Ellomay Capital Reports Results for the Fourth Quarter and Full Year of 2019
TEL AVIV, Israel, March 31, 2020 /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 its unaudited financial results for the fourth quarter and year ended December 31, 2019.
Financial Highlights
-- The Company recorded revenues of approximately EUR19 million for the
year ended December 31, 2019, up 5% from approximately EUR18.1 million
for the year ended December 31, 2018. The revenue increase is mainly due
to the commencement of operations of the Company's waste-to-energy
project in Oude Tonge, the Netherlands in June 2018 and relatively
higher levels of radiation in Italy during 2019 compared to 2018.
-- Operating expenses were approximately EUR6.6 million for the year ended
December 31, 2019, compared to approximately EUR6.3 million for the year
ended December 31, 2018. The increase in operating expenses is mainly
attributable to additional operating expenses from the commencement of
operations at the Company's waste-to-energy project in Oude Tonge, the
Netherlands. Depreciation and amortization expenses were approximately
EUR6.4 million for the year ended December 31, 2019, compared to
approximately EUR5.8 million for the year ended December 31, 2018.
-- Project development costs were approximately EUR4.2 million for the year
ended December 31, 2019, compared to approximately EUR2.9 million for
the year ended December 31, 2018. The increase in project development
costs is mainly attributable to consultancy expenses for the planned
construction of a 156 MW pumped storage hydro power plant in the Manara
Cliff, Israel.
-- General and administrative expenses were approximately EUR3.8 million
for the year ended December 31, 2019, compared to approximately EUR3.6
million for the year ended December 31, 2018 due to a slight increase in
labor and consultancy expenses.
-- Share of profits of equity accounted investee, after elimination of
intercompany transactions, was approximately EUR3.1 million in the year
ended December 31, 2019, compared to approximately EUR2.5 million in the
year ended December 31, 2018. The increase in the Company's share of
profit of equity accounted investee is mainly attributable to an
increase in sales of electricity by Dorad and to lower financial
expenses incurred by Dorad as a result of the CPI indexation of loans
from banks and related parties.
-- Other expenses, net for the year ended December 31, 2019 were
approximately EUR2.1 million, compared to other income, net of
approximately EUR0.9 million in the year ended December 31, 2018. During
2019 the Company recorded expenses in the amount of approximately EUR2.1
million in connection with the announcement received from Gestore dei
Servizi Elettrici ("GSE") Italy's energy regulation agency, by one of
the Company's Italian subsidiaries, claiming alleged non-compliance of
the installed modules with the required certifications under the
applicable regulation and raising the need to examine incentive
eligibility implications (the "GSE Claim"). On December 20, 2019, the
Company sold its holdings in this subsidiary. The Sale and Purchase
Agreement governing the sale of the subsidiary provided for of up to
EUR2.1 million of indemnification in connection with the GSE Claim and
the Company recorded this potential payment as other expenses.
-- On December 20, 2019, in connection with the sale of ten Italian
indirect wholly-owned subsidiaries of the Company, which own twelve
photovoltaic plants with an aggregate nominal capacity of approximately
22.6 MW, the Company recorded a capital gain in the amount of
approximately EUR18.8 million. The agreed purchase price was EUR41
million for the cutoff date of December 31, 2018 and adjusted in
connection with funds received by the Company from the Italian
Subsidiaries during 2019 (approximately EUR2.3 million), resulting in a
cash purchase price of approximately EUR38.7 million.
-- Financing expenses, net was approximately EUR8.2 million for the year
ended December 31, 2019, compared to approximately EUR2.1 million for
the year ended December 31, 2018. The increase in financing expenses was
mainly due to: (i) expenses in connection with exchange rate differences
amounting to approximately EUR2 million in the twelve months ended
December 31, 2019, mainly in connection with the Company's NIS
denominated Debentures, the loan to an equity accounted investee and
cash and cash equivalents, caused by the 9.6% devaluation of the euro
against the NIS during this period, compared to income in connection
with exchange rate differences amounting to approximately EUR0.7 million
in the twelve months ended December 31, 2018 (ii) charges of
approximately EUR2 million recorded in 2019 in connection with the early
repayment of the entire outstanding principal of the Company's Series A
Debentures, and (iii) an increase of approximately EUR0.5 million in
interest and swap expenses mainly as a result of the financing
transaction entered in March 2019 by four Spanish indirect wholly-owned
subsidiaries and as a result of expenses recorded in connection with the
swap transaction entered by the Italian subsidiaries that were sold on
December 20, 2019.
