Ellomay Capital Reports Results for the Three Months Ended March 31, 2021

<br /> Ellomay Capital Reports Results for the Three Months Ended March 31, 2021<br />

PR Newswire


TEL AVIV, Israel

,

June 24, 2021

/PRNewswire/ —

Ellomay Capital Ltd.

(NYSE American: ELLO) (TASE: ELLO)

(“Ellomay” or the “Company”)

, a renewable energy and power generator and developer of renewable energy and power projects in

Europe

and Israel, today reported unaudited financial results for the three month period ended

March 31, 2021

.

Financial Highlights

  • Revenues were approximately €7.2 million for the three months ended

    March 31, 2021

    , compared to approximately €1.9 million for the three months ended

    March 31, 2020

    . This increase is mainly attributable to the achievement of PAC (Preliminary Acceptance Certificate) of the Talasol photovoltaic facility (the ”

    Talasol PV Plant

    “) on

    January 27, 2021

    , upon which the Company commenced recognition of revenues. The increase also resulted from the acquisition of the Groen Gas Gelderland B.V. biogas facility (the ”

    Gelderland Biogas Plant

    “) in

    December 2020

    and improved operational efficiency at the Company’s biogas plants in

    the Netherlands

    .
  • Operating expenses were approximately €3.2 million for the three months ended

    March 31, 2021

    , compared to approximately €1.1 million for the three months ended

    March 31, 2020

    . Depreciation expenses were approximately €3.1 million for the three months ended

    March 31, 2021

    , compared to approximately €0.7 million for the three months ended

    March 31, 2020

    .


    The increase in operating expenses and in depreciation expenses is mainly attributable to the achievement of PAC of the Talasol PV Plant on

    January 27, 2021



    and the Gelderland Biogas Plant acquisition in

    December 2020

    .
  • Project development costs were approximately €0.5 million for the three months ended

    March 31, 2021

    , compared to approximately €1.8 million for the three months ended

    March 31, 2020

    . The decrease in project development costs is mainly due to capitalization of expenses in connection with the pumped-hydro storage project in the Manara Cliff commencing the fourth quarter of 2020.
  • General and administrative expenses were approximately €1.3 million for the three months ended

    March 31, 2021

    , compared to approximately €1.1 million for the three months ended

    March 31, 2020

    . There was no material change in the composition of the expenses included in general and administrative expenses between the two periods.
  • Share of profits of equity accounted investee, after elimination of intercompany transactions, was approximately €0.6 million for the three months ended

    March 31, 2021

    , compared to approximately €1.3 million for the three months ended

    March 31, 2020

    . The decrease in the Company’s share of profit of equity accounted investee is mainly attributable to the decrease in Dorad Energy Ltd.’s revenues.
  • Financing expenses, net were approximately €2.8 million for the three months ended

    March 31, 2021

    , compared to approximately €0.4 million for the three months ended

    March 31, 2020

    . The increase in financing expenses, net, was mainly attributable to €0.8 million of expenses due to the early repayment of the Company’s Series B Debentures and financing expenses in connection with the Talasol PV Plant previously capitalized to fixed assets that are recognized in profit and loss starting from PAC.
  • Tax benefits were approximately €0.3 million for the three months ended

    March 31, 2021

    , compared to taxes on income of approximately €0.1 million for the three months ended

    March 31, 2020

    .
  • Loss for the three months ended

    March 31, 2021

    was approximately €2.7 million, compared to a loss of approximately €1.9 million for the three months ended

    March 31, 2020

    .
  • Total other comprehensive loss was approximately €2.4 million for the three months ended

    March 31, 2021

    , compared to other comprehensive income of approximately €14 million for the three months ended

    March 31, 2020

    . The decrease in total other comprehensive income mainly resulted from changes in fair value of cash flow hedges.
  • Total comprehensive loss was approximately €5 million for the three months ended

    March 31, 2021

    , compared to total comprehensive income of approximately €12.1 million for the three months ended

    March 31, 2020

    .
  • EBITDA was approximately €2.9 million for the three months ended

    March 31, 2021

    , compared to EBITDA loss of approximately €(0.6) million for the three months ended

    March 31, 2020

    . See the table on page 12 of this press release for a reconciliation of these numbers to profit and loss.
  • Net cash provided by


    operating activities was approximately €1.3 million for the three months ended

    March 31

    , 202

    1

    , compared to net cash used in operating activities of approximately €0.

    5

    million for the three months ended

    March 31

    , 20

    20

    . The increase is mainly attributable to the achievement of PAC of the Talasol PV Plant on

    January 27, 2021



    and the Gelderland Biogas Plant acquisition in

    December 2020

    .
  • As of

    June 1, 2021

    , the Company held approximately €78 million in cash and cash equivalents and approximately €9.8 million in restricted short-term and long-term cash.



