Core Points - Ellomay Capital Ltd. held its annual general meeting on October 23, 2025, where several proposals were approved by the shareholders [1][4]. Group 1: Shareholder Proposals - The reelection of directors Ben Sheizaf, Ran Fridrich, Anita Leviant, and Ehud Gil was approved [4]. - An increase in the authorized share capital of the Company and related amendments to the Articles of Association and Memorandum of Association were approved [4]. - The purchase of a directors and officers liability insurance policy was approved [4]. - Updated terms of employment and payment of a bonus to Asaf Nehama, son of a controlling shareholder, were approved [4]. - Somekh Chaikin, a member of KPMG International, was reappointed as independent auditors for the fiscal year ending December 31, 2025, with the Board authorized to set their remuneration [4]. Group 2: Company Overview - Ellomay Capital Ltd. is focused on renewable energy and power generation in Europe, Israel, and the USA since 2009 [3]. - The Company has significant investments in solar power plants in Spain and Italy, with a total operating capacity of approximately 335.9 MW in Spain and 38 MW in Italy [5]. - Ellomay holds a 16.875% indirect interest in Dorad Energy Ltd., which operates a power plant in Israel with a capacity of approximately 850 MW [5]. - The Company is involved in anaerobic digestion projects in the Netherlands with a combined green gas production capacity of approximately 16.3 million Nm3 per year [5]. - Ellomay is constructing a 156 MW pumped storage hydro power plant in Israel and has solar projects in Texas with a total capacity of approximately 49 MW [5].

Financial Performance - Total revenues for the six months ended June 30, 2025, were €20,136 thousand, an increase of 3.5% compared to €19,456 thousand for the same period in 2024[5] - Operating profit (loss) for the period was €(2,369) thousand, compared to €(1,804) thousand in the prior year, indicating a decline in operational performance[5] - The company reported a loss from continuing operations of €(1,576) thousand for the six months ended June 30, 2025, an improvement from €(3,426) thousand in the same period of 2024[5] - The company reported a profit of €364,000 for the six months ended June 30, 2025, contrasting with a loss of €1,576,000 for the same period in 2024[12] - The company reported a loss before taxes of €3,347 thousand for the six months ended June 30, 2025, compared to a loss of €4,414 thousand for the same period in 2024, indicating an improvement in financial performance[83] Cash and Liquidity - Cash and cash equivalents increased to €46,500 thousand as of June 30, 2025, up from €41,134 thousand at the end of 2024, reflecting improved liquidity[4] - Cash flows from operating activities for the six months ended June 30, 2025, provided €5,053,000, compared to €468,000 for the same period in 2024[13] - As of June 30, 2025, cash and cash equivalents totaled €171,511,000, up from €139,747,000 at the end of the previous period[12] - As of June 30, 2025, short-term restricted cash increased to €13,930 thousand from €656 thousand in December 2024, while long-term restricted cash decreased to €13,128 thousand from €17,052 thousand[41] Assets and Liabilities - Total assets as of June 30, 2025, were €729,314 thousand, a rise from €677,257 thousand at the end of 2024, indicating growth in the company's asset base[4] - Total liabilities increased to €583,093 thousand as of June 30, 2025, compared to €547,972 thousand at the end of 2024, suggesting a rise in financial obligations[4] - The carrying amount of non-current liabilities, including debentures and loans, totaled €523,256,000 as of June 30, 2025[72] Equity and Shareholder Value - The share capital remained stable at €25,613 thousand, while the share premium slightly increased to €86,275 thousand as of June 30, 2025[6] - The accumulated deficit decreased to €(11,251) thousand from €(11,561) thousand at the beginning of the year, indicating a reduction in losses attributable to shareholders[6] - Total equity attributed to shareholders of the company increased to €119,141 thousand as of June 30, 2025, compared to €118,622 thousand at the end of 2024, indicating a slight growth in shareholder value[4] Investments and Projects - As of June 30, 2025, the Company owns eleven solar plants with a total installed capacity of approximately 35.9 MW in Spain, 300 MW in Talasol, 38 MW in Italy, and 27 MW in Texas, USA[15] - The Company indirectly owns 51% of solar projects in Italy with an aggregate capacity of 160 MW that have commenced construction, and 100% of projects with an aggregate capacity of 134 MW that have reached Ready to Build status[16] - The Company is developing additional solar projects in Italy, the USA, Spain, and Israel, indicating ongoing market expansion efforts[16] - Two solar projects in Texas with a total capacity of approximately 27 MW were placed in service in December 2024, and an additional 11 MW project was connected to the grid in July 2025[66] - In Italy, one solar plant with an 18 MW capacity was connected to the grid in January 2025, and construction on additional projects totaling 160 MW has commenced[67] Financing and Debt - In February 2025, the Company issued Series G Debentures amounting to NIS 214,479,000 (approximately €56.7 million), with a fixed interest rate of 6.34% per year, repayable in seven non-equal installments from 2026 to 2032[18][20] - The Series G Deed of Trust includes financial covenants requiring the Company's adjusted balance sheet equity to be no less than €80 million for two consecutive quarters[23] - The Company is required to maintain a Series G Ratio of Net Financial Debt to Adjusted EBITDA not higher than 11 for three consecutive quarters to avoid immediate repayment provisions[23] - The company entered into a $5 million revolving loan agreement in September 2025, with a term of up to one year[97] Legal and Regulatory Matters - The company is involved in ongoing legal proceedings regarding the sale of shares in Dorad, with a preliminary hearing scheduled for November 11, 2025[56] - The provision for legal claims increased significantly to €2,218 thousand as of June 30, 2025, from €515 thousand as of December 31, 2024, highlighting potential legal challenges[80] - The company plans to contest a consultancy fee claim, which is included in the provision for legal claims, indicating proactive management of potential liabilities[80] Operational Challenges - Dorad's revenues in June 2025 decreased by approximately 22% compared to the same month in the previous year due to the ongoing conflict in Israel[32] - The Company has not experienced significant impacts from the war in Israel on its operating facilities located outside of Israel, primarily in Spain, Italy, the Netherlands, and the USA[32] - The company has a seasonal cycle in solar power production, with lower output during winter months due to reduced sunlight[39] Miscellaneous - The company’s management has made significant judgments in applying accounting policies, which may affect reported amounts of assets and liabilities[38] - A right-of-use asset of €7,375 thousand has been recognized for leases of land, with a corresponding lease liability[91] - The company's lease liabilities total €33,744 thousand, with €791 thousand due within one year[93]

