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Energix Renewable Energies Ltd.

Quarterly Report May 19, 2025

6776_rns_2025-05-19_5c16e0a9-fdf8-4f3b-8cba-15c3d5667acf.pdf

Quarterly Report

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Quarterly Report For the Period Ended On March 31, 2025

Go to identical, accessible reporting on the Company's website – Press here

Energex – Renewable Energies Ltd. Consolidated Interim Financial Statements As of March 31, 2025 (Unaudited)

Table of Contents

P
a
g
e
Board
of
Directors'
Report
1
Auditors'
Review
Report
63
Concise
Consolidated
Interim
Financial
Statements
(Unaudited)
Concise
Consolidated
Interim
Statements
of
Financial
Position
64
Concise
Consolidated
Interim
Statements
of
Operations
67
Concise
Consolidated
Interim
Statements
of
Comprehensive
Income
(Loss)
69
Concise
Consolidated
Interim
Reports
on
Changes
in
Equity
70
Concise
Consolidated
Interim
Cash
Flow
Reports
74
Notes
to
the
Concise
Consolidated
Interim
Financial
Statements
77
Concise
Separate
Interim
Financial
Information
as
of
March
31,
2025
(Unaudited)
101

This document is an unofficial translation of the Company's Board of Directors' Report and certain parts of its 2025 Q1 Financial Statement (main reports without notes) from the original report in Hebrew dated May 12, 2025 (Reference Number: 2025-01-032972) (the "Report"). This translation is published for convenience purposes only, while the Hebrew version of the Report is the binding one.

Energix - Renewable Energies Ltd. (the "Company") Report of the Board of Directors on the State of Corporate Affairs

The Company's Board of Directors is pleased to present its report concerning the state of the Company's affairs for the three months ended March 31, 2025 (the "Reported Period" and the "Report Date", respectively). The information specified in this report also constitutes an update in line with Regulation 39A of the Securities Regulations (Periodic and Immediate Reports) - 1970 (hereinafter: the "Regulations"), and additional information as of May 11, 2025 (the "Approval Date of the Report").

Any reference to the "Company" or the "Group" in this report means the Company and/or the Company through its wholly owned subsidiaries and/or partnerships.

The Board of Directors' Report and the updates included therein have been prepared based on the assumption that the reader is in possession of the Company's periodic report for 2024, which was published on March 9 2025 (reference number 2025-01-015516) (the "Annual Report") and in particular, Parts A and C of the Annual Report – Financial Statements (the "Annual Financial Statements").

Part A: Board of Directors' Explanations Regarding the State of the Corporation's Affairs

1. Summary description of the Company's operations

Energix - Renewable Energies Ltd. (the "Company") was incorporated in Israel on December 7, 2006 as a private company. In May 2011, the Company became a public company, and its securities were listed for trade on the Tel Aviv Stock Exchange Ltd. ("The Stock Exchange"). Alony Hetz Properties and Investments Ltd. ("Alony Hetz") has been the Company's controlling shareholder since it was founded.1

As of the Reporting Date and as of the Approval Date of the Report, the Company is engaged, independently and through wholly controlled2 subsidiaries and partnerships (hereinafter, collectively: the "Group"), in the initiation, development, financing, construction, management and operation of facilities for the production of electricity from renewable energy sources, and in the storage and sale of the electricity which is produced in those facilities, with the intention of holding them over the long term.

As part of the Company's overall activities in Israel, the United States and Poland, the total capacity of its systems in the Photovoltaic and Wind Energy Segments as of the Approval Date of this report amounts to approximately 1.4GW and 189MWh (storage)3 in projects in commercial operation, approximately 844MW and approximately 258MWh (storage) in projects under construction and in pre-construction (and up to an additional 470MW subject to the completion of the acquisition of the Jonava project in Lithuania), and approximately 633MW and 50MWh (storage)in projects in advanced development. The Company also is developing projects in the Photovoltaic Segment and in the Wind Energy Segment with a capacity of approximately 5GW, and initiated projects in the Storage Sector with a capacity of approximately 11GWh4 .

Unless expressly stated otherwise, any reference to the Company and its activities is described on the level of the Group.

For additional details regarding the Company's operations, see Section 1 in Part A of the Annual Report - Description of the Corporation's Business, Section 4 below, and Note 1.a. in Part C of the Annual Financial Statements.

1As of the Approval Date of the Report, Alony Hetz is a company without a control core.

2Except in respect of the operations in Israel, insofar as may be required in line with the directives of the Israel Land Authority or in respect of the ARAN Project, pertaining to entities which are under the Company's control.

3 Including 3 projects with a capacity of 70MWp, which were connected and began commercial operation after the balance sheet date. 4Projects in commercial operation are projects whose construction has been completed, and where the electricity produced therein is transmitted to the relevant power grid; Projects under construction or in pre-construction are projects of the Company which are currently under construction, or whose construction is expected to begin in the near future; Projects in advanced stages of development include the series of Company projects which the Company estimates can reach a financial closing or readiness for construction within the next 12 months, or projects in development stages which have won a guaranteed tariff; Projects in stages of development include the series of Company projects in various stages of development, which may mature into projects under construction, regarding which the Company has ties to the land, and regarding which the Company is working to obtain, or already has, the permits and authorizations which are required for their construction. The total project portfolio includes projects in commercial operation, projects under construction and in pre-construction, and projects in advanced stages of development.

Report of the Board of Directors

2. Major Events During the Reported Period and as of this Report Approval Date:5

2.1 Results during the reported period*:

The Company's revenues in the first quarter amounted to NIS 170 million, a 26% decrease compared to NIS 230 million in revenues in the corresponding period last year. The decrease in revenues relative to the corresponding period is attributable to the gap in Polish electricity prices in the reported period against high electricity prices as a result of price fixing deals in 2024, and a decrease in electricity generated as a result of weak wind conditions over the course of the current quarter. On the other hand, the Company's revenues in the current quarter in Israel and in the United States grew by 26% and 29%, respectively, as a result of the connection of new projects relative to the corresponding quarter.

EBITDA in the reported period amounted to NIS 98 million, representing a 41% decrease compared to EBITDA of NIS 167 million in the corresponding period last year. The decrease in EBITDA is largely due to the decrease in revenues in Poland and an increase in development and general and administrative costs.

Net profit attributable to the Company's shareholders in the Reporting Period amounted to a total of approximately NIS 42 million, a decrease of approximately 47%, compared to net profit of approximately NIS 79 million in the corresponding quarter last year.

The following is an analysis of project level EBITDA, which is used by the Company to calculate the operating results in line with its guidance, as detailed in 4.3 below:

For the Year
For the Three Month Period Ended
Ended March 31 December 31
Q1/25 01/24 2024
NIS in Thousands
Unaudited Unaudited Unaudited
EBITDA 97,945 166,515 625,934
Lease expenses (IFRS 16) (7,474) (6,031) (30,396)
Other income/expense (incl.
development expenses) 7,472 5,974 10,046
Salary expenses 15,898 15,627 71,289
General ans Administrative expenses 14,828 11,357 63,802
Project Level EBITDA 128,669 193,442 740,676

5The information in this section includes forward looking statements, insofar as it concerns information regarding future operations, estimates, guidance and assessments.

* Project-level EBITDA is the EBITDA less lease expenses (IFRS 16), development costs, other income/expenses. Other income (expenses) in this report period include a total of NIS 7,472 thousand for development expenses. other income/expenses for the three-month period ended March 31, 2024 include a total of NIS 5,973 thousand for development expenses; other income/expenses for the year ended December 31, 2024 include a total of NIS 2,901 thousand for development expenses and a total of NIS 7,145 thousand for other expenses that are non-project expenses; and plus salary and associated, administrative and HQ.

For an analysis of the quarterly results relative to the corresponding quarter last year, see Section 4.5 below. For more information about operating results, see Sections 4.5 and 4.6 below.

2.2 The Business Environment in the United States

I. Imposition of reciprocal taxes by the Trump Administration: over the course of April the Trump Administration established that starting April 5, 2025, importing all goods to the United States, including equipment and parts relevant to the Company's operations, would be subject to a base tariff of 10%. Furthermore, additional tariffs are expected at a specific rate varying by country of origin. As will be described below, the Company expects that the import tariffs are expected to have a negligible impact on the projects under construction and in pre-construction in the United States.

According to media reports, as of this Report Approval Date, discussions are being held with various countries to find a solution to reduce the declared tariff rate.

II. IRA legislation: as part of the new administration's stated policy, as of this Report Approval Date, various discussions are being held on possible changes to the IRA Law, by virtue of which, among other things, tax benefits (ITC) were regulated for the Company's operations in the United States. To be clear, as of this Report Approval Date, there have been no changes in the law, and despite the fact that there is no certainty that there will indeed be any harm to the structure of the ITC benefits, the Company is preparing in advance for possible changes in legislation as part of the Safe Harbor protections under current legislation. Accordingly, the Company estimates that it will be entitled to tax benefits in line with current legislation regarding all of the projects that are expected to start construction in 2025-2027.

The Company estimates that its array of strategic collaborations, the structure of the independent operations it created in the United States (the EPC in-house array), and its strong financial capabilities, create a significant relative advantage for the Company against the other players in its ability to cope with the regulatory changes in question, and position the Company as a leading player in the PJM network. In addition, the Company is preparing to leverage its relative advantage in order to capitalize on M&A opportunities that may arise in the market, as a result of the uncertainty and the possible negative impact on other players stemming from the regulatory changes in question6 .

In all matters pertaining to the Company's operations in the United States, in line with information held by the Company as of this Report Approval Date, the Company estimates that the expected impact of the imposition of tariffs is as follows:

6 Among other things, as a result of the possible increase in the direct and indirect costs of building projects in the United States and the possible impact on the financial feasibility of their construction (including as a result of import tariffs, which may lead to an increase in steel prices and in the cost of imported components (panels, inverters, trackers and storage equipment(.

Report of the Board of Directors

    1. Projects in commercial operation (706MWp capacity) – no direct and/or indirect impact of the tariffs is expected.
    1. Projects under construction and pre construction (564MWp capacity) the Company estimates that there will not be any material impact on the construction costs of projects included in the E4 and E5 portfolios that are under construction and in pre-construction, among other things in light of the fact that most of the primary equipment for these projects has already been purchased, with no exposure to tariffs (including domestically manufactured panels from First Solar).
    1. Projects in advanced development (428MWp capacity) given current rates, there may be a 5%-10% increase in future construction costs.
    1. Development, M&A and future financing operations imposition of tariffs, the expected short-term increase in project construction costs and uncertainty in light of changes in IRA legislation, may lead to many developers in the field encountering liquidity problems and lack of financing sources. Therefore, it is evident that in the short term, the development operations, M&A and the ability to receive new financing for players in the Company's sector in the United States, which were not prepared for these changes, have slowed down until the economic conditions become clearer and regulatory certainty is formed. While exercising particular caution with respect to the acquisition of new projects in the short term, the Company believes that these developments may create attractive M&A opportunities.

Note that the scope and incidence of the tariffs and possible changes in the IRA law, their corresponding impact on the Company and on its M&A strategy, may vary depending, among other things, on rules of the United States Government, those of other countries and the countries of the equipment suppliers and tax equity partners, which are not under the Company's control and constitute "forward-looking statements" as defined in this report.

2.3 The Company's projects portfolio in commercial operation, construction and development –

  • I. Completion of construction of 3 projects from the E4 portfolio as of this Report Approval Date, the Company has completed the construction of 3 projects with a capacity of 70MWp from the E4 portfolio. The remaining projects of the E4 portfolio are expected to reach commercial operation in the second half of 2025.
  • II. Construction works – as of this Report Approval Date, the Company is in the midst of construction works of 13 projects with a total capacity of 738MW+100MWh7 , of which 7 projects are in the United States with a total capacity of 563MWp, 3 projects are in Poland with a total capacity of 30MW+100MWh and 3 project are in Israel with a total capacity of 145MW+158MWh.
  • III. Entering operations in Lithuania in March 2025, the Company entered into an agreement to purchase a combined wind and photovoltaic project with a total capacity of up to 470MW in Lithuania (140MW wind and up to 330MWp photovoltaic). Note that this is the Company's first project in Lithuania, following its evaluation of whether to expand operations to Lithuania under its independent operations array in Poland. Completion of the transaction and transfer of the ownership of the project to the Company in return for a total consideration of €25 million, is subject to the issuance of a building permit for the project expected in coming weeks8 .

7 excluding the Aran Project, with a capacity of 104MW.

8 The Company intends to finance the payment of the proceeds of the purchase from its own resources.

As part of its preparations to complete the transaction and commence work on the project, the Company entered into a MOU in May 2025 to secure financing in the amount of €240 million for the project's construction. The Company is also in negotiations for agreements with construction contractors and for the procurement of the primary equipment required for the project. The total construction cost of the project is estimated at €350-390 million. Based on the expected electricity prices in Lithuania, the average revenue, project level EBITDA and free cash flow expected in the first five years is €50-60, €40-48 and €16-22 million respectively.

Note that in light of the significant potential the Company sees in the Lithuanian electricity market, the Company is currently evaluating the acquisition of additional high-capacity projects in Lithuania, as of the Report Approval Date.

For further details on the acquisition of the project in Lithuania see the Company's immediate report from March 3, 2025 (reference no. 2025-01-014021) presented hereinafter in full by way of referral.

2.4 Company Operations in the Storage Sector in Poland

  • I. Construction and expected commercial operation of first storage project in Poland; significant potential for operations in the storage sector – the Company is in the midst of construction works of the first stand-alone storage project in Poland with a capacity of approx. 48MWh, which is expected to reach commercial operation at the end of the second quarter. In addition, the Company is preparing to commence construction of a second stand-alone storage project in Poland, with a total capacity of 52MWh, which is expected to reach commercial operation towards the end of 2025. The Company estimates that both projects are expected to receive a government grant totaling up to 45% of the construction costs within the framework of a grants program for storage solutions aimed at improving the stability of the power grid and financed by the EU (for further details see Section 6.1.1 below).
  • II. Winning a storage tender in Poland for 2026 after the balance sheet date, the Company won an auction for fixed payment for the availability of capacity from its first storage facility, for a capacity of 13MW for 2026. This award is in addition to the capacity auction the Company won in December 2024 for annual availability revenues for 17 years starting 2029.
  • III. Financing of the project's construction the company is in negotiations to receive a designated line of credit (corporate loan at the level of the Polish subsidiary) of up toPLN 100 million, to finance the construction of the storage facilities.
  • IV. In addition, the Company is working to expand its storage project portfolio both by the acquisition of projects and via independent development.

2.5 Financing:

I. Repayment of equity from projects under construction and in pre-construction to the amount of up to NIS 1.1 billion – based on the Company's estimate regarding the scope of financing it is expected to receive for projects under construction and in pre-construction, the Company is expected to receive repayments of equity to the amount of up to NIS 1.1 billion (dependent on signing and levels of financing provided in practice). For further details, see Section 4.7.3.11 below.

  • II. Diversification of sources of credit and reduction of financing costs the Company has completed raising over NIS 1 billion as part of its operations to diversify sources of credit and reduce its current financing costs. This includes raising a total of approx. NIS 505 million by expanding its Series A bonds. In addition, the Company raised private commercial securities and signed long-term credit facilities. For further details see the Company's immediate report dated March 20, 2025 (ref. no. 2025-01-018890) as well as Note 7g to the Financial Statements, including regarding additional credit facilities created by the Company.
  • III. Completion of tax equity partner investment in projects with a capacity of approx. 70MWp from the E4 portfolio – as of this report publication date, the Company has received a total of USD 13 million, which constitute approximately 20% of the tax equity partner's total investment in 3 projects with a total capacity of 70MWp. The balance of the investment in the amount of USD 54-57 million is expected to be received in the coming weeks.

Reference to Forward-Looking Statements:

It is clarified that the provisions of this Board of Directors' Report in section 2 above and below include, from time to time, reference to guidance, estimates, approximations or other information pertaining to a future event or matter, which are uncertain to materialize, and which are not under the control of the Company and/or the Group, and which therefore constitute Forward-Looking Statements, as this term is defined in section 32a of the Securities Law - 1968 ("Forward Looking Statement ").

Accordingly, any reference in this Board of Directors' Report to "forward-looking statements" means any guidance, estimate, approximation, or other information which refers to future events or matters, the materialization of which is uncertain and is not under the exclusive control of the Company and/or the Group. This information is based on knowledge which is available to the Company or to the Group as of the Approval Date of the Report, or on information which was published in external sources, and may change, inter alia, depending on and due to the Company's project portfolio in the relevant periods, and the Company's ability to build them, as well as the effects of business-economic and regulatory variables, and of the general risk factors which are characteristic of the Company's operations. Accordingly, the actual results in respect of such information may differ significantly from the presented information or from the results which have been estimated on the basis of the information, or are implied by such information, and which are included in this Board of Directors' Report.

3. Dividends

The Company's Board of Directors, in its meeting on March 8, 2021, resolved to adopt a multi-year dividend policy, in consideration of the Company's continued growth, and in line with its needs. For additional details regarding the Company's dividend policy, see Section 4 in Part A of the Annual Report - Description of the Corporation's Business.

In accordance with the adopted policy and the Board of Directors' resolution regarding the dividend to be distributed in 2025, on March 3, 2025, the Company announced a dividend distribution in the amount of NIS 0.10 per share for the first quarter of 2025, which was paid in April 2025. In addition, shortly before the publication of this report, the Company announced a dividend distribution in the amount of NIS 0.10 per share, approx. NIS 55 million, for the second quarter of 2025, payable in June 2025.

For additional details regarding the dividends which were distributed by the Company in 2025, see Note 7f. to the Financial Statements.

Report of the Board of Directors

4. Main data regarding the Company's operations:

Presented below is the Company's project portfolio as of the Approval Date of the Report:

* Including 3 projects from the E4 portfolio in the United States, with a capacity of 70MWp, which were connected to the grid after the balance sheet date.

** Assuming the completion of a transaction to purchase a project in Lithuania of up to 470MW. For further details, see Section 2.3.3.

4.1 Principal details regarding the Company's connected systems, systems under construction, systems in pre-construction and systems in development stages, as of the Approval Date of the Report:

To provide a general overview of the Company's operations, presented below are tables presenting a summary description of projects in commercial operation and projects under construction, in pre-construction and in development:

The information presented below on all matters associated with future dates, as well as the Company's guidance regarding costs, revenues and projected results, constitutes forward-looking statements, as defined in this report, which is based, inter alia, on the Company's estimates and the information that was available to it as of the Approval Date of the Report, in respect of the relevant periods.

The figures presented in the tables are in millions of NIS (unless stated otherwise), and the results presented in the tables do not include the impact of IFRS 16 or the impact of the amendment to IAS 23, as specified in Note 3 to the Annual Financial Statements.

-Unofficial Translation for Convenience Purposes Only-

Projects in commercial operation

Projects whose construction has been completed, and whose generated electricity is being transmitted to the relevant power grid:

Project
Results
for
the
3-Month
Period
Projected
Results
for
a
Full
Year
Ended
March
31
2025
Operations
in
2025
(NIS
in
Millions)
(NIS
in
Millions)
Country Technology Capacity
(MW)
Source of Revenues 5 Gross
Constructi
on
Cost
Scope
of
ITC
tax
benefit
Net
Constru
ction
Cost
Project
finance
facility
Revenues Gross
profit
Free
cash
flow
flow
after
debt
service/cash
distribution
to
the
Tax
Equity
Partner
in
the
United
States
Revenues Gross
profit
Free
cash
flow
flow
after
debt
service/cash
distribution
to
the
Tax
Equity
Partner
in
the
United
States
Israel
(1)
Photovoltaic 330MWp Fixed
price/market
price
1,200 - 1,200 1,195 34 26 11 161-171 124-132 34-40
Israel Photovoltaic
including
storage
capabilities
53MW
Including
189MWh
of
storage
Fixed
price/market
price
327 - 327 260 8 6 6 32-38 25-31 25-31
Poland
(2,3,10)
Wind 301MW Fixed
price/market
price
1,579 - 1,579 1,556 91 70 51 369-389 301-317 132-142
Poland
(4)
Photovoltaic 13MWp Fixed
price/market
price
34 - 34 - 1 1 1 4-5 3-4 3-4
United
States
-
E1
and
E2
portfolio
(5,
6,
7)
Photovoltaic 224MWp Fixed
price/market
price
892 322 569 312 9 6 1 62-68 48-54 16-22
United
States
-
E3
portfolio
(5,
7,
8,
9)
Photovoltaic 412MWp Fixed
price/market
price
2,488 1,154 1,333 1,110 27 20 - 135-145 108-116 15-21
Total
projects
in
commercial
operation
1.35GW
+
189MWh
storage
6,519 1,476 5,043 4,432 170 129 70 763-816 609-654 225-260

-Unofficial Translation for Convenience Purposes Only-

  • 1) The Company has the right to receive 100% of the available cash flow expected to be received from the above projects.
  • 2) Data on revenues and gross profits do not include the payment of the share of the U.S. Tax Equity Partner, which is included in the free cash flow. Distributions to tax equity partner in this report period amounted to a total of NIS 8.6 million.
  • 3) As of the Approval Date of the Report, the Lubanowo project (12MWp) is pending the receipt of a permanent production license. Accordingly, project expenses during the testing phase were capitalized to system cost.
  • 4) The agreement vis-à-vis the Tax Equity Partner in the United States (for additional details, see Note 10b(2)(b)b to the Annual Financial Statements) determined, inter alia, the rate of cash distribution between the Company and the Tax Equity Partner during a period of approximately 5 years, after which 95% of the cash flow will be used by the Company. In the above table, the Company's share in cash flow is presented net of the payment of the Tax Equity Partner's share.
  • 5) A "fixed price" source of income may include a fixed price by virtue of the PPA agreements (including agreements to sell electricity at a market-adjusted price with a minimal price guarantee mechanism), feed in tariff, a fixed price by virtue of winning an auction, price fixing agreements, capacity revenue and market regulation at fixed price. "Market price" includes – revenues from the sale of electrify at spot prices and revenues from the sale of unhedged Green Certificates. For further details see Section 4.2
  • 6) In Virginia Projects 2 (142MWp), the Tax Equity Partner's commitment applies to 5 of the 6 projects. In the sixth project, the Company is using the tax benefits, in the amount of approximately USD 10 million, for its own uses.
  • 7) The gross construction cost is the cost to third parties, including financing expenses during the construction period, and tax payments on EPC profits. The net construction cost is the gross construction cost less the Tax Equity Partner's investment in respect of the tax benefit (ITC).
  • 8) The data regarding the E3 portfolio assume that the Tax Equity Partner's investment will be at a rate of 40%-50%, pursuant to the IRA law. Note that the tax equity partner's investment includes a total of USD 60 million, which the Company believes it is entitled to receive in respect of the use of domestic content, based on approvals and the wording of the provisions which have been published by the regulator in the United States as of the Approval Date of the Report. The receipt of this amount is conditional upon the receipt of approval from the current tax equity partners for this purpose. The Company has an additional total of up to USD 20 million, which it may receive in respect of the use of domestic content, subject to the terms of the final binding regulations on this matter, and the receipt of approval from the tax equity partners.
  • 9) The financial data are based on an exchange rate of NIS 3.6 to USD 1, and on an exchange rate of NIS 0.9 to PLN 1. The actual figures are based on the exchange rates specified in Note 2c.
  • 10) Capacity details: wind in MW; photo-voltaic in MWp; storage in MWh.