CEO Review – First Quarter of 2021

The financial results for the first quarter of 2021 included first time results of the Talasol PV Plant (300 MW photovoltaic plant in

Spain

) and the Gelderland Biogas Plant (which has a green gas production license of 7.5 million Nm3 per year). The results of the quarter reflect an increase of approximately 270% in revenues and net cash from operating activities changed from loss in the first quarter of 2020 to profit.

During the first quarter the pumped hydro-storage project in the Manara Cliff,

Israel

(156MWh with an aggregate storage capacity of approximately 1,900 MWh), achieved financial closing and as of today the building works have commenced. In addition, we received the construction permits for the Ellomay Solar project (28 MW photovoltaic plant in

Spain

) and the building works are in progress.

In parallel to the operations of the existing portfolio and the management of the projects under construction, the Company is advancing the development of a pipeline of photovoltaic projects in

Spain

,

Italy

and

Israel

, which includes approximately 479 MW in advanced development stages and approximately 850 MW in preliminary development stages.


Talasol PV Plant (300 MW photovoltaic plant in

Spain

)

The proceeds from sale of electricity during the first quarter were approximately €4.1 and in line with the higher projected revenues for the first quarter of 2021. Based on applicable accounting rules, an amount of approximately €1 million of such proceeds (which represents revenues from the sale of electricity prior to

January 27, 2021

(the date in which the Talasol PV Plant achieved PAC)) was not recognized as revenues and was capitalized and deducted from the cost of construction. The Adjusted FFO of the Talasol PV Plant for the quarter was approximately €1.8 million (including the period prior to

January 27, 2021

of which the results were capitalized in accordance with applicable accounting rules). The efficiency of the Talasol PV Plant during the first quarter of 2021 was approximately 88.43%, compared to the constructor’s contractual undertaking for a minimal efficiency of 76.95%.


Biogas Segment –

the Netherlands

During the first quarter of 2021, the Company successfully completed the integration of the  Gelderland Biogas Plant. This plant is equal in size to the two other plants owned by the Company (combined) and is characterized by advanced manufacturing equipment. The existing equipment enables an increase of approximately 20% of production (subject to receipt of required permits) and the plant includes additional land owned by the project company which will enable additional expansion. The biogas segment of the Company produced revenues of approximately €3.1 million and contributed approximately €0.6 million of FFO during the first quarter of 2021. The Company has a plan for additional improvements and enhancements underway that includes improvements in the processes and the expansion of existing facilities.


Photovoltaic Segment in

Spain

(7.9 MW subsidized by

Spain

)

The results of these plants for the first quarter of 2021 were in line with the expectations and contributed revenues of approximately €0.8 million and FFO of approximately €0.7 million.


Talmei Yosef PV Plant (9 MW photovoltaic plant in

Israel

)

The results of the Talmei Yosef PV Plant for the first quarter of 2021 were in line with the expectations and contributed adjusted revenues of approximately €0.8 million (adjusted to present the revenues based on the fixed asset model and not as a financial asset under IFRIC 12) and Adjusted FFO of approximately €0.5 million.


Dorad Power Plant (9.375% indirectly owned by the Company)

The results of the Dorad power plant for the first quarter of 2021 were in line with expectations. The Company’s share of the net profit was approximately €0.62 million.

The 2021 first quarter’s results of the Company, taking into account the results of the Talasol PV Plant for the period until

January 27, 2021

that was not recognized in profit and loss, support the annual projections included in the Company’s investor presentation published in

May 2021

.

The Company’s PV operations, including the Talasol PV Plant, are affected by seasonality. The first quarter is characterized by lower radiation resulting in relatively lower revenues. Therefore, the second quarter’s revenues of the Company’s PV operations are expected to be significantly higher. For example, commencing

April 1, 2021

and until today, the Talasol PV Plant produced revenues in the amount of approximately €9 million.

The financing expenses for the quarter included the cost of the early repayment of the Company’s Series B debentures and the settlement of the related hedging transactions for an aggregate cost of approximately €1.1 million and its exchange for the Series C debentures that bear a lower interest rate will in the future compensate for the cost of the early repayment.