-- Tax benefit was approximately EUR0.3 million in the year ended December
31, 2019, compared to taxes on income of approximately EUR0.2 million in
the year ended December 31, 2018. The change is due to deferred taxes
arising from timing differences in depreciation expenses in connection
with the Talasol Project.
-- Net profit was approximately EUR9.8 million in the year ended December
31, 2019, compared to net loss of approximately EUR0.6 million for the
year ended December 31, 2018.
-- Net profit per share was approximately EUR1.09 in the year ended
December 31, 2019, compared to approximately EUR0.1 for the year ended
December 31, 2018.
-- Total other comprehensive income was approximately EUR1.3 million for
the year ended December 31, 2019, compared to total other comprehensive
loss of approximately EUR1.2 million in the year ended December 31,
2018. The change was mainly due to changes in fair value of cash flow
hedges and from foreign currency translation differences on New Israeli
Shekel denominated operations, as a result of fluctuations in the
euro/NIS exchange rates.
-- Total comprehensive profit was approximately EUR10.3 million in the year
ended December 31, 2019, compared to total comprehensive loss of
approximately EUR0.5 million in the year ended December 31, 2018.
-- EBITDA was approximately EUR24.1 million for the year ended December 31,
2019 (including EUR18.8 million capital gain recorded in connection of
the sale of Italian subsidiaries), compared to approximately EUR8.7
million for the year ended December 31, 2018.
-- Net cash from operating activities was approximately EUR3.7 million for
the year ended December 31, 2019, compared to approximately EUR6.6
million for the year ended December 31, 2018.
-- As of March 1, 2020, the Company held approximately EUR59.4 million in
cash and cash equivalents , approximately EUR2.2 million in marketable
securities and approximately EUR10.1 million in restricted long-term
cash.
-- On March 30, 2020, the Company's Board of Directors approved a plan to
repurchase the Company's debentures in an aggregate amount of up to NIS
15 million for a six month period. The timing, volume and nature of
repurchases will be at the sole discretion of management and will depend
on market conditions, the price and availability of the Company's
debentures, and other factors. No assurance can be given that any
particular amount of debentures will be repurchased and the repurchase
plan does not obligate the Company to acquire a specific amount of
debentures in any period.
Ran Fridrich, CEO and a board member of Ellomay, commented: "2019 was marked with substantial accomplishments for Ellomay Capital. The Talasol project reached financial closing and we added two equity partners to the project that acquired 49% of the holdings at a premium. In addition, as of the today, construction is progressing according to the business plan. We acquired the minority holdings in the Netherlands biogas projects and as of today the results of such projects are in line with the business plan objectives. Further improvements are planned for implementation in the near future and we expect that these improvements will improve the results beyond the basic business plan.
The Company sold its yielding PV assets portfolio in Italy, generating a capital gain from the sale of approximately EUR19 million.
We obtained long-term project financing for the PV yielding assets in Spain under good terms while generating value to such assets.
We completed an early repayment of our Series A debentures (in the amount approximately NIS 80 million).
In addition, the Company entered into agreements for the development of new PV projects in Italy and Spain of approximately 550 MW and as of today the development process is progressing as planned.
The year ended with a profit attributable to the Company's owners of approximately EUR12 million. Shareholders' equity attributed to Company owners increased by approximately EUR28 million. Such equity will enable the Company to enter the challenging period ahead in the best possible way. We are following the global events and the impact of COVID-19 on the economy and specifically on the Company's operations. We cannot at this point assess whether and how the Company's operations and assets will be impacted by the crisis."