Core Insights - Ellomay Capital Ltd. reported its unaudited interim consolidated financial results for the first half of 2025, showing a revenue increase of approximately 3.5% compared to the same period last year, with total revenues reaching approximately €20.1 million [4][3]. Financial Overview - Total assets as of June 30, 2025, amounted to approximately €729.3 million, an increase from approximately €677.3 million as of December 31, 2024 [3]. - Revenues for the three months ended June 30, 2025, were approximately €11.3 million, slightly up from €11.2 million for the same period in 2024 [3]. - Loss for the three months ended June 30, 2025, was approximately €8.4 million, compared to a profit of approximately €1.6 million for the same period in 2024 [3]. - EBITDA for the six months ended June 30, 2025, was approximately €6.1 million, down from approximately €6.5 million for the same period in 2024 [3]. - Operating expenses decreased to approximately €9.2 million for the six months ended June 30, 2025, from approximately €9.5 million for the same period in 2024 [3]. - Financing expenses, net, were approximately €1 million for the six months ended June 30, 2025, down from approximately €2.6 million for the same period in 2024 [3]. Project Development and Future Outlook - In Italy, financing agreements were signed for solar projects totaling 198 MW, with construction on 160 MW already underway [5]. - In the USA, the construction of the first four projects (49 MW) has been completed, with three connected to the grid [6]. - In the Netherlands, the company expects to receive a license to increase production at the GGG facility by 64% [7]. - In Israel, negotiations are ongoing with the Israeli Electricity Authority for compensation related to project delays and war damage [8]. Other Financial Highlights - The company's share of profit from equity accounted investees was approximately €12 thousand for the six months ended June 30, 2025, down from approximately €1.8 million for the same period in 2024 [3]. - Other income for the six months ended June 30, 2025, was approximately €1.4 million, compared to €0 for the same period in 2024 [3]. - Tax benefit was approximately €1.8 million for the six months ended June 30, 2025, compared to €1 million for the same period in 2024 [3].

Core Viewpoint - Ellomay Capital Ltd. is set to hold its annual general meeting on October 23, 2025, to discuss key corporate matters including director reelections and financial approvals [1][2]. Meeting Agenda - The agenda includes the reelection of directors Ben Sheizaf, Ran Fridrich, Anita Leviant, and Ehud Gil [2] - Approval for an increase in authorized share capital and amendments to the Company's Articles of Association [2] - Approval of a directors and officers liability insurance policy [2] - Approval of updated employment terms and bonus payment for Asaf Nehama, son of a controlling shareholder [2] - Reappointment of Somekh Chaikin as independent auditors for the fiscal year ending December 31, 2025 [2] - Receipt and consideration of the Auditors' Report and Financial Statements for the fiscal year ended December 31, 2024 [2] Voting Eligibility and Process - Shareholders of record as of September 18, 2025, are entitled to vote at the Meeting [3] - A proxy statement will be mailed around September 19, 2025, detailing the proposals [3] - Voting can be conducted via proxy card or through the electronic system of the Israel Securities Authority [6] Special Voting Requirements - Resolutions require a majority vote from ordinary shares present at the Meeting [4] - Additional special voting requirements apply to certain proposals related to controlling shareholders [4] Company Overview - Ellomay Capital Ltd. is focused on renewable energy and power generation in Europe, Israel, and the USA [7] - The company has invested in various renewable energy projects across multiple countries including Israel, Italy, Spain, the Netherlands, and Texas, USA [8][11]

