EX-99.3 4 exhibit_99-3.htm EXHIBIT 99.3 exhibit_99-3.htm


Exhibit 99.3
 
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Financial Results Summary: 2015
 
 

 
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Disclaimer
General:
•  The information contained in this presentation is subject to, and must be read in conjunction with, all other publically available information,
       including our Annual Report on Form 20-F for the year ended December 31, 2015, and other filings that we make from time to time with the SEC. Any
       person at any time acquiring securities must do so only on the basis of such person’s own judgment as to the merits or the suitability of the securities
       for its purpose and only based on such information as is contained in such public filings, after having taken all such professional or other advice as it
       considers necessary or appropriate in the circumstances and not in reliance on the information contained in the presentation. In making this
       presentation available, we give no advice and make no recommendation to buy, sell or otherwise deal in our shares or in any other securities or
       investments whatsoever. We do not warrant that the information is either complete or accurate, nor will we bear any liability for any damage or
       losses that may result from any use of the information.
•  Neither this presentation nor any of the information contained herein constitute an offer to sell or the solicitation of an offer to buy any securities.
       No offering of securities shall be made in the United States except pursuant to registration under the U.S. Securities Act of 1933, as amended, or an
       exemption therefrom. No offering of securities shall be made in Israel except pursuant to an effective prospectus under the Israeli Securities Law,
       1968 or an exemption from the prospectus requirements under such law.
•  Historical facts and past operating results are not intended to mean that future performances or results for any period will necessarily match or
       exceed those of any prior year.
•  This presentation and the information contained herein are the sole property of the company and cannot be published, circulated or otherwise used
       in any way without our express prior written consent.
Information Relating to Forward-Looking Statements:
•  This presentation contains forward-looking statements that involve substantial risks and uncertainties. All statements, other than statements of
       historical facts, included in this presentation regarding our plans and the objectives of management are forward-looking statements. The use of
       certain words, including the words “estimate,” “project,” “intend,” “expect,” “believe” and similar expressions are intended to identify forward-
       looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the Israeli Securities Law, 1968. We may not
       actually achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our
       forward-looking statements. Various important factors could cause actual results or events to differ materially from those that may be expressed or
       implied by our forward-looking statements. These risks and uncertainties associated with our business are described in greater detail in the filings
       we make from time to time with SEC, including our Annual Report on Form 20-F. The forward-looking statements are made as of this date and we
       do not undertake any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.
 
 

 
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Company Overview
Ellomay operates in the energy and infrastructure growing sectors including renewable
and clean energy
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3
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5
(NYSE MKT; TASE: ELLO)
Ellomay aims to exploit attractive yield to risk ratios worldwide
Ellomay focus on small/mid-size scale commercial projects with limited capex and
operational risks
Ellomay holds 12 PV Plants in Italy (22.6 MWp), 4 PV Plants in Spain (7.9 MWp) and
~9.2% of Dorad Power Plant’s Commercial Operations (~ 850MW)
Ellomay holds 75% in Manara`s Pumped-Storage development Project (depends on the
issuance of new license by the Authority)
 
 

 
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Portfolio Summary
 
Spain
(PV)
Italy
(PV)
Israel
(CCGT1)
Installed Capacity
7.9 MWp
22.6 MWp
850 MW1
% Ownership
100%
100%
9.2%~2
Book Value of investment3
$20.7 M~4
$77.6M~4
$37M~5
License Expiration
2040-2014
2031~
20346
# of Power Plants
4
12
1
1) The Dorad Power Plant began commercial operation in May 2014
2) Ellomay indirectly holds approximately 9.2% interest in the Dorad Power Plant, and also holds an option to purchase an additional interest of
 approximately 0.2%
3) as of December 31, 2015
4) Property, Plant and Equipment
5) Investment in equity accounted investee - attributed to the investment in Dorad
6) A 20 year generation license and supply license.
 
