EX-99.1 2 exhibit_99-1.htm EXHIBIT 99.1
 
Exhibit 99.1
 
Ellomay Capital Reports Results for the Three Months Ended March 31, 2016
 
Tel-Aviv, Israel, June 9, 2016 – Ellomay Capital Ltd. (NYSE MKT; TASE: ELLO) (“Ellomay” or the “Company”) an emerging operator in the renewable energy and energy infrastructure sector, today reported its unaudited financial results for the three month period ended March 31, 2016.

Financial Highlights

· Revenues were approximately $2.5 million (€2.3 million) for the three months ended March 31, 2016, compared to approximately $2.8 million (€2.5 million) for the three months ended March 31, 2015. The approximate $0.3 million (€0.2 million) decrease in revenues is mainly due to lower levels of radiation in the Veneto region in Italy (Northern Italy), where two of the Company’s photovoltaic plants, with an aggregate capacity of approximately 12MWp, are located.
 
· Operating expenses were approximately $0.6 million (€0.5 million) for the three months ended March 31, 2016, compared to approximately $0.7 million (€0.6 million) for the three months ended March 31, 2015. Depreciation expenses were approximately $1.2 million (€1.1 million) for the three month periods ended March 31, 2016 and 2015. The decrease in operating expenses is mainly attributable to lower expenses under O&M agreements.
 
· General and administrative expenses were approximately $1.1 million for the three months ended March 31, 2016, compared to approximately $1 million for the three months ended March 31, 2015. During the first quarter of 2016 the Company invested $0.4 million in the Pumped Storage project in the Manara Cliff in Israel, which is recorded in the General and administrative expenses. The increase in general and administrative expenses was primarily related to these expenses, partially offset by a decrease in other consulting expenses and reduced labor costs following the termination of employment of one of our senior employees.
 
· Share of profits of equity accounted investee, after elimination of intercompany transactions, was approximately $0.8 million for the three months ended March 31, 2016, compared to approximately $1.2 million in the three months ended March 31, 2015. The decrease in share of profits of equity accounted investee is mainly due to increased financing costs related to the operations of the power plant operated by Dorad Energy Ltd. (“Dorad”) for the three months ended March 31, 2016.
 
· Financing expenses, net were approximately $2.7 million for the three months ended March 31, 2016, compared to financing income, net of approximately $2.7 million for the three months ended March 31, 2015. The change in financing expenses was mainly due to the reevaluation of our EUR/USD forward transactions, currency interest rate swap transactions and interest rate swap transactions. Financing expenses in connection with derivatives amounted to approximately $1.7 million for the three months ended March 31, 2016, compared to financing income of approximately $5.5 million for the three months ended March 31, 2015. The aggregate change in financing expenses in connection with derivatives of approximately $7.2 million, was partially offset by the change resulting from exchange rate differences in the amount of approximately $1.8 million.
 
· Tax benefit was approximately $0.1 million for the three months ended March 31, 2016, compared to taxes on income of approximately $0.1 million for the three months ended March 31, 2015.
 
· Net loss was approximately $2.1 million for the three months ended March 31, 2016, compared to net income of approximately $3.8 million for the three months ended March 31, 2015.
 
· Total other comprehensive income was approximately $3.3 million for the three months ended March 31, 2016, compared to total other comprehensive loss of approximately $8.2 million for the three months ended March 31, 2015.
 
· Total comprehensive income was approximately $1.2 million for the three months ended March 31, 2016, compared to total comprehensive a loss of approximately $4.4 million for the three months ended March 31, 2015.
 
· EBITDA was approximately $1.7 million for the three months ended March 31, 2016, compared to approximately $2.4 million for the three months ended March 31, 2015.
 
· Net cash provided by operating activities was approximately $0.03 million for the three months ended March 31, 2016, compared to approximately $0.6 million for the three months ended March 31, 2015. Net cash provided by operating activities for the three months ended March 31, 2016 was adversely affected by unfavorable currency effects due to the presentation of results in U.S. dollars and the appreciation of the Euro against the U.S. dollar during the period. Excluding such unfavorable currency effects, net cash provided by operating activities for the three months ended March 31, 2016 amounted to approximately $0.6 million.
 
· On March 23, 2016, the Company declared an annual cash dividend of $0.225 per share (an aggregate distribution of approximately $2.4 million) to its shareholders. The dividend was paid on April 20, 2016.
 
