were signed at end of year -
Main use Offices
Date of project start H1/2024
Date of project end H2/2029

49. In accordance with the proposed amendment to the Securities Regulations to establish "Disclosure Guidance regarding Investment Real Estate Activities" from December 2023.

50. The property was classified as property in development as of December 31, 2024, and therefore the disclosure regarding a material property in development was provided as of this date.

Appendix G – Separate Financial Statement of the Corporation in accordance with Regulation 9C and Regulation 38D of the Securities Regulations (Periodic and Immediate Reports), 1970

The Company chose not to attach a separate financial statement in accordance with Regulation 9C and Regulation 38D of the Securities Regulations (Periodic and Immediate Reports) 1970, since, according to its judgement, the separate financial statement does not add material information to the information contained in the annual financial statements and/or the quarterly financial statements of the Corporation that were presented in accordance with Regulation 9 and Regulation 38, as the case may be.

Appendix H – FFO for Financial Liabilities and Trust Deed Purposes

The FFO is an index commonly-used in the United States and in Europe to provide additional information on the results of the operations of real estate companies, providing an appropriate basis for comparisons between incomegenerating property companies. the FFO reflects net income, with the neutralization of profits (or losses) from the sale of properties and/or from property revaluations, depreciation and amortization and deferred taxes. This index presents the Company's cash generating capability from regular and ongoing activities in the reporting period.

In the calculation of the FFO in the income-generating real estate activity (in the investees mentioned below), exchange rate differences and linkage difference expenses in respect of CPI-linked bonds and loans were not included because, in the opinion of the investees' managements, those expenses do not reflect cash flow from regular ongoing activities (hereinafter - "FFO according to the Management Approach").

According to the position of the Securities Authority, FFO data according to the Securities Authority's approach has been added, in addition to the FFO according to the management's approach. The FFO according to the Securities Authority's approach includes, among other things, the exchange rate differences and the linkage difference expenses for index-linked bonds and loans (hereinafter - "FFO according to the Securities Authority's approach").

For information regarding the FFO of the investees Amot, BE, Carr and AH Boston, please see Sections 2.34, 2.35, 2.36 and 2.37, respectively.

It should be noted that throughout this periodic report (of which this Board of Directors' Report forms a part), whenever the "FFO" is mentioned, it refers to the FFO according to management's approach unless expressly stated otherwise.

The Company has committed, in the trust deeds of its bond series and in credit agreements with financing entities, to financial covenants based on the calculation of FFO as stipulated in the trust deeds and in the aforementioned credit facility agreements. The following is the calculation of the FFO for the purpose of examining compliance with the criteria to which the Company has committed in the trust deeds for the Company's bonds (Series I, J, K, L, M and O) and the credit facility agreements in which the Company has engaged (please see Section 5.2.2 of the report on the Description of the Corporation's Business) as well as within the framework of its remuneration policy. It should be emphasized that the FFO presented below is not according to the Securities Authority approach to calculating FFO, as published by the Authority on January 16, 2025.

Appendix H –FFO Adjusted to the Company's Liabilities

2024 2023 2022
NIS thousands NIS thousands NIS thousands
Company shareholders' share in net income (loss) for the
period (346,199) (2,392,409) (281,467)
Adjustments to profit and loss:
Fair value adjustments of investment property (607,208) 926,169 (685,918)
Company share in real estate revaluations and other
non-FFO items in investees
702,641 1,892,409 1,117,433
Profit from decrease in rate of holding, from purchase
and realization of investees (23) (449) (20,391)
Net losses (profits) from investments in securities
measured at fair value through profit or loss 231,945 17,299 1,351
Others (mainly depreciation and amortizations) (*) 208,458 168,145 108,427
Non-FFO financing expenses (mainly linkage differences
and exchange rate differences) 354,889 317,157 369,399
Non-FFO deferred taxes and current taxes, net (15,835) (3,800) (111,843)
Share of non-controlling interests in the above
adjustments to FFO 7,557 (324,468) 115,961
FFO - according to the Management's approach 536,225 600,053 612,952
The sources of the FFO are as follows:
Revenues
Investment property NOI 1,208,724 1,152,065 1,071,118
NOI from the sale of electricity (**) 693,658 560,965 451,570
Group's share in Carr's FFO without real estate
revaluations 110,216 120,792 109,082
Group's share in AH Boston's FFO without real estate
revaluations 29,899 40,351 31,605
Group's share in FFO of associates in Amot and in
Brockton Everlast 22,348 27,269 23,155
Other revenues 30,498 1,199 2,281
Total revenues 2,095,343 1,902,641 1,688,811
Expenses
Real financing, net (632,409) (474,368) (343,245)
Administrative and general (245,391) (181,565) (164,257)
Current taxes (93,470) (81,616) (64,279)
Share of non-controlling interests attributed to operating
activities
(587,848) (565,039) (504,078)
Total expenses (1,559,118) (1,302,588) (1,075,859)
FFO - according to the Management's approach 536,225 600,053 612,952