 

 
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On going Steady Capacity Growth of PV Portfolio
 
 

 
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The public and others
Shlomo Nehama
Kanir Partnership
1) Mr. Shlomo Nehama owns the shares of Ellomay directly and indirectly. A shareholders agreement was signed between Kanir partnership and a
 company controlled by Shlomo Nehama that holds 33.26% of Ellomay’s shares
2) Kanir partnership is controlled by Mr. Ran Fridrich and Mr. Hemi Raphael. Kanir’s holdings percentage set forth herein includes holdings by Ran
 Fridrich and Hemi Raphael (directly and indirectly) of 1.09% and 4.26%, respectively.
3)   Includes direct and indirect beneficial holdings of approximately 2.18% by the Mor brothers, who are shareholders of one of Kanir’s limited
 partners.
Corporate Structure
31.4%2
Shareholders agreement1
 
 

 
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Dorad Energy Ltd. (“Dorad”)
PV Operations
Holds and operates
a 850 MW CCGT(2) power plant
(the “Dorad Power Plant”)
Holdings Overview
16 PV plants
Yielding Portfolio
Ellomay pumped storage (2014) Ltd.
pumped hydro
Pre-construction phase(3)
75%
Development Project
Italy
12 PV Plants
~22.6 MWp. installed capacity
~EUR 9.5 millions - revenues per ann.
Spain
4 PV Plants
~7.9 MWp. installed capacity
~EUR 2.8 millions - revenues per ann.
1) Indirect interest. Ellomay holds an option to increase its indirect holdings in Dorad to approximately 9.4%
2) Bi-fuel Combined cycle gas turbine (CCGT) running on natural gas
3) The Manara Project was issued a conditional license by the IPUA to operate a pumped storage power plant with a capacity of 200 MW, which has
 since expired, and therefore the advancement of the Manara Project depends, among other factors, on the issuance of a new license by the
 IPUA. During 2015 we finalized the initial development stage and on August 28, 2015, after the Manara Project received a feasibility study from
 IEC, we submitted a request to the IPUA for an updated conditional license with a capacity of 340 MW. The Editors Committee of the National
 Outline Plan #10 has verbally approved the increase of power to 340 MW. The issuance of the license is subject to the quota set forth by the IPUA
 for pumped-storage projects in Israel, currently set at 800 MW but expected to increase to 1,000 MW.
 
 

 
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Company History
Entrance to Italian PV
Market
(acquisitions 2010 -
2013)
Acquired
indirect
equity
interest in Dorad
Energy Ltd.
Listing in NYSE
MKT
Public Debenture
Issuance
(il A- ,Maalot S&P
IL)(1)
2010
2011
2012
2013
2014
2015
Listing in TASE
Entrance to
Spanish PV
Market
Commencement of Dorad
Power Plant’s Commercial
Operations
(850MW)
Acquisition of
3 PV plants in
Spain
1) In January 2014, the Company raised approximately $33 million (net proceeds) by issuing 10-year, 4.6% debentures in Israel (“Series A
 Debentures”) to add to the capital base for investments
2) In June 2014, the Company raised an additional approximate $23 million (net proceeds) through the sale of additional Series A Debentures
 
 

 
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PV Operations: Italy & Spain
 
 

 
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PV Plants in Italy
Project name
Installed
Capacity
(kWp)
Acquisition
Year
Acquisition
Cost per MWp
(in millions)
Connection
Date
1
Technology
Region
FIT(1)
Eurocent/KWh
Del Bianco
734
2010
2.9€
04/2011
Fix
Marche
32.15
Costantini
734
2010
2.9€
04/2011
Fix
Marche
32.15
Giacchè
730
2010
3.8€
04/2011
Trackers
Marche
32.15
Massaccesi
749
2010
3.8€
04/2011
Trackers
Marche
32.15
Troia 8
996
2010
3.5€
01/2011
Fix
Puglia
31.80
Troia 9
996
2010
3.5€
01/2011
Fix
Puglia
31.80
Galatina
999
2011
3.9€
05/2011
Fix
Puglia
31.80
Pedale
2,994
2011
3.95€
05/2011
Trackers
Puglia
26.59
D’angella
931
2011
3.25€
06/2011
Fix
Puglia
26.77
Acquafresca
948
2011
3.25€
06/2011
Fix
Puglia
26.77
Soleco
5,924
2013
2.0€
08/2011
Fix
Veneto
21.89
Tecnoenergy
5,900
2013
2.0€
08/2011
Fix
Veneto
21.89
1) All plants are connected to the national grid and are entitled to a remuneration period of 20 years from connection to the grid. In addition to
 the FiT payments, the plants are entitled to sell the electricity in the SPOT price, approximately 5 Eurocents/KWh. Pursuant to Italian
 legislation adopted in August 2014, a decrease of approximately 8% in the FiT guaranteed to the plants was implemented commencing on
 January 1, 2015. The listed FIT tariffs represent the tariffs after the decrease
 
