Ellomay Capital Ltd.

Investor Presentation • Jan 23, 2019

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

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

For the month of January 2019 Commission File Number: 001-35284

Ellomay Capital Ltd.

(Translation of registrant's name into English)

9 Rothschild Blvd., Tel Aviv 6688112, Israel (Address of principal executive office)

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

Form 20-F ☒Form 40-F ☐

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

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

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

Yes ☐No ☒

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

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

Exhibit 99.1January 2019 Investor Presentation

Signatures

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

Ellomay Capital Ltd.

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

Dated: January 23, 2019

Disclaimer

General:

- The information contained in this presentation is subject to, and must be read in conjunction with, all other publically available information, including our Annual Report on Form 20-F for the year ended December 31, 2017, and other filings that we make from time to time with the SEC. Any person at any time acquiring securities must do so only on the basis of such person's own judgment as to the merits or the suitability of the securities for its purpose and only based on such information as is contained in such public filings, after having taken all such professional or other advice as it considers necessary or appropriate in the circumstances and not in reliance on the information contained in the presentation. In making this presentation available, we give no advice and make no recommendation to buy, sell or otherwise deal in our shares or in any other securities or investments whatsoever. We do not warrant that the information is either complete or accurate, nor will we bear any liability for any damage or losses that may result from any use of the information. • Neither this presentation nor any of the information contained herein constitute an offer to sell or the solicitation of an offer to buy any securities. No offering of securities shall be made in the United States except pursuant to registration under the U.S. Securities Act of 1933, as amended, or an exemption therefrom. No offering of securities shall be made in Israel except pursuant to an effective prospectus under the Israeli Securities Law, 1968 or an exemption from the prospectus requirements under such law. • Historical facts and past operating results are not intended to mean that future performances or results for any period will necessarily match or exceed those of any prior year. • This presentation and the information contained herein are the sole property of the company and cannot be published, circulated or otherwise used in any way without our express prior written consent. Information Relating to Forward-Looking Statements: • This presentation contains forward-looking statements that involve substantial risks and uncertainties. All statements, other than statements of historical facts,

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included in this presentation regarding our plans and the objectives of management are forward-looking statements. The use of certain words, including the words "estimate," "project," "intend," "expect," "believe" and similar expressions are intended to identify forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the Israeli Securities Law, 1968. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. Various important factors could cause actual results or events to differ materially from those that may be expressed or implied by our forward-looking statements. These risks and uncertainties associated with our business are described in greater detail in the filings we make from time to time with SEC, including our Annual Report on Form 20-F. The forward-looking statements are made as of this date and we do not undertake any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

Company Overview

(NYSE American; TASE: ELLO)

Ellomay operates in the energy and infrastructure growing sectors including renewable and clean energy. The Company's shares are traded on the NYSE American and the Tel Aviv Stock Exchange with a market cap of approximately \$85 million (as of January 3, 2019) and the Company is controlled by Mr. Shlomo Nehama (Chairman), Mr. Ran Fridrich (CEO) and Mr. Hemi Raphael. 1

Ellomay owns 17 PV Plants in Italy, Spain and Israel with an aggregate nominal capacity of ~39.5 MWp, ~9.4% of the Dorad Power Plant producing ~ 850MW, 51% of Groen Gas Goor B.V. and of Groen Gas Oude-Tonge B.V., project companies operating an anaerobic digestion plants in the Netherlands with a green gas production capacity of approximately 375 Nm3/h and 475 Nm3/h, respectively, 100% of Talasol Solar S.L. promoting the construction of a photovoltaic plant with a peak capacity of 300 MW in the municipality of Talaván, Cáceres, Spain and 75% of a project to construct the Manara Pumped-Storage facility with capacity of 156 MW. Ellomay entered into a strategic agreement with a subsidiary of Ludan Engineering Ltd. in connection with Waste-to-Energy projects in the Netherlands. Since the execution of this Agreement, Ellomay acquired 51% of Groen Gas Goor B.V. and of Groen Gas Oude-Tonge B.V.. The plant in Goor became operational in November 2017, and the plant in Oude-Tonge became operational in June 2018. Ellomay aims to exploit attractive yield to risk ratios worldwide. Standard & Poors Maalot ilBBB+/negative Rating of 2

3

4 5

Debentures.