Core Viewpoint - Ellomay Capital Ltd. reported its indirect shareholding in Dorad Energy Ltd. and provided a translation of Dorad's financial results for the three and six months ended June 30, 2025, highlighting significant financial impacts due to external events and operational challenges [1][3][4]. Financial Performance - Dorad's revenues for the three months ended June 30, 2025, were approximately NIS 566.8 million, with an operating profit of approximately NIS 56.9 million [8][20]. - The company experienced a loss primarily due to an increase of approximately NIS 72.7 million in financing expenses compared to the same period in 2024, attributed to NIS/USD exchange rate fluctuations [5][21]. - Dorad's revenues in June 2025 decreased by approximately 22% compared to June 2024, influenced by military operations and economic restrictions in Israel [6]. Ownership Structure - As of June 30, 2025, Ellomay indirectly held approximately 9.4% of Dorad through its 50% ownership of Ellomay Luzon Energy, which increased to approximately 16.9% following the acquisition of an additional 15% of Dorad's share capital [1][4]. Economic and Operational Context - The Israeli economy faced significant disruptions due to military operations, leading to restrictions on movement and gatherings, which adversely affected Dorad's operations [6]. - Dorad's financial statements were prepared in accordance with International Financial Reporting Standards, and the company continues to monitor the ongoing situation and its potential long-term impacts [3][6]. Seasonal Demand - Dorad's electricity demand is seasonal, with higher consumption during summer and winter months, which affects revenue generation [7][9].

Core Viewpoint - Ellomay Capital Ltd. has successfully acquired a 15% stake in Dorad Energy Ltd., increasing its total ownership to 33.75% through its subsidiary, Ellomay Luzon Energy [1][2]. Group 1: Acquisition Details - The acquisition was executed by exercising the right of first refusal related to a sale by Zorlu Enerji Elektrik Üretim A.S., a former shareholder of Dorad [2]. - Ellomay Luzon Energy and Edelcom Ltd. each agreed to purchase 7.5% of Dorad's shares, but Edelcom's agreement was terminated due to unmet conditions, allowing Ellomay Luzon Energy to acquire the full 15% [2]. Group 2: Financial Aspects - The total consideration for the shares was approximately NIS 424 million (around €108 million), funded through a Loan Agreement with three tranches: - First Loan: NIS 175 million (approximately €45 million) with variable interest based on the Israeli Prime Rate [3]. - Second Loan: NIS 175 million (approximately €45 million) with a fixed interest rate between 5% and 6% [3]. - Third Loan: NIS 70 million (approximately €18 million) with variable interest based on the Israeli Prime Rate [3]. Group 3: Loan Agreement Terms - The repayment structure for the loans includes: - First Loan: Four semi-annual payments starting December 31, 2031 [4]. - Second Loan: Sixteen semi-annual payments starting December 31, 2025 [4]. - Third Loan: One payment due on December 31, 2025, with a possible extension until December 31, 2026 [4]. - The Loan Agreement includes a first ranking fixed pledge on the rights related to an account with the lender, where all amounts due from Dorad will be deposited [5]. Group 4: Legal Proceedings - Edelcom filed a request for injunctions to prevent the sale of shares to any third party other than itself, but the court rejected the request for ex parte relief [7]. - A hearing regarding the matter is scheduled for August 6, 2025, with updates required from Edelcom by July 22, 2025 [7]. Group 5: Company Overview - Ellomay Capital Ltd. is focused on renewable energy and power sectors in Europe, the USA, and Israel, with shares listed on NYSE American and the Tel Aviv Stock Exchange [8]. - The company has made significant investments in renewable energy projects across various countries, including Israel, Italy, Spain, the Netherlands, and Texas, USA [9].