* Includes forward-looking statements that are based, inter alia, on electricity prices known as of this Report Approval Date.

Projects Under Construction and in Pre-Construction

Projects of the Company which are under construction or whose actual construction is expected to begin in the near future:

Projected
project
results
in
the
first
full
year
of
operation
Country Project Technology Capacity
(MW)
Source
of
Revenues
5
Electricity
sale
tariff
per
produced
1KWh
(in
NIS)
Gross
Construction
Cost
Scope
of
ITC
tax
benefit
Net
Construction
Cost
Project
finance
facility/Investment
of
Tax
Equity
Partner
in
the
United
States
Projected
date
of
commercial
operation
Cost
invested
as
of
the
Reporting
Date
Revenues Gross
profit
Free
cash
flow
flow
after
debt
service/cash
distribution
to
the
Tax
Equity
Partner
in
the
United
States
ARAN
(1)
Wind 104MW Fixed
price/market
price
0.325 650-750 - 650-750 Up
to
650
12
months
after
the
resumption
of
works
540 93-101 77-83 30-34
Israel Photovoltaic
projects
with
integrated
storage
(8,
9)
Photovoltaic
including
storage
capabilities
58MWp
Including
158MWh
of
storage
Fixed
price/market
price
- 310-340 - 310-340 Up
to
260
Quarter
4
2025
263 28-32 20-24 3-5
First
competitive
process
for
ultra-high
voltage
systems
Photovoltaic 87MWp Fixed
price/market
price
0.159 290-320 - 290-320 Up
to
215
Quarter
3
2025
282 22-26 16-20 2-4
PV
project
in
Poland
-
30MW
Photovoltaic 30MWp Fixed
price/market
price 61-71 - 61-71 Not
yet
determined
Second
half
of
2025
27 8-12 8-10 8-10
Poland Nowe
Czarnowo
1
Storage 48MWh
storage
Fixed
price/market
price
50-70 - 50-70 Up
to
45
Quarter
3
2025
15 15-19 12-16 8-10
Nowe
Czarnowo
2
(2,3,6,7,10)
Storage 52MWh
storage
Fixed
price/market
price 50-70 - 50-70 Up
to
45
Quarter
4
2025
- 17-21 14-18 9-11
United E4
(2,
3,
6,
7,
10)
project
portfolio
Photovoltaic 210MWp Fixed
price/market
price 1,210-1,290 710-
730
500-560 Up
to
425
In
2025
831 77-83 62-68 10-14
States E5
project
portfolio
Photovoltaic 424MWp Fixed
price/market
price 2,560-2,760 1,260-
1,380
1,300-1,380 Up
to
783
First
half
of
2026
753 160-180 135-
155
70-80
Total under
construction
pre-construction
and
in
258MWh 913MW
+
storage
2,711 420
-
474
344
-
394
140
-
168

  • 1) The Company has the right to receive 100% of the available cash flow expected to be received from the above projects
  • 2) Data on revenues and gross profits do not include the payment of the share of the U.S. Tax Equity Partner, which is included in the free cash flow data.
  • 3) The Company's share of the project is 80.5%. In line with the series of agreements signed between the Company and the Aran project, and the revenue guidance, the Company's share of the cash flow is 100% until the redemption of all the liabilities to the Company. After all the liabilities to the Company have been repaid, the distributable cash flow will be distributed to the shareholders in line with their respective shares. For further details, see Note 10b(5) in Part C of the Annual Financial Statements, and section 1.4.6 below.
  • 4) The agreement vis-à-vis the Tax Equity Partner in the United States includes the specification of the rate of cash distribution between the Company and the Tax Equity Partner during a period of approximately 5 years, after which 95% of the cash flow are expected to be used by the Company. In the above table, the Company's share in the free cash flow flow is presented after the payment of the Tax Equity Partner's expected share.
  • 5) A "fixed price" source of income may include a fixed price by virtue of the PPA agreements (including agreements to sell electricity at a marketadjusted price with a minimal price guarantee mechanism), feed in tariff, a fixed price by virtue of winning an auction, price fixing agreements, capacity revenue and market regulation at fixed price. "Market price" includes – revenues from the sale of electricity at spot prices and expected revenues from the sale of unhedged Green Certificates. For further details see Section 4.2
  • 6) The gross construction cost is the cost to third parties, including financing expenses during the construction period, and tax payments in EPC profits. The net construction cost is the gross construction cost less the Tax Equity Partner's investment in respect of the tax benefit (ITC).
  • 7) Capacity details: wind in MW; photovoltaic in MWp; storage in MWh.
  • 8) The financial data are based on an exchange rate of NIS 3.6 to USD 1, and on an exchange rate of NIS 0.9 to PLN 1.
  • 9) E4 and E5 portfolio data is based on the assumption that the Tax Equity Partner's investment will be at 40%–50%, pursuant to the IRA Law. It is noted that as of the publication date of the report, the final regulations regarding the domestic content bonus credit have not yet been published. For details, see Section 6.1 below.
  • 10) E4 portfolio as of the publication date of the report, 3 projects with a capacity of 70 from the E4 portfolio have been connected to the power grid.
  • 11) The Company's estimates regarding the scopes of financing noted in the above table are based on the non-recourse project financing rates, accepted in the Company's operating markets – Poland and Israel – 80%-85% PV, 75%-85% wind and 75%-60% stand-alone storage. In the United States – the entire project financing rate may reach 85% (including tax equity partner investments and back leverage) out of the costs of the project company.
  • 12) Until the commercial operation date, the winning tariff was linked to the exchange rate and the CPI. On the winning date, the tariff was 15.6 agorot per installed 1KWp.
  • 13) The Company's estimate regarding the projected results from these projects is based on the power purchase agreements which have been signed, or on the Company's estimates regarding the range of electricity prices which are expected for the projects, within the framework of power purchase agreements which will be signed in the future.
  • 14) The cost which has been invested as of this Report Date is before deducting the Tax Equity Partner's investment in respect of the tax benefit (ITC), which had not yet been received as of the approval date of the report.
  • 15) Financing data and cash flow data of the E5 projects cluster do not include financing of projects with a capacity of 152MWp as its financing terms have not yet been finalized

* Includes forward looking statements that are based, inter alia, on electricity prices known as of this Report Approval Date.

Projects in Advanced Development

Projects in advanced development include the portfolio of Company projects which the Company estimates can reach a financial closing or readiness for construction within the next 12 months, or projects in development which have won a guaranteed tariff;

Country Project Technology Capacity
(MW)
Source
of
Revenues
5
Projected
date
of
commercial
operation
Status Gross
Construction
Cost
Scope
of
ITC
tax
benefit
Net
Construction
Cost
Cost
invested
as
of
the
Reporting
Date
Projected
income
in
first
year
of
full
operation
Israel Rotem
Plain
West
(1)
Photovoltai
c
including
storage
capabilities
14MWp
Including
50MWh
of
storage
Fixed
price/market
price
Over
the
course
of
2026-2027
In
the
process
of
securing
building
permit
50-70 - 50-70 11 6-8
Poland Wind
projects
in
advanced
development
in
Poland
(1)
Wind 86MW Fixed
price/market
price
In
2026
The
site
has
a
building
permit.
Pending
grid
connection.
495-555 - 495-555 5 100-110
PV
projects
in
advanced
development
in
Poland
(2,
5)
Photovoltai
c
104MW Fixed
price/market
price
In
2026
In
final
planning
stages
255-275 - 255-275 25 35-40
United
States
Projects
under
advanced
development
in
the
U.S.
(6)
Photovoltai
c
428MW Fixed
price/market
price
Over
the
course
of
2026-2027
In
final
planning
stages
2,435-
2,735
1,220-
1,420
1,215-
1,315
512 165-195
Total
in
advanced
development
:
633MW
50MWh
+
storage
- 2,015
2,215
353 -
306

1) All of the projects in the above table are fully owned by the Company.

2) The Company's estimate regarding the projected results from these projects is based on the power purchase agreements which have been signed, or on the Company's estimates regarding the range of electricity prices which are expected for the projects, within the framework of power purchase agreements which will be signed in the future.

3) Based on the assumption that the Tax Equity Partner's investment will be a rate of 40%-50%, pursuant to the IRA. It is noted that as of the publication date of the report, the final regulations regarding the domestic content bonus credit have not yet been published.

  • 4) The Company's estimates regarding the scopes of financing noted in the above table are based on the non-recourse project financing rates, accepted in the Company's operating markets – Poland and Israel – 80%-85% PV, 75%-85% wind and 75%-60% stand-alone storage. In the United States – the entire project financing rate may reach 85% (including tax equity partner investments and back leverage) out of the costs of the project company
  • 5) The gross construction cost is the cost to third parties, including financing expenses during the construction period, and tax payments in respect EPC profits. The net construction cost is the gross construction cost less the Tax Equity Partner's investment in respect of the tax benefit (ITC).
  • 6) The cost invested as of this report date is mainly for panels purchased and is attributed to projects in advanced stages of development.
  • 7) Capacity details: wind in MW; photo-voltaic in MWp; storage in MWh.
  • 8) The financial data are based on an exchange rate of NIS 3.6 to USD 1, and on an exchange rate of NIS 0.9 to PLN 1.

** Includes forward-looking statement that is based, inter alia, on electricity prices known as of the Approval Date of the Report

Projects in Development

Projects in development include the Company's projects portfolio in various stages of development, which may mature into projects under construction, in which the Company has ties to the land, and in which the Company is working to obtain, or already has, the permits and authorizations which are required for their construction:

Country Technology Capacity
(MW)
(1)
Israel Photovoltaic
(including
integrated
storage)
350
MWp
Storage 2,800
MWh
United Photovoltaic 3,550
MWp
States Storage 5,360
MWh
Wind 650
MW
Poland Photovoltaic 330
MWp
Storage 2,580
MWh
Total photovoltaic
and
wind
projects
in
development
4,880
Total
storage
10,740
  1. Capacity details: wind – in MW; photo-voltaic – in MWp; storage – in MWh.

** Includes Forward-Looking statement

The following is a description of the development of the Company's project portfolio as of this Report Approval Date compared to information included in the Annual Financial Statements:

Change in capacity of projects under construction and in pre-construction

* As of these reports' publication date

Change in capacity of projects in advanced development

843MW + 121MWh storage

Development in Capacity of Projects in Development

4.2 Data on the source of income of the Company from projects in commercial operation, construction and pre-construction in any territory in which it operates:

4.2.1 Breakdown of the Company's Exposure to Market Prices

The Company signed power purchase agreements, hedge agreements, won tariff auctions and capacity auctions to create optimization between leveraging the high price environment in its operating markets and reducing the exposure to price volatility in the medium term. The following is a breakdown of sources of income relative to the capacity of projects in commercial operation and projects under construction and in pre-construction:

Israel – PV and Storage

Projects in commercial operation, with a capacity of 383MW + 189MWh

  • Approx. 86% of the capacity at a fixed, CPI-linked tariff, for a period of 20-23 years from the date of commercial operation
  • Approx. 14% of the capacity sale under market regulation for PV projects combining storage, at a fixed rate linked to the production rate.

Projects under construction and in pre-construction with a capacity of 249MW + 158MWh

  • Approx. 89% of the capacity at a fixed, CPI-linked tariff, for a period of 23 years from the date of commercial operation
  • Approx. 11% of the capacity sale under market regulation for PV projects combining storage, at a fixed rate linked to the production rate.

United States – PV

Projects in commercial operation, with a capacity of 706MWp*

• Approx. 98% of the capacity – fixed price for the sale of electricity and Green Certificates, within the framework of PPA agreements for a period of 15-20 years from the commercial operation date.

• Approx. 2% of the capacity – at market prices.

Projects under construction and in pre-construction with a capacity of 564MWp

  • Approx. 64% of the capacity sale of electricity and Green Certificates at fixed prices, within the framework of PPA agreements for a period of 15-20 years from the commercial operation date.
  • Approx. 36% of the capacity sale of electricity under the terms of a frame agreement to sell electricity at marketadjusted price with minimal price assurance mechanism.

Poland – Wind, PV and Storage

Projects in commercial operation, with a capacity of 314MW

  • Banie 1+2 (wind 106MW) 90% of the capacity is hedged for a 7-year period (2025-2031) at a price of PLN 460-480 per 1MWh. 100% of Green Certificates at market price
  • Banie 3, Sepopol (wind 126MW) 65% of the capacity on average for 15 years at a CPI-linked price of PLN 280-310 within the framework of a rate auction
  • Banie 4 (wind 56MW)- 80% of the capacity on average for 15 years at a CPI-linked price of PLN 320-330 within the framework of a rate auction*
  • PV (13MW) market prices

Projects under construction and in pre-construction with a capacity of 30MW + 100MWh

  • PV (30MW) market prices
  • NC1+NC2 (100MWh) stand-alone storage approx. 10% of capacity of revenues from capacity and the balance revenues from ancillary services and from trade of electricity at market prices.

* Including 3 projects with a capacity of 70MWp from the E4 portfolio that have reached commercials operation after the balance sheet date.

For additional information regarding the Company's operations and the projects which it owns, see Section 7 in Part A of the Annual Report- "Description of the Company's Business", Section 4 in Part B of the Annual Report - Board of Directors' Report, and Notes 10 and 15 to the Annual Financial Statements.

4.2.2 Electricity Prices/Trends*

The following charts reflect the trend of electricity prices as expressed in future contracts in Poland and the United States

United States

Electricity prices trend (USD /MWh) in Dominion Zone (in PJM network) presented by future contracts9

The above chart is for demonstration purposes only on the trends of electricity prices in the Company's areas of operations in the United States. to be clear that the actual price relevant for the sales of electricity for the Company's operations, in practice may be materially different than that described above.

Report of the Board of Directors

Poland

Electricity prices trend (PLN/MWh) in Dominion Zone (in PJM network) presented by future contracts10

The above chart is for demonstration purposes only on the trends of electricity prices in the Company's areas of operations in the United States. to be clear that the actual price relevant for the sales of electricity for the Company's operations, in practice may be materially different than that described above.

*Forward looking statement

Report of the Board of Directors

4.3 Operating results and guidance as of the Approval Date of the Report*:

    1. The above guidance for 2025 and the Company's estimate of NIS 1.1 billion in revenue for a full year of operation relative to an installed capacity of 2GW+0.4GWh are forward-looking statements.
    1. The company's estimate of revenue in a full year of operation relative to an installed capacity of 2GW+0.4GWh by the end of 2025
    1. The 2025 revenue guidance includes revenues from projects in commercial operation amounting to NIS 775- 805 million, and from projects under construction amounting to NIS 25-45 million.

Actual results may differ materially from the results which are estimated or implied based on the above information, entirely or partially, depending on the actual scopes of production and actual electricity prices and there is no certainty that the electricity prices will remain at the price level which served as the basis for calculating the guidance.

Clarifications:

Definitions: project level EBITDA – EBITDA at the project level, meaning profit (before financing, taxes, depreciation and amortization (excluding general and administrative expenses, development and distribution to tax equity partner); the Company's results are presented according to the Company's share in the cash flow from the projects (effective rate of cash flow, while taking into account senior shareholder's loans which the Company has given to the project entities), while neutralizing the effect of IFRS 16 - Leases.

  • a) Projected data for coming years are in line with the Company's expectations, as of this Report Approval Date, based, inter alia, on the following assumptions:
    • 1) Operating results are based on the Company's commercial operation systems, and the Company's estimate regarding the commercial operation date of its systems which, as of the present date, are under construction, in pre-construction and in advanced development, and the financing transactions with respect thereto, including cash interest expenses in respect of the bonds (Series A and B):
    • 2) Exchange rates are used to calculate the guidance:
      • PLN 1 to NIS 0.9
      • USD 1 to NIS 3.60

b) Sensitivity analysis of Company projected results for 2025:

Different variables, mostly including weather conditions and production ability, market prices of electricity in the U.S., and market prices of electricity and green certificates in Poland, as well as changes in the PLN and USD exchange rates, may have a significant impact on the Company's operating results in 2025.

Presented below is a partial sensitivity analysis in respect of these variables (each pertaining to itself only, without cross changes) which the Company made in the 2025 guidance, in light of the fixed price transactions which the Company performed (in millions of NIS):

    1. Capacity:
    2. A 10% change in electricity capacity in Poland would affect the Company's revenues by approximately NIS 24 million.
    3. A 10% change in electricity capacity in the United States would affect the Company's revenues by approximately NIS 24 million.
    4. A 10% change in electricity capacity in Israel would affect the Company's revenues by approximately NIS 20 million.
    1. Prices:
    2. A 10% change in electricity prices in Poland would affect the Company's revenues by approximately NIS 21 million.
    3. A change of 10% in the market price of green certificates in Poland would affect the Company's revenues by approximately NIS 2 million.
    4. A 10% change in market price of electricity in the United States would affect the Company's revenues by approximately NIS 1.5 million.
    1. Exchange rates:
    2. A 10% change in the PLN/NIS exchange rate would affect the Company's revenues by approximately NIS 39 million.
    3. A 10% change in the USD/NIS exchange rate would affect the Company's revenues by approximately NIS 24 million.
  • c) The projected results are also sensitive to the grid connection dates of projects under construction, in pre-construction and in advanced development. These connection dates are not under the Company's exclusive control, and depend, inter alia, on the receipt of various permits and regulatory approvals.

* Includes forward-looking statements, depending on actual results.

4.4 Stock Exchange Indices

The Company's shares are listed for trading on the Tel Aviv Stock Exchange Ltd. As of this Report Approval Date, it is one of the companies on the Tel Aviv 90 Index. Additional stock exchange indices on which the Company's securities are listed include TA Cleantech, TA 125, TA 125 - Clean Climate, TA Industry, TA Sector - Balance, TA Global-Blue Tech, TA Tech-Elite, TA Technology, TA Rimon, TA - Energy Infrastructures and TA All-Share.

Report of the Board of Directors

The Board of Directors' explanation of the Company's business situation, results of operations, shareholders' equity, cash flow and other matters:

4.5 Balance Sheet

Presented below are the main items in the statement of financial position, in thousands of NIS:

2025
2024
NIS in Thousands
(Unaudited)
(Audited)
Assets
Current Assets
Cash and cash equivalents
544,546
463,633
Dedicated deposit
23,831
21,184
Restricted cash
17,208
-
Trade and other receivables
220,486
240,197
Green Certificates
19,779
16,656
Total current assets
825,850
741,670
Non-current assets
Long-term pledged deposit and restricted cash
12,734
12,463
Long-term designated cash
6,878
6,747
Right-of-use asset and other fixed assets
659,216
643,008
Connected electricity generating systems
5,970,870
5,674,033
Systems under construction and in development
3,989,243
3,620,529
Other receivables
254,363
239,391
Deferred tax assets, net
236,568
232,606
Total non-current assets
11,129,872
10,428,777
Total assets
11,955,722
11,170,447
Liabilities and equity
Current Liabilities
Short-term credit from financial institutions
147,772
329,749
Current maturities of long-term loans
187,615
213,978
Current maturities of lease liabilities
35,760
33,817
Current maturities of bonds
174,700
74,871
Trade and other payables
1,199,286
1,074,040
Short-term unearned income in respect of agreement with Tax Equity
214,365
228,112
Partner
Short-term financial liability in respect of agreement with Tax Equity
47,308
47,095
Partner
Total current liabilities
2,006,806
2,001,662
Non-current liabilities
Loans from financial institutions
4,405,770
4,000,646
Bonds and convertible bonds
1,282,700
915,681
Lease liability and other long-term liabilities
1,131,449
1,154,731
Long-term accrued income in respect of agreement with Tax Equity
530,812
550,537
Partner and others
Long-term financial liability in respect of agreement with Tax Equity
88,846
96,989
Partner
Deferred tax liability, net
152,448
142,040
Total non-current liabilities
7,592,025
6,860,624
Equity
Total equity attributable to the Company's shareholders
2,356,150
2,307,423
Non-controlling interests
741
738
Total equity
2,356,891
2,308,161
Total liabilities and equity
11,955,722
11,170,447
As of March 31 As of December 31

4.5.1 Main explanations regarding the changes in the Balance Sheet:

Cash and cash equivalents – as of the Reporting Date, the balance amounted to NIS 545 million, compared to a total of NIS 464 million at the end of 2024, an increase of NIS 81 million. Most of the increase is attributable to proceeds from the expansion of Series A bonds, totaling approximately NIS 503 million, receipt of long-term loans in Israel and from a positive cash flow created for the Company from its ongoing operations of up to NIS 43 million. This is offset by investments in the construction and development of projects in the U.S., Israel and Poland, amounting to NIS 442 million, partial redemption of bonds, repayment of long-term loans from banking institution and from tax equity partner, redemption of hedging instruments, amounting to NIS 90 million, and repayment of net short-term loans of up to NIS 293 million.

designated deposit – as of the Reporting Date, the balance amounted to a total of approximately NIS 24 million, compared to a total of approximately NIS 21 million as of the end of 2024, an increase of NIS 3 million. The increase is attributable to designing funds received within the framework of the investment of the tax equity partner in E3 projects in the United States.

Restricted cash - the balance of short-term restricted cash is NIS 17 million, in respect of cash received over the course of the reported period from the tax equity partner in the E4 project portfolio and its use is stipulated on meeting the conditions for financial closing with the tax equity partner.

Green Certificates - as of the Reporting Date, the balance amounted to a total of approximately NIS 20 million, compared to a total of approximately NIS 17 million at the end of 2024, an increase of NIS 3 million. The increase was due to the production of certificates in projects in the United States, after deducting the certificates sold, in the amount of approximately NIS 1.5 million, and the routine production of green certificates in Poland, after offsetting the decrease in inventory due to the decline in the prices of Green Certificates as of the Reporting Date.

Trade and other receivables - as of the Reporting Date, the balance amounted to a total of approximately NIS 220 million, compared to a total of approximately NIS 240 million at the end of 2024, a decrease of approximately NIS 20 million. The decrease was mostly due to changes in the value of financial instruments.

Connected electricity production systems - as of the Reporting Date, the balance amounted to a total of approximately NIS 5,971 million, compared to a total of approximately NIS 5,674 million as of the end of 2024, an increase of approximately NIS 297 million. The increase was mostly due to the commercial operation of projects in the United States and Israel, which was offset by current depreciation in the amount of approximately NIS 52 million.

Systems under construction and development - as of the Reporting Date, the balance amounted to a total of approximately NIS 3,989 million, compared to a total of approximately NIS 3,621 million as of the end of 2024, an increase of approximately NIS 368 million. The increase was due to investment in the development and construction of projects in the United States, Poland and Israel, offset by the classification of projects in the United States and Israel that were commercially activated, to connected systems.