 

 
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PV Plants in Spain
1) Remuneration period - 30 years
Project name
Installed
Capacity
(kWp)
Acquisition
Year
Acquisition
Cost per
MWp
(in millions)
Connection
Date
1
Technology
Location
Expected
annual
revenues
(€ thousand)
Rodríguez I
1,675
2014
1.55€
11/2011
Fix
Murcia
~ 570
Rodríguez II
2,690
2014
1.78€
11/2011
Fix
Murcia
~ 960
Fuente Librilla
1,248
2014
1.68€
06/2011
Fix
Murcia
~ 470
Rinconada II
2,275
2012
2.40€
07/2010
Fix
Cordoba
~ 790
 
 

 
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Dorad Power Plant Ashkelon, Israel
 
 

 
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 One of the largest private power plant in Israel, with installed capacity of approximately 850
 MW
 Ellomay indirectly holds approximately 9.2% interest in Dorad and holds an option to purchase
 an additional interest of approximately 0.2%
 The plant is a CCGT bi-fuel and powered by natural gas. The Dorad Power Plant is comprised of
 twelve natural gas turbines, and two steam turbines.
 The cost of the project was approximately US$ 1.2 billion. The project has secured one of the
 largest project finance facilities in Israel of over US$ 1 billion. The financing facility was led by
 Israel's largest banks and institutional investors
 Electricity is sold directly to end-users and to the national distribution network at
 competitive rates1
 The power plant, which was declared a national infrastructure project by the Israeli Prime
 Minister, was commercially operated and began producing electricity in full capacity in May
 2014
1) On August 6, 2015, the Israeli Public Utilities Authority - Electricity published a decision establishing the rate in respect of "system
 management service charges". As of December 31, 2015 an appropriate provision has been included in Dorad's financial statements.
 On September 7, 2015, the Israeli Public Utilities Authority - Electricity published a decision reducing the electricity rates. According to
 this decision, the production tariff, based on which Dorad’s customers are charged and to which the price of the gas is linked, will be
 reduced by approximately 6.8% as from September 13, 2015.
 
 

 
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2014 (1)
2015
Revenues
1,484
2,357
Gross profit from operating the power plant
233
382
Operating profit
213
357
EBITDA (2)
338
594
Finance exp., net
(110)
(216)
Net income (loss) for the period
80
103
 
 
 
Net increase (decrease) in cash and cash equivalents for the period
68
(20)
Dorad Power Plant
Key P&L and Statement of Cash Flows Figures
(NIS millions)
1) The results for 2014, reflect operations start on May 2014.
2) Operating Profit plus depreciation and amortization
 
 

 
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Pumped-Storage Development Project
Manara Cliff, Israel
 
 

 
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Pumped-Storage Project:
Manara Cliff, Israel (“Manara Project”)
Pumped Storage Power Station
The Development project
Ellomay Pumped Storage (2014) Ltd.
Project company
Ellomay Capital Ltd. - 75% (1)
Sheva Mizrakot Ltd. - 25%
Shareholders
340 MW (2)
Station power
1) Indirectly owned through the project company.
2) The Manara Project was issued a conditional license by the IPUA to operate a pumped storage power plant with a capacity of 200 MW, which
 has since expired, and therefore the advancement of the Manara Project depends, among other factors, on the issuance of a new license by
 the IPUA. During 2015 we finalized the initial development stage and on August 28, 2015, after the Manara Project received a feasibility study
 from IEC, we submitted a request to the IPUA for an updated conditional license with a capacity of 340 MW. The Editors Committee of the
 National Outline Plan #10 has verbally approved the increase of power to 340 MW. The issuance of the license is subject to the quota set
 forth by the IPUA for pumped-storage projects in Israel, currently set at 800 MW but expected to increase to 1,000 MW.
 Hydro-electric storage system comprised of two water reservoirs (upper and lower), connected
 through an underground water pressure pipe
 Energy is stored by pumping water from lower to upper reservoir and generated by releasing the
 water back
 