Corporate Structure

NIS.

operational.

Milestones

Portfolio Summary

Netherlands (Biogas) Israel (PV) Spain (PV) Italy (PV) Israel (CCGT) 850 Nm3/h1 2 Installed Capacity 9 MWp 7.9 MWp 22.6 MWp 850 MW % Ownership 100% 100% 100% 51% ~9.4% Book Value of M4 M5 M5 M5 ~ €30.9 ~ €14.6 ~ €45.8 ~ €17.4 - 3 fixed assets, net Book Value of 6 - - - - ~ €31M Investment3 License/Subsidy 7 2033 2040-2041 ~ 2031 ~ 2031 2034 Term # Facilities 1 4 12 2 1 1) One Biogas installation began commercial operation in November 2017 and the other began commercial operation in June 2018 . 2) The Dorad Power Plant began commercial operation in May 2014. 3) As of September 30, 2018. 4) The PV Plant located in Israel is presented under the fixed asset model and not under the financial asset model as per IFRIC 12. 5) Cost of fixed assets after depreciation. 6) Investment in equity accounted investee – attributed to the investment in Dorad. 7) A 20 year generation license and supply license.

Photovoltaic Operations: Italy, Spain and Israel

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The PV Market

• Production of clean energy represents a growing portion of energy production. Today, the majority of the energy supply in the world is still produced using fossil fuels, such as coal, oil and natural gas. The use of these traditional energy sources raises a number of challenges, including price volatility, dependency on import from a limited number of countries as well as environmental concerns. As a result of these and other challengers, governments expand their support of development of alternative energy sources, including solar energy, the fastest growing source of renewable energy. • Many countries, including Italy, Spain and Israel, adopted plans that offered significant incentives targeted at reducing the burden of the cost of the photovoltaic systems in order to promote the use of solar energy and reduce the dependency on other forms of energy. • According to information published online by SolarPower Europe, the new EPIA (European Photovoltaic Industry Association), the solar power market has grown significantly in the past decade. In 2017, 6.03 GW of photovoltaic systems were installed in EU member states (compared to 5.69 GW during the same period in 2016, mainly due to the Dutch and French governmental support).

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Source : www.solarpowereurope.org / www.ren21.net

PV Plants in Italy

			PV Plants in Italy
Project name	Installed Capacity (kWp)	Acquisition Year	Acquisition Cost per MWp (in millions)	Connection Date1	Technology	Region	1 FiT Eurocent/KWh
Del Bianco	734	2010	€2.9	04/2011	Fix	Marche	32.15
Costantini	734	2010	€2.9	04/2011	Fix	Marche	32.15
Giacchè	730	2010	€3.8	04/2011	Trackers	Marche	32.15
Massaccesi	749	2010	€3.8	04/2011	Trackers	Marche	32.15
Troia 8	996	2010	€3.5	01/2011	Fix	Puglia	31.80
Troia 9	996	2010	€3.5	01/2011	Fix	Puglia	31.80
Galatina	999	2011	€3.9	05/2011	Fix	Puglia	31.80
Pedale	2,994	2011	€3.95	05/2011	Trackers	Puglia	26.59
D'angella	931	2011	€3.25	06/2011	Fix	Puglia	26.77
Acquafresca	948	2011	€3.25	06/2011	Fix	Puglia	26.77
Soleco	5,924	2013	€2.0	08/2011	Fix	Veneto	21.89
	5,900	2013	€2.0	08/2011	Fix	Veneto	21.89

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PV Plants in Spain

			PV Plants in Spain
Project name	Installed Capacity (kWp)	Acquisition Year	Acquisition Cost per MWp (in millions)	Connection Date1	Technology	Location	Expected annual revenues (€ thousand)
Rodríguez I	1,675	2014	€1.55	11/2011	Fix	Murcia	~ 600
Rodríguez II	2,690	2014	€1.78	11/2011	Fix	Murcia	~ 980
Fuente Librilla	1,248	2014	€1.68	06/2011	Fix	Murcia	~ 480
Rinconada II	2,275	2012	€2.40	07/2010	Fix	Cordoba	~ 800
1)	Remuneration period –	30 years.