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. A reconciliation between results on an IFRS and non-IFRS basis is provided in the last table 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 850MW, representing about 6%-8% of Israel's total current
electricity consumption;
-- 51% of Talasol, which is involved in a project to construct a
photovoltaic plant with a peak capacity of 300MW in the municipality of
Talaván, Cáceres, Spain;
-- 100% of Groen Gas Goor B.V. and of Groen Gas Oude-Tonge B.V., project
companies developing anaerobic digestion plants with a green gas
production capacity of approximately 375 Nm3/h, in Goor, the Netherlands
and 475 Nm3/h, in Oude Tonge, the Netherlands, respectively;
-- 75% of Ellomay Pumped Storage (2014) Ltd. (including 6.67% that are held
by a trustee in trust for us and other parties), which is involved in a
project to construct a 156 MW pumped storage hydro power plant in the
Manara Cliff, Israel.
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. Ellomay believes 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, we believe Ellomay is capable of considering significant and complex transactions, beyond its immediate financial resources.
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 COVID-19 virus on the Company's operations and projects, including in connection with steps taken by authorities in countries in which the Company operates, 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, changes in demand and technical and other disruptions in the operations or construction of the power plants owned by the Company in addition to other risks and uncertainties associated with the Company's business that 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.
Ellomay Capital Ltd. and its Subsidiaries
Condensed Consolidated Statements of Financial Position
---
December 31,
2019 2018 2019
---
Unaudited Audited
Unaudited
EUR in thousands
Convenience Translation into
US$ in thousands*
*
---
Assets
Current assets:
Cash and cash
equivalents 44,509 36,882 49,946
Marketable
securities 2,242 2,132 2,516
Short term
deposits 6,446 7,233
Restricted cash 22,162
(*) 1,315 24,869
Receivable from
concession
project 1,463 1,292 1,642
Financial assets 1,418 1,282 1,591
Trade and other
receivables 4,882 12,623 5,478
---
83,122 55,526 93,275
---
Non-current assets
Investment in
equity accounted
investee 33,561 27,746 37,661
Advances on
account of
investments 883 798 991
Receivable from
concession
project 27,122 25,710 30,435
Fixed assets 126,607 87,220 142,074
Right-of-use
asset 15,401 17,282
Intangible asset 5,042 4,882 5,658
Restricted cash
and deposits 10,956
(*) 5,400 12,294
Deferred tax 2,285 2,423 2,564
Long term
receivables 31 1,455 35
Derivatives 5,162 5,793
227,050 155,634 254,787
---
Total assets 310,172 211,160 348,062
===
Liabilities and Equity
Current liabilities
Current
maturities of
long term loans 4,138 5,864 4,644
Debentures 26,773 8,758 30,044
Trade payables 1,765 2,126 1,979
Other payables 5,010 3,103 5,622
37,686 19,851 42,289
---
Non-current liabilities
Lease liability 15,402 17,284
Long-term loans 89,182 60,228 100,077
Debentures 44,811 42,585 50,285
Deferred tax 6,467 6,219 7,257
Other long-term
liabilities 1,795
(*) 1,959 2,014
Derivatives 7,263
(*) 3,361 8,150
164,920 114,352 185,067
===
Total liabilities 202,606 134,203 227,356
===
Equity
Share capital 21,998 19,980 24,685
Share premium 64,160 58,344 71,998
Treasury shares (1,736) (1,736) (1,948)
Transaction
reserve with
non-controlling
Interests 6,106 6,852
Reserves 3,283 1,169 3,684
Retained earnings 12,818 758 14,384
Total equity
attributed to
shareholders
ofthe Company 106,629 78,515 119,655
Non-Controlling
Interest 937 (1,558) 1,051
Total equity 107,566 76,957 120,706
Total liabilities
and equity 310,172 211,160 348,062
===
(* Reclassified (Reclassification of EUR3,338 thousand deposit from short-term to long-term restricted cash and deposits to reflect more appropriately the nature and the commitments such deposit is intended to secure)