CONSOLIDATED FINANCIAL STATEMENTS

ALONY HETZ PROPERTIES & INVESTMENTS LTD

Alony-Hetz Properties and Investments Ltd. | Consolidated Statements of Financial Position

As of
December 31
As of
December 31
2024 2023
Note NIS thousands NIS thousands
Assets
Current assets
Cash and cash equivalents 3a 1,524,326 2,197,677
Deposits and designated deposit 3d 30,940 641,620
Trade receivables 115,629 115,662
Current tax assets, net 20 29,777 19,632
Other receivables 3c 302,817 233,731
Assets designated for sale - 177,825
Total current assets 2,003,489 3,386,147
Non-current assets
Investment property 4 19,846,080 19,369,345
Investment property in development and land rights 4 5,160,484 4,349,731
Long-term investments:
Securities measured at fair value through profit and loss 5 218,459 222,222
Investment in companies accounted for using the equity
method
6 2,084,985 2,550,500
Deferred tax assets 21 233,675 209,184
Electricity-generating facilities:
Connected electricity-generating facilities 7 5,674,033 5,216,734
Right-of-use asset 7 617,966 511,443
Electricity-generating facilities in development 8 3,620,530 2,370,899
Pledged deposits 9 30,005 19,942
Fixed assets, net 120,407 117,664
Other assets 9 437,530 407,355
Total non-current assets 38,044,154 35,345,019
Total assets 40,047,643 38,731,166

Alony-Hetz Properties and Investments Ltd. | Consolidated Statements of Financial Position

As of December 31
2024 2023
Note NIS thousands NIS thousands
Liabilities and equity
Current liabilities
Short-term credit and current maturities of long-term
loans 10a 850,251 1,832,563
Current maturities of bonds 11 1,048,061 1,292,791
Current maturities of lease liabilities 2n 35,808 30,617
Current tax liabilities, net 21 133,592 174,700
Payables and credit balances 10b 1,644,680 1,309,356
Deferred revenue for agreement with tax partner 13 228,112 186,381
Financial liability for agreement with tax partner 13 47,095 34,296
Total current liabilities 3,987,599 4,860,704
Non-current liabilities
Bonds 11 14,192,726 14,352,564
Loans from banking corporations and financial
institutions 12 5,991,375 4,654,061
Lease liability 2n 676,820 562,431
Deferred tax liabilities 20 2,038,435 1,858,015
Provisions 16 16,483 16,483
Other liabilities 15 865,665 763,054
Deferred revenue for agreement with tax partner 13 549,025 473,343
Financial liability for agreement with tax partner 13 96,989 126,388
Total non-current liabilities 24,427,518 22,806,339
Equity
Equity attributed to Company shareholders 17 5,413,576 5,002,057
Non-controlling interests 6,218,950 6,062,066
Total equity 11,632,526 11,064,123
Total liabilities and equity 40,047,643 38,731,166

The attached notes constitute an integral part of the Consolidated Financial Statements.

On behalf of the Board of Directors:

Aviram Wertheim___ Chairman of the Board of Directors
Nathan Hetz ___ Member of the Board of Directors and CEO
Oren Frenkel ___ Chief Financial Officer