PV Plant in Israel

We acquired the shares of an Israeli company that indirectly owns a photovoltaic plant in Israel with fixed technology and a nominal capacity of ~9MWp, that was connected to the Israeli grid in November 2013. The net purchase price was NIS 39 million (approximately €9.5 million) subject to certain adjustments, after which the aggregate consideration amounted to approximately NIS

48.6 million (approximately €11.8 million). The Israeli project company entered into a long-term (20 years) standard power purchase agreement with the Israel Electric Company (IEC), to which it provides all of the energy produced by the Israeli PV Plant. The electricity tariff paid by the IEC is guaranteed for a period of 20 years and is updated once a year based on changes to the Israeli Consumer Price Index. Expected annual payments from the IEC in connection with the PV Plant will be approximately NIS 16 million (approximately €3.9 million).

PV Plant – Performance Ratio The performance ratio (PR) is stated as percent and describes the ratio between the actual and theoretical energy outputs of the PV plant. (**) In the first half 2017, there was a malfunction in the invertors and during the first half of 2018 the site was disabled for 30 days due to weather conditions. The Company was compensated under its insurance policy for 80.22%80.38%84.00% 82.83%84.43%80.36%84.41% 81.40%81.86%80.04%81.36% 78.54% 77.47%86.29% 84.66% 86.50% 83.12% 84.34% 73.04%81.64% 83.74% 80.55% 70.85%79.20% 84.41% 83.26% 87.58% 82.26% 83.64% 73.29%88.62% 88.06% 01-09/2017 01-09/2018 81.96%81.87%Italy Spain Israel

(*) In Q3 2018, there was a malfunction due to weather conditions the site was disabled for 38days. The Company will be compensated under its insurance policy.

both occurrences.

(***) The decrease in the Performance Ratio in Q3 2018 compared to Q3 2017 in Rodriguez I & Rodriguez II was mainly due to a replacement of a technical component that measures the radiation in July 2017.

Dorad Power Plant, Ashkelon, Israel

The Dorad Power Plant is one of the largest private power plants in Israel, with installed capacity of approximately 850 MW.

The plant is a CCGT bi-fuel plant and powered by natural gas. The Dorad Power Plant is comprised of twelve natural gas turbines, and two steam turbines. Ellomay indirectly holds The cost of the project was approximately €1.1 billion. The project has secured one of the

largest project finance facilities in Israel of over €0.9 billion. The financing facility was led by Israel's largest banks and institutional investors. Electricity is sold directly to end-users and to the national distribution network at competitive rates. The power plant, which was declared a national infrastructure project by the Israeli Prime Minister, was commercially operated and began producing electricity in full capacity in May 2014.

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approximately 9.4% interest in Dorad.

Dorad Power Plant

Dorad Power Plant
Key P&L and Statement of Cash Flows Figures (NIS millions)
	For the nine months ended September 30, 2018	For the nine months ended September 30, 2017	For the year ended December 31, 2017
Revenues	1 , 990	1,927	2,523
Gross profit from operating the power plant	325	301	364
Operating profit	310	287	345
Net income	115	80	79
EBITDA1	405	438	554
Finance expenses, net	(160)	(184)	(242)
Net increase in cash and cash equivalents for the period, including effect of exchange rate fluctuations	100	227	103
(1) See below for a reconciliation of Net Income to EBITDA.