Use of NON-IFRS Financial Measures

EBITDA, FFO and Adjusted FFO are non-IFRS measures. EBITDA is defined as earnings before financial expenses, net, taxes, depreciation and amortization and FFO (funds from operations) and Adjusted FFO are calculated by adding depreciation and amortization expenses to operating profit (loss) and deducting interest expenses on loans. The Company uses the terms “Adjusted FFO” to highlight the fact that the Company presents the revenues from the Talmei Yosef PV Plant under the fixed asset model and not under IFRIC 12 and includes the financial results of the Talasol PV plant for the period prior to achievement of PAC that were not recognized in the profit and loss statement based on accounting rules. The Company presents these measures in order to enhance the understanding of the Company’s operating performance and to enable comparability between periods. While the Company considers these non-IFRS measures to be important measures of comparative operating performance, these non-IFRS measures should not be considered in isolation or as a substitute for net income or other statement of operations or cash flow data prepared in accordance with IFRS as a measure of profitability or liquidity. These non-IFRS measures do not take into account the Company’s commitments, including capital expenditures and restricted cash and, accordingly, are not necessarily indicative of amounts that may be available for discretionary uses. In addition, Adjusted FFO does not represent and is not an alternative to cash flow from operations as defined by IFRS and is not an indication of cash available to fund all cash flow needs, including the ability to make distributions. Not all companies calculate EBITDA, FFO or Adjusted FFO in the same manner, and the measures as presented may not be comparable to similarly-titled measures presented by other companies. The Company’s actual EBITDA, FFO and Adjusted FFO may not be indicative of the Company’s historic operating results; nor is it meant to be predictive of potential future results. The Company uses these measures internally as performance measures and believes that when these measures are combined with IFRS measures they add useful information concerning the Company’s operating performance. A reconciliation between results on an IFRS and non-IFRS basis is provided on page 12 of this press release.


About Ellomay Capital Ltd.

Ellomay is an Israeli based company whose shares are registered with the NYSE American and with the Tel Aviv Stock Exchange under the trading symbol “ELLO”. Since 2009, Ellomay Capital focuses its business in the renewable energy and power sectors in

Europe

and

Israel

.

To date, Ellomay has evaluated numerous opportunities and invested significant funds in the renewable, clean energy and natural resources industries in

Israel

,

Italy

and

Spain

, including:

  • Approximately 7.9MW of photovoltaic power plants in

    Spain

    and a photovoltaic power plant of approximately 9 MW in

    Israel

    ;
  • 9.375% indirect interest in Dorad Energy Ltd., which owns and operates one of

    Israel’s

    largest private power plants with production capacity of approximately 860MW, representing about 6%-8% of

    Israel’s

    total current electricity consumption;
  • 51% of Talasol, which owns a photovoltaic plant with a peak capacity of 300MW in the municipality of Talaván, Cáceres,

    Spain

    ;
  • Groen Gas Goor B.V., Groen Gas Oude-Tonge B.V. and Groen Gas Gelderland B.V., project companies operating anaerobic digestion plants in the

    Netherlands

    , with a green gas production capacity of approximately 3 million, 3.8 million and 9.5 million (with a license to produce 7.5 million) Nm3 per year, respectively;
  • 83.333% of Ellomay Pumped Storage (2014) Ltd., which is involved in a project to construct a 156 MW pumped storage hydro power plant in the Manara Cliff,

    Israel

    .

For more information about Ellomay, visit

http://www.ellomay.com

.


Information Relating to Forward-Looking Statements

This press release contains forward-looking statements that involve substantial risks and uncertainties, including statements that are based on the current expectations and assumptions of the Company’s management. All statements, other than statements of historical facts, included in this press release regarding the Company’s plans and objectives, expectations and assumptions of management are forward-looking statements.  The use of certain words, including the words “estimate,” “project,” “intend,” “expect,” “believe” and similar expressions are intended to identify forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  The Company may not actually achieve the plans, intentions or expectations disclosed in the forward-looking statements and you should not place undue reliance on the Company’s forward-looking statements. Various important factors could cause actual results or events to differ materially from those that may be expressed or implied by the Company’s forward-looking statements, including the impact of the Covid-19 pandemic on the Company’s operations and projects, including in connection with steps taken by authorities in countries in which the Company operates, changes in the market price of electricity and in demand, regulatory changes, changes in the supply and prices of resources required for the operation of the Company’s facilities (such as waste and natural gas) and in the price of oil, and technical and other disruptions in the operations or construction of the power plants owned by the Company. These and other risks and uncertainties associated with the Company’s business are described in greater detail in the filings the Company makes from time to time with Securities and Exchange Commission, including its Annual Report on Form 20-F. The forward-looking statements are made as of this date and the Company does not undertake any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.


Contact:



Kalia Weintraub


CFO

Tel: +972 (3) 797-1111

Email:

[email protected]


Ellomay Capital Ltd. and its Subsidiaries


Condensed Consolidated Interim Statements of Financial Position



March 31



December 31,



March 31,



2021



2020



2021



Unaudited



Audited



Unaudited



€ in thousands



Convenience Translation into

US$ in thousands*



*




Assets



Current assets:


Cash and cash equivalents



105,020


66,845



123,249


Marketable securities






1,761






Short term deposits






8,113






Restricted cash



2,500





2,934


Receivable from concession project



1,533


1,491



1,799


Trade and other receivables



9,071


9,825



10,646



118,124


88,035



138,628



Non-current assets


Investment in equity accounted investee



33,229


32,234



38,997


Advances on account of investments



2,430


2,423



2,852


Receivable from concession project



25,009


25,036



29,350


Fixed assets



278,363


264,095



326,680


Right-of-use asset



12,473


17,209



14,638


Intangible asset



4,552


4,604



5,342


Restricted cash and deposits



7,025


9,931



8,244


Deferred tax



4,896


3,605



5,746


Long term receivables



66


2,762



77


Derivatives



5,480


10,238



6,431



373,523


372,137



438,357



Total assets



491,647


460,172



576,985



Liabilities and Equity



Current liabilities


Current maturities of long term bank loans



13,331


10,232



15,645


Current maturities of long term loans



3,549


4,021



4,165


Debentures



8,295


10,600



9,735


Trade payables



2,380


12,387



2,793


Other payables



10,232


7,912



12,008



37,787


45,152



44,346



Non-current liabilities


Lease liability



12,455


17,299



14,617


Long-term loans



151,988


134,520



178,369


Other long-term bank loans



54,015


49,396



63,391


Debentures



92,941


72,124



109,073


Deferred tax



7,982


7,806



9,367


Other long-term liabilities



4,351


513



5,106


Derivatives



6,308


8,336



7,403



330,040


289,994



387,326



Total liabilities



367,827


335,146



431,672



Equity


Share capital



25,578


25,102



30,018


Share premium



85,756


82,401



100,641


Treasury shares



(1,736)


(1,736)



(2,037)


Transaction reserve with non-controlling Interests



5,145


6,106



6,038


Reserves



3,052


4,164



3,582


Retained earnings



6,122


8,191



7,185


Total equity attributed to shareholders of the Company



123,917


124,228



145,427


Non-Controlling Interest



(97)


798



(114)



Total equity



123,820


125,026



145,313



Total liabilities and equity



491,647


460,172



576,985


* Convenience translation into US$ (exchange rate as at March 31, 2021: euro 1 = US$ 1.174)




Ellomay Capital Ltd. and its Subsidiaries


Condensed Consolidated Interim Statements of Comprehensive Profit (Loss)



For the three months

ended March 31,



For the year ended

December 31,



For the three months

ended March 31,



2021



2020



2020



2021



Unaudited



Audited



Unaudited





€ in thousands*





€ in thousands*



Convenience

Translation into

US$** in thousands*


Revenues



7,200


1,943


9,645



8,450


Operating expenses



(3,217)


(1,061)


(4,951)



(3,775)


Depreciation and amortization



(3,051)


(726)


(2,975)



(3,581)



Gross profit



932


156


1,719



1,094


Project development costs



(505)


(1,754)


(3,491)



(593)


General and administrative expenses



(1,263)


(1,081)


(4,512)



(1,482)


Share of profits of equity accounted investee



617


1,331


1,525



724


Other expenses, net








2,100







Operating loss



(219)


(1,348)


(2,659)



(257)


Financing income



912


425


2,134



1,070


Financing income in connection with derivatives, net



(124)


954


1,094



(146)


Financing expenses



(3,554)


(1,792)


(6,862)



(4,171)


Financing expenses, net



(2,766)


(413)


(3,634)



(3,247)



Loss before taxes on income



(2,985)


(1,761)


(6,293)



(3,504)


Tax benefit (Taxes on income)



319


(104)


125



374



Loss for the period



(2,666)


(1,865)


(6,168)



(3,130)



Loss attributable to:


Owners of the Company



(2,069)


(1,417)


(4,627)



(2,428)


Non-controlling interests



(597)


(448)


(1,541)



(702)



Loss for the period



(2,666)


(1,865)


(6,168)



(3,130)



Other comprehensive income (loss) items that after



initial recognition in comprehensive income (loss)



were or will be transferred to profit or loss:


Foreign currency translation differences for foreign operations



562


(199)


(482)



660


Effective portion of change in fair value of cash flow hedges



(1,929)


14,112


2,210



(2,264)


Net change in fair value of cash flow hedges transferred to profit or loss



(1,004)


103


555



(1,178)



Total other comprehensive income (loss)



(2,371)


14,016


2,283



(2,782)



Total other comprehensive  income (loss) attributable to:


Owners of the Company



(1,112)


6,901


881



(1,305)


Non-controlling interests



(1,259)


7,115


1,402



(1,477)



Total other comprehensive income (loss) for the period



(2,371)


14,016


2,283



(2,782)



Total comprehensive


income

(

loss) for the period



(5,037)


12,151


(3,885)



(5,912)



Total comprehensive income (loss) attributable to:


Owners of the Company



(3,181)


5,484


(3,746)



(3,733)


Non-controlling interests



(1,856)


6,667


(139)



(2,179)



Total comprehensive


income

(

loss) for the period



(5,037)


12,151


(3,885)



(5,912)



Basic net loss per share



(0.16)


(0.12)


(0.38)



(0.19)



Diluted net loss per share



(0.16)


(0.12)


(0.38)



(0.19)