March 10, 2025

Alony-Hetz Properties and Investments Ltd. | Consolidated Statements of Income

For the year
ended
December 31
For the year
ended
December 31
For the year
ended
December 31
2024 2023 2022
Note NIS thousands NIS thousands NIS thousands
Revenues and profits
Revenues from rental fees and management of
investment property 18a 1,389,184 1,324,063 1,219,178
Fair value adjustments of investment property 18b 607,208 (926,169) 685,918
Group share in the profits (losses) of associates,
net 6f (540,178) (1,703,997) (953,589)
Net losses from investments in securities
measured at fair value through profit and loss (227,508) (17,299) (1,351)
Profit from decrease in rate of holding, from
purchase and realization of associates 23 449 20,391
Revenues from sale of electricity and green
certificates 856,210 680,713 525,437
Other revenues, net 26,010 1,199 2,089
2,110,949 (641,041) 1,498,073
Costs and expenses
Cost of investment property rental and
operation
18c 180,460 168,894 146,800
Development, maintenance and operation costs
of electricity-generating facilities 121,400 110,801 56,141
Depreciation and amortizations 228,141 159,963 112,398
Administrative and general 18d 266,809 201,798 179,082
Financing income 18f (92,140) (96,590) (80,078)
Financing expenses 18e 1,079,438 888,115 792,722
1,784,108 1,432,981 1,207,065
Profit before taxes on income 326,841 (2,074,022) 291,008
Income tax expenses (income) 21 77,635 77,816 (47,564)
Net profit for the period 249,206 (2,151,838) 338,572
Company shareholders (346,199) (2,392,409) (281,467)
Non-controlling interests 595,405 240,571 620,039
249,206 (2,151,838) 338,572
Net earnings (loss) per share attributed to
Company shareholders (in NIS): 20
Basic (1.81) (13.31) (1.60)
Fully diluted (1.81) (14.15) (1.67)
Weighted average of share capital used in
calculation of earnings per share
(thousands of shares)
Basic 191,054 179,722 176,049
Fully diluted 191,054 179,722 176,049

Alony-Hetz Properties and Investments Ltd. | Consolidated Statements of Comprehensive Income

For the year
ended
December 31
For the year
ended
December 31
For the year
ended
December 31
2024 2023 2022
NIS thousands NIS thousands NIS thousands
249,206 (2,151,838) 338,572
(23,218) 719,644 697,288
(482,816)
(33,410)
(26,849) (18,625) 32,593
213,655
552,227
(53,496)
561,369 327,483 605,723
118,018 (2,097,750) 552,227
(65,473)
(15,648)
(131,188)
118,018
(443,351)
(664,736)
17,805
54,088
(2,097,750)
(2,425,233)

Alony-Hetz Properties and Investments Ltd. | Consolidated Statements of Changes in Equity for the Year ended December 31, 2024 (NIS thousands)

Share
capital
Share
premium
Receipts on
account of
options
Capital
reserve
from the
translation
of financial
statements
for foreign
activity
Capital
reserve for
employee
options and
other capital
reserves
Company
shares held
by the
Group
Retained
earnings
Total
attributed to
Company
shareholders
Non
controlling
interests
Total equity
Balance as of January 1, 2024 197,796 2,807,638 - (569,499) 431,219 (589) 2,135,492 5,002,057 6,062,066 11,064,123
Total comprehensive income for
the period
- - - (67,308) (29,844) - (346,199) (443,351) 561,369 118,018
Dividend paid to Company
shareholders
- - - - - - (138,152) (138,152) - (138,152)
Dividend paid to non-controlling
interests in consolidated
companies
- - - - - - - - (472,563) (472,563)
Issuance of shares and options 35,311 940,875 27,626 - - - 1,003,812 1,003,812
Expiry of employee options
Allocation of benefit in respect of
options to employees and
- 3,468 - - (3,468) - - - - -
officers - - - - 4,323 - - 4,323 31,038 35,361
Issuance of capital in consolidated
companies
- - - - 1,436 - - 1,436 94,113 95,549
Acquisition of shares from non
controlling interests in a
consolidated company - - - - (16,549) - - (16,549) (57,073) (73,622)
Balance as of December 31, 2024 233,107 3,751,981 27,626 (636,807) 387,117 (589) 1,651,141 5,413,576 6,218,950 11,632,526

Alony-Hetz Properties and Investments Ltd. | Consolidated Statements of Changes in Equity for the Year ended December 31, 2023 (NIS thousands)

Share
capital
Share
premium
Capital
reserve
from the
translation
of financial
statements
for foreign
activity
Capital
reserve
for
employee
options
and other
capital
reserves
Company
shares
held by
the
Group
Retained
earnings
Total
attributed to
Company
shareholders
Non
controlling
interests
Total
equity
Balance as of January 1, 2023 197,796 2,795,162 (551,365) 478,680 (589) 4,790,295 7,709,979 5,881,441 13,591,420
Total comprehensive income for the period - - (18,134) (14,690) - (2,392,409) (2,425,233) 327,483 (2,097,750)
Dividend paid to Company shareholders - - - - - (262,394) (262,394) - (262,394)
Dividend paid to non-controlling interests in consolidated
companies
- - - - - - - (432,386) (432,386)
Expiry of employee options - 12,476 - (5,711) - - 6,765 (6,765) -
Allocation of benefit in respect of options to employees and
officers
- - - 4,148 - - 4,148 35,534 39,682
Issuance of capital in consolidated companies - - - 1,521 - - 1,521 63,329 64,850
Sale of shares to non-controlling interests in a consolidated
company
- - - (2,928) - - (2,928) 222,918 219,990
Acquisition of shares from non-controlling interests in a
consolidated company
- - - (29,801) - - (29,801) (29,488) (59,289)
Balance as of December 31, 2023 197,796 2,807,638 (569,499) 431,219 (589) 2,135,492 5,002,057 6,062,066 11,064,123

The attached notes constitute an integral part of the Consolidated Financial Statements.