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Green gas: (bio-methane)

The Potential of the Dutch Biogas Market

- The Netherlands produces over 76 million tons of manure per year (source CBS, 2013). • Approximately 10% of the market has to be processed due to stringent regulatory

• requirements ("overmest"). • Maximum biogas potential is expected to expected to increase.

triple between 2020 to 2030 and market demand for Green Gas Certificates is The Netherlands is far from reaching the target determined by the European Union of 14% renewable energy out of all energy sources (by the year 2020).

17 The Potential of the Dutch Biogas Market

Renewable energy accounts only for ~6% of NL energy sources

Strategic Collaboration with Ludan

• The expected overall cost of the projects is approximately Euro 200 million of approximately twelve years.
• (including project financing).

Waste-to-Energy (Biogas) Projects In 2016, the Company acquired 51% of the rights in a project company, in Groen Gas Goor B.V developing an anaerobic digestion (AD) plant, with a green gas production capacity of approximately 375 Nm3/h, in Goor, the Netherlands, and the land on which the plant is constructed. The plant in Goor began commercial operations in November 2017. In April 2017, the Company acquired 51% of the outstanding shares of the project company, Groen Gas Oude-Tonge B.V., which is developing an anaerobic digestion plant, with a green gas production capacity of approximately 475 Nm3/h, in Oude Tonge, the Netherlands. The plant began commercial operations in June 2018.

• Talasol A Project to Construct a 300 MW PV Plant in Spain • The company acquired 100% of the share capital of a Spanish company, Talasol Solar S.L. ("Talasol"), which is promoting the construction of a photovoltaic plant with a peak capacity of 300 MW in the municipality of Talaván, Cáceres, Spain (the "Talasol Project"). • The share purchase agreement ("SPA") provided that the purchase price for Talasol's shares is euro 10 million, payment of which was subject to the non-occurrence of customary conditions subsequent in these type of transactions. In October 2018, Ellomay Luxembourg prepaid an amount of euro 1 million based on an understanding reached with the sellers of the Talasol shares. In January 2019, following the verification of non-occurrence and/or waiver of the conditions subsequent, Ellomay Luxembourg paid an additional amount of euro 7 million. In addition, in accordance with the provisions of SPA, an amount of euro 2 million has been deposited in an escrow account and will be released and paid to the sellers in accordance with the conditions detailed under the SPA. • Based on current technical analysis of the design provided by the EPC contractor of the Talasol Project, the P50 expected production of the Talasol Project is approximately 561 GWh per annum. It is expected that the Talasol Project's CAPEX will amount to approximately euro 200-230 million, including development costs of approximately euro 20 million and interest of approximately euro 7 million. Based on the current technical analysis, a price projection analysis and the expected hedging effect of the PPA, the Talasol Project's revenues are currently expected to be in the range of EUR 20-25 million per annum. The expected operation expenses are euro 6 million per annum, thus the net operation income, revenues net of operation expenses, is expected to be euro 14-19 million. • During June 2018, Talasol entered into an engineering, procurement & construction agreement (the "EPC Agreement") with METKA EGN Limited ("METKA EGN"). The EPC Agreement provides a fixed and lump-sum amount of euro 192.5 million for the complete execution and performance of the works defined in the EPC Agreement. The works include the engineering, procurement and construction of the Talasol Project and the ancillary facilities for injecting power into the grid, including a 400 kV step-up substation, the high voltage interconnection line to the point of connection to the grid and performance of two years of O&M services. METKA EGN is expected to complete the works under the EPC Agreement within a period of 16 months. • In June 2018, Talasol executed a financial power swap in respect of approximately 80% of the output of a prospective photovoltaic plant for a period of 10 years (the "PPA"). The PPA was proven track record in financial hedges. The power produced by the Talasol Project is expected to be sold in the open market for the then current market power price and the PPA hedges the risks associated with fluctuating electricity market prices by allowing Talasol to secure a stable income for the power production included under the PPA. • In July 2018, Talasol executed a pre-hedge transaction with Goldman Sachs International in connection with the prospective project financing for the construction of a photovoltaic plant. The pre-hedge transaction is a fixed for floating interest rate swap intended to lock-in current market floating rates.
• In December 2018, Talasol entered into a set of agreements governing the procurement of financing in the aggregate amount of approximately euro 177 million (the "Project Finance"). The Project Finance is intended to finance the development and construction of the Talasol Project. The Project Finance is expected to be financed by a consortium led by Deutsche Bank, which is the mandated lead arranger, and the European Investment Bank (EIB).
• executed with a leading international energy company with a solid investment grade credit rating and a pan-European asset base, which is active in more than 40 countries and has a