 

 
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Pumped-Storage Project:
The solution in a nut shell
 Sustainable technology - working for over 100 years
 Pumped storage plant is a power plant capable of storing energy by raising and releasing water
 allowing quick response time (90 sec) for the use of the grid dispatcher
 Using a hydro-electric storage system comprised of two water reservoirs (upper and lower),
 connected through an underground water pressure pipe
 This technology is an important tool for managing and controlling national grid by providing a
 combination of low latency, high power and high energy response
 Utilizing excess manufacturing ability during low demand in order to increase supply during peak
 demand:
  ü During low demand - pumping water from lower reservoir for energy storage
  ü During peak demand - releasing water from upper reservoir for energy production
 
 

 
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Financial Results Summary: 2015
 
 

 
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2015
2014
1) From PV Operations - From one hand, there is a decrease that is mainly due to the presentation of results in U.S. dollar and the devaluation of the Euro against the U.S. dollar
 during 2015. On the other hand, revenues denominated in Euro have increased by approximately 5% and operating expenses denominated in Euro have increased by
 approximately 9% compared to the same period last year. The increase is mainly a result of the operations of our Spanish PV plants acquired on July 1, 2014.
2) Represent results associated with the Dorad Power Plant that successfully commenced commercial operation in May 2014. The increase is due to the operation of the power plant
 for a full year in 2015.    
3) Other income was primarily attributable to compensation to be received in connection with a pumped storage project in the Gilboa, Israel initially recognized in 2014. The
 revaluation of such financial asset is recognized as other income for the year ended December 31, 2015.
4) The decrease in general and administrative expenses is mainly due to decrease in consulting expenses.
5) The change in financing income was mainly due to the reevaluation of our EUR/USD forward transactions and currency interest rate swap transactions, partially offset by expenses
 resulting from exchange rate differences and the Company’s Series A Debentures expenses.
6) The decrease resulted mainly from deferred tax income included in connection with the application of a tax incentive claimable upon filing the relevant tax return by reducing the
 amount of taxable profit.        
2015
2014
 
 

 
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Key Income and P&L Figures (USD millions)
*See page 24 “EBIDTA"
 
 

 
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On going Revenues Growth (EUR millions)
Revenues for the year ended December 31, 2015 were up by approximately 5% compared
to the year ended December 31, 2014
 
 

 
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Key Financial Ratios
Strong Balance Sheet, Sufficient Liquidity, Low Leverage
*See Appendix C
 
December 31,
2014
 
December 31,
2015
 
Financial Debt to CAP (A/D)
37%
 
38%
 
Financial Debt, net to CAP (B/D)
21%
 
22%
 
Financial Debt to Total equity (A/C)
59%
 
63%
 
Financial Debt, net to Total equity (B/C)
34%
 
36%
 
 
 

 
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Key Balance Sheet Figures (USD 000`)
 
December 31,
2014
%
Of
BS
December 31,
2015
%
Of
BS
Cash and cash equivalent, Marketable
securities, Short-term deposits
23,388
15%
25,216
16%
Financial Debt*
55,288
35%
58,852
37%
Financial Debt, net*
31,900
20%
33,636
21%
Property, plant and equipment net
(mainly in connection with PV Operations)
93,513
59%
78,975
49%
Investment in Dorad
27,237
17%
37,031
23%
CAP*
149,414
94%
152,917
95%
Total equity
94,126
59%
94,065
59%
Total assets
159,087
100%
160,327
100%
*See Appendix C
 
 