Other receivables - as of the Reporting Date, the balance amounted to a total of approximately NIS 254 million, compared to a balance of approximately NIS 239 million at the end of 2024, an increase of approximately NIS 15 million. The increase was mostly due to the increase in value of interest rate swaps and electricity hedging transactions in the United States.

Usage rights assets and other fixed assets - as of the Reporting Date, the balance amounted to a total of approximately NIS 659 million, compared to a total of approximately NIS 643 million as of the end of 2024, an increase of approximately NIS 16 million.

Short-term credit from financial institutions - as of the Reporting Date, the balance amounted to a total of approximately NIS 147 million, compared to a balance of approximately NIS 330 million at the end of 2024. The decrease is attributable to the redemption of short-term loans following the expansion of the Series A bonds during the period.

Suppliers, accounts payable and credit balances - as of the Reporting Date, the balance amounted to a total of approximately NIS 1,199 million, compared to a total of approximately NIS 1,074 million as of the end of 2024, an increase of approximately NIS 125 million. The increase was mostly due to the increase in liabilities to equipment suppliers and construction contractors in projects under construction, in pre-construction and in advanced stages of development in the United States, a dividend payment commitment for Q1 2025 that was paid after the balance sheet date and an increase in the value of financial instruments.

Liability regarding the agreement with Tax Equity Partner (short and long-term) and others – as of the Reporting Date, the balance amounted to NIS 881 million, compared to NIS 923 million at end of 2024, a decrease of NIS 42 million. The decrease is due to current repayments (mostly by way of tax benefits) of liabilities to the Tax Equity Partner with respects to the Virginia 1 and Virginia 2 projects and the E3 projects, offset by an increase as a result of the Tax Equity Partner's investment in a project in the E4 portfolio in the United States.

Loans from financial institutions and current maturities of loans – as of this Report Date, the balance amounted to NIS 4,593 million, compared to a balance of NIS 4,215 million at the end of 2024, an increase of NIS 378 million. The increase was primarily due to withdrawals from the financing facility for photovoltaic projects with integrated storage and long-term loans in Israel totaling NIS 280 million, offset by current loan principal repayments.

Bonds and convertible bonds and current maturities of bonds - as of this Report Date, the balance amounted to a total of approximately NIS 1,457 million, compared to a total of approximately 991 at the end of 2024, an increase of approximately NIS 466 million. The increase is largely attributed to the expansion of the Series A bonds in return for a total of NIS 503 million and against the redemption of the Series A bond principal.

Lease liability and other long-term liabilities - as of the Reporting Date, the balance amounted to a total of approximately NIS 1,131 million, compared to a total balance of approximately NIS 1,155 million at the end of 2024, a decrease of approximately NIS 24 million, largely deriving from the change in value of financial instruments.

Equity – As of the Reporting Date, equity attributable to the Company's shareholders amounts to approximately NIS 2,355 million, compared with shareholders' equity attributable to the shareholders of the Company of approximately NIS 2,307 million as of December 31, 2024. The change in equity was mostly due to profit attributed to the Company's shareholders to the amount of approximately NIS 42 million, an increase in working capital from cash flow hedging of up toNIS 26 million, an increase in capital reserves for translation differences (including hedging investment in foreign activities) of NIS 40 million, offset by a commitment to pay dividends in the amount of approximately NIS 55 million.

4.6 Operating Results

The following are the main operating results, in thousands of NIS:

For the Three Month
Period Ended March 31
For the Year
Ended
December 31
2025 2024 2024
NIS in Thousands
(Unaudited) (Audited)
Revenues
Revenues from the sale of electricity 160,225 200,371 788,678
Revenues from the production of green certificates 9,068 22,177 67,532
Other revenues, net 578 7,932 41,418
Total revenues 169,871 230,480 897,628
Expenses
Operating expenses 33,727 25,709 118,499
Development, construction and other expenses 7,472 11,272 18,105
Payroll, headquarters and other 30,727 26,984 135,091
71,926 63,965 271,695
Profit before financing, taxes, depreciation and
amortization (EBITDA)
97,945 166,515 625,933
Depreciation and amortization )58,372( )41,631( )221,830(
Profit before financing and taxes 39,573 124,884 404,103
Financing expenses, net )44,630( )41,631( )209,663(
Income (loss) before taxes on income )5,057( 83,253 194,440
Taxes on income )11,878( )20,658( )70,266(
Tax income from the Tax Equity Partner 58,927 17,470 213,834
Income for the period 41,992 80,065 338,008
Profit for the period attributed to Company
shareholders
41,989 79,486 337,787
Profit for the period attributable to non-controlling
interests
3 579 221
Total profit for the period 41,992 80,065 338,008

For
the
Three
Month
Period
Ended
March
31
For
the
Year
Ended
December
31
2025 2024 2024
Data
regarding
earnings
per
share
(*)
Income
per
share
0.31 0.42 1.63
Profit
before
financing,
taxes,
depreciation
0.18 0.30 1.14
and
amortization
(EBITDA)
Earnings
per
share
-
basic
0.08 0.14 0.61

(*) According to the data presented in Section 4.4.

4.6.1 Key explanations for operating results:

The Company's revenues from the sale of electricity, from the production of green certificates and other income attributable to the first three months of 2025 amounted to a total of approximately NIS 170 million, compared to a total of approximately NIS 230 million in the corresponding period last year, a decrease of approximately NIS 60 million.

The following is a diagram specifying the main changes in revenues for the first three months of 2025 compared to the corresponding period last year (data in millions of NIS):

Operating expenses - operating expenses during the Reporting Period amounted to a total of approximately NIS 34 million, compared to a total of approximately NIS 26 million in the corresponding period last year, an increase of approximately NIS 8 million.

The increase in operating expenses is due to to the full activation of the E3 projects in the United States during the reported period, which had operated on a partial basis in the corresponding period as well as a result of recording an expense due to real estate tax for prior years in Poland.

Payroll, headquarters and other expenses- payroll, headquarters and other expenses during the Reporting Period amounted to a total of approximately NIS 31 million, compared to a total of approximately NIS 27 million in the corresponding period last year.

The increase in payroll, headquarters and other expenses was due to the growth of the Group's workforce, in light of the increase in the scopes of operations, and an increase in professional consulting costs.

Development, construction and other expenses - development expenses during the Reporting Period amounted to a total of approximately NIS 7 million, compared to a total of approximately NIS 11 million in the corresponding period last year.

The NIS 4 million decrease in development, construction and other expenses is largely attributable to the fact that construction costs for outside of Israel were included in this item in the corresponding period.

Depreciation and amortization expenses - during the Reporting Period, depreciation expenses amounted to a total of approximately NIS 58 million, compared to a total of approximately NIS 42 million in the corresponding period last year, an increase of approximately NIS 17 million.

The increase largely is attributable to the recording of depreciation expenses for E3 projects in the United States, which operated on a partial basis in the corresponding period as well as from photovoltaic projects combining storage in Israel, which were operated over the course of 2024 and in the reported period.

Financing expenses, net - financing expenses, net, during the Reporting Period amounted to a total of approximately NIS 45 million, compared to a total of approximately NIS 42 million in the corresponding period last year, an increase of approximately NIS 3 million.

The increase in net financing expenses was primarily due to long– and short-term loan withdrawals in the reported period as well as from the withdrawal of project financing in Poland of up toPLN 830 million in the second half of 2024, offset by financing income from deposits in the reported period.

Taxes on income – during the Reported Period, the Company recognized tax expenses amounting to NIS 12 million, compared to a total of NIS 21 million in the corresponding period last year, an NIS 9 million decrease.

Tax income from the Tax Equity Partner - income from the Tax Equity Partner during the Reporting Period amounted to a total of approximately NIS 59 million, compared to a total of approximately NIS 17 million in the corresponding period last year, an increase of approximately NIS 42 million.

The increase in the Tax Equity Partner's income was due to the tax equity partner's investment in the E3 project portfolio in the United States carried out in the second quarter of 2024.

Net profit attributable to the company's shareholders - during the Reporting Period, the Company recognized a net profit attributable to the company's shareholders in the amount of approximately NIS 42 million, compared to profit of approximately NIS 79 million in the corresponding period of last year, a decrease of approximately NIS 36 million.

4.7 Cash Flow, Liquidity and Financing Sources

4.7.1 Cash Flow

During the Reporting Period, the Group's balance of cash and cash equivalents increased in the amount of approximately NIS 81 million. Most of the increase is attributed to the expansion of the Series A bonds, taking longterm loans and a positive cash flow deriving from the Company's ongoing operations, offset by cash flow for investments in project construction and development, partial redemptions of bonds and long and short-term loans and redemption of financial instruments.

The following table summarizes the sources and uses:

For the Three Month
Period Ended March 31
For the Year Ended
December 31
2025 2024 2024
NIS in Millions
(Unaudited) (Audited)
Current operations 43 163 338
Sources
Long-term loan received from financial institutions
Receipt of short-term loans from banking
278 147 1,423
corporations, net - 385 -
Decrease in pledged deposit and restricted cash - 636
Issuance of bonds 506 - -
Tax Equity Partner investment 16 351
Proceeds from the exercise of options to shares - 10 16
800 542 2,426
Uses
Investment in electricity generating systems
Redemption of short-term loans from banking
)442( )323( )1,429(
corporations, net )221( - )525(
Decrease (increase) in pledged deposit )17( )1( -
Settlement of derivative financial instruments )16( )19( )141(
Redemption of long-term loans from financial
institutions )9( )15( )212(
Repayment of liability principal due to lease )8( )16( )20(
Redemption of bond principal )37( )37( )74(
Credit raising costs )14( - )52(
Bond issuance costs )2( - -
Investment in other fixed assets )3( )1( )10(
Transaction with non-controlling interests
Repayment of financial liability to Tax Equity
- - )19(
Partner )9( - )37(
Dividend paid to Company shareholders - )165( )330(
)778( )577( )2,849(
Total surplus of sources over uses 65 128 )85(
Balance of cash and cash equivalents at beginning of
period 464 568 568
Balance of dedicated deposit at
the beginning of the period
28 3 4
Effect of exchange rate fluctuations on cash and cash
equivalents
19 3 5
Balance of cash and cash equivalents at end of period 545 698 464
Balance of dedicated deposit at the end of the period 31 4 28

Energix - Renewable Energies Ltd. A subsidiary of

4.7.2 Cash, cash equivalents and credit facilities:

As of the Reporting Date, the Company's balance of cash and cash equivalents amounted to a total of approximately NIS 545 million, compared to a total of approximately NIS 464 million as of December 31, 2024. The Company also hasrestricted short and long-term cash of up toapproximately NIS 30 million which include cash received from the tax equity partner in a project in the E4 portfolio and debt service reserve funds to secure the redemption of the Group's loans, designated short-term and long-term deposits in the amount of approximately NIS 31 million, which are designated for use in line with the terms specified in the agreement with the tax equity partner in Virginia Projects 2, and in the agreement with the tax equity partner in E3 projects in the United States.

4.7.3 Sources of Finance

  • 4.7.3.1 As of the Approval Date of the Report, the Company's operations are financed by cash flow that generated from projects in commercial operation, its available cash balances, withdrawals made under project finance transactions in which the Company is party, as well as from the expansion of the Series A bonds the Company performed during the reported period.
  • 4.7.3.2 Management of debt structure the Company is working to maintain an efficient and adequate leverage ratio which takes into account the interests of both the financial creditors and the Company's shareholders. The Company also strives to create an adequate balance between unsecured debt raisings on the corporate level, the raising of non-recourse project company level loans, and maintaining bank credit facilities which are available for use at all times.
  • 4.7.3.3 The Company's gross financial debt as of the Reporting Date, excluding short-term credit, amounts to a total of approximately NIS 6.05 billion. The total average lifetime of the debt is approximately 6.1 years.
  • 4.7.3.4 The Company has credit facilities from financial institutions that are used for the provision of guarantees and short-term loans. As of the Reporting Date, the Company has credit facilities in the amount of approximately NIS 1.6 billion. Out of these, used facilities amount to approximately NIS 790 million, which are allocated to guarantees and short-term loans.
  • 4.7.3.5 During the Reporting Period, the Company increased its credit facilities in the amount of approximately NIS 150 million, of which approximately USD 20 million (approximately NIS 75 million) with banking corporations in the United States, and the remainder with banking corporations in Israel.
  • 4.7.3.6 In addition, during the reported period and after this report date, the Company signed long-term credit facilities with Israel banking corporations of up to USD 175 million, of which approximately USD 50 million had been utilized as of this report date. Credit frameworks are for periods of one to 3 years. Against these frameworks, the Company pledged equipment in its possession that has not yet been financed with project financing.
  • 4.7.3.7 During the reported period, in March 2025 the Company issued bonds (Series A) by way of a series extension in the total amount of NIS 549,062,000 par value, for a net consideration (after deducting fees and direct costs in respect of the bonds) to the total amount of NIS 503,520,000.
  • 4.7.3.8 In April, after this report date, the Company issued private commercial securities of NIS 100 million N.V at an interest rate of between 4.5% and 5%. The commercial security is for a period of one year with the option to renew by additional periods of one year each and up to a maximum period of five years. During the period each of the parties may announce that the commercial securities period has been shortened, subject to 7 days' advance notice. The Company has not provided any securities, and no financial criteria whatsoever have been set.
  • 4.7.3.9 For details regarding project financing facilities, including construction financing facilities and bridge facilities, which are available to the Company as of the Reporting Date, see below, as well as regarding material loans, see Note 14 to the Annual Financial Statements:

Country Project
addressed
in
the
financing
Status Estimated
Total
Israel Systems
in
competitive
processes
3
and
4
Signed Up
to
NIS
350
million
(of
which
approximately
NIS
344
million
has
been
used)
Israel ARAN Signed Up
to
NIS
650
million
(of
which
approximately
NIS
18
million
has
been
used)
Israel Julis
ultra-high
voltage
project
Signed Up
to
NIS
215
million
(of
which
approximately
NIS
203
million
has
been
used)
Israel Photo-voltaic
projects
including
storage
capabilities
(81MWp+298MWh)
Signed Up
to
NIS
400
million
(of
which
approximately
NIS
365
million
has
been
used)
Israel Photo-voltaic
projects
including
storage
capabilities
(30MWp +48MWh)
Signed
MOU
Up
to
NIS
100
million
United
States
Operational
projects
in
Virginia
(224MWp)
Signed Up
to
USD
70
million
(of
which,
approximately
USD
65
million
has
been
used)
United
States
Projects
under
construction
and
pre
construction

E4
(210MWp)
Signed Up
to
USD
225
million
(of
which
approximately
USD
95
million
has
been
used)

4.7.3.10The Company has a shelf prospectus which allowsthe Company to raise fundsfrom the public, insofar as funds may be required in order to finance its operations, which is in effect until May 2025. The Company is working to publish a new shelf prospectus that will be at its disposal after this date subject to the approval of the Securities Authority.

After this report date, in light of the Stock Exchange's market maker reform, market making in bonds (Series B) was halted.

For details regarding the Company's financing sources, including loans and bonds, see Note 14 in Part C of the Annual Financial Statements for 2024, and Note 7e to the Financial Statements.

4.7.3.11Equity reimbursements – as of this report date, and in line with its estimates regarding the cost of building the projects and the expected credit facility, the Company estimates, subject to receiving the financing money, that it is expects equity reimbursements totaling NIS 1.1 billion, as detailed in the following table:

Portfolio Gross
Construction
Cost
Financing
Facility and Tax
Equity Partner
Investment
Scope of
Expected
Equity
Cost invested as of
the Reporting
Date
Scope of
Financing/Tax
Equity Partner
Investment
Withdrawn
Expected
Repayment of
Equity
NIS in Millions
ARAN 650-750 Up to 650 Up to 100 540 18 Up to 422
E4 1,210-1,290 Up to 1155 Up to 135 831 389 Up to 307
E5 2,560-2,760 Up to 2163 Up to 597 753 ־ Up to 156
Tax benefit E3
portfolio
Up to 216
Total Expected
Repayment of
Up to 1101
Equity

* The expected source for the equity reimbursement is from the financing inflows the Company estimates it will receive for the construction of the relevant portfolio subject to signing financing agreements and/or reaching milestones set in the financing agreements signed in connection with each project, the actual project construction progress, market conditions and the final capacity of each project. Accordingly, the information in the above table is a forward-looking statement based on the Company's estimates as of the publication date of this report and may change in a material manner in line with the factors detailed above and the general risk factors characterizing the Company's operations.

** Calculating equity reimbursement – the cost of the construction less the expected scope of financing (less withdrawn financing) less cost invested as of this report date.

Pledged Assets

For details regarding liens and guarantees furnished by the Company as of the Reporting Date and the date of approval of the Financial Statements,see Note 30 in Part C of the Annual Financial Statements for 2024.

Reference to Warning Signs

Pursuant to Regulation 10(b)(14) of the Periodic and Immediate Report Regulations, the Company has a working capital shortfall during the twelve-month period in the consolidated and separate financial statements, as reflected in the consolidated and separate financial statements for the 3-month period ended March 31, 2025.

The Company's working capital deficit in the Separate Financial Statementslargely is attributable to taking short-term loans that will be converted to long-term project loans. In the Financial Statements, in addition to the above, the working capital deficit is attributable to a non-cash-flow short-term liability to a tax equity partner of up to NIS 214 million as well as from liabilities to construction suppliers the redemption of which will be financed via long-term project financing. The Company's Board of Directors has determined that this does not indicate liquidity problems, taking into account, inter alia, the Company's cash balances, withdrawable cash balances in projects in commercial operation, unused credit facilities, and project financing facilities, compared to the Company's current expenses and cash requirements, as well as sources and contractual mechanisms which the Company expects to use to repay short-term loans within the framework of long-term agreements which the Company has signed.

For additional information regarding company's credit facilities, financing sources and cash balance, see Note 7g to the Quarterly Financial Statements as well as Part 4.7.3 of the Board of Directors Report.

Part B - Exposure to Market Risks and Management Thereof

The Company's Chief Risk Officer is Mr. Asa Levinger, the Company's CEO. For more information regarding the Chief Risk Officer, see Regulation 26 in Part D of the Annual Report - Additional Details.

5. Corporate Market Risk Management Policy

For information regarding the Company's policy regarding the management of market risks and the implementation of the hedging policy that was adopted by the Board of Directors, see Note 31b(3) to the Annual Financial Statements and Note 6a to the Consolidated Financial Statements. As of the Reporting Date, no changes occurred in the Company's policy relative to that stated in its Annual Financial Statements.

5.1 Linkage Bases Report

For the linkage bases report as of March 31, 2025, and December 31, 2024, see Appendix A below.

5.2 Sensitivity Tests

See Appendix B below for sensitivity tables for sensitive instruments according to changes in market factors as of March 31, 2025.

5.3 The Corporation's Liabilities by Repayment Dates

See Appendix C below for information regarding the Corporation's liabilities according to payment dates.

Report of the Board of Directors

Part C – Corporate Governance Aspects and Updates Concerning Company Operations

6. Material events and updates during the Reporting Period and after the Reporting Date, including in the Company's operating segments and additional information:

6.1 The following is additional information about Company's operations:

6.1.1. General:

  • I. Storage Facilities
    • a. Impact of augmentation – as per Section 7.3(b) of Part A Description of the Corporation's Business to the Company's Annual Report, the Company has projects under construction in the storage sector in Israel and in Poland. Operations in the storage sector are characterized by the impact of augmentation which leads to wear and tear and a decrease in energy storage capabilities across the life span of the battery (Day 1 + life span). Therefore, regarding storage facilities that the Company builds and/or promotes, the Company is prepared in advance with the impact of augmentation at the business model level used to examine the project and the project's financing, so that the Company does not believe that augmentation will have a material negative impact on its storage facilities. Accordingly, the Company estimates that the impact of augmentation constitutes 8%-10% of total initial construction costs of the initial project (capex). The Company operates in Israel in a generally accepted manner, in line with the requirements of the Electricity Authority and the relevant competitive process, according to a model of creating redundancy in the capacity of the storage systems it builds, which defers the impact of augmentation. In addition, in line with the Company's agreements with the financing bodies that provided the Company with financing for facilities that include storage facilities, the Company shall make designated provisions to a reserve fund to replace the batteries, which are expected to be used by the Company in a few years. As of this Report Date and this Report Approval Date, the system is being built in Poland according to the redundancy model only, in line with the expected augmentation and the amount of electricity that needs to be stored at the conclusion of the life span of the facility.
    • b. Grants program for storage facilities in Poland – the Polish Government, through the National Fund for Environmental Protection and Water Management (NFOŚiGW) has launched an assistance plan of PLN 4 billion (approx. USD 1 billion) to support the construction of electricity storage facilities and associated infrastructure, in order to improve the stability and reliability of the national electrical grid. As part of the plan, grants covering up to approximately 45% of eligible construction costs(primarily equipment costs) may be awarded for projects that have not yet commenced construction. The Company has filed requests for the two stand-alone storage projects it is preparing to build.
  • II. Competition following that stated in Section 12 Description of Competition as detailed in Section 12 of Part A of the Annual Report – Description of the Corporation's Business, as of this Report Date and this Report Approval Date, most of the Company's operations focuses in the United States and Poland. In the United States, the Company's market share is relatively negligible and there are multiple competitors, mainly private companies as well as major corporations like NEXTRA and AES. In Poland as well the Company estimates that its market share is not significant (less than 5%), with the market relatively spread out and competition being with private, domestic and international developers. The major companies in the field are companies owned by the Polish Government such as PGE Polska Grupa Energetyczna S.A. (PGE), Tauron and ENEA.

  • III. Engagement in insurance policies – as the Company operates according to an A to Z model in all 3 territories in which it is operating, the Company's practice is to purchase extensive insurance policies that cover most of its areas of operations, as accepted in the field and as required in each territory. In addition, as the Company operates in the field of generating electricity from renewable energy which is characterized by the receipt of financing on a non-recourse basis, the financing bodies that provide financing to the Company for the purpose of building projects often dictate the levels of insurance the Company purchases in order to ensure that the Company's operations has adequate insurance coverage. Within this framework, the Company has insurance coverage for contracting works, for property, for loss of profit, for natural hazards (floods and earthquakes, as accepted in any territory it operates in) and so on. In addition to those, the Company has insurance policies as accepted in public companies for directors and bearers of insurance property and liabilities, as accepted.
  • IV. Building AI-based monitoring and operation array – following that stated in Section 1.5 of Part A of the Annual Report, in the matter of the assets and capabilities the Company is developed in order to ensure its relative advantage in its areas of operations, during the reported period the Company worker to build a central monitoring array that combines AI tools to develop advanced production capabilities to increase the efficiency of the Company's operation array. Among other things, this array integrates drones and the development of a visual agent to process images from the Company's facilities to identify malfunctions and flaws, in order to streamline and direct the work of operation personnel in various territories and maximize the use of the Company's resources. In the first stage, the Company intends to operate the monitoring array for the operations of the operational array in the United States, while using a central monitoring and control room located in Poland. Subsequently, the Company intends to expand and implement the monitoring array to the other territories in which it is operating.