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- Hydro-electric storage system comprised of two water reservoirs (upper and lower), connected through an underground water pressure pipe. Energy is stored by pumping water from lower to upper reservoir and generated by releasing the water back. • Sustainable technology – working for over 100 years. • This technology is an important tool for managing

• and controlling the national grid and improving its operations. The plants operate using the available capacity and energy method around the world, allowing quick response time (90 sec) and used by the grid dispatcher for utilizing the operational advantages to balance immediate demand and supply related services.

Pumped storage is the most efficient method (known today) for storing electricity in large capacities.

Pumped-Storage Project

Company Shareholders Capacity

1) Indirectly owned through the project company. 2) In August 2016, Ellomay PS received a conditional license for a pumped storage plant with a capacity of 340 MW, after the initial development stage, including receiving a feasibility survey from IEC, was finalized. On December 4, 2017, the Israeli Public Utilities Authority – Electricity announced the reduction of the conditional license from 340 MW to 156 MW. The financial closing of the Manara Project is subject to the availability of a quota for pumped storage plants and the general quota set forth by the Israeli Electricity Authority for pumped-storage projects in Israel is currently set at 800 MW, while conditional licenses issued are in excess of such quota.

Key Balance Sheet Figures
				(€ thousands)
	December 31, 2017	% Of BS	September 30, 2017	% Of BS	September 30, 2018	% Of BS
	26,124	13%	45,592	25%	49,529	23%
Cash and cash equivalent, marketable securities						57%
Financial Debt*	106,515	54%	90,543	50%	125,823
Financial Debt, net*	80,391	41%	44,951	25%	76,294	35%
Property, plant and equipment net (mainly in connection with PV
Operations)	78,837	40%	78,194	43%	77,850	35%
Investment in Dorad	30,821	16%	29,283	16%	31,027	14%
CAP*	184,015	93%	170,922	94%	202,442	92%
Total equity	77,500	39%	80,379	44%	76,619	35%

Key Financial Ratios

	December 31,	September 30,	September 30,
	2017	2017	2018
Financial Debt to CAP (A/D)	58%	53%	62%
Financial Debt, net to CAP (B/D)	44%	26%	38%
Financial Debt to Total equity (A/C)	137%	113%	164%
Financial Debt, net to Total equity (B/C)	104%	56%	103%