Core Viewpoint - Ellomay Capital Ltd. has announced a private placement of 926,000 ordinary shares, which will result in an affiliate of Menora Mivtachim Holdings Ltd. becoming an interested party, holding approximately 6% of the company's outstanding shares [1][2]. Group 1: Private Placement Details - The price per share in the private placement was set at NIS 54 (approximately $16.3), with expected gross proceeds of approximately NIS 50 million [2]. - The closing prices per share on the Tel Aviv Stock Exchange were NIS 56.88 and NIS 58.53 on July 8 and July 9, 2025, respectively [2]. - The closing of the private placement is subject to regulatory approvals expected to be obtained during July 2025 [3]. Group 2: Company Overview - Ellomay Capital Ltd. is focused on renewable energy and power generation projects in Europe, the USA, and Israel since 2009 [5]. - The company has significant investments in solar power plants in Spain and Italy, as well as interests in one of Israel's largest private power plants, with a production capacity of approximately 850 MW [8]. - Ellomay is involved in various renewable energy projects, including anaerobic digestion plants in the Netherlands and pumped storage hydro power projects in Israel [8].

Core Viewpoint - Ellomay Capital Ltd. has signed long-term power purchase agreements (PPAs) with Statkraft for three solar plants in Italy, reinforcing its strategy in the renewable energy sector [1][2] Company Overview - Ellomay Capital Ltd. is an Israeli company focused on renewable energy and power generation, with operations in Europe, the USA, and Israel [3] - The company holds a 51% interest in various renewable energy projects, including approximately 335.9 MW of solar power plants in Spain and 38 MW in Italy [3] Recent Developments - The signed PPAs cover 75% of the capacity of three operating solar plants in Italy, totaling approximately 38 MW [1] - The agreements are part of Ellomay's strategy to enhance the value and stability of its renewable platform across key European markets [2] Future Plans - Ellomay aims to structure similar agreements for its remaining Italian solar portfolio, which includes 160 MW under construction, 124 MW with construction permits, and an additional 140 MW expected to receive permits soon [2][9] Strategic Partnerships - The collaboration with Statkraft, Europe's largest renewable energy generator, is expected to strengthen Ellomay's position in the market and provide long-term stability for its renewable assets [2][5] - Statkraft's involvement highlights its commitment to driving the energy transition and delivering competitive green supply solutions [5]

Core Viewpoint Ellomay Capital Ltd. reported significant financial improvements for the first quarter of 2025, including increased revenues and a return to profitability, driven by new solar projects and favorable financing conditions. Financial Overview - Total assets as of March 31, 2025, were approximately €721.2 million, up from €677.3 million as of December 31, 2024, reflecting a growth of about 6.5% [4] - Revenues for the three months ended March 31, 2025, were approximately €8.9 million, a 9% increase from €8.2 million in the same period of 2024 [4][5] - Profit for the three months ended March 31, 2025, was approximately €6.8 million, compared to a loss of approximately €4.9 million for the same period in 2024 [4] - EBITDA for the three months ended March 31, 2025, was approximately €2.9 million, an increase of about 81% from €1.6 million in the corresponding quarter last year [4][5] Revenue Drivers - The increase in revenues was primarily due to contributions from new solar facilities in Italy, specifically a 19.8 MW and an 18.1 MW project that were connected to the grid in early 2024 and January 2025, respectively [4] - Operating expenses remained stable at approximately €4.6 million for both the first quarter of 2025 and 2024 [4] Project Development and Future Outlook - In Italy, financing agreements for solar projects totaling 198 MW have been signed, with 38 MW already connected to the grid and construction of 160 MW underway [6] - In the US, the company is advancing solar projects with a capacity of approximately 50 MW, expected to begin construction in 2025 [7] - In the Netherlands, a license to increase production at the GGG facility by 64% has been received, with additional licenses in advanced stages [8] - In Israel, negotiations are ongoing with the Israeli Electricity Authority for compensation related to project delays and damages [9] Comprehensive Income - Total comprehensive income for the three months ended March 31, 2025, was approximately €1.9 million, down from €7.1 million in the same period of 2024 [4] - Total other comprehensive loss was approximately €4.9 million for the first quarter of 2025, compared to total other comprehensive income of approximately €12 million in the same quarter of 2024 [4] Financing Activities - The company issued Series G Debentures in February 2025, raising approximately NIS 214.5 million (about €56.7 million) [4]

Core Insights - Ellomay Capital Ltd. has successfully closed an investment transaction with Clal Insurance Company Ltd. for a 198 MW solar portfolio in Italy, granting Clal a 49% interest in the portfolio [1][3] Company Overview - Ellomay Capital Ltd. is an Israeli company listed on the NYSE American and the Tel Aviv Stock Exchange, focusing on renewable energy and power sectors in Europe, the USA, and Israel since 2009 [4] Investment Details - The investment transaction with Clal involves both operating projects and projects under construction and development in Italy [1] - Clal received a warrant to purchase ordinary shares of the Company as part of the transaction [2] Strategic Significance - The CEO of Ellomay highlighted the transaction as a significant milestone in the company's strategic growth and development plan, indicating strong confidence in the company's vision and leadership [3]