6.1.2. The Company's operations in the United States:

  • I. For details on the Company's estimate regarding the impact of the Trump Administration's Reciprocal Tariffs, see Section 2.2 above.
  • II. Imposition of additional tariffs on panels imported from Southeast Asian countries on April 22 the U.S. Government announced the final tariff rate that would be imposed on panels imported from Southeast Asian countries as part of a petition claim of violation of competitive conditions (AD/CVD). The tariff rate varies between different countries and ranges between 82% and 3500%. The imposition of these tariffs contributes to an additional reinforcement of the status and competitive advantage of the Company in light of ensuring the supply of U.S. made panels under the framework agreement with First Solar.
  • III. Additional information on the structure of tax equity partner investment (ITC) following that stated in Section 7.1.(c).(2) on the tax equity partner's investment in projects, the Company seeks to make clear that the tax equity partner investment date is made against the realization of the ITC tax benefit (which naturally can only take place after the actual costs for building the project are known) and refers to the fact that as of that date the Company is working to receive bridge financing for the tax equity partner's investment. See Section 1.5 of Chapter A Description of the Corporation's Business. Accordingly, in general the Tax Equity Partner investment is made to a total constituting 20% of the Tax Equity Partner investment at mechanical completion and the balance of the investment (80%) in substantial completion.

6.2 Updates concerning the Company's activities:

6.2.1 For additional information regarding the Company's operations and its owned projects and projects in development, see Section 7 in Part A of the Annual Report - "Description of the Company's Business", Notes 10 and 15 to the Annual Financial Statements, as updated regarding the Annual Report in this report, in section 2 above, and Notes 5 and 7 to the Consolidated Financial Statements.

7. Effectiveness of Internal Control over Financial Reporting and Disclosure in line with Regulation 38c(a) of the Regulations

For details regarding the quarterly report regarding the Effectiveness of internal control over financial reporting and disclosure pursuant to Regulation 38c(a) of the Regulations, see Appendix D below.

8. Disclosure Provisions with Regard to the Corporation's Financial Reporting

Changes in accounting policies, changes in estimates or correction of errors during the Reporting Period:

The preparation of financial statements requires management of the Company to use estimates or assessments regarding transactions or matters that their final effect on the Financial Statements cannot be accurately determined at the time of their preparation.

For the critical estimates which apply to the Company, and for additional details, see Note 2(f) to the Annual Financial Statements and Note 2b to the Consolidated Financial Statements.

9. Additional Information and Events After the Reporting Date

For details regarding events after the Reporting Date, see Sections 2.3, 2.4, 2.5 above, and Note 7 to the Consolidated Financial Statements.

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

May 11, 2025

Signing Date of the Interim Financial Statements

Nathan Hetz Chairman of Board of Directors Asa Levinger CEO

Appendices to the Board of Directors' Report concerning the state of the Company's affairs:

  • Appendix A Linkage Bases Report for Monetary Balances.
  • Appendix B Sensitivity Tables for Sensitive Instruments as of March 31, 2025, According to Changes in Market Factors.
  • Appendix C The Corporation's Liabilities by Payment Dates.
  • Appendix D Quarterly Report Regarding the Effectiveness of Internal Control over Financial Reporting and Disclosure Pursuant to Regulation 38c(a).
  • Appendix E Details Regarding Liability Certificates Issued by the Company
  • Appendix F Rating Reports

Appendix A – Linkage Bases Report for Monetary Balances

As of March 31 2025

In EUR In PLN In USD Unlinked
NIS
CPI-linked
NIS
Non-financial
assets
(liabilities)
Total
NIS in Thousands
Current Assets
Cash and cash equivalents 740 243,934 123,281 176,591 - - 544,546
Dedicated deposit - - 23,831 - - - 23,831
Restricted cash - - 17,208 - - - 17,208
Trade receivables - 17,141 22,224 47,447 - - 86,812
Green Certificates - - 2,338 - - 17,441 19,779
Receivables and debit balances - 28,011 7,877 2,516 3 60,780 99,187
Hedging financial instruments - 23,602 10,885 - - - 34,487
740 312,688 207,644 226,554 3 78,221 825,850
Non-current assets
Long-term restricted cash - 2,915 - 9,819 - - 12,734
Long-term designated cash - - 6,878 - - - 6,878
Right-of-use asset - - - - - 633,156 633,156
Connected electricity generating
systems - - - - - 5,970,870 5,970,870
Systems under construction and
in development - - - - - 3,989,243 3,989,243
Other fixed assets - - - - - 26,060 26,060
Other receivables - - - 71 8,978 46,060 55,109
Hedging financial instruments - 34,866 164,388 - - - 199,254
Deferred taxes, net - - - - - 236,568 236,568
- 37,781 171,266 9,890 8,978 10,901,957 11,129,872
Total assets 740 350,469 378,910 236,444 8,981 10,980,178 11,955,722
Current Liabilities
Short-term credit from financial
institutions - 47,741 - 100,031 - - 147,772
Current maturities of long-term
loans - 95,383 20,460 746 71,026 - 187,615
Current maturities of lease
liabilities - 11,520 13,983 - 10,257 - 35,760
Trade and other payables
Short-term liability regarding the
2,106 64,441 881,429 104,619 158 93,134 1,145,887
agreement with Tax Equity
Partner
- - 47,308 - - 214,365 261,673
Bonds - current maturity - - - 174,700 - - 174,700
Hedging financial instruments - 4,873 48,526 - - - 53,399
2,106 223,958 1,011,706 380,096 81,441 307,499 2,006,806
Non-current liabilities
Liabilities for employee
severance benefits - - - - - 1,511 1,511
Loans from financial institutions - 1,339,666 1,693,658 184,383 1,273,380 )85,317( 4,405,770
Bonds - - - 787,480 - )50,332( 737,148
Convertible bonds
Long-term liability regarding the
agreement with Tax Equity
- - - 547,184 - )1,632( 545,552
Partner - - 88,846 - - 529,301 618,147
Lease liability - 135,457 251,985 - 224,678 - 612,120
Other long-term liabilities - - - 7,604 - 352,086 359,690
Hedging financial instruments - 6,469 153,170 - - - 159,639
Deferred taxes - - - - - 152,448 152,448
- 1,481,592 2,187,659 1,526,651 1,498,058 898,065 7,592,025
Total liabilities 2,106 1,705,550 3,199,365 1,906,747 1,579,499 1,205,564 9,598,831

-Unofficial Translation for Convenience Purposes Only-

Total surplus of assets over
liabilities
)1,366( )1,355,081( )2,820,455( )1,670,303( )1,570,518( 9,774,614 2,356,891
Financial derivatives - )195,212( )1,630,551( 1,825,763 - - -
Surplus of financial assets over
financial liabilities (financial
liabilities over financial assets)
)1,366( )1,550,293( )4,451,006( 155,460 )1,570,518( 9,774,614 2,356,891
Distribution of non-monetary
assets (liabilities), net - by
linkage bases )5,951( 1,716,890 5,184,359 2,684,835 194,480 )9,774,614( -
Surplus of assets over liabilities
(liabilities over assets)
)7,317( 166,597 733,353 2,840,295 )1,376,038( - 2,356,891

* The Company's surplus of assets over liabilities, after neutralizing liabilities and financial assets measured at fair value, to hedge electricity prices, interest rates and exchange rates, amounted to NIS 728,870 thousand relative to the USD, and NIS 123,023 thousand relative to the PLN.

December 31 2024

In EUR In PLN In USD Unlinked
NIS
CPI-linked
NIS
Non
financial
assets
(liabilities)
Total
NIS in Thousands
Current Assets
Cash and cash equivalents
733 149,463 221,711 91,726 - - 463,633
Dedicated deposit - 21,184 - - - 21,184
Trade receivables
Green Certificates
-
-
41,459
-
13,193
908
36,655
-
-
-
-
15,748
91,307
16,656
Receivables and debit balances - 27,891 3,888 2,924 3 62,276 96,982
Hedging financial instruments - 21,910 29,998 - - - 51,908
733 240,723 290,882 131,305 3 78,024 741,670
Non-current assets
Long-term restricted cash - 2,706 - 9,757 - - 12,463
Right-of-use asset - - - - - 617,966 617,966
Long-term designated cash
Connected electricity generating
- - 6,747 - - - 6,747
systems
Systems under construction and
- - - - - 5,674,033 5,674,033
inventory - - - - - 3,620,529 3,620,529
Fixed assets - - - - - 25,042 25,042
Other receivables - - 1,162 72 8,978 42,820 53,032
Hedging financial instruments - 48,989 137,370 - - - 186,359
Deferred taxes, net - - - - - 232,606 232,606
- 51,695 145,279 9,829 8,978 10,212,996 10,428,777
Total assets 733 292,418 436,161 141,134 8,981 10,291,020 11,170,447
Current Liabilities
Short-term credit from financial
institutions
- - - 311,496 18,253 - 329,749
Current maturities of long-term
loans - 88,367 56,540 211 68,860 - 213,978
Current maturities of lease
liabilities
- 9,739 13,793 - 10,285 - 33,817
Trade and other payables 5,306 69,272 853,758 47,272 - 62,904 1,038,512
Short-term liability regarding
the agreement with Tax Equity
Partner - - 47,095 - - 228,112 275,207
Bonds - current maturity - - - 74,871 - - 74,871
Hedging financial instruments - 9,391 26,137 - - - 35,528
5,306 176,769 997,323 433,850 97,398 291,016 2,001,662
Non-current liabilities
Liabilities for employee
severance benefits
- - - - - 1,512 1,512
Loans from financial institutions - 1,241,159 1,476,375 136,143 1,229,567 )82,598( 4,000,646
Other long-term liabilities - - - 9,014 - 336,147 345,161
Bonds - - - 375,494 - )2,934( 372,560
Convertible bonds - - - 544,951 - )1,830( 543,121
Long-term liability regarding the
agreement with Tax Equity
Partner - - 96,989 - - 549,025 646,014
Lease liability - 132,109 247,296 4,377 219,639 - 603,421
Hedging financial instruments - - 206,149 - - - 206,149
Deferred taxes - - - - - 142,040 142,040
- 1,373,268 2,026,809 1,069,979 1,449,206 941,362 6,860,624

-Unofficial Translation for Convenience Purposes Only-

Report of the Board of Directors
Total liabilities 5,306 1,550,037 3,024,132 1,503,829 1,546,604 1,232,378 8,862,286
Total surplus of assets over
liabilities
)4,573( )1,257,619( )2,587,971( )1,362,695( )1,537,623( 9,058,642 2,308,161
Financial derivatives - )320,199( )1,613,433( 1,933,632 - - -
Surplus of financial assets over
financial liabilities (financial
liabilities over financial assets)
)4,573( )1,577,818( )4,201,404( 570,937 )1,537,623( 9,058,642 2,308,161
Distribution of non-monetary
assets (liabilities), net - by
linkage bases
)5,516( 1,584,688 4,687,482 2,588,787 203,201 )9,058,642( -
Surplus of assets over
liabilities (liabilities over
assets)
)10,089( 6,870 486,078 3,159,724 )1,334,422( - 2,308,161

Report of the Board of Directors

Appendix B – Sensitivity Tables for Sensitive Instruments as of March 31, 2025, According to Changes in Market Factors

Presented below is an analysis of the group's sensitivity to foreign currency: the following table details the effect of a 10% change in the exchange rate on profit or loss regarding financial assets and liabilities that are exposed to risk as aforesaid (before the tax effect):

As of March 31 2025
10% Increase 10% Decrease
Profit and Profit and
loss/comprehe Carrying loss/comprehe
nsive income value
NIS in Thousands
nsive income
In EUR:
Cash and cash equivalents 74 740 )74(
Trade payables, other payables and credit balances )211( )2,106( 211
In PLN:
Cash and cash equivalents 24,393 243,934 )24,393(
Trade receivables, other receivables and debit balances 4,515 45,152 )4,515(
Long-term pledged deposit and restricted cash 292 2,915 )292(
Hedging financial instruments - forward transaction )1,917( )244( 1,917
Cap option 5,633 55,842 )5,633(
Hedging financial instruments - CCS )16,388( )11,098( 16,520
Interest rate swaps - IRS 263 2,627 )263(
Short-term and long-term loans from financial institutions )148,279( )1,482,790( 148,279
Lease liability )14,698( )146,978( 14,698
Trade payables, other payables and credit balances )6,444( )64,441( 6,444
In USD:
Cash and cash equivalents 12,328 123,281 )12,328(
Trade receivables 2,222 22,224 )2,222(
Green Certificates 234 2,338 )234(
Restricted cash 1,721 17,208 )1,721(
Long-term dedicated cash and pledged deposit 3,071 30,709 )3,071(
Receivables and debit balances 788 7,877 )788(
Interest rate swaps - IRS 4,808 43,745 )4,808(
Trade payables, other payables and credit balances )88,143( )881,429( 88,143
Liability regarding agreement with Tax Equity Partner )13,615( )136,154( 13,615
Current maturities of long-term loans )2,046( )20,460( 2,046
Lease liability )26,597( )265,969( 26,597
Hedging financial instruments - forward transaction )141,680( )4,883( 141,680
Financial derivatives - Hedging of electricity prices in the United
States (SWAP) )3,509( )35,091( 3,509
Hedging financial instruments - CCS )45,515( )30,193( 45,978
Long-term loans )169,366( )1,693,658( 169,366

Analysis of the Group's sensitivity to financial derivatives:

The following table presents the impact of the addition or subtraction of 10% in the relevant electricity prices in the United States on comprehensive income regarding derivative financial instruments that are exposed to the risk of electricity prices in the United States (before tax effect):

As of March 31 2025
Changes in Electricity Prices in the United
States
10% Increase 10% Decrease
Comprehensive
income
Carrying value Comprehensive
income
NIS in Thousands
Financial derivatives - Hedging of electricity prices in the United
States (SWAP)
)123,466( )35,091( 127,344

Presented below is an analysis of the Group's sensitivity to the Consumer Price Index (CPI):

As of March 31 2025
3% Increase 3% Decrease
Gain/Loss Carrying
value
Gain/Loss
NIS in Thousands
Loans from financial institutions )39,618( 1,344,406 38,896

Analysis of the Group's sensitivity to changes in the interest rate:

The following table presents sensitivity tests to the value of the fixed rate loans according to changes in the interest rate:

As of March 31, 2025
Sensitive instruments 10% Increase
Increase of 5%
Loss from the changes
(Before tax effect)
Fair value Decrease of 5%
Profit from the changes
(Before tax effect)
10% Decrease
NIS in Thousands
Fixed rate instruments
CPI-linked loans in NIS 33,963 17,186 1,237,721 )17,609( )35,653(
Loans in PLN 22,856 11,585 1,445,452 )11,909( )24,155(
Loans in USD (
30,310
15,321 1,731,050 )15,663( )31,681(
Total 6
87,129
3
44,092 6
4,414,223
3
)45,181( )91,489(

, 4 6 4 )

Report of the Board of Directors

Appendix C – The Corporation's Liabilities by Payment Dates

Bonds
(Series A) (*)
Convertible
bonds
(Series B)
Loans from
financial
institutions
Total Percentage
Current maturities 181,978 - 339,725 521,703 8%
Second year 181,978 - 215,270 397,248 6%
Third year 181,978 547,184 423,479 1,152,641 18%
Fourth year 181,978 - 413,451 595,429 9%
Fifth year and thereafter 279,732 - 3,434,551 3,714,283 59%
Total payments 1,007,644 547,184 4,826,476 6,381,304 100%
Balance of discount )50,332( )1,632( )85,318( )137,282(
Total financial debt 957,312 545,552 4,741,158 6,244,022

The following are the Group's liabilities redeemable after March 31, 2025:

* Including the effect of cross-currency swaps. For details see Note 6 to the Consolidated Financial Statements.

The net total of off-balance sheet liabilities as of March 31, 2025, regarding guarantees amounted to approximately NIS 642 million.

Appendix D – Quarterly Report Regarding the Effectiveness of Internal Control over Financial Reporting and Disclosure Pursuant to Regulation 38C(a) of the Regulations for the First Quarter of 2025

Management, under the supervision of the Board of Directors of Energix Renewable Energies Ltd. (hereinafter: the "Corporation"), is responsible for designing and maintaining adequate internal control over financial reporting and disclosure in the Corporation.

In this respect, the members of management are:

    1. Asa Levinger, CEO;
    1. Tanya Friedman, CFO;

Internal control over financial reporting and disclosure includes controls and procedures established in the Corporation, which were planned by the CEO and the most senior finance officer or under their supervision, or by whoever actually performs such duties, under the supervision of the Corporation's Board of Directors, with the aim of providing reasonable assurance regarding the reliability of financial reporting and the preparation of the Financial Statements in line with law, and to assure that information the Corporation is required to disclose in the Financial Statements it issues according to law has been collected, processed, summarized and reported at the time and in the manner required by law.

Internal control includes, inter alia, controls and procedures that were designed in order to assure that information the Corporation is required to disclose is accumulated and transferred to management of the Corporation, including the CEO and the most senior finance officer or to whoever performs such duties, so that timely decisions may be made concerning the disclosure requirement.

Due to its structural limitations, internal control of financial reporting and disclosure is not intended to provide absolute certainty that misrepresentation or omission of information in the reports will be avoided or discovered.

In the annual report regarding the effectiveness of internal control over financial reporting and disclosure which was attached to the quarterly report for the period ended December 31, 2024 (hereinafter: the "Last Annual Report Regarding Internal Control"), the Board of Directors and management evaluated the internal control in the corporation; Based on this evaluation, the Board of Directors and management of the Corporation reached the conclusion that the aforesaid internal control over financial reporting and disclosure, as of December 31, 2024, is effective.

Until the date of this report, no event or matter has been brought to the attention of the Board of Directors and management that could change the assessment of the effectiveness of internal control, as found in the Last Annual Report Regarding Internal Control.

As of the Reporting Date, based on that stated in the last Quarterly Report Regarding Internal Control, and based on information which was brought to the attention of management and the Board of Directors, as aforesaid, internal control is effective.

Executive statement:

a) Declaration of CEO according to Regulation 38C(d)(1)

I, Asa Levinger, do hereby declare that:

    1. I have reviewed the quarterly report of Energix Renewable Energies Ltd. (hereinafter: the "Corporation") for the first quarter of 2025 (hereinafter – the Reports);
    1. To the best of my knowledge, the reports do not include any incorrect representation of any material fact, and are not missing any representation of any material fact, which is required in order to ensure that the representations included therein, in light of the circumstances in which those representations were included, are not misleading with reference to the period of the reports.
    1. To the best of my knowledge, the Financial Statements and any other financial information included in the Reports, adequately reflect, in all material aspects, the financial standing, operating results and cash flow of the Corporation for the dates and periods referred to in the Reports;
    1. I have disclosed, based on my most recent evaluation regarding internal control over financial reporting and disclosure, to the Corporation's Auditors, Board of Directors, and Audit and Financial Statements Review Committees:
    2. a. Allsignificant deficiencies and material weaknessesin the design or operation of internal control over financial reporting and disclosure, which could reasonably adversely affect the Corporation's ability to collect, process, summarize or report financial data so as to cast doubt on the reliability of financial the reporting and the preparation of the financial statements in line with law; and –
    3. b. Any fraud, whether or not material, which involves the CEO or anyone directly subordinated to the CEO or that involves other employees who have a significant role in internal control over financial reporting and disclosure;
    1. I, alone or together with others in the Corporation, declare that:
    2. a. I have determined such controls and procedures, or caused such controls and procedures to be determined under my supervision, to ensure that material information relating to the Corporation, including its consolidated corporations within their meaning in the Securities Regulations (Annual Financial Statements), 2010, is made known to me by others in the Corporation and within those consolidated corporations, particularly during the period in which the reports are being prepared; and –
    3. b. I have determined such controls and procedures, or caused such controls and procedures to be determined and applied under my supervision, to provide reasonable assurance regarding the reliability of the financial reporting and the preparation of the financial statements in line with the provisions of the law, including in line with generally accepted accounting principles;

c. I have not become aware of the occurrence of any event or matter during the period between the date of the last report (quarterly or periodic, as applicable) and the date of this report, which could change the conclusion of the Board of Directors and management regarding the effectiveness of internal control over financial reporting and disclosure of the entity.

Nothing in the aforesaid derogates from my responsibility or from the responsibility of any other person under the law.

_____________ ______________

May 11, 2025 Asa Levinger, CEO

Executive statement:

b) Declaration of the most senior finance officer according to Regulation 38c(d)(2)

I, Tanya Friedman, declare that:

    1. I have reviewed the interim financial statements and the other financial information which is included in the interim reports of Energix Renewable Energies Ltd. (hereinafter: the "Corporation") for the first quarter of 2025 (hereinafter: the "Reports" or the "Interim Reports");
    1. To the best of my knowledge, the Interim Financial Statements and other financial information included in these interim reports do not contain any material misrepresentations of any material fact, nor omit to state a material fact necessary so that the exhibits included therein, in light of the circumstances under which such exhibits were made, will not be misleading with respect to the reported period;
    1. To the best of my knowledge, the Interim Financial Statements and any other financial information included in the Interim Reports adequately reflect, in all material aspects, the financial standing, operating results and cash flow of the Corporation for the dates and periods referred to in the Statements;
    1. I have disclosed, based on my most recent evaluation regarding internal control over financial reporting and disclosure, to the Corporation's Auditors, Board of Directors, and Audit and Financial Statements Review Committees:
    2. a. Allsignificant deficiencies and material weaknessesin the design or operation of internal control over financial reporting and disclosure to the extent it relates to the interim financial statements and other financial information included in the interim reports, which could reasonably adversely affect the Corporation's ability to collect, process, summarize or report financial data so as to cast doubt on the reliability of the financial reporting and the preparation of the Financial Statements in accordance with the law; and –
    3. b. Any fraud, whether or not material, which involves the CEO or anyone directly subordinated to the CEO or that involves other employees who have a significant role in internal control over financial reporting and disclosure;
    1. I, alone or together with others in the Corporation, declare that:
    2. a. I have determined such controls and procedures, or caused such controls and procedures to be determined under my supervision, to ensure that material information relating to the Corporation, including its consolidated corporations within their meaning in the Securities Regulations (Annual Financial Statements) 2010, is made known to me by others in the Corporation and within those consolidated corporations, particularly during the period in which the reports are being prepared; and –
    3. b. I have determined such controls and procedures, or caused such controls and procedures to be determined and applied under my supervision, to provide reasonable assurance regarding the reliability of the financial

Report of the Board of Directors

reporting and the preparation of the financial statements in line with the provisions of the law, including in line with generally accepted accounting principles;

c. I have not become aware of the occurrence of any event or matter during the period between the date of the last periodic report (quarterly or periodic, as applicable) and the date of thisreport, which pertainsto the interim financial statements or to any other financial information which is included in the interim reports, that could change, in my assessment, the conclusion of the Board of Directors and management regarding the effectiveness of internal control over financial reporting and disclosure of the entity.