* Except per share data


** Convenience translation into US$ (exchange rate as at March 31, 2021: euro 1 = US$ 1.174)


Ellomay Capital Ltd. and its Subsidiaries


Condensed Consolidated Interim Statements of Changes in Equity



Attributable to shareholders of the Company



Non- controlling



Total



Interests



Equity



Share

capital



Share

premium





Retained

earnings



Treasury

shares



Translation

reserve from



foreign

operations



Hedging

Reserve




Interests

Transaction

reserve with





non-controlling

Interests




Total









in thousands




For the three month ended March 31, 2021 (unaudited):



Balance as at January 1, 2021



25,102



82,401



8,191



(1,736)



3,823



341



6,106



124,228



798



125,026



Loss for the period











(2,069)



















(2,069)



(597)



(2,666)



Other comprehensive income (loss) for the period



















558



(1,670)







(1,112)



(1,259)



(2,371)



Total comprehensive income (loss) for the period











(2,069)







558



(1,670)







(3,181)



(1,856)



(5,037)



Transactions with owners of the Company,  recognized directly in equity:




Buy of shares in subsidiaries from non-controlling interests




























(961)



(961)



961








Warrants exercise




454



3,348























3,802







3,802




Options exercise




22



























22







22




Share-based payments








7























7







7



Balance as at



March 31, 2021



25,578



85,756



6,122



(1,736)



4,381



(1,329)



5,145



123,917



(97)



123,820



Attributable to shareholders of the Company



Non- controlling



Total



Interests



Equity



Share capital



Share premium





Retained earnings



Treasury shares



Translation reserve from



foreign operations



Hedging Reserve




Interests Transaction reserve with





non-controlling Interests




Total









in thousands




For the three month ended March 31, 2020 (unaudited):



Balance as at January 1, 2020


21,998


64,160


12,818


(1,736)


4,356


(1,073)


6,106


106,629


937


107,566



Loss for the period






(1,417)










(1,417)


(448)


(1,865)



Other comprehensive income (loss) for the period










(223)


7,124




6,901


7,115


14,016



Total comprehensive income (loss) for the period






(1,417)




(223)


7,124




5,484


6,667


12,151



Transactions with owners of the Company,  recognized directly in equity:




Issuance of ordinary shares



1,935


11,253












13,188




13,188




Share-based payments





14












14




14



Balance as at



March 31, 2020


23,933


75,427


11,401


(1,736)


4,133


6,051


6,106


125,315


7,604


132,919



Ellomay Capital Ltd. and its Subsidiaries


Condensed Consolidated Interim Statements of Changes in Equity (cont’d)



Attributable to shareholders of the Company



Non- controlling



Total



Interests



Equity



Share capital



Share premium





Retained earnings



Treasury shares



Translation reserve from



foreign operations



Hedging Reserve




Interests Transaction reserve with





non-controlling Interests




Total









in thousands




For the year ended



December 31, 2020 (Audited):



Balance as at January 1, 2020


21,998


64,160


12,818


(1,736)


4,356


(1,073)


6,106


106,629


937


107,566



Loss


for the year






(4,627)










(4,627)


(1,541)


(6,168)



Other comprehensive income (loss) for the year










(533)


1,414




881


1,402


2,283



Total comprehensive income (loss) for the year






(4,627)




(533)


1,414




(3,746)


(139)


(3,885)



Transactions with owners of the Company,  recognized directly in equity:



Issuance of ordinary shares


3,084


18,191












21,275




21,275



Options exercise


20














20




20



Share-based payments




50












50




50



Balance as at



December 31, 2020


25,102


82,401


8,191


(1,736)


3,823


341


6,106


124,228


798


125,026



Ellomay Capital Ltd. and its Subsidiaries


Condensed Consolidated Interim Statements of Changes in Equity (cont’d)



Attributable to shareholders of the Company



Non- controlling



Total



Interests



Equity



Share capital



Share premium





Retained earnings



Treasury shares



Translation reserve from



foreign operations



Hedging Reserve




Interests Transaction reserve with





non-controlling Interests




Total




Convenience translation into US$ (exchange rate as at March 3





1





, 2021: euro 1 = US$ 1.174)





For the three month ended March 31, 2021 (unaudited):





Balance as at January 1, 2021




29,459



96,704



9,613



(2,037)



4,487



400



7,166



145,792



937



146,729




Loss for the period












(2,428)



















(2,428)



(702)



(3,130)




Other comprehensive income (loss) for the period




















655



(1,960)







(1,305)



(1,477)



(2,782)




Total comprehensive income (loss) for the period












(2,428)







655



(1,960)







(3,733)



(2,179)



(5,912)




Transactions with owners of the Company,  recognized directly in equity:





Buy of shares in subsidiaries from non-controlling interests




























(1,128)



(1,128)