 
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 Use of NON-IFRS Financial Measures
EBITDA is a non-IFRS measure and is defined as earnings before financial expenses, net, taxes, depreciation and amortization. The
Company presents this measure in order to enhance the understanding of the Company’s historical financial performance
and to enable comparability between periods. While the Company considers EBITDA to be an important measure of
comparative operating performance, EBITDA 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. EBITDA
does not take into account the Company’s commitments, including capital expenditures, and restricted cash, accordingly, is
not necessarily indicative of amounts that may be available for discretionary uses. Not all companies calculate EBITDA in the
same manner, and the measure as presented may not be comparable to similarly-titled measures presented by other
companies. The Company’s EBITDA may not be indicative of the historic operating results of the Company; nor is it meant to
be predictive of potential future results.
 
For the year ended
December 31,
For the year ended
December 31,
 
2014
2015
 
Audited
Audited
Net income (loss) for the period 
6,646
7,298
Financing expenses (income), net 
3,395
(592)
Taxes on income
201
(1933)
Depreciation
5,452
4,912
EBITDA 
15,694
9,685
EBITDA (USD 000`)
  Reconciliation of Net income (loss) to EBITDA (in US$ thousands):
 
 

 
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Investment Summary
Diversified base of cash flow generating assets
Strong balance sheet and track record of securing non-dilutive financing
Seasoned management team with extensive sector knowledge and access to attractive
opportunities
1
2
3
4
The Company’s Board of Directors adopted a dividend distribution policy pursuant to
which the Company intends to distribute up to 33% of its annual distributable profits
each year, by way of cash dividends and/or share repurchases
5
Focus on potential projects with limited capex and operational risks
 
 

 
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Contact
Company
Investor Relations
Hadas Friedman
KM Investor relations
Direct: +972 (0)3-5167620
hadas@km-ir.co.il
www.km-ir.co.il
www.ellomay.com
Kalia Weintraub
Chief Financial Officer
Ellomay Capital LTD.
9 Rothschild Blvd., Tel Aviv
Direct: +972-3-7971111
Email:
anatb@ellomay.com
 
 

 
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 The Italian government adopted the Feed In Tariff
 (FiT) incentive scheme. The energy authority in Italy
 (GSE) pays a long-term nominal rate per every kilo-
 watt hour that is produced by a PV plant
on top of
 the price of electricity the PV plant receives on
 electricity that is transferred to the grid.
 The FiT rate depends on:
  Connection date;
  Size of the plant; and
  Location
 The FiT is guaranteed for 20 years, starting at the
 connection date(1)
 Italy has high levels of radiance in European terms
 (1,200-1,600 kWh/kWp).
 The most attractive regions are central and southern
 Italy, where the radiance is the highest and the
 regional regulation is less stringent.
Appendix A - Italian PV Market
 
 

 
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Appendix B - Spanish PV Market
 The legal and regulatory framework applicable to the production of electricity from renewable energy sources in
 Spain has been modified during the second half of 2013, establishing the basis of the new remuneration scheme
 applicable to renewable energies called the “Specific Remuneration” regime. The “Specific remuneration” was
 applicable for all PV plants in operation, commencing July 2013.
 Specific Remuneration includes two components to be paid on the top of the electricity market price:
 (i) Investment retribution” - sufficient to cover the investment costs of a so-called “standard facility” (provided
 that such costs are not fully recoverable through the sale of energy in the market)
 (ii) Operational retribution” sufficient to cover the difference, if any, between the operational income and costs
 of a standard plant that participates in the market
 The calculation of Specific Remuneration is made as follows:
 The new regulation characterized the existing renewable installations into different categories. These categories
       were created taking into account the type of technology, the date of the operating license and the
       geographical location of renewable installations.
 The Specific Remuneration is calculated based on the inclusion of each exiting installation in one of the new
       formulated categories and, as a result of such inclusion, is based on the retribution assigned to that particular
       category.
 The calculation of the Specific Remuneration of each category shall be performed taking into account the following
       parameters:
 (i) The standard revenues for the sale of energy production, valued at the production market prices;
 (ii) The standard exploitation costs;
 (iii) The standard value of the initial investment. For this calculation, only those costs and investments that
 correspond exclusively to the electricity production activity will be taken into account
 The Specific Remuneration is designed to ensure a “reasonable rate of return” or profitability that during the first
       regulatory period (i.e., until December 2019) shall be equivalent to a Spanish 10-year sovereign bond
       calculated as the average of stock price in the stock markets during the months of April, May and June 2013,
       increased by 300 basis points (approximately 7.5%)
 Starting January 1, 2013, a tax on energy generation of 7% from the total amount received is applied.
 