· As of June 1, 2016, the Company held approximately $17.8 million in cash and cash equivalents, approximately $0.1 million in short-term restricted cash, approximately $7.5 in marketable securities and approximately $5.6 million in long-term restricted cash.
 
· During May, 2016, the Company exercised the second option to acquire additional share capital of U. Dori Energy Infrastructures Ltd. (“Dori Energy”). Following the exercise of this option, the Company’s holdings in Dori Energy increased from 49% to 50% and the Company’s indirect ownership of Dorad increased from 9.1875% to 9.375%. The aggregate amount paid by the Company in connection with the exercise of the option amounted to approximately NIS 2.8 million (approximately $0.74 million).
 
Ran Fridrich, CEO and a board member of Ellomay commented: “Although a winter quarter, the Company maintained a stable operating profit and the quarterly results are in line with our expectations. The Company continues to improve its operational parameters and decrease general and administrative related expenses that are not related to the initiation and development of new projects. During the first quarter we recognized financing expenses mainly as a result of forward transactions. The Company has a high standard, yielding portfolio of assets that provides an ongoing stable cash flow. We are examining from time to time investment opportunities in various renewable energy fields in which we have an added value.”
 
Information for the Company’s Series A Debenture Holders
 
As of March 31, 2016, the Company’s Net Financial Debt (as such term is defined in the Series A Debentures Deed of Trust) was approximately $15.6 million (consisting of approximately $19.5 million of short-term and long-term debt from banks and other interest bearing financial obligations and approximately $41.4 million in connection with the Series A Debentures issuances (in January and September 2014), net of approximately $24.9 million of cash and cash equivalents, short term deposits and marketable securities and net of approximately $20.4 million of project finance and related hedging transactions of the Company’s subsidiaries).
 
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 and, 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.

About Ellomay Capital Ltd.
 
Ellomay is an Israeli based company whose shares are registered with the NYSE MKT and with the Tel Aviv Stock Exchange under the trading symbol “ELLO”. Since 2009, Ellomay Capital focuses its business in the energy and infrastructure sectors worldwide. Ellomay (formerly Nur Macroprinters Ltd.) previously was a supplier of wide format and super-wide format digital printing systems and related products worldwide, and sold this business to Hewlett-Packard Company during 2008 for more than $100 million.
 
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 22.6MW of photovoltaic power plants in Italy and approximately 7.9MW of photovoltaic power plants in Spain; and
· 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 850 MW, representing about 6%-8% of Israel’s total current electricity consumption.
 
Ellomay Capital is controlled by Mr. Shlomo Nehama, Mr. Hemi Raphael and Mr. Ran Fridrich. Mr. Nehama is one of Israel’s prominent businessmen and the former Chairman of Israel’s leading bank, Bank Hapohalim, and Messrs. Raphael and Fridrich both have vast experience in financial and industrial businesses. These controlling shareholders, along with Ellomay’s dedicated professional management, accumulated extensive experience in recognizing suitable business opportunities worldwide. The expertise of Ellomay’s controlling shareholders and management enables the Company to access the capital markets, as well as assemble global institutional investors and other potential partners. As a result, Ellomay is capable of considering significant and complex transactions, beyond its immediate financial resources.
 
Ms. Kalia Weintraub serves as the Company’s Chief Financial Officer and Mr. Ori Rosenzweig serves as the Company’s Chief Investment Officer.
 
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 our forward-looking statements including changes in regulation, seasonality of the PV business and market conditions. 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: anatb@ellomay.com