Nothing in the aforesaid derogates from my responsibility or from the responsibility of any other person under the law.

________________ _________________

May 11, 2025 Tanya Friedman, CFO

Appendix E – Details Regarding Liability Certificates Which Were Issued by the Company

1) Presented below are current data, as of March 31, 2025, in connection with the liability certificates issued by the Company:

Series
A
Series
B
Figures
as
of
March
31,
2025
(NIS
in
Thousands)
(NIS
in
Thousands)
Par
value
958,774 566,602
Value
in
the
Financial
Statements
(according
to
amortized
cost)
911,848 )*(
545,552
Market
value
879,867 503,143
Accrued
interest
1,681 224

* Excluding the equity component of convertible bonds in the amount of approximately NIS 52,900 thousand, which was carried to equity

2) Presented below are financial covenants which, if not fulfilled, will grant the holders the right to demand the immediate redemption of the bonds:

Series
A
Series
B
Value
as
of
the
Financial
ratio
Covenant Covenant Reporting
Date
Minimum
equity
At
least
NIS
360
million
At
least
NIS
500
million
NIS
2,356
million
Solo
net
financial
debt
to
solo
net
balance
sheet
Less
than
80%
*
Less
than
80%
*
34%
Net
consolidated
financial
debt
(after
deducting
systems
under
construction
and
development)
to
adjusted
EBITDA
No
more
than
18*
No
more
than
18*
3.16

* During a period of four consecutive quarters

-Unofficial Translation for Convenience Purposes Only-

As set in the Company's deed of trust, the following is the manner the covenants were calculated as of this report date:

  • (1) Calculating minimal equity: equity total capital attributed to the Company's shareholders (without equity attributed to non-controlling interests) in line with the Company's Consolidated Financial Statements. Equity as of this report date is NIS 2,356 million. As of this report date, the Company is compliance with the covenant.
  • (2) Solo net financial debt to solo net balance sheet:
    • a. Net solo financial debt the Company's aggregate debt to banking corporations, to other financial institutions (this sum as of this report date is NIS 316 million), insurance corporations (N/A), to holders of bonds of any type (NIS 1,457 million) as well as to any other body dealing in the provision of loans; with the exception of: (1) convertible bonds that as of the examination date are feasible to convert to Company shares(meaning that the economic value of the shares deriving from the conversion is higher than the liability value of the converted bonds) (N/A) and/or (2) options exercisable as Company shares; (N/A) and/or (3) preferred shares if they cannot be redeemed by their holders and no conditions exist in which the Company is required to make a redemption, but rather making the redemption is at the Company's sole discretion; (N/A) and/or (4) "lease agreement" liabilities presented in line with IFRS16 (N/A); and/or (5) loans guaranteed by assets according to the terms of which the lender has no right of recourse to the Company, with the exception of guaranteed asses (non-recourse) (N/A) and/or (6) other financial instruments the redemption of which is at the discretion of the Company only (N/A). As of this Report Date, the Company's financial debt is NIS 1,773 million. Less – cash, cash equivalents, deposits, monetary funds and tradable securities (this sum as of this report date is NIS 96 million) and financial assets for derivative transactions (this sum as of this Report Date is NIS 3.7 million), inasmuch that all of these are not restricted (with the exception of a restriction for the purpose of ensuring any financial debt that is not a non-recourse loan); all according to the Company's Separate Financial Statements. This sum as of this report date is NIS 99.7 million.

The total net solo financial debt as of this report date is NIS 1,673 million.

b. Net solo balance sheet – the balance sheet total (thus sum as of this report date is NIS 4,991 million). Less cash, cash equivalents, deposits, monetary funds and tradable securities, inasmuch that all of these are not restricted (with the exception of a restriction for the purpose of ensuring any financial debt that is not a nonrecourse loan) (this sum as of this report date is NIS 96 million); all according to the Company's Separate Financial Statements. This sum as of this report date is NIS 4,895 million.

The ratio between the net solo financial debt to solo net balance sheet is 34%. As of this report date, the Company is compliance with the covenant.

  • (3) Net consolidated financial debt (after deducting systems under construction and development) to adjusted EBITDA:
    • a. Net consolidated financial debt the Company's aggregate debt to banking corporations, to other financial institutions, insurance corporations (this sum as of this report date is NIS 4,958 million), to holders of bonds of any type (this sum as of this report date is NIS 1,457 million) as well as to any other body dealing in the provision of loans (with the exception of: (1) convertible bonds that as of the examination date are feasible to convert to Company shares (meaning that the economic value of the shares deriving from the conversion is higher than the liability value of the converted bonds) (N/A) and/or (2) options exercisable as Company shares; (N/A) and/or (3) preferred shares if they cannot be redeemed by their holders and no conditions exist in which the Company is required to make a redemption, but rather making the redemption is at the Company's sole discretion; (N/A) (4) and/or "lease agreement" liabilities presented in line with IFRS16 (N/A); and/or (5) the tax equity partner balance (N/A) and/or (6) other financial instruments the redemption of which is at the discretion of the Company only (N/A)) (N/A); as of this report date, the consolidated financial debt is NIS 6,415 million. Less – cash, cash equivalents, deposits, monetary funds and tradable securities if these are not restricted (with the exception of restrictions to guarantee any financial debt); and all in line with the Company's Consolidated Financial Statements. This sum as of this Report Date is NIS 588 million.

The total net consolidated financial debt as of this report date is NIS 5,827 million.

b. Systems under construction and in development a total of NIS 3,989 million as of this Report Date.

The total net consolidated financial debt less systems in construction and development as of this report date is NIS 1,838 million.

c. Adjusted EBITDA –

i. EBITDA is profit before financing, taxes, depreciation and amortization, and plus revenues from the sale of electricity (this sum is NIS 557 million according to data from the four quarters prior to the examination date, on a cumulative basis) – from facilities regarding which the financial asset model was applied (N/A), and plus the Company's share of the EBITDA of associated companies (N/A), all thisless capital profit or loss(including profit or loss deriving from business combination) (N/A), expenses for share-based payment according to data from the four quarters prior to the examination date on a cumulative basis (this sum is NIS 7 million); all of this in line with its Consolidated Financial Statements.

The EBITDA according to the above calculation, as of this report date, is NIS 564 million.

ii. Adjusted EBITDA – EBITDA calculated according to data from the four quarters prior to the examination date on a cumulative basis (N/A) excluding EBITDA for assets purchased during the four quarter period prior to the examination date (N/A), excluding EBITDA for assets sold during the period in question and the proceeds for which were received by the Company (N/A) and excluding the EBITDA included under "Connected electricity generating Systems" reclassified during the four quarter period prior to the examination date from "Systems under Construction and in Development" to "Connected electricity generating Systems" (the sum of the EBITDA for assets reclassified during the four quarter period prior to the examination date from "Systems under Construction and in Development to "Connected electricity generating Systems" is NIS 11 million), and plus the EBITDA of assets purchased on the basis of Annual grossing up and plus the EBITDA of electrical systems classified to cash-generating on the basis of Annual grossing up (the EBITDA sum of electrical systems classified to cash-generating on the basis of Annual grossing up is NIS 30 million). Annual grossing up means dividing the EBITDA by the number of days in the period starting from the commercial activation date and ended on the examination date, multiplied by 365. The total adjustment for assets reclassified during the four quarters prior to the examination date from "Systems under Construction and in Development" to "Connected electricity generating Systems" is NIS 18 million.

The adjusted EBITDA as of this report date is NIS 584 million.

The ratio between the net consolidated financial debt (after deducting systems under construction and development) to the adjusted EBITDA as of this Report Date is: 3.16. As of this report date, the Company is compliance with the covenant.

For additional details and information regarding the bonds (Series A) and the convertible bonds (Series B), see Note 14d(5) to the Annual Financial Statements, and Note 7g to the Consolidated Financial Statements.

-Unofficial Translation for Convenience Purposes Only-

Appendix F – Rating Reports11

    1. For the current rating report of Maalot the Israeli Securities Rating Co. Ltd., see the immediate report which was published by the Company on November 11, 2024 (reference number 2024-01-615094).
    1. For the current rating report of Midroog Ltd., see the immediate report which was published by the Company on November 10, 2024 (reference number 2024-01-614757).
    1. For the current rating report of Maalot the Israeli Securities Rating Co. Ltd., see the immediate report which was published by the Company on March 18, 2025 (reference number 2025-01-017919).
    1. For the current rating report of Midroog Ltd., see the immediate report which was published by the Company on March 18, 2025 (reference number 2025-01-017907).
    1. For the current rating report of Maalot the Israeli Securities Rating Co. Ltd., see the immediate report which was published by the Company on April 15, 2025 (reference number 2025-01-027430).

11The information provided in the aforementioned immediate reports was included in this report by way of reference.

Consolidated Interim Financial Statements As of March 31, 2025 (Unaudited)

Auditors' Review Report to the Shareholders of Energix - Renewable Energies Ltd.

Introduction

We have reviewed the attached financial information of Energix – Renewable Energies Ltd. and its consolidated companies (hereinafter: the "Company"), which includes the consolidated statement of financial position as of March 31, 2025, and the consolidated statements of income and other comprehensive income, changes in equity and cash flow, for the three month period ended that date. The Board of Directors and Management are responsible for the preparation and presentation of the financial information for these interim periods in line with IAS 34, "Interim Financial Reporting", and are also responsible for compiling the financial information for these interim periods in line with Chapter IV of the Securities Regulations (Periodic and Immediate Reports) – 1970. Our responsibility is to express a conclusion with regard to the financial information for these interim periods, based on our review.

Scope of the Review

We have conducted our review in line with Review Standard (Israel) 2410 of the Institute of Certified Public Accountants in Israel, "Review of Interim Financial Information by the Entity's Auditor." A review of interim financial information consists of inquiries, mainly with the people responsible for financial and accounting matters, and of the application of analytical and other review procedures. A review is significantly limited in scope compared to an audit which has been prepared according to generally accepted auditing standards in Israel, and as a result does not allow us to become certain that we have become aware of all material issues which may have been identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, we have not become aware of any matter which would have caused us to believe that the aforementioned financial information has not been prepared, in all material respects, in line with International Accounting Standard IAS 34.

In addition to that stated in the previous paragraph, based on our review, we have not become aware of any matter which would have caused us to believe that the aforementioned financial information does not comply, in all material respects, with the disclosure provisions under Chapter D of the Securities Regulations (Periodic and Immediate Reports) – 1970.

Brightman Almagor Zohar & Co. Certified Public Accountants A Firm in the Deloitte Global Network

Tel Aviv, May 11, 2025

משרד אילת
משרד נצרת
משרד חיפה
מרג' אבן עאמר 9
מעלה השחרור 5
המרכז העירוני
נצרת. 16100
ת.ד 583
תד 5648
מגדל הר חוצבים
חיפה. 3105502
רושלים. 914510
אילת. 8810402
טלפון: 04-8607333
טלפון: 073-3994455
טלפון: 08-6375676
טלפון: 02-5018888
פקס: 073-399445
פקס: 6371628-8
פקס: 8672528 04-867
פקס: 02-5374173
[email protected]
[email protected]
[email protected]
[email protected]
משרד בית שמש
גאל אלוו 1
45396 ח.ת
הרית המדע 3
תל אביב - משרד ראשי
[email protected] מרכז עזריאלי 1 תל אביב 1 מרכז עזריאלי 1 תל אביב 16402 ו טלפון: 1
משרד ירושלים

Condensed Consolidated Interim Statements of Financial Position

As
of
As
of
March
December
31
2025 2024 2024
NIS
in
Thousands
(Unaudited) (Audited)
Assets
Current
Assets
Cash
and
cash
equivalents
544,546 698,455 463,633
Dedicated
deposit
23,831 3,681 21,184
Restricted
cash
17,208 635,123 -
Trade
receivables
and
income
receivables
from
customers
86,812 85,263 91,307
Green
Certificates
19,779 24,591 16,656
Receivables
and
debit
balances
133,674 122,931 148,890
Total
current
assets
825,850 1,570,044 741,670
Non-current
assets
Long-term
pledged
deposit
and
restricted
cash
12,734 9,928 12,463
Long-term
dedicated
cash
6,878 - 6,747
Right-of-use
asset
633,156 649,108 617,966
Connected
electricity
generating
systems
5,970,870 5,612,583 5,674,033
Systems
under
construction
and
in
development
3,989,243 2,258,368 3,620,529
Other
fixed
assets
26,060 18,676 25,042
Other
receivables
254,363 108,623 239,391
Deferred
tax
assets,
net
236,568 190,364 232,606
Total
non-current
assets
11,129,872 8,847,650 10,428,777
Total
assets
11,955,722 10,417,694 11,170,447

Condensed Consolidated Interim Statements of Financial Position

As
of
March
As
of
December
31
2025 31
2024
2024
Thousands
(Unaudited) NIS
in
(Audited)
Liabilities
and
equity
Current
Liabilities
Short-term
credit
from
financial
institutions 147,772 1,278,373 329,749
Current
maturities
of
long-term
loans 187,615 129,900 213,978
Current
maturities
of
lease
liabilities 35,760 32,623 33,817
Current
maturities
of
bonds
174,700 74,871 74,871
Trade
payables
906,315 353,996 876,686
Payables
and
credit
balances
292,971 345,525 197,354
Short-term
unearned
income
regarding
agreement
with
Tax
Equity
Partner 214,365 )*( 210,145 228,112
Short-term
financial
liability
regarding
agreement
with
Tax
Equity
Partner 47,308 )*(
14,308
47,095
Total
current
liabilities
2,006,806 2,439,741 2,001,662
Non-current
liabilities
Loans
from
financial
institutions
4,405,770 3,018,071 4,000,646
Other
long-term
liabilities
519,329 414,848 551,310
Bonds 737,148 409,247 372,560
Convertible
bonds
545,552 535,900 543,121
Lease
liability
612,120 618,567 603,421
Long-term
accrued
income
regarding
agreement
with
Tax
Equity
Partner 529,301 )*( 578,649 549,025
Long-term
financial
liability
regarding
agreement
with
Tax
Equity
Partner 88,846 )*(
12,590
96,989
Liability
for
employee
severance
benefits,
net
1,511 1,404 1,512
Deferred
tax
liability,
net
152,448 86,567 142,040
Total
non-current
liabilities
7,592,025 5,675,843 6,860,624
Equity
Share
capital
5,495 5,491 5,495
Premium
and
capital
reserves
2,085,130 2,118,630 2,025,675
Retained
earnings
265,525 176,223 276,253
Total
equity
attributable
to
the
the
Company's
shareholders
2,356,150 2,300,344 2,307,423
Non-controlling
interests
741 1,766 738
Total
equity
2,356,891 2,302,110 2,308,161
Total
liabilities
and
equity
11,955,722 10,417,694 11,170,447
(*) Reclassified
May 11, 2025
Signing Date of the Interim
Financial Statements
Nathan Hetz
Chairman of Board of Directors
Asa Levinger
CEO
Tanya Friedman
CFO

The attached Notes constitute an inseparable part of the Concise Interim Consolidated Financial Statements.

Condensed Consolidated Interim Statements of Income

For
the
Month
Period
Ended
March
For
the
Year
Ended
December
31
2025 2024
in
2024
NIS Thousands
(Unaudited) (Audited)
Revenues
Revenues
from
the
sale
of
electricity
160,225 200,371 788,678
Revenues
from
the
production
of
green
certificates
9,068 22,177 67,532
Other
revenues,
net
578 7,932 41,418
169,871 230,480 897,628
Expenses
Maintenance
of
systems
and
others
33,727 25,709 118,499
Development,
construction
and
other
expenses
7,472 11,272 18,105
Payroll
and
related
expenses
15,898 15,627 71,289
Administrative,
headquarters
and
other
14,829 11,357 63,802
71,926 63,965 271,695
Profit
before
financing,
taxes,
depreciation
and
amortization
97,945 166,515 625,933
Depreciation
and
amortization
)58,372( )41,631( )221,830(
Profit
before
financing
and
taxes
39,573 124,884 404,103
Financing
income
6,128 3,545 27,261
Financing
expenses
)50,758( )45,176( )236,924(
Financing
expenses,
net
)44,630( )41,631( )209,663(
Profit
(loss)
after
financing,
net
)5,057( 83,253 194,440
Profit
(loss)
before
taxes
on
income
)5,057( 83,253 194,440
Taxes
on
income
)11,878( )20,658( )70,266(
Tax
income
from
the
Tax
Equity
Partner
58,927 17,470 213,834
Profit
for
the
period
41,992 80,065 338,008
Total
profit
for
the
period
attributable
to:
Profit
for
the
period
attributed
to
Company
shareholders
41,989 79,486 337,787
Profit
for
the
period
attributable
to
non-controlling
interests
3 579 221
Total
profit
for
the
period
41,992 80,065 338,008
Net
earnings
per
share
attributable
to
the
equity
holders
of
the
Company
(NIS):
Basic 0.076 0.145 0.615
Diluted 0.076 0.144 0.613
Weighted
average
share
capital
used
to
compute
the
earnings
per
share
(thousands
of
shares):
Basic 549,484 549,137 549,297
Diluted 550,518 551,056 551,242

The attached Notes constitute an inseparable part of the Concise Interim Consolidated Financial Statements.

Energix - Renewable Energies Ltd. A subsidiary of

Condensed Consolidated Interim Statements of Comprehensive Profit (Loss)

For
the
Month
Ended
Three
Period
March
31
For
the
Year
Ended
December
31
2025 2024
2024
NIS
in
Thousands
(Unaudited) (Audited)
Profit
for
the
period
41,992 80,065 338,008
Other
comprehensive
income
items
that
after
initial
recognition
in
comprehensive
income
were
or
will
be
transferred
to
profit
or
loss
Foreign
currency
translation
differences
for
foreign
operation
73,887 32,359 )1,235(
Income
(loss)
regarding
cash
flow
hedge
-
value
of
time,
net
of
tax
)3,975( 6,111 )138,928(
Loss
from
foreign
currency
differences
regarding
derivatives
designated
for
the
hedging
of
investments
in
subsidiaries
which
constitute
foreign
operations,
net
of
tax
Change
in
the
fair
value
of
cash
flow
hedging
instruments,
)37,022( )21,202( )33,803(
net
of
tax
26,398 )12,421( 115,995
Total
comprehensive
income
for
the
period
101,280 84,912 280,037
Total
comprehensive
income
(loss)
attributable
to:
The
company's
shareholders
101,277 84,333 279,816
Non-controlling
interests
3 579 221
Total
comprehensive
income
for
the
period
101,280 84,912 280,037

The attached Notes constitute an inseparable part of the Concise Interim Consolidated Financial Statements.

Condensed Consolidated Interim Statements of Changes in Equity

For the Three Months Ended March 31, 2025 (Unaudited)

Share
Capital
Premium Receipts
on
account
of
options
and
conversion
component
of
bonds
Capital
reserve
from
cash
flow
hedge
Capital
reserve
from
cash
flow
hedge
-
value
of
time
Reserve
due
to
translation
differences,
including
hedging
of
net
investment
in
a
foreign
operation
Capital
reserve
from
transactions
with
non
controlling
interests
Capital
reserve
from
transactions
with
controlling
shareholders
Retained
earnings
(accumulated
loss)
Total
equity
attributable
to
the
shareholders
of
the
Company
Non
controlling
interests
Total
equity
NIS in
Thousands
Balance
as
of
January
1,
2025
5,495 2,289,490 53,028 97,530 )174,448( )127,815( )112,622( 512 276,253 2,307,423 738 2,308,161
Profit
for
the
period
- - - - - - - - 41,989 41,989 3 41,992
Other
comprehensive
profit
(loss)
for
the
period
- - - 26,398 )3,975( 36,865 - - - 59,288 - 59,288
Exercise
of
share
options
(*)
- 167 - - - - - - )36( 131 - 131
Dividend
to
Company
shareholders - - - - - - - - )54,949( )54,949( - )54,949(
Share-based
payment
- - - - - - - - 2,268 2,268 - 2,268
Balance
as
of
March
31,
2025
5,495 2,289,657 53,028 123,928 )178,423( )90,950( )112,622( 512 265,525 2,356,150 741 2,356,891

(*) The amount includes an increase in equity due to the exercise of employee options.

The attached Notes constitute an inseparable part of the Concise Interim Consolidated Financial Statements.

For the three months ended March 31, 2024 (unaudited)

-Unofficial Translation for Convenience Purposes Only-

Energix – Renewable Energies Ltd.

Condensed Consolidated Interim Statements of Changes in Equity

Share
Capital
Premium Receipts
on
account
of
options
and
conversion
component
of
bonds
Capital
reserve
from
cash
flow
hedge
Capital
reserve
from
cash
flow
hedge
-
value
of
time
Reserve
due
to
translation
differences,
including
hedging
of
net
investment
in
a
foreign
operation
NIS
in
Capital
reserve
from
transactions
with
non
controlling
interests
Thousands
Capital
reserve
from
transactions
with
controlling
shareholders
Retained
earnings
(accumulated
loss)
Total
equity
attributable
to
the
shareholders
of
the
Company
Non
controlling
interests
Total
equity
Balance
as
of
January
1,
2024
5,486 2,280,979 53,028 )18,465( )35,520( )92,777( )79,681( 512 256,405 2,369,967 1,187 2,371,154
Profit
(loss)
for
the
period
Other
comprehensive
- - - - - - - - 79,486 79,486 579 80,065
profit(loss)
for
the
period
- - - )12,421( 6,111 11,157 - - - 4,847 - 4,847
Exercise
of
share
options
(*)
Dividend
paid
to
Company
5 5,707 - - - - - - )308( 5,404 - 5,404
shareholders - - - - - - - - )164,668( )164,668( - )164,668(
Share-based
payment
- - - - - - - - 5,308 5,308 - 5,308
Balance
as
of
March
31,
2024
5,491 2,286,686 53,028 )30,886( )29,409( )81,620( )79,681( 512 176,223 2,300,344 1,766 2,302,110

(*) The amount includes an increase in equity due to the exercise of employee options.

The attached Notes constitute an inseparable part of the Concise Interim Consolidated Financial Statements.