1,128








Warrants exercise




533



3,929























4,462







4,462




Options exercise




26



























26







26




Share-based payments








8























8







8




Balance as at





March 31, 2021




30,018



100,641



7,185



(2,037)



5,142



(1,560)



6,038



145,427



(114)



145,313


Ellomay Capital Ltd. and its Subsidiaries


Condensed Consolidated Interim Statements of Cash Flows




For the three months

ended March 31,





For the year ended

December 31,





For the three months

ended March 31,




2021



2020



2020



2021




Unaudited





Audited





Unaudited



























in thousands






Convenience

Translation into US$*





n thousands




Cash flows from operating activities


Loss for the period



(2,666)


(1,865)


(6,168)



(3,130)



Adjustments for

:


Financing expenses, net



2,766


413


3,634



3,247


Profit from settlement of derivatives contract



(407)







(478)


Depreciation and amortization



3,051


726


2,975



3,581


Share-based payment transactions



7


14


50



8


Share of profits of equity accounted investees



(617)


(1,331)


(1,525)



(724)


Payment of interest on loan from an equity accounted investee






582


582






Change in trade receivables and other receivables



(1,182)


588


(3,868)



(1,387)


Change in other assets



30


(215)


179



35


Change in receivables from concessions project



221


201


1,426



259


Change in trade payables



(382)


315


190



(448)


Change in other payables



1,596


(274)


(1,226)



1,873


Income tax expense (tax benefit)



(319)


104


(125)



(374)


Income taxes paid








(119)






Interest received



427


441


2,075



501


Interest paid



(1,206)


(168)


(3,906)



(1,415)



3,985


1,396


342



4,678


Net cash from (used in) operating activities



1,319


(469)


(5,826)



1,548



Cash flows from investing activities


Acquisition of fixed assets



(25,653)


(41,414)


(128,420)



(30,106)


Acquisition of subsidiary, net of cash acquired








(7,464)






Compensation as per agreement with Erez Electricity Ltd.








1,418






Repayment of loan from an equity accounted investee






1,923


1,978






Loan to an equity accounted investee



(113)




(181)



(133)


Advances on account of investments








(1,554)






Settlement of derivatives



(252)







(296)


Proceed from restricted cash, net



454


22,585


23,092



533


Proceed from (investment) in short term deposit



8,533




(1,323)



10,014


Proceeds from marketable securities



1,785




1,800



2,095


Acquisition of marketable securities






(1,481)






Net cash used in investing activities



(15,246)


(16,906)


(112,135)



(17,893)



Cash flows from financing activities


Issuance of warrants






320


2,544






Acquisition of shares in subsidiaries from non-controlling interests



1,400







1,643


Proceeds from options



22




20



26


Cost associated with long term loans



(197)




(734)



(231)


Proceeds from long term loans



27,061


40,923


111,357



31,758


Repayment of long-term loans



(457)


(810)


(3,959)



(536)


Repayment of Debentures



(21,877)


(22,162)


(26,923)



(25,674)


Exercise of warrants



3,675


13,188


21,275



4,313


Proceeds from issue of convertible debentures, net



15,571









18,274


Proceeds from issuance of Debentures, net



25,465




38,057



29,885


Net cash from financing activities



50,663


31,459


141,637



59,458


Effect of exchange rate fluctuations on cash and cash equivalents



1,439


(828)


(1,340)



1,688


Increase in cash and cash equivalents



38,175


13,256


22,336



44,801


Cash and cash equivalents at the beginning of the period



66,845


44,509


44,509



78,448



Cash and cash equivalents at the end of the period



105,020


57,765


66,845



123,249


* Convenience translation into US$ (exchange rate as at March 31, 2021: euro 1 = US$ 1.174)


Ellomay Capital Ltd. and its Subsidiaries


Operating Segments



PV



Total



reportable



Total



Italy



Spain



Israel[1]



Talasol



Biogas



Dorad



Manara



segments



Reconciliations



consolidated



For the three months ended March 31, 2021



€ in thousands




Revenues








784



832




3,089

[2]





3,098



12,227







20,030



(12,830)



7,200


Operating expenses







(132)



(81)



(611)



(2,393)



(9,279)







(12,496)



9,279



(3,217)


Depreciation and amortization expenses









(237)




(574)




(1,915)




(771)




(1,212)









(4,709)




1,658




(3,051)




Gross profit (loss)








415



177



563



(66)



1,736







2,825



(1,893)



932


Project development costs



(505)


General and


administrative expenses



(1,263)


Share of profits (loss) of


equity accounted investee



617




Operating loss




(219)


Financing income



912


Financing income


(expenses) in connection


with derivatives, net



(124)


Financing expenses, net



(3,554)




Loss before taxes





on Income




(2,985)




Segment assets as at





March 31, 2021




588



18,244



35,543



237,886



36,282



113,366



42,859



484,768



6,879



491,647

___________

[1] The Talmei Yosef PV Plant located in

Israel

is presented under the fixed asset model and not under the financial asset model as per IFRIC 12.