Strong Balance Sheet, Sufficient Liquidity

See Appendix A for calculations

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Key Income and P&L Figures

28 See below for a reconciliation of net income (loss) to EBITDA

Use of NON-IFRS Financial Measures

EBITDA

Use of NON-IFRS Financial Measures		EBITDA
EBITDA is a non-IFRS measure and is defined as earnings before financial expenses, net, taxes,	Ellomay Capital -			Reconciliation of Net income (loss) to EBITDA (in €			thousands)
depreciation and amortization. The Company		For the year ended	For the year ended	For the year ended	For the year ended	For the year ended	For the nine months ended	For the nine months ended
presents this measure in order to enhance the		December 31,	December 31,	December 31,	December 31,	December 31,	September 30,	September 30,
understanding of the Company's and Dorad's	Net income (loss)	2013	2014	2015	2016	2017	2017	2018
historical financial performance and to enable comparability between periods. While the Company	for the period	7,323	4,886	8,110	(632)	(6,641)	(4,163)	(118)
considers EBITDA to be an important measure of	Financing
comparative operating performance, EBITDA	expenses (income), net	1,781	2,712	(2,076)	2,434	9,228	6,920	1,835
should not be considered in isolation or as a substitute for net income or other statement of	Taxes on income
operations or cash flow data prepared in	(tax benefit)	178	119	(1,739)	569	372	1,051	120
accordance with IFRS as a measure of profitability	Depreciation	2,919	4,110	4,428	4,411	4,518	3,305	4,364
or liquidity. EBITDA does not take into account the Company's or Dorad's commitments, including	EBITDA	12,201	11,827	6,708	6,782	7,477	7,113	6,201
capital expenditures, and restricted cash,	Dorad -			Reconciliation of Net income to EBITDA (in NIS millions)
accordingly, is not necessarily indicative of amounts that may be available for discretionary				For the year ended		For the nine months ended		For the nine months ended
uses. Not all companies calculate EBITDA in the same manner, and the measure as presented may				December 31, 2017		September 30, 2017		September 30, 2018
not be comparable to similarly-titled measures	Net income for the period			79		80		115
presented by other companies. The Company's	Financing expenses, net			242		184		160
and Dorad's EBITDA may not be indicative of the	Taxes on income			24		24		(34)
historic operating results nor is it meant to be predictive of potential future results.	Depreciation and amortization			209		150		164

For the year ended	For the nine months ended	For the nine months ended

Summary

1 Diversified and growing base of cash flow generating assets.

3 The Company aims to exploit attractive yield to risk ratios worldwide.

2 The Company is characterized by revenues based on regulatory tariffs.

4 Seasoned management team, with extensive sector knowledge and access to attractive opportunities.

Investor Relations

Chen Livne GK Investor relations Direct: +972 (0)3-6074717 Email: chen@gk-biz.com www.gk-biz.com

Company

Kalia Weintraub Chief Financial Officer Ellomay Capital LTD. 9 Rothschild Blvd., Tel Aviv Direct: +972-3-7971111 Email: kaliaw@ellomay.com

www.ellomay.com

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Use of NON-IFRS Financial Measures	Calculation of Leverage Ratios (in €	thousands)
The Company defines Financial Debt as loans and		As of December 31,	As of September 30,	As of September 30,
borrowings plus debentures (current liabilities) plus finance lease obligations plus long-term bank loans	Current liabilities	2017	2017	2018
plus debentures (non-current liabilities), Financial	Loans and borrowings	€ (3,103)	€ (1,123)	€ (5,467)
Debt, Net as Financial Debt minus cash and cash equivalent minus investments held for trading minus short-term deposits and CAP as equity plus Financial Debt. The Company presents these measures in order to enhance the understanding of the Company's leverage ratios and borrowings. While the Company considers these measures to be an important measure of leverage, these measures should not be considered in isolation or as a substitute for long-term borrowings or other balance sheet data prepared in accordance with IFRS as a measure of leverage. Not all companies calculate these	Debentures	€ (4,644)	€ (4,632)	€ (8,905)
	Non-current liabilities
	Finance lease obligations	€ (3,690)	€ (3,774)	€ -
	Long-term loans	€ (42,091)	€ (23,378)	€ (63,408)
	Debentures	€ (52,987)	€ (57,636)	€ (48,043)
	Financial Debt (A)	€ (106,515)	€ (90,543)	€ (125,823)
	Less:
	Cash and cash equivalents Marketable Securities	€ 23,962	€ 40,082	€ 47,386
	Financial Debt, net (B)	€ 2,162	€ 5,510	€ 2,143
		€ (80,391)	€ (44,951)	€ (76,294)
	Total equity (C)	€ (77,500)	€ (80,379)	€ (76,619)
				€ (125,823)
measures in the same manner, and the as presented may not be comparable to	Financial Debt (A)
measure similarly-titled measures presented by other companies.	CAP (D)	€ (106,515) € (184,015)	€ (90,543) € (170,922)	€ (202,442)
	Financial Debt to CAP (A/D)
	Financial Debt, net to CAP (B/D)	58% 44%	53% 26%	62% 38%
	Financial Debt to Total equity (A/C)	137%	113%	164%