Condensed Consolidated Interim Statements of Changes in Equity

For the year ended December 31, 2024 (Audited)

Share
Capital
Premium Receipts
on
account
of
options
and
conversion
component
of
bonds
Capital
reserve
from
cash
flow
hedge
Capital
reserve
from
cash
flow
hedge
-
value
of
time
Reserve
due
to
translation
differences,
including
hedging
of
net
investment
in
a
foreign
operation
Capital
reserve
from
transactions
with
non
controlling
interests
Capital
reserve
from
transactions
with
controlling
shareholders
Retained
earnings
(accumulat
ed
loss)
Total
equity
attributable
to
the
shareholders
of
the
Company
Non
controlling
interests
Total
equity
NIS
in
Thousands
Balance
as
of
January
1,
2024
5,486 2,280,979 53,028 )18,465( )35,520( )92,777( )79,681( 512 256,405 2,369,967 1,187 2,371,154
Profit
for
the
period
- - - - - - - - 337,787 337,787 221 338,008
Other
comprehensive
profit
(loss)
for
the
year
- - - 115,995 )138,928( )35,038( - - - )57,971( - )57,971(
Exercise
of
share
options
(*)
9 8,511 - - - - - - )1,154( 7,366 - 7,366
Dividend
to
Company
shareholders - - - - - - - - )329,507( )329,507( - )329,507(
Share-based
payment
- - - - - - - - 12,722 12,722 - 12,722
Transaction
with
non-controlling
interests
(**)
- - - - - - )32,941( - - )32,941( )670( )33,611(
Balance
as
of
December
31,
2024 5,495 2,289,490 53,028 97,530 )174,448( )127,815( )112,622( 512 276,253 2,307,423 738 2,308,161

(*) The amount includes an increase in equity due to the exercise of employee options.

(**) See also Note 15a(4) to the Consolidated Financial Statements.

The attached Notes constitute an inseparable part of the Concise Interim Consolidated Financial Statements.

Energix – Renewable Energies Ltd. Condensed Consolidated Interim Cash Flow Reports

For
the
Year
For
the
Three
Ended
Period
Ended
March
31
December
31
2025 2024
in
2024
NIS Thousands
(Unaudited) (Audited)
Cash
flow
-
operating
activities
Profit
for
the
period
41,992 80,065 338,008
Expenses
not
involving
cash
flow
(Appendix
A)
1,741 82,908 124,660
43,733 162,973 462,668
Changes
in
working
capital
(Appendix
B)
)554( 377 )124,494(
Net
cash
from
operating
activities
43,179 163,350 338,174
Cash
flow
-
investing
activities
Investment
in
electricity
generating
systems
)442,470( )322,847( )1,428,938(
Decrease
(increase)
in
pledged
deposit
)16,789( )1,540( 636,054
Settlement
of
derivative
financial
instruments
)16,087( )18,893( )141,599(
Investment
in
other
fixed
assets
)2,890( )1,411( )10,214(
Net
cash
used
in
investing
activities
)478,236( )344,691( )944,697(
Cash
flow
-
financing
activities
Proceeds
from
the
exercise
of
options
to
shares
- 10,312 16,032
Repayment
of
liability
principal
due
to
lease
)7,964( )16,039( )19,851(
Bond
issuance
costs
)2,456( - -
Credit
raising
costs
)13,525( - )52,127(
Transaction
with
non-controlling
interests
- - )18,947(
Issuance
of
bonds
505,961 - -
Redemption
of
bond
principal
)37,247( )37,247( )74,493(
Receipt
(redemption)
of
short-term
loans
from
banking
corporations,
net
)220,858( 385,519 )524,973(
Receipt
of
financing
from
Tax
Equity
Partner
16,167 - 351,388
Repayment
of
financial
liability
to
Tax
Equity
Partner
)8,661( )881( )36,865(
Long-term
loan
received
from
financial
institutions
277,774 146,929 1,422,910
Redemption
of
long-term
loans
from
financial
institutions
)9,116( )15,119( )212,121(
Dividend
paid
to
Company
shareholders
- )164,668( )329,507(
Net
cash
from
financing
activities
500,075 308,806 521,446
Change
in
change
in
cash
and
cash
equivalents
and
in
designated
cash 65,018 127,465 )85,077(
Balance
of
cash
and
cash
equivalents
at
beginning
of
period
463,633 567,667 567,667
Balance
of
dedicated
deposit
at
the
beginning
of
the
period
27,931 3,627 3,627
Effect
of
exchange
rate
fluctuations
on
cash
and
cash
equivalents
18,673 3,377 5,347
Balance
of
cash
and
cash
equivalents
at
end
of
period
544,546 698,452 463,633
Balance
of
dedicated
deposit
at
the
end
of
the
period
30,709 3,681 27,931

The attached Notes constitute an inseparable part of the Concise Interim Consolidated Financial Statements.

Energix – Renewable Energies Ltd.

Condensed Consolidated Interim Cash Flow Reports

For
the
Three
Period
Ended
For
the
Year
Ended
December
31
2025 2024 2024
NIS
in
Thousands
(Unaudited) (Audited)
Appendix
-
Adjustments
Required
to
Present
cash
flow
from
Operating
Activities
a.
Expenses
(income)
not
involving
cash
flow:
Financing
expenses,
net
8,955 30,870 87,838
Revaluation
of
loans,
deposits
and
marketable
securities,
net
194 )1,694( )10,553(
Depreciation
and
amortization
(*)
58,372 )*(
41,631
)*( 221,830
Amortization
of
projects
in
development
(liability
for
projects
in
development)
(*)
509 )*(
5,972
)*( )27,467(
Tax
expenses
(income)
recognized
in
profit
for
the
period
)67,648( 821 )156,987(
Share-based
payment
1,359 5,308 9,999
1,741 82,908 124,660
b.
Changes
in
asset
and
liability
items
(changes
in
working
capital):
Decrease
(increase)
in
trade
receivables
and
other
receivables
and
debit
balances
Increase
in
inventory
of
green
certificates
Increase
(decrease)
in
trade
payables
and
other
payables
and
credit
balances
Non-Cash
Operations
Receivables
from
non-cash
exercise
of
share
options
Investment
in
electricity
generating
facilities
against
supplier
credit
and
credit
balances
7,790
)1,791(
)6,553(
)554(
-
282,099
)12,065(
)12,685(
25,127
377
4,038
42,129
)65,816(
)5,452(
)53,226(
)124,494(
-
855,213
Increase
of
clearing
and
restoration
provision
against
systems
under
construction
- - 18,796
Declared
dividend
54,949 - -
Increase
in
right-of-use
asset
against
lease
liability
due
to
new
lease
agreements
5,411 138,949 134,076
Additional
Information
Interest
paid
for
operating
activities
35,480 40,526 132,376
Interest
received
in
respect
of
operating
activities
2,382 10,126 25,238
Taxes
paid,
net
20,600 2,367 13,420
Interest
paid
in
respect
of
properties
under
construction
21,972 657 22,652

(*) Reclassified

The attached Notes constitute an inseparable part of the Concise Interim Consolidated Financial Statements.

Note 1 - General

a. General description of the Company and its operations

Energix - Renewable Energies Ltd. (the "Company") is a public company whose securities have been listed for trading on the Tel Aviv Stock Exchange since May 2011. The Company works on the initiation, development, construction, financing, management and operation of systems for the production and storage of electricity from renewable energy sources, with the aim of holding such systems as a long-term owner. The Company's controlling shareholder is Alony Hetz Properties and Investments Ltd. (hereinafter: "Alony Hetz").

The Company's operations are divided into the following segments:

(in) Operations to produce electricity using photovoltaic technology (the "Photovoltaic Segment"), including integrated storage - as of the Reporting Date, the Company has activities in the Photovoltaic Segment in Israel, the United States and Poland.

(ii) Operations to produce electricity from wind energy (the "Wind Energy Segment") - as of the Reporting Date, the Company has activities in the Wind Energy Segment in Israel and in Poland.

For additional information regarding the operating segments, see Note 5 below.

As part of the Company's overall activities in Israel, the United States and Poland, the total capacity of its systems in the Photovoltaic and Wind Energy Segments as of the Approval Date of this report amounts to approximately 1.4GW and 189MWh (storage) in projects in commercial operation, approximately 844MW and approximately 258MWh (storage) in projects under construction and in pre-construction, and approximately 633MW and 50MWh (storage) in projects in advanced development. The Company also has projects in development in the Photovoltaic Sector and in the Wind Energy Sector with a capacity of approximately 5GW, and initiated projects in the Storage Sector with a capacity of approximately 11GWh.

b. Definitions: Except where otherwise stated, the definitions in these Financial Statements are the same as those in the Consolidated Annual Financial Statements.

Note 2 – Basis for the Preparation of the Financial Statements

a. The Concise Consolidated Financial Statements were prepared in line with IAS 34, Interim Financial Reporting, and do not include all of the information required in the full Annual Financial Statements. They should be read in conjunction with the Financial Statements as of and for the year ended December 31, 2024 (the "Annual Financial Statements"). These reports were also prepared in line with the disclosure provisions in Chapter D of the Securities Regulations (Periodic and Immediate Reports) – 1970.

The Concise Consolidated Interim Financial Statements were approved by the Company's Board of Directors on May 11, 2025.

b. In preparing the Concise Consolidated Interim Financial Statements in line with the IFRS, Company management is required to employ its judgment and estimates, assessments and assumptions influencing implementation of the policy and the sums of assets and liabilities, revenues and expenses. Note that actual results may differ from these estimates. The Company adopted an accounting policy, presentation rules and calculation methods which are identical to those implemented in the Company's Annual Financial Statements for 2024.

c. Exchange Rates and Linkage Base

Balances in foreign currency, or linked thereto, are included in the Financial Statements according to the representative exchange rates published by the Bank of Israel and by the Central Bank of Poland as of the Reporting Date.

Balances linked to the Consumer Price Index are presented according to the last known index at the end of the Reporting Period (the index for the month preceding the month of the Reporting Date), or according to the index for the last month of the Reporting Period (the index for the month of the Reporting Date), in line with the terms of the transaction.

Presented below is information regarding the Consumer Price Index and the exchange rates of the following currencies vs. the NIS, and regarding the increase (decrease) of the Consumer Price Index and changes in the exchange rates of the following currencies vs. the NIS:

As
of
March
31/
for
the
Month
of
March
As
of
December
31/
for
the
Month
of
December
Change
for
Month
March
the
Three
Period
Ended
31
Change
for
the
Year
Ended
December
31
2025 2024 2024 2025
2024
2024
%
The
Consumer
Price
Index
(According
to
2000
Basis)
In
Israel
(actual
CPI)
154.18 149.18 152.56 1.06 0.95 3.24
In
Israel
(known
CPI)
153.42 148.34 152.98 0.29 0.29 3.43
Exchange
rate
vs.
the
NIS
PLN 0.96 0.92 0.89 7.87 0.30 )3.26(
EUR 4.02 3.97 3.80 5.71 )0.79( )5.00(
USD 3.72 3.68 3.65 1.86 1.49 0.55

Note 3 - Significant Accounting Policies Applied in the Condensed Interim Financial Statements

The judgments made by management in applying the Group's accounting policies and the principal assumptions used in the estimation of uncertainty, as well as the presentation principles and the calculation methods, were the same as those which were applied in the Annual Financial Statements,

a. The following is an addition to the Note on Accounting Policy to the 2024 Annual Financial Statements:

b. Taxes on Income – Deferred Taxes

The Company recognizes a deferred tax assets for projects in the United States mainly as a result of the cancellation of inter-company profitsfrom the construction of projects by a construction contractor that is a consolidated subsidiary and consolidated project companies and from the sale of projects between Group companies, so that the book value of the fixed assets for those projects in the United States is lower than its tax base (deductible temporary difference). The Company predicts that these temporary differences will be used against the Company's share as the taxable income of future project companies.

c. New financial reporting standards, interpretations published, and amendments to standards: Amendment to IFRS 9 "Financial Instruments" and IFRS 7 "Financial Instruments: Disclosure" (on

contracts referring to nature-dependent electricity:

In December 2024 a revision was published to IFRS 9 and to IFRS 7 on contracts referring to electricity dependent on nature.

The following are the key points of the revision:

  • The provisions exempting from the incidence of IFRS 9 for contracts for the purchase or sale of non-financial items in line with the projected purchase, sale or usage requirements of the entity (own-use exemption) have been amended to include the factors that entity is required to consider when studying whether contracts to purchase or sell electricity from renewable energy resources in which the generation of electricity is dependent on nature (such as sun or wind conditions) come under the incidence of IFRS 9.
  • The IFRS 9 cash flow hedge accounting provisions were amended so as to allow an entity using a contract for electricity from renewable energy sources dependent on nature covered by the standard (for example, a contract for the sale of electrify in line with the actual generation profile of a renewable energy facility, which is cleared in cash on a net basis) as a hedging instrument in cash flow hedging ratios (hedging projected income from the sale of electricity generated by the same renewable energy facility referred to by the hedging instrument):
    • o To designate as a hedged item a variable electricity production level in a projected deal the sale of electricity that is aligned with the variable amount of electricity that is expected to be provided by the electricity generating facility to which the hedging instrument refers, as there is an assumption that this projected deal has a high chance of taking place; and

(Unaudited)

  • o Measuring the hedged item by using the same assumptions regarding the scope of electricity production as those used by the hedging instrument, in a manner that improves the effectiveness of the hedging.
  • New disclosure requirements were added to IFRS 7 regarding contracts referring to electricity dependent on nature with certain characteristics.

The revision will come into effect for Annual reporting periods starting January 1, 2026, or subsequently, early implementation is possible. The amendment will be implemented retroactively, with the exception of the amendment to the cash flow hedge accounting provisions in IFRS9. An entity shall implement the amendment to the IFRS 9 hedge accounting provisions on a prospective basis for new hedging ratios intended on the initial implementation date of the revision or subsequently. In addition, an entity may, upon the first-time implementation of the revision, halt accounting hedging ratios in which a contract referring to electricity dependent on nature was intended as a hedging instrument before the first-time implementation date of the revision, of that hedging instrument was designated for new hedging ratios in line with the IFRS 9 hedge accounting provisions after the revision.

The Company is examining the impact of the revision on its Financial Statements.

Note 4 - Seasonality

Sunlight and wind speed in different seasons naturally have an effect on the capacity of the photovoltaic systems and wind farms. As regards the photovoltaic operations, in the spring and summer, in which the sunlight is stronger, the capacity of the photovoltaic systems is higher. In the fall and winter, in which the sunlight is relatively weak, the capacity of the systems decreases. In regards to the wind energy operations, the production of electricity is subject to changes in wind patterns over the seasons of the year, according to the specific area in which the turbines are located, and also to variations in wind patterns between the years. Based on the wind measurements made in the area of the Company's wind farms in Poland, the expectation is that the autumn and winter periods (first and fourth quarters), which are characterized by strong winds, will be the months of increased capacity in the wind farms. It is hereby clarified that actual weather conditions during a certain period may have a significant impact on the ability of the Company's facilities to produce electricity, and accordingly on its operating results as well, whether in the Photovoltaic Segment or in the Wind Energy Segment.

Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

Note 5 - Information Regarding Operating Segments

The basis of segmentation and the measurement basis for the segmental profit or loss are the same as those presented in Note 29 regarding operating segments in the Annual Consolidated Financial Statements.

The segmental results are presented after neutralizing the effects of IFRS 16 and the amendment to IAS 23 - in other words, rent payments are presented as operational rental expenses (and not as depreciation expenses and financing expenses), without taking into account specific credit costs for connected systems that became non-specific credit for systems under construction and instead, charging these sums as current financing expenses. This is in line with the information which was reviewed by the Company's Chief Operating Decision Maker (CODM). Adjustments due to the cancellation of the effects of the aforementioned standards on the segmental results are presented under the column for adjustments.

For the Three Month Period Ended March 31 2025
Photovoltaic United Wind
Israel
Total
Reportable
Segments
Unallocated
Income
(Expenses)
Adjustments Total
consolidated
Israel States Poland (*)
NIS in Thousands
(Unaudited)
Revenues
from
the
sale
of
electricity
Revenues
from
the
production
41,334 31,422 86,887 - 159,643 582 - 160,225
of
green
certificates
77 4,768 4,223 - 9,068 - - 9,068
Other
revenues,
net
261 - 317 - 578 - - 578
Maintenance
expenses
(**)
Development,
construction
(10,227) (10,598) (20,977) - (41,802) (57) 8,132 (33,727)
and
other
expenses
(***)
Payroll
and
related
expenses,
administrative,
headquarters
(580) (1,492) (1,007) (4,393) (7,472) - - (7,472)
and
other
expenses
Profit
(loss)
before
financing,
taxes,
(3,416) (10,882) (4,783) (405) (19,486) (11,241) - (30,727)
depreciation
and
amortization 27,449 13,218 64,660 (4,798) 100,529 (10,716) 8,132 97,945
Depreciation
and
amortization
)12,215( (23,970) )13,906( - (50,091) (1,147) (7,134) )58,372(
Financing
expenses,
net
Profit
(loss)
before
taxes
on
)12,016( (22,206) )23,489( (1,500) (59,211) (11,556) 26,137 )44,630(
income 3,218 (32,958) 27,265 (6,298) (8,773) (23,419) 27,135 (5,057)
Taxes
on
income
Tax
income
from
the
Tax
- - - - - )11,878( - )11,878(
Equity
Partner
- 58,927 - - 58,927 - - 58,927
Net
profit
(loss)
3,218 25,969 27,265 (6,298) 50,154 (35,297) 27,135 41,992

Energix – Renewable Energies Ltd. Notes to the Condensed Consolidated Interim Financial Statements (Unaudited) Splitting the profit for the period: Allocation of profit to noncontrolling interests 3 - - - 3 - - 3 Allocation of profit to Company shareholders 3,215 25,969 27,265 (6,298) 50,151 (35,297) 27,135 41,989 Assets of reportable segments and other operations – connected 1,240,476 3,157,662 1,483,157 - 5,881,295 - 89,575 5,970,870 Assets of reportable segments and other operations under construction 710,861 2,448,698 21,954 511,869 3,693,382 153,035 142,826 3,989,243 Other amounts 178,596 611,508 369,490 51,628 1,211,222 151,224 633,163 1,995,609 Total consolidated assets 2,129,933 6,217,868 1,874,601 563,497 10,785,899 304,259 865,564 11,955,722 Liabilities of reportable segments and other operations 1,585,204 3,753,075 1,708,867 29,010 7,076,156 1,874,797 647,878 9,598,831 Total consolidated liabilities 1,585,204 3,753,075 1,708,867 29,010 7,076,156 1,874,797 647,878 9,598,831

(*) Projects under construction.

(**) Maintenance expenses in Poland include expenses with respect to provision for impairment of Green Certificates, amounting to NIS 1.7 million as well as a land tax expenses for previous years of up to NIS 3.6 million. (***) The item includes expenses of up to NIS 4.4 million for the ARAN project.

Note 5 - Information Regarding Operating Segments (Continued)

For
the
three
month
period
ended
March
31,
2024
Photovoltaic Wind Total
Reportable
Segments
Unallocated
Income
(Expenses)
Adjustments Total
consolidated
Israel United
States
Poland Israel
(*)
NIS in
Thousands
(Unaudited)
Revenues
from
the
sale
of
electricity
32,009 17,099 150,845 - 199,953 418 - 200,371
Revenues
from
the
production
of
green
certificates 3 11,059 11,115 - 22,177 - - 22,177
Other
revenues,
net
902 - - - 902 7,030 - 7,932
Maintenance
expenses
(5,555) (11,789) (19,652) - (36,996) 150 11,137 (25,709)
Development,
construction
and
other
expenses
(**)
Payroll
and
related
- (1,327) - (4,646) (5,973) (5,299) - (11,272)
expenses,
administrative,
headquarters
and
other
expenses (2,135) (9,784) (4,220) - (16,139) (10,845) - (26,984)
Profit
(loss)
before
financing,
taxes,
depreciation
and
amortization 25,224 5,258 138,088 (4,646) 163,924 (8,546) 11,137 166,515
Depreciation
and
amortization (9,505) (8,790) (13,846) - (32,141) (932) (8,558) (41,631)
Financing
expenses,
net
(15,165) (8,756) (14,941) (1,093) (39,955) (5,849) 4,173 (41,631)
Profit
(loss)
before
taxes
on
income
554 (12,288) 109,301 (5,739) 91,828 (15,327) 6,752 83,253
Taxes
on
income
- - - - - (20,658) - (20,658)
Tax
income
from
the
Tax
Equity
Partner
- 17,470 - - 17,470 - - 17,470
Net
profit
(loss)
554 5,182 109,301 (5,739) 109,298 (35,985) 6,752 80,065
Splitting
the
profit
for
the
period:
Allocation
of
profit
to
non-controlling
interests
(189) - - - (189) - - (189)
Allocation
of
profit
to
Company
shareholders
743 5,182 109,301 (5,739) 109,487 (35,985) 6,752 80,254
Assets
of
reportable
segments
and
other
operations

connected
895,481 3,145,905 1,478,691 - 5,520,077 - 92,506 5,612,583

Assets
of
reportable
segments
and
other
operations
under
construction
Other
amounts
Total
consolidated
assets
795,025
267,231
1,957,737
807,311
1,088,475
5,041,691
76
416,726
1,895,493
531,362
24,973
556,335
2,133,774
1,797,405
9,451,256
75,840
111,852
187,692
48,754
637,486
778,746
2,258,368
2,546,743
10,417,694
Liabilities
of
reportable
segments
and
other
operations
Total
consolidated
liabilities
2,584,407
2,584,407
2,738,404
2,738,404
1,265,079
1,265,079
49,203
49,203
6,637,093
6,637,093
800,013
800,013
678,478
678,478
8,115,584
8,115,584

(*) Projects under construction and in pre-construction.

(**) Including non-recurring development expenses of NIS 1 million in respect of operations in the United States, and NIS 4 million for the ARAN project.

Note 5 - Information Regarding Operating Segments (Continued)

For the Year ended December 31, 2024
Photovoltaic Wind Total
Reportable
Segments
Unallocated
Income
(Expenses)
Adjustments Total
consolidated
Israel United
States
Poland Israel
(*)
NIS in Thousands
(Audited)
Revenues
from
the
sale
of
electricity
Revenues
from
the
production
of
green
162,681 140,151 482,514 - 785,346 3,332 - 788,678
certificates 676 32,764 34,092 - 67,532 - - 67,532
Other
revenues,
net
(***)
- 20,632 1,647 - 22,279 18,245 894 41,418
Maintenance
expenses
Development,
construction
(40,136) (37,092) (71,705) - (148,933) 44 30,390 (118,499)
and
other
expenses
(**)
Payroll
and
related
expenses,
administrative,
headquarters
and
other
(1,193) 24,103 (7,743) (18,068) (2,901) (15,204) - (18,105)
expenses
Profit
(loss)
before
financing,
taxes,
depreciation
and
(11,109) (48,278) (18,709) (2,577) (80,673) (54,418) - (135,091)
amortization 110,919 132,280 420,096 (20,645) 642,650 (48,001) 31,284 625,933
Depreciation
and
amortization
(50,335) (83,746) (56,962) - (191,043) (4,159) (26,628) (221,830)
Financing
expenses,
net
Profit
(loss)
before
taxes
(56,815) (88,106) (71,186) (4,733) (220,840) (35,222) 46,399 (209,663)
on
income
3,769 (39,572) 291,948 (25,378) 230,767 (87,382) 51,055 194,440
Taxes
on
income
Tax
income
from
the
Tax
Equity
Partner
-
-
-
213,834
-
-
-
-
-
213,834
(70,266)
-
-
-
(70,266)
213,834
Net
profit
(loss)
3,769 174,262 291,948 (25,378) 444,601 (157,648) 51,055 338,008
Splitting
the
profit
for
the
period:
Allocation
of
profit
to
non
controlling
interests
Allocation
of
profit
to
221 - - - 221 - - 221
Company
shareholders
3,548 174,262 291,948 (25,378) 444,380 (157,648) 51,055 337,787
Assets
of
reportable
segments
and
other
operations

connected
Assets
of
reportable
segments
and
other
1,182,732 3,013,739 1,387,208 - 5,583,679 - 90,354 5,674,033
operations
under
construction
753,542 2,129,325 72 511,869 3,394,808 115,301 110,421 3,620,530

-Unofficial Translation for Convenience Purposes Only-

The Financial Statements

Energix – Renewable Energies Ltd. Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

Other
amounts
157,110 671,202 312,088 47,608 1,188,008 69,908 617,968 1,875,884
Total
consolidated
assets
2,093,384 5,814,266 1,699,368 559,477 10,166,495 185,209 818,743 11,170,447
Liabilities
of
reportable
segments
and
other
operations
Total
consolidated
liabilities
1,462,230
1,462,230
3,778,039
3,778,039
1,742,585
1,742,585
32,119
32,119
7,014,973
7,014,973
1,208,575
1,208,575
638,737
638,737
8,862,285
8,862,285

(*) Projects under construction.