[2] Not including an amount of approximately €1 million of proceeds from the sale of electricity prior to

January 27, 2021

(the date in which the Talasol PV Plant achieved PAC).


Ellomay Capital Ltd. and its Subsidiaries


Reconciliation of Loss to EBITDA




For the three months ended

March 31,





For the year

ended December

31,





For the three

months ended

March 31,




2021



2020



2020



2021




Unaudited










in thousands





Convenience

Translation into

US$*




in thousands



Net loss for the period



(2,666)


(1,865)


(6,168)



(3,130)


Financing expenses, net



2,766


413


3,634



3,247


Tax benefit (Taxes on income)



(319)


104


(125)



(374)


Depreciation



3,051


726


2,975



3,581


EBITDA



2,832


(622)


316



3,324


* Convenience translation into US$ (exchange rate as at March 31, 2021: euro 1 = US$ 1.174)



Reconciliation of Segment Gross Profit to Segment Adjusted FFO




Talasol PV Plant





Israel – PV



(1)







For the three months ended March

31, 2021




Unaudited










in thousands



Gross profit


563


177


General and administrative expenses


(138)


(47)


Operating profit


425


130


Adjustment


845

(2)




Adjusted operating profit


1,270




Depreciation and amortization


1,915


574


Interest on loans


(1,425)


(209)


Adjusted FFO


1,760


495



(1)

Based on the segment results set forth above, which are adjusted to present the results of the Talmei Yosef

PV Plant based on the fixed asset model and not as a financial asset under IFRIC 12.



(2)

Results of the Talasol PV Plant for the period until January 27, 2021.


Reconciliation of Segment Gross Profit (Loss) to Segment FFO




Spain – PV





Netherlands –

Biogas





For the three months ended March

31,




2021




Unaudited










in thousands



Gross profit (loss)


509


(66)


General and administrative expenses


(23)


(27)


Operating profit (loss)


486


(93)


Depreciation and amortization


237


771


Interest on loans


(69)


(109)


FFO


654


569


Information for the Company’s Debenture Holders

Pursuant to the Deeds of Trust governing the Company’s Series C and Series D Debentures (together, the ”

Debentures

“), the Company is required to maintain certain financial covenants. For more information, see Item 5.B of the Company’s Annual Report on Form 20-F submitted to the Securities and Exchange Commission on

March 31, 2021

and below.


Net Financial Debt

As of

March 31, 2021

, the Company did not have a Net Financial Debt, as the calculation of Net Financial Debt (as such term is defined in the Deeds of Trust of the Company’s Debentures), resulted in a negative amount (i.e., an excess of assets over liabilities) of approximately €(1.2) (consisting of approximately €242.8[1] million of short-term and long-term debt from banks and other interest bearing financial obligations, approximately €103.8[2] million in connection with the Series C Debentures issuances (in

July 2019

,  October 2020 and

February 2021

) and Series D Debentures issuance (in

February 2021

), net of approximately €105 million of cash and cash equivalents, short-term deposits and marketable securities and net of approximately €242.8[3] million of project finance and related hedging transactions of the Company’s subsidiaries).

___________

[1]


Short-term and long-term debt from banks and other interest bearing financial obligations amount provided above, includes an amount of approximately €12.3 million costs associated with such debt, which was capitalized and therefore offset from the debt amount that is recorded in the Company’s balance sheet.

[2]


Debentures amount provided above, includes an amount of approximately €2.5 million associated costs, which was capitalized and therefore offset from the debentures amount that is recorded in the Company’s balance sheet.

[3]


The project finance amount deducted from the calculation of Net Financial Debt includes project finance obtained from various sources, including financing entities and the minority shareholders in project companies held by the Company (provided in the form of shareholders’ loans to the project companies).


Information for the Company’s Series C Debenture Holders.

The Deed of Trust governing the Company’s Series C Debentures includes an undertaking by the Company to maintain certain financial covenants, whereby a breach of such financial covenants for two consecutive quarters is a cause for immediate repayment. As of

March 31, 2021

, the Company was in compliance with the financial covenants set forth in the Series C Deed of Trust as follows: (i) the Company’s shareholders’ equity was approximately €123.8 million and (ii) the Company did not have a Net Financial Debt. In the event the Company does not have a Net Financial Debt the calculation of the two covenants that are based on Net Financial Debt (i.e., the ratio of the Company’s Net Financial Debt to the Company’s CAP, Net (defined as the Company’s consolidated shareholders’ equity plus the Net Financial Debt) and the ratio of the Company’s Net Financial Debt to the Company’s Adjusted EBITDA[1]), becomes irrelevant and the Company is therefore in compliance with such covenants.