Alony-Hetz Properties and Investments Ltd. | Consolidated Statements of Changes in Equity for the Year ended December 31, 2022 (NIS thousands)

Share
capital
Share
premium
Capital
reserve
from the
translation
of financial
statements
for foreign
activity
Capital
reserve
for
employee
options
and other
capital
reserves
Company
shares
held by
the
Group
Retained
earnings
Total
attributed to
Company
shareholders
Non
controlling
interests
Total
equity
Balance as of January 1, 2022 192,112 2,514,378 (746,743) 309,109 (589) 5,369,907 7,638,174 4,191,390 11,829,564
Total comprehensive income for the period - - 195,378 32,593 - (281,467) (53,496) 605,723 552,227
Dividend paid to Company shareholders - - - - - (298,145) (298,145) - (298,145)
Dividend paid to non-controlling interests in consolidated
companies
- - - - - - - (353,586) (353,586)
Issuance of capital 5,319 265,863 - - - - 271,182 - 271,182
Exercise of employee options 365 14,921 - (1,661) - - 13,625 - 13,625
Allocation of benefit in respect of options to employees
and officers
- - - 3,518 - - 3,518 25,179 28,697
Issuance of capital in consolidated companies - - - 165,559 - - 165,559 1,425,392 1,590,951
Acquisition of shares from non-controlling interests in a
consolidated company
- - - (30,438) - - (30,438) (12,657) (43,095)
Balance as of December 31, 2022 197,796 2,795,162 (551,365) 478,680 (589) 4,790,295 7,709,979 5,881,441 13,591,420

Alony-Hetz Properties and Investments Ltd. | Consolidated Statements of Cash Flows

For the year For the year For the year
ended ended ended
December 31 December 31 December 31
2024 2023 2022
NIS thousands NIS thousands NIS thousands
Cash flows - Operating activities
Net profit (loss) for the period 249,206 (2,151,838) 338,572
Net income (expenses) not entailing cash flows
(Appendix A) 1,051,783 3,147,558 876,508
1,300,989 995,720 1,215,080
Changes in working capital (Appendix B) (236,656) 124,977 (585,917)
Net cash provided by operating activities 1,064,333 1,120,697 629,163
Cash flows - Investing activities
Investment in fixed assets and investment property
(including investment property in development) (864,383) (655,762) (1,158,580)
Proceeds from the realization of investment property, net
of tax 333,570
Investment in electricity-generating systems (1,428,938) (2,279,175) (1,131,008)
Investment in associates (124,240) (51,213) (258,340)
Decrease (increase) in pledged deposit and restricted
cash 636,054 (587,164) (7,222)
Repayment of loans provided to associates, net 4,000 3,950 112,886
Repayment (provision) of loans to others (28,167) (65,254) 13,730
Decrease (increase) in deposits and tradable securities,
net - 400,000 (400,000)
Cash from forward transactions and options designated
for hedging (388,117) (549,292) 35,592
Proceeds from the realization of long-term securities and
securities held for sale, net of tax, including tax refund - - 20,000
Net investment in investment property funds (68,598) - (4,418)
Acquisition of consolidated companies (Appendix E) - - (298,057)
Others - 353 25,932
Net cash used in investing activities (1,928,819) (3,783,557) (3,049,485)
Cash flows - Financing activities
Proceeds from the Group's bond issue, net 555,078 1,972,385 3,037,381
Repayment of bonds (1,299,833) (1,299,986) (1,180,892)
For the year
ended
For the year
ended
For the year
ended
December 31 December 31 December 31
2024 2023 2022
NIS thousands NIS thousands NIS thousands
Receipt of long-term loans, net of capital raising
expenses paid 2,055,653 2,503,494 243,872
Repayment of long-term loans (978,682) (501,831) (360,725)
Proceeds from the issue of shares and options 1,003,812 - 294,672
Proceeds from the issue of shares and options to non
controlling interests in consolidated companies 92,154 41,457 1,591,266
Sale of shares to non-controlling interests in
consolidated companies, net - 219,990 -
Acquisition of shares and options from non-controlling
interests in consolidated companies, net (58,961) (24,243) (38,138)
Increase (decrease) in short-term credit and in utilized
long-term credit facilities from banks (548,551) 882,905 (3,820)
Dividend paid to Company shareholders (138,152) (262,394) (298,145)
Dividend paid to non-controlling interests in consolidated
companies (472,563) (432,386) (353,586)
Net cash provided by financing activities 209,955 3,099,391 2,931,885