 

 
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Appendix C - Leverage Ratios
 
As of December 31,
As of December 31,
 
2014
2015
 
Audited
Audited
Current liabilities
 
 
 Loans and borrowings
$ (677)
 
$ (1,133)
 Debentures
$ (4,884)
$ (4,878)
Non-current liabilities
 
 
 Finance lease obligations
$ (5,646)
$ (4,724)
 Long-term loans
$ (4,039 )
$ (13,043)
 Debentures
$ (40,042 )
$ (35,074)
Financial Debt (A)
$ (55,288 )
$ (58,852)
Less:
 
 
 Cash and cash equivalents
$ 15,758
$ 18,717
 Marketable Securities
$ 3,650
$ 6,499
 Short-term deposits
$ 3,980
$ -
Financial Debt, net (B)
$ (31,900)
$ (33,636)
 
 
 
Total equity (C)
$ (94,126)
$ (94,065)
Financial Debt (A)
$ (55,288 )
$ (58,852)
CAP (D)
$(149,414 )
$(152,917)
 
 
 
Financial Debt to CAP (A/D)
37%
38%
Financial Debt, net to CAP (B/D)
21%
22%
Financial Debt to Total equity (A/C)
59%
63%
Financial Debt, net to Total equity (B/C)
34%
36%
 Use of NON-IFRS Financial Measures
The Company defines Financial Debt as loans and borrowings plus debentures (current liabilities) plus finance lease obligations
plus long-term bank loans plus debentures (non-current liabilities), Financial Debt, Net as Financial Debt minus cash and
cash equivalent minus investments held for trading minus short-term deposits and CAP as equity plus Financial Debt. The
Company presents these measures in order to enhance the understanding of the Company’s leverage ratios and
borrowings. While the Company considers these measures to be an important measure of leverage, these measures should
not be considered in isolation or as a substitute for long-term borrowings or other balance sheet data prepared in
accordance with IFRS as a measure of leverage. Not all companies calculate these measures in the same manner, and the
measure as presented may not be comparable to similarly-titled measures presented by other companies. See the
calculation of these financial measures presented below.
 Calculation of Leverage Ratios (in US$ thousands)
 
 

 
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Appendix D -
Israeli Rating for Series A Debentures

 
 On January 28, 2016, Standard & Poors Maalot Ltd. (“Maalot”) confirmed the rating of ilA-assigned to the Series A
 Debentures traded on the Tel Aviv Stock Exchange and reaffirmed the “Stable” outlook.
 In its rating report Maalot notes, among other things, as follows:
“The stable outlook on Ellomay Capital Ltd., owner of energy projects in Italy, Spain, and Israel, reflects our assessment that its
cash flow and liquidity cushion will remain stable in the short term despite any unexpected changes in Italian or Spanish
regulations. The stable outlook also reflects our assessment that Ellomay will maintain coverage ratios that we consider to
be commensurate with the current rating, i.e. FFO (funds from operations) to adjusted debt above 12% and adjusted debt to
EBITDA below 5.0x.
Downside Scenario
We may consider a negative rating action if Ellomay consistently fails to maintain coverage ratios commensurate with the current
rating. This could happen, in our opinion, as a result of a deterioration in cash flows from projects due to continuous
malfunctions, or of an aggressive investment policy that would increase the debt burden.
Upside Scenario
We may consider a positive rating action if the company’s financial risk profile improves, as reflected in an FFO to adjusted debt
ratio above 20% and a debt to adjusted EBITDA ratio below 4.0x, alongside an improvement in its business risk profile, as
reflected in lower concentration due to new projects or material, continuous cash flows from Dorad Energy”.