The following is a reconciliation between the Company’s loss and the Adjusted EBITDA (as defined in the Series C Deed of Trust) for the four-quarter period ended

March 31

, 2021[2]:



For the four quarter period ended

March 31, 2021



Unaudited












in thousands




Loss for the period



(6,969)


Financing expenses, net



5,987


Taxes on income



(548)


Depreciation



5,300


Adjustment to revenues of the Talmei Yosef PV Plant due to calculation

based on the fixed asset model



3,013


Share-based payments



43


Adjusted EBITDA as defined the Series C Deed of Trust



6,826

___________

[1]


The term “Adjusted EBITDA” is defined in the Series C Deed of Trust as earnings before financial expenses, net, taxes, depreciation and amortization, where the revenues from the Company’s operations, such as the Talmei Yosef PV Plant, are calculated based on the fixed asset model and not based on the financial asset model (IFRIC 12), and before share-based payments. The Series C Deed of Trust provides that for purposes of the financial covenant, the Adjusted EBITDA will be calculated based on the four preceding quarters, in the aggregate. The Adjusted EBITDA is presented in this press release as part of the Company’s undertakings towards the holders of its Series C Debentures. For a general discussion of the use of non-IFRS measures, such as EBITDA and Adjusted EBITDA see above under “Use of NON-IFRS Financial Measures.”

[2]


As noted above, the Company is in compliance with the covenant with respect to the ratio of Net Financial Debt to Adjusted EBITDA as the Company does not have a Net Financial Debt as of the end of the period. Therefore, the Adjusted EBITDA calculation above is provided for convenience and consistency purposes only.


Information for the Company’s Series D Debenture Holders

The Deed of Trust governing the Company’s Series D Debentures includes an undertaking by the Company to maintain certain financial covenants, whereby a breach of such financial covenants for the periods set forth in the Series D Deed of Trust is a cause for immediate repayment. As of

March 31, 2021

, the Company was in compliance with the financial covenants set forth in the Series D Deed of Trust as follows: (i) the Company’s Adjusted Shareholders’ Equity (as defined in the Series D Deed of Trust) was approximately €118.3 million and (ii) the Company did not have a Net Financial Debt. The Series D Deed of Trust provides that in the event the result of calculation of the Company’s Net Financial Debt is a negative amount, the Company is and will be considered to have met the financial covenants that are based on the Net Financial Debt (i.e., the ratio of the Net Financial Debt to the Company’s CAP, Net and the ratio of the Company’s Net Financial Debt to the Company’s Adjusted EBITDA[8]).

The following is a reconciliation between the Company’s loss and the Adjusted EBITDA (as defined in the Series D Deed of Trust) for the four-quarter period ended

March 31

, 2021[9]:



For the four quarter period ended

March 31, 2021



Unaudited












in thousands




Loss for the period



(6,969)


Financing expenses, net



5,987


Taxes on income



(548)


Depreciation



5,300


Adjustment to revenues of the Talmei Yosef PV Plant due to

calculation based on the fixed asset model



3,013


Share-based payments



43


Adjustment to data relating to projects with a Commercial Operation

Date during the four preceding quarters[10]



12,366


Adjusted EBITDA as defined the Series D Deed of Trust



19,192

___________

[1]


The term “Adjusted EBITDA” is defined in the Series D Deed of Trust as earnings before financial expenses, net, taxes, depreciation and amortization, where the revenues from the Company’s operations, such as the Talmei Yosef PV Plant, are calculated based on the fixed asset model and not based on the financial asset model (IFRIC 12), and before share-based payments, when the data of assets or projects whose Commercial Operation Date (as such term is defined in the Series D Deed of Trust) occurred in the four quarters that preceded the relevant date will be calculated based on Annual Gross Up (as such term is defined in the Series D Deed of Trust). The Series D Deed of Trust provides that for purposes of the financial covenant, the Adjusted EBITDA will be calculated based on the four preceding quarters, in the aggregate. The Adjusted EBITDA is presented in this press release as part of the Company’s undertakings towards the holders of its Series D Debentures. For a general discussion of the use of non-IFRS measures, such as EBITDA and Adjusted EBITDA see above under “Use of NON-IFRS Financial Measures.”

[2]


As noted above, the Company is in compliance with the covenant with respect to the ratio of Net Financial Debt to Adjusted EBITDA as the Company does not have a Net Financial Debt as of the end of the period. Therefore, the Adjusted EBITDA calculation above is provided for convenience and consistency purposes only.

[3]


The adjustment is based on the results of the Talasol Project since

January 27, 2021

and of the biogas plant in Gelderland since

January 1, 2021

. The results of the biogas plant in Gelderland were not included in the profit and loss statement of the Company for the year ended

December 31, 2020

.

Cision
View original content:

http://www.prnewswire.com/news-releases/ellomay-capital-reports-results-for-the-three-months-ended-march-31-2021-301319641.html

SOURCE Ellomay Capital Ltd