 
Ellomay Capital Ltd. and its Subsidiaries

Condensed Consolidated Interim Statements of Financial Position
             
   
March 31,
    
December 31,
  
   
2016
    
2015
  
   
Unaudited
    
Audited
  
   
US$ in thousands
  
Assets
            
Current assets
            
Cash and cash equivalents
    
19,426
      
18,717
  
Marketable securities
    
5,496
      
6,499
  
Restricted cash
    
83
      
79
  
Other receivables and prepaid expenses
    
9,733
      
8,218
  
     
34,738
      
33,513
  
Non-current assets
                
Investment in equity accounted investee
    
36,121
      
33,970
  
Financial assets
    
3,952
      
4,865
  
Fixed assets
    
81,317
      
78,975
  
Restricted cash and deposits
    
5,398
      
5,317
  
Deferred tax
    
3,120
      
2,840
  
Other assets
    
882
      
847
  
     
130,790
      
126,814
  
                 
Total assets
    
165,528
      
160,327
  
Liabilities and Equity
                
Current liabilities
                
Loans and borrowings
    
1,205
      
1,133
  
Debentures
    
5,073
      
4,878
  
Trade payables
    
1,175
      
869
  
Other payables
    
6,380
      
3,223
  
     
13,833
      
10,103
  
Non-current liabilities
                
Finance lease obligations
    
4,848
      
4,724
  
Long-term loans
    
13,625
      
13,043
  
Debentures
    
36,329
      
35,074
  
Deferred tax
    
893
      
823
  
Other long-term liabilities
    
3,153
      
2,495
  
     
58,848
      
56,159
  
Total liabilities
    
72,681
      
66,262
  
                 
Equity
                
Share capital
    
26,597
      
26,597
  
Share premium
    
77,723
      
77,723
  
Treasury shares
    
(1,980
 )     
(1,972
)
Reserves
    
(11,915
 )    
(15,215
)
Retained earnings
    
2,809
      
7,200
  
Total equity attributed to shareholders of the Company
    
93,234
      
94,333
  
Non-Controlling Interest
    
(387
)
    
(268
)
                 
Total equity
    
92,847
      
94,065
  
Total liabilities and equity
    
165,528
      
160,327
  


Ellomay Capital Ltd. and its Subsidiaries

Condensed Consolidated Interim Statements of Comprehensive Income (Loss)
 
                   
   
For the three
    
For the three
    
For the
  
   
months ended
    
months ended
    
year ended
  
   
March 31,
    
March 31,
    
December 31,
  
   
2016
    
2015
    
2015
  
   
Unaudited
    
Unaudited
    
Audited
  
   
US$ thousands (except per share amounts)
  
Revenues
    
2,546
      
2,792
      
13,817
  
Operating expenses
    
(608
)
    
(672
)
    
(2,854
)
Depreciation expenses
    
(1,221
)
    
(1,241
)
    
(4,912
)
Gross profit
    
717
      
879
      
6,051
  
                         
General and administrative expenses
    
(1,084
)
    
(990
)
    
(3,745
)
Share of profits of equity accounted investee
    
845
      
1,218
      
2,446
  
Other income, net
    
44
      
60
      
21
  
Operating Profit
    
522
      
1,167
      
4,773
  
                         
Financing income
    
54
      
18
      
2,347
  
Financing income (expenses) in connection with derivatives, net
    
(1,743
)
    
5,535
      
3,485
  
Financing expenses
    
(993
)
    
(2,813
)
    
(5,240
)
Financing income (expenses), net
    
(2,682
)
    
2,740
      
592
  
                         
Profit (loss) before taxes on income
    
(2,160
)
    
3,907
      
5,365
  
                         
Tax benefit (taxes on income)
    
53
      
(111
)
    
1,933
  
                         
Net income (loss) for the period
    
(2,107
)
    
3,796
      
7,298
  
Income (Loss) attributable to:
                        
Shareholders of the Company
    
(1,988
)
    
3,850
      
7,553
  
Non-controlling interests
    
(119
)
    
(54
)
    
(255
)
                         
Net income (loss) for the period
    
(2,107
)
    
3,796
      
7,298
  
Other comprehensive income (loss)
                        
Items that are or may be reclassified to profit or loss:
                        
Foreign currency translation adjustments
    
(671
)
    
(262
)
    
(141
)
Items that would not be reclassified to profit or loss:
                        
Presentation currency translation adjustments
    
3,971
      
(7,915
)
    
(6,947
)
                         
Total other comprehensive income (loss)
    
3,300
      
(8,177
)
    
(7,088
)
                         
Total comprehensive income (loss)
    
1,193
      
(4,381
)
    
210
  
                         
Basic net earnings (loss) per share
    
(0.19
)
    
0.36
      
0.7
  
Diluted net earnings (loss) per share
    
(0.19
)
    