Alony-Hetz Properties and Investments Ltd. | Consolidated Statements of Cash Flows (continued)

For the year
ended
December 31
For the year
ended
December 31
For the year
ended
December 31
2024 2023 2022
NIS thousands NIS thousands NIS thousands
Increase (decrease) in cash and cash equivalents (654,531) 436,531 511,563
Cash and cash equivalents at beginning of period 2,197,677 1,694,701 1,163,289
Balance of designated deposit at beginning of period 3,627 34,435 30,443
Effect of changes in exchange rates on foreign currency
cash balances
5,484 35,637 23,841
Cash and cash equivalents and designated deposit at
end of period
1,552,257 2,201,304 1,729,136
Less - Balance of designated deposit at end of period 27,931 3,627 34,435
Total cash and cash equivalents 1,524,326 2,197,677 1,694,701

Alony-Hetz Properties and Investments Ltd. | Appendices to the Consolidated Statements of Cash Flows

Adjustments required to present cash flows from operating activities

For the year
ended
December 31
For the year
ended
December 31
For the year
ended
December 31
2022
2024 2023
NIS
NIS thousands NIS thousands thousands
Adjustments required to present cash flows from operating
activities
a. Expenses (income) not entailing cash flows:
Fair value adjustment of investment property and profit from its
realization (607,209) 926,169 (685,919)
Net profits from changes in holding rate and from realization of
investments in investees (23) (449) (20,391)
Differences from adjustments, interest and discounting in respect of
long-term liabilities and cash balances 474,223 324,327 496,504
Loss (profit) from fair value adjustment of financial assets at fair value
through profit and loss 222,102 (719) (1,570)
Company share in results of associates, net of dividends and capital
reductions received 569,073 1,733,948 993,100
Deferred taxes, net 170,419 (46,511) (42,419)
Depreciation and amortizations 200,666 165,273 112,406
Allocation of benefit in respect of share-based payment 24,222 34,069 25,261
Others, net (1,690) 11,451 (464)
1,051,783 3,147,558 876,508
b. Changes in asset and liability items (changes in working capital):
Decrease (increase) in trade receivables and in other receivables (49,116) (2,754) (138,811)
Decrease (increase) in current tax assets, net (5,839) 30,103 (52,369)
Increase (decrease) in payables and credit balances (26,432) (10,169) (16,018)
Increase (decrease) in current tax liabilities, net (156,805) 110,149 (372,972)
Purchase of CAP options 1,536 (2,352) (5,747)
(236,656) 124,977 (585,917)
c. Non-cash activity
Increase in provision for evacuation and restoration against systems in
development 18,796 64,055 -
Investment of non-controlling interests - 20,820 -
Exercise of employee options against receivables 12,353 10,189 -
Investment in electricity-generating systems against supplier credit and
payables
855,213 440,014 49,294
Realization of investment property against receivables 8,250 - -
For the year
ended
For the year
ended
For the year
ended
December 31 December 31 December 31
2024 2023 2022
NIS
NIS thousands NIS thousands thousands
Increase in right-of-use asset against lease liabilities 134,076 123,421 160,706
Investment in real estate and fixed assets against other payables and
credit balances
61,761 24,882 24,473
d. Additional information
Interest paid 593,261 559,420 404,206
Interest received 83,458 54,977 9,249
Taxes paid (*) 89,588 74,297 406,979
Taxes received (**) 11,739 14,696 22,831
Dividend and capital reductions received 21,017 27,459 55,786

(*) The taxes paid in 2022 include a payment in the amount of NIS 362 million, which are payments on account of tax arrangements of the Company and a subsidiary (for additional information, see Note 21).

(**) The taxes received in 2022 include a tax refund in the amount of NIS 20 million, classified as an investing activity.

Alony-Hetz Properties and Investments Ltd. | Appendices to the Consolidated Statements of Cash Flows (continued)

For the year
ended
December 31
For the year
ended
December 31
2023
For the year
ended
December 31
2022
2024
NIS
thousands
NIS
thousands
NIS
thousands
e. Acquisition of companies consolidated for the first time
1. Acquisition of buildings through the acquisition of house
companies
Amounts recognized on the acquisition date in respect of
assets and liabilities:
Investment property - - 532,061
Loans from banking corporations and financial institutions - - (258,434)
Derivative financial instruments - - 32,573
Working capital - - (8,143)
- - 298,057
Net cash flow
Total proceeds - - 298,057
- - 298,057

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