(**) Maintenance, development, general and administrative expenses in Poland include expenses with respect to provision for impairment of Green Certificates, amounting to approx. NIS 5.8 million – the item includes non-recurring development costs of NIS 36 million for the impairment of projects in the United States that were not carried out, as well as income from the revaluation of contingent consideration of up to approx. NIS 60 million for operations in the United States, as well as nonrecurring development costs of up to approx. NIS 7.7 million for operations in Poland, and expenses of approx. NIS 18 million for the ARAN project.

(***) Other income, net includes compensation for loss of income in the US. For details, see Note 8 (b). to the annual financial statements.

Note 6 - Financial Instruments

a. Hedge transactions:

Further to that stated in Note 31b(3) and 3c(4) to the Consolidated Annual Financial Statements, the Group uses various derivative financial instruments in order to manage the exposures to changes in currency rates, interest rates and electricity prices.

The Group has financial derivatives which are measured at fair value as follows:

(1) Financial derivatives to hedge the net investment in a foreign operation:

a) Hedging of net investment in foreign operations in Poland –

As of the Reporting Date, the Group has hedging transactions in the amount of approximately PLN 203 million. The hedges are implemented through forward transactions and cross currency swaps in the amount of approximately PLN 183 million, as specified in Note 14d(4) to the Annual Consolidated Financial Statements, with the aim of hedging the Group's exposure to effects of changes in the exchange rate on the net investment in Poland. For additional information, see Note 31b(3)(a)(1) and Note 3c(4)(c) to the Consolidated Annual Financial Statements.

b) Hedging of net investment in a foreign operation in the United States –

As of the Reporting Date, the Group has hedging transactions in the amount of USD 569 million, to hedge the Company's exposure to changes in the value of its investment in the United States, due to changes in the exchange rate. The hedge is being implemented through: (1) forward transactions; (2) cross currency swap transactions for periods of one, five and ten years, totaling approx. USD 130 million (including CCS transactions of up to USD 84 million carried out during the reported period) and (3) withdrawal of USD loans used to finance investments in the United States. For further details see Note 14d(2) to the Annual Consolidated Financial Statements.

(2) Financial derivatives for cash flow hedging:

(a) Hedging of electricity prices -

As of the Reporting Date, the Group has a deal with Shell to hedge the prices of electricity which it will sell within the framework of Virginia Projects 1, as well as deals to hedge electricity prices in 4 of the 6 projects of Virginia Projects 2, vis-à-vis a leading energy company and/or another end consumer. The Group also has electricity price hedging transactions in 2 projects in commercial operation with a total capacity of approximately 52MWp, and electricity price hedging transactions in projects in preconstruction with a total capacity of approximately 180MWp.

Energix – Renewable Energies Ltd. Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

In addition, as of this Report Date the Company has two electricity hedging agreements with a capacity of 142MWp in connection with projects in the United States. Under these agreements, it was determined that the electricity will be sold according to a mechanism based on market prices, with a defined discount, subject to a minimum price floor which the Company is entitled to receive. The difference in the actual price by virtue of the power purchase agreement and the market price on that date is settled net in cash, and the agreements are treated as derivative financial instruments.

The Company designated the hedging agreements as hedging instruments in cash flow hedge relationships in respect of the risk of a decline in market electricity prices below the minimum prices in the agreement. The effective part of the hedge (the intrinsic value in terms of spot prices) will be recognized in other comprehensive income and will be carried against the revenues from the sale of the electricity as they materialize, while the non-effective part of the hedge is carried immediately to the statement of income, under financing expenses.

The value of time and the difference between the spot prices and the forward prices of electricity are treated as the cost of the hedge, such that the resulting changes in the fair value of the hedging instrument, to the extent that they pertain to the hedged item, are recognized under other comprehensive income, and accumulated in a separate capital reserve. The balance of the change in fair value due to these components (if any) is immediately recognized in the statement of income under financing expenses.

For additional details, see Note 7c(1) to these Financial Statements, as well as Note 31b(3)(b) and Note 3c(4)(b) to the Consolidated Annual Financial Statements.

(b) Hedging of project loans at variable interest in Poland -

As of the Reporting Date, the Group has interest rate caps in connection with project loans at variable interest in Poland, to hedge against changes in the WIBOR interest rate over a rate of 2%, in respect of 70% of the total amount of the loans, for periods of 7 and 5 years (after the date of commercial operation). For additional information, see Note 14c, Note 31b(3)(b) and Note 3c(4)(b) to the Consolidated Annual Financial Statements.

(c) Fixed interest transactions in variable interest project loans in the United States –

As of the Reporting Date, the Group has interest rate swap transactions at fixed interest in connection with project loans at variable interest in the United States, in which it swapped the variable SOFR interest rate with a weighted fixed interest rate of approximately 3.4% and approximately 4%, in respect of 75% of the loan amounts, for a period of approximately 22 years, and 100% of the amount of the loan for a period of approximately 15 years, respectively (beginning from the date of commercial operation). For additional information, see Note 14d(6) to the Annual Consolidated Financial Statements.

Energix – Renewable Energies Ltd. Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

(d) Fixed interest transactions in variable interest project loans in Poland –

After the Reporting Date, the Group has deals swapping variable interest for fixed interest in Poland, to hedge against changes in the WIBOR interest rate. The transactions are in respect of 70% of the sum of the project loans taken out in Poland during 2024. The weighted interest rate for the two transactions is 4.7%-4.8%.

For additional information, see Note 14c, as well as Note 31b(2) and Note 3c(4)(b) to the Consolidated Annual Financial Statements.

b. Presentation according to fair value:

The financial instruments of the Group consist primarily of cash and cash equivalents, pledged and dedicated deposits and restricted cash, trade receivables, derivatives, other receivables and payables and credit balances, trade payables, short term credit, loans, bonds, convertible bonds and other long-term liabilities. The Group believes that the carrying amount of the aforesaid financial assets and liabilities, as presented in the Financial Statements, is close or identical to their fair value, with the exception of loans from financial institutions bearing fixed interest, the bonds (Series A), and the liability component of the convertible bonds (Series B) below.

As
of
March
31
As
of
December
31
2025 2024 2024
NIS
in
Thousands NIS
in
Thousands
(Unaudited) (Audited)
Financial
assets
at
fair
value
Derivatives:
Financial
derivatives
(foreign
currency
swap
transactions)
designated
for
hedging
- 907 6,935
Financial
derivatives
(CAP
option)
designated
as
interest
rate
hedge
55,842 72,727 57,527
Financial
derivatives
(IRS
contract)
designated
as
interest
rate
hedge
64,794 47,131 68,363
Financial
derivatives
(swap
contract)
to
hedge
electricity
prices
in
the
United
States
Financial
derivatives
(Forward
contract
to
109,626 1,661 82,076
swap
foreign
currency
transactions)
designated
for
hedging
3,480 49 23,367
233,742 122,475 238,268
Financial
liabilities
at
fair
value
Derivatives:
Financial
derivatives
(foreign
currency
swap
transactions)
designated
for
hedging
41,291 32,561 27,491
Financial
derivatives
(IRS
contract)
designated
as
interest
rate
hedge
18,373 - 7,456
Financial
derivatives
(swap
contract)
to
hedge
electricity
prices
in
the
United
States
144,717 178,462 197,250
Financial
derivatives
(interest
rate
swap)
designated
as
hedge
Financial
derivatives
(Forward
contract
to
swap
foreign
currency
transactions)
designated
- 2,271 -
for
hedging
8,656 88,257 9,480
213,037 301,551 241,678

The Company's derivatives are measured at fair value level 2, except for a financial derivative (swap contract) for hedging electricity prices in the United States, which is measured at fair value level 3, as specified below:

Energix – Renewable Energies Ltd. Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

(1) Financial instruments measured at fair value level 3

The fair value of electricity price hedging transactions in the United States is classified in these reports at level 3. When measuring the fair value of these financial derivatives, the Company uses observed market inputs as well as estimates and approximations based on inputs which are not observable, such as yield curves and future electricity prices in the American power market, and the historical standard deviation of electricity prices in the market. These estimates include assumptions regarding future electricity prices in periods when there are no observable electricity prices, and assumptions regarding the discount rates which are used in the determination of the fair value of those derivatives. Changes in these estimates and approximations may result in material changes to their fair value. These base assumptions are the result of subjective judgment in an environment which is uncertain, sometimes very significantly, and as a result, changes in the above base assumptions may result in changes in the fair value of these derivatives, sometimes significantly, and could therefore affect the Company's financial position as of March 31, 2025, and its operating results for that period.

As
of
March
2025
31, As
of
March
2024
31, As
of
December
31,
2024
Main
assumptions
used
in
the
calculation
of
fair
value:
Range Range Range
Capitalization
rate
4.45% 3.84% 5.56% 3.87% 4.47% 4.09%
Standard
deviation
57.94 41.69 - - 58.30 41.26
Range
of
future
electricity
prices
106.44 30.75 128.66 21.72 120.09 23.11
Range
of
fixed
prices
in
agreements
(*)
85.77 26.25 49.00 26.25 85.77 26.25
Range
of
lifetime
(in
years)
16.05 2.22 15.89 3.22 16.30 2.47

(*) The differences within the range are mostly due to seasonality effects

Energix – Renewable Energies Ltd. Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

For
the
Three
Month
Period
Ended
March
31
For
the
Year
Ended
December
31
2025 2024 2024
NIS
in
Thousands
NIS
in
Instruments
measured
at
Level
3
-
financial
derivatives
(swap
contract)
to
hedge
electricity
prices
in
the
United
States:
(Unaudited) Thousands
(Audited)
Balance
at
the
Beginning
of
the
Year
Initial
recognition
against
deferred
profit
(115,174)
-
(116,283)
-
(116,283)
89,400
()
Capital
reserve
from
translation
(
)
2,803 (1,738) 363
differences
Amounts
carried
to
the
statement
of
income
during
the
period
(1,373) (1,276) 6,442
Sums
charged
to
other
comprehensive
income
during
the
period
78,653 (57,504) (95,096)
Balance
at
the
end
of
the
period
(35,091) (176,801) (115,174)

(*) For information on deferred profits see Note 31 to the Consolidated Annual Financial Statements.

For
the
Three
Month
Period
Ended
March
31
2025
2024
For
the
Year
Ended
December
31
2024
NIS
in
Thousands
(Audited)
NIS
in
Thousands
(Unaudited)
Instruments
measured
at
level
3
-
Contingent
consideration
in
respect
of
deal
with
non-controlling
interests
in
the
United
States
Balance
at
the
Beginning
of
the
Year
(27,136) (82,192) (82,192)
Capital
reserve
from
translation
(528) (1,229) (1,229)
differences
Amounts
carried
to
the
statement
of
income
during
the
period
(117) (1,057) 56,285
Balance
at
the
end
of
the
period
(27,781) (84,478) (27,136)

Energix – Renewable Energies Ltd. Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

Contingent consideration in respect of deal with non-controlling interests in the United States:

Fair
value
as
of
Description
of
the
measured
instrument
March
31,
2025
Valuation
Technique
Capitalizati
on
Rate
NIS
in
Thousands
Contingent
consideration
27,781 Cash
flow
discounting
5.2%-5.4%

In addition to the above, in December 2024 the Group entered into an agreement to purchase full ownership of 4 photovoltaic projects, and as a result recognized a liability to pay contingent consideration of up to USD 17 million. As of the balance sheet date, the balance of the liability is USD 19 million.

Presented below is data regarding the fair value of financial liabilities whose carrying value is not a reasonable approximation of fair value:

March 31, 2025 March 31, 2024 December 31 2024
Fair value Carrying
Value
Including
Interest (*)
Fair value Carrying
Value
Including
Interest
(*)
Fair Value Carrying
Value
Including
Interest (*)
Financial Liabilities (Excluding CCS) NIS in Thousands NIS in Thousands
(Unaudited) (Audited)
Marketable bonds (Series A)
Convertible bonds (Series B) - liability
component
)( 879,868
)
*( 503,780
912,314
545,552
)( 443,290
)
*( 486,022
484,560
535,900
)( 416,342
)
*( 502,081
450,412
543,122
Loans from financial institutions )***( 4,633,312 4,678,703 )***( 3,116,188 3,201,452 )***( 4,228,946 4,297,223
Total 6,016,960 6,136,569 4,045,500 4,221,912 5,147,369 5,290,757

(*) After deducting the deductible balance

(**) Fair value at level 1

(***) Fair value at level 2

  • Note 7 - Additional Information Regarding Events During the Reporting Period and Events After the Reporting Date
    • a. Projects in the Photovoltaic and Photovoltaic + Storage Segment in Israel
      • (1) Projects under construction and in pre-construction:
        • a) The winning projects within the framework of competitive proceeding 2 for the construction of photovoltaic facilities combining storage capacity (some 81MWp and 299MWh): following Note 9b(1)(c)2 to the Annual Financial Statements, as of this Report Approval Date, high voltage photovoltaic projects with a capacity of 53MWp combining storage with a capacity of 189MWh are in commercial operation and the construction works of the remainder of the projects with a total capacity of 28MWp and combining storage with a capacity of 110MWh are underway.

Project construction financing - following Note 14 to the Annual Financial Statements, during the Reporting Period the Company made withdrawals in the amount of approximately NIS 92 million and an accumulated sum of NIS 365 million out of a total facility in the amount of up to NIS 400 million.

As of this Report Date, the Company has recognized assets in the amount of NIS 184 million in respect of the projects which are addressed in this competitive proceeding, which was recorded under the item for systems under construction and development and approx. NIS 318 million listed under connected power generation systems. For additional details regarding the projects, see the table in Note 10a to the Annual Reports, and Note 14c regarding the financing of the project's construction.

For additional details regarding the Company's operations in the Photovoltaic, Photovoltaic + Storage, and Wind Energy Segments in Israel, see Notes 14c, 14d(3) and 15a(1) to the Annual Reports.

b. Projects in the Photovoltaic Segment in the United States

(1) Trump Administration Reciprocal Tariffs

After this report date, over the course of April 2025 the Trump Administration established that starting April 5, 2025, importing all goods to the United States, including equipment and parts relevant to the Company's operations, would be subject to a base tariff of 10% and that additional tariffs are expected at a specific rate for each country.

The Company estimates that these import tariffs are not expected to have a material impact on its projects currently under construction or in pre-construction in the United States.

Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

(2) Projects in commercial operation, under construction and in pre-construction:

a) E4 portfolio with a total capacity of 210MWp

During the reported period and up to this Report Approval Date, commercial operation has begun of 3 projects with a capacity of 70MWh. A tax equity partner investment of USD 13 million was received for these projects, and the balance of the investment of up to NIS 54-57 million is expected to be received in the coming weeks upon the financial closing date with the tax partner.

In addition, the Company is currently in construction work of the 2 additional projects with a total capacity of approximately 140MWp.

As of the Reporting Date, the Company recognized assets in the amount of approximately NIS 94 million listed under the item for connected electricity production systems and of up to approx. NIS 737 million listed under systems under construction and in development.

b) E5 portfolio with a total capacity of 424MWp

As of this report date and as this Report Approval Date, the Company is in the process of the construction works of 4 projects in the United States with a capacity of 272MWp and towards the start of construction in an additional project with a capacity of 152MWp, which constitute the E5 projects portfolio.

As of this Report Date, the Company has recognized assets amounting to approx. NIS 753 million in respect of these projects, recognized under Systems Under Construction and Under Development.

c. Wind Energy Segment in Poland

(1) Projects in Commercial Operation

a) b) Deals for Fixing Electricity and Green Certificate Prices

  • (1) Below are details of deals to fix prices pursuant to power purchase agreements
    • a. Regarding 2024 the Company signed, via designated corporations in Poland, price fixing agreements, by virtue of electricity sales agreement for all of the wind farms in commercial operation at a rate of 72% of the scope of production of the wind farms, at an average price of PLN 670 per 1MWh, before adjustments to the production profile in practice.
    • b. Regarding 2025-2031, the Company signed, through the dedicated project corporation that holds the wind farms Banie 1+2, with a capacity of 106MW ("Banie 1+2"), fixed price agreements for 7 years, in respect of the years 2025-2031, in a scope which reflects approximately 90% of the projected annual electricity production in the wind farms Banie 1+2 (the "Long-Term Fixed Price Deals"), at a price of PLN 460-480 per 1MWh.
  • (2) For deals for setting the price of Green Certificates, see Note 31b(3)(b) to the Annual Statements.

Energix – Renewable Energies Ltd.

Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

Note 7Additional Information Regarding Events During the Reported Period and Events After this Report Date (Continued)

b) Banie 4 project (56MW): over the course of the reported period, the Company decided to enter the auction regulation by virtue of winning a rate auction. Pursuant to terms and conditions of this auction, the wind farm would be entitled to a guaranteed tariff, linked to the CPI, during commercial operation, for 15 years after entering the auction, for average electricity generating at 80% of expected electricity generating at the wind farm. The remaining electricity will be sold by the Company at market prices or under fixed-price agreements, similar to those in place for the Company's other projects in commercial operation.

c) Real Estate Tax in Poland (RET)

Following Note 30(b)(c) to the Annual Financial Statements, after the Company's legal action with the local authorities in Poland on RET (land tax) payments, during the reported period a court ruling was made in Poland regarding the Company's open assessment with one of the local authorities for 2017. The court ruling accepted the position of the local authority and accordingly, the Company recorded an additional expense in the period for land tax of up to NIS 3.6 million. The Company intends to appeal against the court ruling in coming months.

Regarding the other legal proceedings being conducted with some of the local authorities in Poland, the Company and its legal counsel estimate that the Company has made sufficient provisions for the proceedings in question.

d. Projects in the Wind and Photovoltaic Segment in Lithuania

In March 2025, the Company entered into an agreement to purchase a combined wind and photovoltaic project with a total capacity of 470MW in Lithuania (140MW wind and up to 330MWp photovoltaic), in return for €25 million, of which 80% will be paid upon completion and the remaining 20% upon the start of construction activities. Completion of the deals and transfer of the ownership of the project is subject to the issue of a building permit for the project expected in the coming weeks.

Within the framework of the Company's preparations to complete the transaction and start work on the project, in May 2025 the Company entered into an MOU to receive financing of up to €240 million to build the project and is in negotiations for engagements with contracting constructors and for purchasing the primary equipment needed for the project.

Energix – Renewable Energies Ltd.

Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

Note 7Additional Information Regarding Events During the Reported Period and Events After this Report Date (Continued)

e. Project in the Storage Sector in Poland Under Construction and in Pre-Construction with a Capacity of 100MWh

As of this report date and as of this Report Approval Date, the Company is in the midst of the construction works of a storage project in Poland with a capacity of 48MWh and has begun its preparationsfor the start of construction of an additional storage project with a capacity of approx. 52MWh.

In addition, after the balance sheet date, the Company won a capacity auction for storage capacity for 2026. This winning comes in addition to the capacity the Company won in December 2024 for 17 years starting 2029. For further information see Note 10b(3)(3)(a) to the Annual Statements.

f. Bond Series A Expansion

During the reported period, in March 2025 the Company issued bonds (Series A) by way of a series extension in the total amount of NIS 549,062 thousand par value, for a net consideration (after deducting fees and direct costs in respect of the bonds) in the total amount of NIS 503,520 thousand. The bonds' effective interest rate is 5.36%.

g. Short-Term Credit Facilities and Loans

i. The Company has credit facilities from financial institutions that are used for the provision of guarantees and short-term loans. As of the Reporting Date, the Company has credit facilities in the amount of approximately NIS 1.6 billion.

Out of the total credit facilities, the facilities used as of this report date amount to approximately NIS 790 million, which are used for guarantees and short-term loans.

  • ii. As of this Report Date, the Company has bank guarantees in connection with its connected projects in the amount of NIS 240 million (Israel – NIS 43 million, United States – NIS 88 million and Poland – NIS 109 million). Regarding projects under construction and in preconstruction, the Company has guarantees for the construction period and in connection with auctions the Company took part in, of up to NIS 221 million (Israel – NIS 50 million and the United States – NIS 171 million). Regarding projects under development, the Company has guarantees of up to NIS 181 million (Israel – NIS 5 million and United States – NIS 176 million)
  • iii. As of this Report Approval Date, the Company has bank guarantees in connection with its connected projects in the amount of NIS 241 million (Israel – NIS 43 million, United States – NIS 89 million and Poland – NIS 109 million). Regarding projects under construction and in pre-construction, the Company has guarantees for the construction period and in connection with auctions the Company took part in, of up to NIS 216 million (Israel – NIS 50 million and the United States – NIS 166 million). Regarding projects under development, the Company has guarantees of up to NIS 176 million (Israel – NIS 5 million and United States – NIS 171 million)
  • iv. During the Reporting Period, the Company increased the credit facilities in the amount of approximately NIS 150 million, of which approximately USD 20 million (approximately NIS 75 million) were signed with a banking corporation in the United States, and the remainder with a banking corporation in Israel.

Energix – Renewable Energies Ltd.

Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

Note 7Additional Information Regarding Events During the Reported Period and Events After this Report Date (Continued)

  • v. In addition, during the reported period and after this report date, the Company signed long-term credit facilities with Israel banking corporations of up to up to USD 175 million, of which some USD 50 million had been utilized as of this Report Date and an additional USD 65 million as of this Report Approval Date. Credit frameworks are for periods of one to 3 years. Against these frameworks, the Company pledged equipment in its possession that has not yet been financed with project financing.
  • vi. In April, after this report date, the Company issued non-tradable commercial securities of NIS 100 million NV at an interest rate of between 4.5% and 5%. The commercial security is for a period of one year with the option to renew by additional periods of one year each and up to a maximum period of five years. During the period each of the parties may announce that the commercial securities period has been shortened, subject to 7 days' advance notice. The Company has not provided any securities, and no financial criteria whatsoever have been set.