0.36
      
0.7
  

 
Ellomay Capital Ltd. and its Subsidiaries

Condensed Consolidated Interim Statements of Changes in Equity

       
Attributable to owners of the Company
    
Non- controlling
interests
    
Total
Equity
  
                           
Translation
                          
                           
reserve
    
Presentation
                    
                           
from
    
currency
                    
   
Share
    
Share
    
Retained
    
Treasury
    
foreign
    
translation
                    
   
capital
    
premium
    
earnings
    
shares
    
operations
    
reserve
    
Total
              
   
Unaudited
  
   
US$ in thousands
  
For the three months ended
                                                      
March 31, 2016
                                                      
                                                       
Balance as at
                                                      
January 1, 2016
    
26,597
      
77,723
      
7,200
      
(1,972
)
    
814
      
(16,029
)
    
94,333
      
(268
)
    
94,065
  
Loss for the period
    
-
      
-
      
(1,988
)
    
-
      
-
      
-
      
(1,988
)
    
(119
)
    
(2,107
)
Other comprehensive loss
    
-
      
-
      
-
      
-
      
(671
)
    
3,971
      
3,300
      
-
      
3,300
  
Total comprehensive loss
    
-
      
-
      
(1,988
)
    
-
      
(671
)
    
3,971
      
1,312
      
(119
)
    
1,193
  
Own shares acquired
    
-
      
-
      
-
      
(8
)
    
-
      
-
      
(8
)
    
-
      
(8
)
Dividend distribution
    
-
      
-
      
(2,403
)
    
-
      
-
      
-
      
(2,403
)
    
-
      
(2,403
)
Balance as at
                                                                        
March 31, 2016
    
26,597
      
77,723
      
2,809
      
(1,980
)
    
143
      
(12,058
)
    
93,234
      
(387
)
    
92,847
  
 
       
Attributable to shareholders of the Company
    
Non- controlling
interests
    
Total
Equity
  
                           
Translation
                          
               
Retained
          
Reserve
    
Presentation
                    
               
earnings
          
From
    
Currency
                    
   
Share
    
Share
    
(Accumulated
    
Treasury
    
Foreign
    
Translation
                    
   
capital
    
premium
    
Deficit)
    
shares
    
operations
    
Reserve
    
Total
              
   
Unaudited
  
   
US$ in thousands
  
For the three months ended
                                                      
March 31, 2015
                                                      
                                                       
Balance as at
                                                      
January 1, 2015
    
26,180
      
76,932
      
(353
)
    
(522
)
    
955
      
(9,082
)
    
94,110
      
16
      
94,126
  
Net income for the period
    
-
      
-
      
3,850
      
-
      
-
      
-
      
3,850
      
(54
)
    
3,796
  
Other comprehensive loss
    
-
      
-
      
-
      
-
      
(262
)
    
(7,915
)
    
(8,177
)
    
-
      
(8,177
)
Total comprehensive loss
    
-
      
-
      
3,850
      
-
      
(262
)
    
(7,915
)
    
(4,327
)
    
(54
)
    
(4,381
)
Balance as at
                                                                        
March 31, 2015
    
26,180
      
76,932
      
3,497
      
(522
)
    
693
      
(16,997
)
    
89,783
      
(38
)
    
89,745
  

 
Ellomay Capital Ltd. and its Subsidiaries

Condensed Consolidated Interim Statements of Changes in Equity (cont'd)
 
       
Attributable to owners of the Company
    
Non- controlling
interests
    
Total
Equity
  
                           
Translation
                          
               
Retained
          
reserve
    
Presentation
                    
               
earnings
          
from
    
currency
                    
   
Share
    
Share
    
(accumulated
    
Treasury
    
foreign
    
translation
                    
   
capital
    
premium
    
Deficit)
    
shares
    
operations
    
reserve
    
Total
              
   
Audited
  
   
US$ in thousands
  
For the year ended
                                                      
December 31, 2015
                                                      
                                                       
Balance as at
                                                      
January 1, 2015
    
26,180
      
76,932
      
(353
)
    
(522
)
    
955
      
(9,082
)
    
94,110
      
16
      
94,126
  
Net income for the year
    
-
      
-
      
7,553
      
-
      
-
      
-
      
7,553
      
(255
)
    
7,298
  
Acquisition of subsidiary
    
-
      
-
      
-
      
-
      
-
      
-
      
-
      
(29
)
    
(29
)
Other comprehensive loss
    
-
      
-
      
-
      
-
      
(141
)
    
(6,947
)
    
(7,088
)
    
-
      
(7,088
)
Total comprehensive income
    
-
      
-
      
7,553
      
-
      
(141
)
    
(6,947
)
    
465
      
(284
)
    
181
  
Transactions with owners of the Company,  recognized directly in equity:
                                                                        