For additional details, see Note 14a to the Annual Statements.

h. Dividend:

For details regarding Company's dividend policy, see Note 16e to the Annual Reports.

Further to this policy, the Board of Directors determined that the dividends for 2025 will amount to a total of NIS 0.40 per share, to be paid in 4 equal quarterly payments of NIS 0.10 per share, subject to a specific resolution of the Board of Directors in each quarter.

In line with the above, in April 2025 the Company paid dividends of up to NIS 0.10 per share (approx. NIS 55 million in total) for the first quarter of 2025.

Additionally, on May 11, 2025, after the Reporting Date, the Company decided to distribute dividends for the second quarter of 2025 in the amount of NIS 0.10 per share (approximately NIS 55 million), which will be paid in June 2025.

Energix – Renewable Energies Ltd.

Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

Note 7Additional Information Regarding Events During the Reported Period and Events After this Report Date (Continued)

i. Financial Covenants

(1) Financial covenants in long term loans and credit facilities from financial institutions: The Group, through companies and partnerships that it controls, has long term loans and credit facilities from financial institutions and banking corporations which include standard financial covenants. As of this Report Date and as of this Report Approval Date, the Group is fulfilling the aforesaid covenants. For additional information regarding the financial covenants regarding the loans, see Note 14c to the Annual Reports, and Notes 7h(2) and 7h(3) below.

(2) Financial covenants in respect of bonds (Series A):

As specified in Note 14e to the Annual Financial Statements, as part of the issuance of bonds (Series A), the Company undertook that so long as the bonds remain outstanding, it will fulfill the following financial covenants:

  • Equity will not fall below a total of NIS 360 million in two consecutive quarters.
  • The ratio of solo net financial debt to the solo net balance sheet will not exceed 80% in four consecutive quarters.
  • The ratio of consolidated net financial debt, after deducting systems under construction and development, to adjusted EBITDA, will not exceed 18 for a period of four consecutive quarters.

(3) Financial covenants in respect of the bonds (Series B):

So long as the bonds have not been repaid in full, the Company undertook to fulfill the following financial covenants:

  • Equity will not fall below a total of NIS 500 million in two consecutive quarters.
  • The ratio of solo net financial debt to the solo net balance sheet will not exceed 80% in four consecutive quarters.
  • The ratio of consolidated net financial debt, after deducting systems under construction and development, to adjusted EBITDA, will not exceed 18 for a period of four consecutive quarters.

It is clarified that the terms emphasized above were defined in the trust deeds for the bonds (Series A) and for the bonds (Series B), in line with the Company's characteristics.

As of the Reporting Date and as of the Approval Date of the Report, the Company is fulfilling the financial covenants.

It is noted that the financial covenants specified above are also included as breach clauses in other loan agreements of corporations in the Group, and as a result, a breach of any of the foregoing financial covenants could give rise to grounds for demanding the immediate redemption of other loans of the Group's corporations, in a cumulative total of NIS 2,095 million as of the Reporting Date.

Energix – Renewable Energies Ltd.

Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

Note 7Additional Information Regarding Events During the Reported Period and Events After this Report Date (Continued)

j. Options granted to employees and officers

a. On March 12, 2014, the Company's Board of Directors approved, an options framework plan for employees and corporate officers of the Company, in line with the principles of the Company's compensation policy, at a scope of 42 million options, as expanded. For details regarding for details regarding from the foregoing plan, which is in effect, see Note 32 to the Annual Reports.

  • b. On February 18, 2024, the Company's Board of Directors approved a new options framework plan for officers, employees, directors, consultants and service providers. The options are not listed for trading and are exercisable into ordinary shares of NIS 0.01 par value each of the Company (subject to adjustments pursuant to provisions of the 2024 plan), and in respect of offerees who are employees in Israel, and are granted pursuant to section 102 of the Income Tax Ordinance, through a capital gains track with a trustee by virtue of section 102(b)(2) of the Income Tax Ordinance (the "2024 Plan").
  • c. On March 2, 2025, the Company's Board of Directors approved the allocation of an annual tranche of equity compensation for 2024, and equity compensation instead of a cash bonus for 2024 by virtue of the 2024 plan, subject to the receipt of approval from the tax authorities for the application of section 102 to the plan, for the CEO, directors, officers of the Company, employees of the Company in Israel, Poland and the United States, and service providers in Poland, as follows:
Employee
Capital
Remuneration
Equity
compensation
to
corporate
officers
(*)
Number
of
options
2,305,490 493,691
Including
fully
accelerated
options
in
lieu
of
cash
bonus
143,287 78,415
Number
of
recipients
109 7
Share
price
(in
NIS)
11.6 11.6
Exercise
price
(in
NIS)
(**)
12.48 12.48
Fair
value
of
option
2.81 2.81
Expected
volatility
34% 34%
Lifetime
of
the
option
(in
years)
2.83 2.83
Exercise
deadline
36
months
after
the
actual
grant
date
36
months
after
the
actual
grant
date
Risk-free
interest
rate
4.17% 4.17%
Expected
dividend
rate
- -

(*) Three female directors and one male director of the Company who are not among the controlling shareholders and who are not employees of the Company and/or officers of Alony Hetz, as well as the CFO, VP Legal Advisor and Company Secretary, and VP Business Development.

Energix – Renewable Energies Ltd.

Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

Note 7Additional Information Regarding Events During the Reported Period and Events After this Report Date (Continued)

(**)The exercise price of each option is determined according to the higher of: (A) the average of share prices on the stock exchange during the 30 trading days preceding the date of the Board of Directors' resolution to grant the options; or (B) 8% over the share price on the stock exchange at the end of the trading day preceding the date of the Board resolution to award the options. The exercise price of the options is adjusted to the dividends and as a result the impact of the expected dividend rate on the fair value of the options was not taken into account.

Fair value is estimated using the Black & Scholes model. The total economic value of the options amounts to approx. NIS 7,853 thousand. Out of said total, an amount of NIS 622 thousand will be carried immediately to profit or loss (due to their granting in lieu of a cash bonus) and the remaining NIS 7,231 thousand is expected to be amortized in a straight line over 24 months.

d. On March 2, 2025, the Company's Board of Directors approved an allocation of long term allocation to an officer, employees and service providers of the Company and of subsidiaries of the Company by virtue of the 2024 plan, subject to the tax authorities' approval of the plan, and the approval of the general meeting for an amendment to the compensation policy in respect of the grant to the officer. The fair value of options is estimated while implementing the Monte Carlo Model. The fair value is expected to be amortized to the statement of income over a period of 4-6 years in a straight line, according to the terms of the options. Presented below are details regarding the grant:

Number
of
options
2,600,280
Number
of
Recipients
7
Share
price
(in
NIS)
11.56
Exercise
price
(in
NIS)
20.23
Target
share
price
(in
NIS)
23.12
Fair
Value
of
Options
NIS
6.1
millions
Standard
Deviation
36.59%
Risk-Free
Interest
4.11%

Concise Separate Interim Financial Information As of March 31, 2025

(Unaudited)

Attn.: Shareholders of Energix - Renewable Energies Ltd.

2 Jabotinsky St. Ramat Gan

Dear Sir/Madam,

Re: Special Review Report Regarding the Separate Interim Financial Information In line with Regulation 38d of the Securities Regulations (Periodic and Immediate Reports) - 1970

Introduction

We have reviewed the separate interim financial information which is presented in line with Regulation 38D of the Securities Regulations (Periodic and Immediate Reports), 1970 of Energix – Renewable Energies Ltd. (hereinafter: "the Company") as of March 31, 2025, and for the three month period ended that date. The Board of Directors and Management are responsible for the preparation and presentation of this separate interim financial information in line with Regulation 38d of the Securities Regulations (Periodic and Immediate Reports), 1970. Our responsibility is to express our opinion on this interim separate financial information based on our review.

Scope of the Review

We have conducted our review in line with Review Standard (Israel) 2410 of the Institute of Certified Public Accountants in Israel, "Review of Interim Financial Information Prepared by the Entity's Auditor." A review of separate interim financial information consists of making inquiries, primarily with the individuals who are responsible for financial and accounting matters, and of applying analytical and other review procedures. A review is significantly limited in scope compared to an audit which has been prepared according to generally accepted Israeli auditing standards, and as a result does not allow us to reach certainty that we have become aware of all material issues which may have been identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, we have not become aware of any information which would have caused us to believe that the aforementioned separate interim financial information has not been prepared, in all material respects, in line with the provisions of Regulation 38D of the Securities Regulations (Periodic and Immediate Reports) - 1970.

Brightman Almagor Zohar & Co. Certified Public Accountants A Firm in the Deloitte Global Network

Tel Aviv, May 11, 2025

[email protected] 03-608555 מרכז עזריאלי 1 תל אביב 16402 טלפון: 16402 טלפון: 16402 תל אביב - משרד ראשי
משרד נצרת
מרג' אבן עאמר 9
נצרת, 16100
משרד אילת
המרכז העירוני
ת ד 583
אילת. 8810402
משרד חיפה
מעלה השחרור 5
ת.ד 5648
חיפה. 3105502
משרד ירושלים
קרית המדע 3
מגדל הר חוצבים
ירושלים, 914510
טלפון: 073-3994455
פקס: 073-399445
[email protected]
טלפון: 08-6375676
פקס: 08-6371628
[email protected]
טלפון: 04-8607333
פקס: 8672528 :04
[email protected]
ת.ח 45396
טלפון: 02-5018888
פקס: 02-5374173
[email protected]
משרד ראשל"צ - מתחם
מילנייה
שדרות ראשונים 23
ראשל"צ
משרד רעננה – מתחם
אינפיניטי
הפנינה 8.
רעננה
משרד בית שמש
יגאל אלון 1
בית שמש, 9906201

Energix – Renewable Energies Ltd.

Concise Interim (Separate) Financial Position Data

As
of
March
31
December
31
2025
2024
2024
NIS
in
Thousands
(Unaudited)
(Audited)
Assets
Current
Assets
Cash
and
cash
equivalents
96,208
70,539
23,545
Trade
receivables
and
income
receivable
from
customers
284
1,180
221
Receivables
-
investee
companies
178,516
2,949
147,283
Receivables
and
debit
balances
19,903
13,275
37,192
Total
current
assets
294,911
87,943
208,241
Non-current
assets
Connected
electricity
generating
systems
1,818
1,920
1,703
Systems
under
construction
and
inventory
108,619
107,128
105,537
Right-of-use
asset
4,862
6,407
5,248
Fixed
assets
15,912
11,143
15,240
Investment
in
investee
companies
4,086,597
3,490,371
3,663,703
Loan
to
an
investee
company
461,933
406,297
348,991
Other
receivables
16,417
23,956
24,568
Total
non-current
assets
4,696,158
4,047,222
4,164,990
Total
assets
4,991,069
4,135,165
4,373,231
Liabilities
and
equity
Current
Liabilities
Short
term
credit
from
financial
institutions
100,032
452,085
329,750
Current
maturities
of
bonds
174,700
74,871
74,871
Current
maturities
of
lease
liabilities
1,406
1,406
1,406
Trade
payables
4,396
172
3,475
Payables

investee
companies
10,399
22,834
9,269
Payables
and
credit
balances
100,238
122,491
41,976
Total
current
liabilities
391,171
673,859
460,747
Non-current
liabilities
Loans
from
financial
institutions
188,775
-
-
Loans
from
investee
companies
613,391
118,989
535,106
Other
long-term
liabilities
1,500
1,500
1,500
Liabilities
in
respect
of
financial
instruments
44,166
21,986
26,463
Bonds
737,148
409,247
372,560
Convertible
bonds
545,552
535,900
543,121
Lease
liability
3,914
5,536
4,331
Liability
for
employee
severance
benefits,
net
987
880
987
Payables

investee
companies
9,899
4,237
8,678
Deferred
tax
liabilities,
net
98,416
62,687
112,315
Total
non-current
liabilities
2,243,748
1,160,962
1,605,061
Equity
Share
capital
5,495
5,491
5,495
Premium
and
capital
reserves
2,085,130
2,118,630
2,025,675
Retained
earnings
265,525
176,223
276,253
Total
equity
attributable
to
the
company's
shareholders
2,356,150
2,300,344
2,307,423
Total
liabilities
and
equity
4,991,069
4,135,165
4,373,231
May
11,
2025
Signing
date
of
the
interim
Nathan
Hetz
Asa
Levinger
Tanya
Friedman
(separate)
financial
information
Chairman
of
Board
of
Directors
CEO
CFO

The accompanying supplementary information to the concise interim separate financial information is an integral part thereof.

Energix – Renewable Energies Ltd.

Condensed Interim (Separate) Comprehensive Income Data

For
the
Three
Month
Period
Ended
March
31
For
the
Year
Ended
December
31
2025 2024 2024
NIS
in
Thousands
(Unaudited) (Audited)
Revenues
Revenues
from
the
sale
of
electricity
214 214 1,036
Operating
and
other
income,
net
28,440 456 144,043
28,654 670 145,079
Expenses
Maintenance
of
systems
1,078 106 8,070
Payroll
and
related
expenses
5,086 5,933 28,706
Administrative,
headquarters
and
other
6,152 4,911 25,708
12,316 10,950 62,484
Income
(loss)
before
financing,
taxes,
depreciation
and
amortization 16,338 )10,280( 82,595
Depreciation
and
amortization
)1,606( )1,399( )6,003(
Income
(loss)
before
financing
and
taxes
14,732 )11,679( 76,592
Financing
income
46,999 36,885 228,585
Financing
expenses
)35,563( )21,621( )109,641(
Financing
income,
net
11,436 15,264 118,944
Profit
after
financing,
net
26,168 3,585 195,536
Company's
share
in
the
results
of
associates
and
joint
ventures
18,936 72,950 172,008
Profit
before
taxes
on
income
45,104 76,535 367,544
Taxes
on
income
)3,115( 2,951 )29,757(
Profit
for
the
period
attributed
to
Company
shareholders
41,989 79,486 337,787
Net
earnings
per
share
attributable
to
the
equity
holders
of
the
Company
(NIS):
Basic 0.076 0.145 0.615
Diluted 0.076 0.144 0.613
Weighted
average
share
capital
used
to
compute
the
earnings
per
share
(thousands
of
shares):
Basic 549,484 549,137 549,297
Diluted 550,518 551,056 551,242
Other
comprehensive
income
items
that
after
initial
recognition
in
comprehensive
income
were
or
will
be
transferred
to
profit
or
loss
Foreign
currency
translation
differences
for
foreign
operation
73,887 32,359 )1,235(
Income
(loss)
from
foreign
currency
differences
in
respect
of
derivatives
designated
for
the
hedging
of
investments
in
subsidiaries
which
constitute
foreign
operations,
net
of
tax
Company's
share
in
changes
in
the
capital
reserve
from
cash
flow
)37,022( )21,202( )33,803(
hedge 26,398 )12,421( 115,995
Income
(loss)
in
respect
of
cash
flow
hedge
-
value
of
time,
net
of
tax
)3,975( 6,111 )138,928(
Total
other
comprehensive
income
(loss)
for
the
year
attributable
to
the
equity
holders
of
the
Company
101,277 84,333 279,816

-Unofficial Translation for Convenience Purposes Only-

Energix – Renewable Energies Ltd.

Financial Statements

Condensed Interim (Separate) Comprehensive Income Data

The accompanying supplementary information to the concise interim separate financial information is an integral part thereof.

-Unofficial Translation for Convenience Purposes Only-

The Financial Statements

Energix – Renewable Energies Ltd. Concise Interim (Separate) Cash Flow Data

For
the
Three
Month
Period
Ended
March
31
For
the
Year
Ended
December
31
2025 2024 2024
NIS
in
Thousands
(Unaudited) (Audited)
Cash
flow
-
operating
activities
Income
for
the
period
41,989 79,486 337,787
Expenses
not
involving
cash
flow
(Appendix
A)
18,510 )139,552( 98,038
60,499 )60,066( 435,825
Changes
in
working
capital
(Appendix
B)
)27,110( 54,347 )140,153(
Net
cash
used
in
operating
activities
33,389 )5,719( 295,672
Cash
flow
-
investing
activities
Investment
in
electricity
generating
systems
)187( )311( 1,568
Investment
in
other
fixed
assets
)4,897( )710( )8,324(
Provision
of
long-term
loans
to
investees
)104,445( )336,761( 169,694
Settlement
of
financial
instruments
)16,087( )18,893( )141,599(
Investment
in
partnerships
and
investees
)256,977( 265,189 )121,133(
Net
cash
used
in
investing
activities
)382,593( )91,486( )99,794(
Cash
flow
-
financing
activities
Proceeds
from
the
exercise
of
options
to
shares
- 10,312 16,032
Capital
raising
and
credit
raising
costs
)150( - -
Redemption
of
principal
in
respect
of
lease
liability
)417( )457( )1,291(
Deal
with
non-controlling
interests
- - )18,947(
Issuance
of
bonds
505,961 - -
Bond
issuance
costs
)2,456( - -
Redemption
of
bond
principal
)37,247( )37,246( )74,493(
Receipt
of
long-term
loans
from
financial
institutions
185,587 - -
Receipt
of
short-term
loans
from
banking
corporations
- 260,174 260,175
Redemption
of
short-term
loans
from
banking
corporations
(229,736) )502( )123,156(
Dividend
paid
to
Company
shareholders
- )164,668( )329,507(
Net
cash
from
(used
in)
financing
activities
421,542 67,613 )271,187(
Change
in
cash
and
cash
equivalents
72,338 )29,592( )75,309(
Balance
of
cash
and
cash
equivalents
at
beginning
of
period 23,545 95,675 95,675
Effect
of
fluctuations
in
exchange
rates
on
cash
and
cash
equivalents
325 4,456 3,179
Balance
of
cash
and
cash
equivalents
at
end
of
period
96,208 70,539 23,545

The accompanying supplementary information to the concise interim separate financial information is an integral part thereof.

Energix – Renewable Energies Ltd. Concise Interim (Separate) Cash Flow Data

For
the
Three
Month
Period
Ended
March
31
For
the
Year
Ended
December
31
2025 2024 2024
NIS
in
Thousands
(Unaudited) (Audited)
Appendix
-
Adjustments
Required
to
Present
cash
flow
from
Operating
Activities
a.
Expenses
(income)
not
involving
cash
flow:
Financing
expenses
(income),
net
Tax
income
(expenses)
recognized
in
income
(loss)
30,427 )68,596( 227,429
for
the
period
Company's
share
in
the
results
of
associates
and
joint
3,115 )2,951( 29,757
ventures )18,936( )72,950( )172,008(
Depreciation
and
amortization
1,606 1,399 6,003
Change
in
provision
for
employee
severance
pay
- - 110
Share-based
payment
2,298 3,546 6,747
18,510 )139,552( 98,038
b.
Changes
in
asset
and
liability
items
(changes
in
working
capital):
Increase
(decrease)
in
trade
receivables,
other
receivables
and
debit
balances
Decrease
(increase)
in
receivables
and
debit
balances
)29,979( )51( )145,786(
in
respect
of
investee
companies
Increase
(decrease)
in
trade
payables
and
other
- 58,918 -
payables
and
credit
balances
Increase
(decrease)
in
trade
payables
and
other
)105( )7,618( 971
payables
and
credit
balances
of
investee
companies
2,974 3,098 4,662
)27,110( 54,347 )140,153(
Non-Cash
Operations
Declared
dividend
54,952 - -
Additional
Information
Interest
received
in
respect
of
operating
activities
518 1,222 )8,833(
Interest
paid
in
respect
of
operating
activities
8,933 5,617 19,692
Dividend
received
from
investee
companies
5,000 - 19,462
Interest
payments
in
respect
of
lease
44 58 175

The accompanying supplementary information to the concise interim separate financial information is an integral part thereof.

Supplementary Information to the Condensed Interim Separate Financial Information

Note 1 - General:

a. General

The interim separate financial information is presented in line with Regulation 38D of the Securities Regulations (Periodic and Immediate Reports) - 1970 and does not include all the information that is required under Regulation 9C and the Tenth Addendum to the Securities Regulations (Periodic and Immediate Reports) - 1970 concerning separate financial information of the entity. It should be read in conjunction with the separate financial information as of and for the year ended December 31, 2024 (hereinafter "Separate Annual Financial Statements") and in conjunction with the Consolidated Interim Financial Statements as of March 31, 2025.

b. Definitions for this Concise Separate Interim Financial Information

Company - Energix - Renewable Energies Ltd.

Investee - As defined in Note 1 to the Consolidated Financial Statements of the Company as of December 31, 2024.

Note 2 - Principal Accounting Policies Applied to the Condensed Interim Separate Financial Information

The separate financial information was drawn up in line with the accounting policies that are set out in Note 2 to the Company's separate Annual Financial Statements.

Note 3 - Material Contracts and Deals with Investees

The Company provides development, financing and administration service to its subsidiary partnerships in Israel, the United States and Poland. During the reported period and in 2024, the Company charged the subsidiary companies and partnerships a total of NIS 28 million and NIS 141 million, respectively, for the services in question.

Note 4 - Additional Information Regarding Events During the Reporting Period

For additional information regarding events during the Reporting Period and events after the Reporting Date, see Note 7 to the Consolidated Financial Statements for the period.

May 11, 2025

Attn.: Board of Directors of Energix - Renewable Energies Ltd. 2 Jabotinsky St. Ramat Gan

Dear Sir/Madam,

Re: Letter of Consent in Connection with the Shelf Prospectus of Energix Renewable Energies Ltd. from May 2022

We hereby inform you that we consent to the inclusion (including by way of reference) of our reports, as specified below, in connection with the shelf prospectus from May 2022:

    1. The review report dated May 11, 2025, regarding the Company's interim financial information as of March 31, 2025 and for the three month period ended that date.
    1. The auditor's special report dated May 11, 2025, regarding the Company's separate interim financial information as of March 31, 2025, and for the three month period ended that date, in line with Regulation 38D of the Securities Regulations (Periodic and Immediate Reports), 1970.

Respectfully,

Brightman Almagor Zohar & Co. Certified Public Accountants A Firm in the Deloitte Global Network

משרד נצרת משרד אילת משרד חיפה זשרד ירושלים
מרג' אבן עאמר 9 המרכז העירוני מעלה השחרור 5 ורית המדע 3
נצרת. 16100 ת 583 ד.ת תד 5688 וגדל הר חוצבים
אילת, 8810402 חיפה, 3105502 רושלים, 914510
45396 n.J
טלפוו: 3994455 073-3994455 טלפון: 08-6375676 טלפון: 333 04-8607333 02-5018888 טלפון:
פקס: 073-399445 פקס: 08-6371628 פקס: 8672528-04 02-5374173 :075
[email protected] [email protected] [email protected] [email protected].
משרד ראשל"צ - מתחם משרד רעננה - מתחם משרד בית שמש
מילנייה אינפיניטי גאל אלון 1
שדרות ראשונים 23 הפנינה 8. נית שמש, 1906201
.

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