Exercise of share options and warrants
    
417
      
784
      
-
      
-
      
-
      
-
      
1,201
      
-
      
1,201
  
Own shares acquired
    
-
      
-
      
-
      
(1,450
)
    
-
      
-
      
(1,450
)
    
-
      
(1,450
)
Share-based payments
    
-
      
7
      
-
      
-
      
-
      
-
      
7
      
-
      
7
  
Balance as at
                                                                        
December 31, 2015
    
26,597
      
77,723
      
7,200
      
(1,972
)
    
814
      
(16,029
)
    
94,333
      
(268
)
    
94,065
  

 
Ellomay Capital Ltd. and its Subsidiaries

Condensed Consolidated Interim Statements of Cash Flows

   
For the three months ended March 31, 2016
    
For the three months ended March 31, 2015
    
For the year ended December 31, 2015
  
   
Unaudited
    
Unaudited
    
Audited
  
   
US$ in thousands
  
Cash flows from operating activities
                  
Income (loss) for the period
    
(2,107
)
    
3,796
      
7,298
  
Adjustments for:
                        
Financing (income) expenses, net
    
2,682
      
(2,740
)
    
(592
)
Depreciation
    
1,221
      
1,241
      
4,912
  
Share-based payment transactions
    
-
      
-
      
7
  
Share of profits of equity accounted investees
    
(845
)
    
(1,218
)
    
(2,446
)
Change in other receivables
    
51
      
(1,270
)
    
458
  
Change in other assets
    
(549
)
    
(1,384
)
    
(1,706
)
Change in accrued severance  pay, net
    
-
      
(2
)
    
(1
)
Change in trade payables
    
265
      
(127
)
    
(252
)
Change  other payables
    
(463
)
    
2,490
      
2,311
  
Income tax expense (tax benefit)
    
(53
)
    
111
      
(1,933
)
Income taxes paid
    
-
      
(66
)
    
(241
)
Interest received
    
37
      
3
      
222
  
Interest paid
    
(207
)
    
(257
)
    
(3,126
)
Net cash provided by operating activities
    
32
      
577
      
4,911
  
                         
Cash flows from investing activities
                        
Proceeds from settlement of derivatives, net
    
-
      
-
      
2,087
  
Investment in equity accounted investee
    
(36
)
    
-
      
(7,582
)
Investment in restricted cash, net
    
-
      
(550
)
    
(101
)
Acquisition of marketable securities
    
-
      
(1,350
)
    
(2,869
)
Proceeds from deposits
    
-
      
3,330
      
3,980
  
Net cash provided by (used in) investing activities
    
(36
)
    
1,430
      
(4,485
)
                         
Cash flows from financing activities
                        
Repayment of long-term loans and finance lease obligations
    
(88
)
    
(202
)
    
(1,020
)
Proceeds from long-term loans
    
-
      
-
      
11,715
  
Acquisition of non-controlling interests
    
-
      
-
      
(868
)
Repurchase of own shares
    
(8
)
    
-
      
(1,450
)
Proceeds from exercise of share options and warrants
    
-
      
-
      
1,201
  
Repayment of Debentures
    
-
      
-
      
(5,134
)
Net cash provided by (used in) financing activities
    
(96
)
    
(202
)
    
4,444
  
                         
Effect of exchange rate fluctuations on cash and cash equivalents
    
809
      
(1,250
)
    
(1,911
)
Increase in cash and cash equivalents
    
709
      
555
      
2,959
  
Cash and cash equivalents at the beginning of the period
    
18,717
      
15,758
      
15,758
  
Cash and cash equivalents at the end of the period
    
19,426
      
16,313
      
18,717
  

 
Ellomay Capital Ltd. and its Subsidiaries

Reconciliation of Net income to EBITDA
 
   
For the three months ended March 31, 2016
    
For the three months ended March 31, 2015
    
For the year ended December 31, 2015
  
   
Unaudited
  
   
US$ in thousands
  
                   
Net income (loss) for the period
    
(2,107
)
    
3,796
      
7,298
  
Financing expenses (income), net
    
2,682
      
(2,740
)
    
(592
)
Taxes on income (tax benefit)
    
(53
)
    
111
      
(1,933
)
Depreciation and amortization
    
1,221
      
1,241
      
4,912
  
EBITDA
    
1,743
      
2,408
      
9,685