** Convenience translation into US$ (exchange rate as at December 31, 2019: euro 1 = US$ 1.122))
Ellomay Capital Ltd. and its Subsidiaries
Condensed Consolidated Statements of Financial Position
---
For the three
months ended
December 31, For the year
For the three
For the year
months ended December 31, ended December 31,
ended December 31,
2018 2019 2018 2019 2019 2019
---
Unaudited Audited Unaudited
Unaudited
---
EUR in thousands Convenience Translation into US$*
---
Revenues 4,246 3,553 18,117 18,988 3,987 21,308
Operating expenses (1,769) (1,589) (6,342) (6,638) (1,783) (7,449)
Depreciation and amortization (1,452) (1,702) (5,816) (6,416) (1,910) (7,200)
---
Gross profit 1,025 262 5,959 5,934 294 6,659
Project development costs (256) (742) (2,878) (4,213) (833) (4,728)
General and administrative expenses (838) (969) (3,600) (3,827) (1,087) (4,295)
Share of profits of equity accounted investee 331 704 2,545 3,086 790 3,463
Other income (expenses), net 811 (2,100) 884 (2,100) (2,357) (2,357)
Capital gain 18,770 18,770 21,063 21,063
Operating profit 1,073 15,925 2,910 17,650 17,870 19,805
Financing income 739 385 2,936 1,827 432 2,050
Financing income (expenses) in connection with derivatives, net 347 (98) 494 897 (110) 1,007
Financing expenses (1,342) (3,828) (5,521) (10,877) (4,296) (12,206)
---
Financing expenses, net (256) (3,541) (2,091) (8,153) (3,974) (9,149)
---
Profit before taxes on income 817 12,384 819 9,497 13,897 10,656
Tax benefit (Taxes on income) (95) 1,200 (215) 287 1,347 322
---
Profit for the period 722 13,584 604 9,784 15,243 10,978
---
Profit (loss) attributable to:
Owners of the Company 673 13,683 1,057 12,060 15,355 13,533
Non-controlling interests 49 (99) (453) (2,276) (111) (2,555)
---
Profit for the period 722 13,584 604 9,784 15,243 10,978
---
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 (258) (7,008) (787) 2,103 (7,864)
2,360
Other comprehensive income items that will not be transferred to profit or loss:
Effective portion of change in fair value of cash flow hedges (476) (5,901) (1,008) 1,076 (6,622) 1,207
Net change in fair value of cash flow hedges transferred to profit or loss 348 356 643 (1,922) 399 (2,157)
---
Total other comprehensive profit (loss) (386) (12,553) (1,152) 1,257 (14,087) 1,410
---
Total comprehensive profit (loss) for the period 336 1,031 (548) 11,041 1,157 12,388
===
Basic net profit per share 0.06 1.19 0.10 1.09 1.36 1.24
===
Diluted net profit per share 0.06 1.19 0.10 1.09 1.36 1.24
--- ===
(* Convenience translation into US$ (exchange rate as at December 31, 2019: euro 1 = US$ 1.122))
Ellomay Capital Ltd. and its Subsidiaries
Condensed Consolidated Statements of Changes in Equity (in thousands)
---
Attributable to shareholders of the Company Non- controlling Total
Interests Equity
Interests Transaction reserve with
non-
controlling Interests
Translation reserve from
foreign operations
Share capital Share premium Retained earnings Treasury shares Hedging Reserve Total
EUR
in thousands
For the year ended
December 31, 2019 (Unaudited):
Balance as at
January 1, 2019 19,980 58,344 758 (1,736) 1,396 (227) 78,515 (1,558) 76,957
Profit (loss)for the year - 12,060 12,060 (2,276) 9,784
Other comprehensive income for the year - 2,960 (846) 2,114 (857) 1,257
---
Total comprehensive income for the year - 12,060 2,960 (846) 14,174 (3,133) 11,041
Transactions with owners of the Company, recognized directly in equity:
Sale of shares in subsidiaries to
non-controlling interests - 5,439 5,439 5,374 10,813
Purchase
of shares in subsidiaries from
non-controlling interests - 667 667 254 921
Issuance of ordinary shares 2,010 5,797 7,807 7,807
Options exercise 8 11 19 19
Share-based payments - 8 8 8
---
Balance as at
December 31, 2019 21,998 64,160 12,818 (1,736) 4,356 (1,073) 6,106 106,629 937 107,566
For the three months
ended December 31, 2019 (Unaudited):
Balance as at
September 30, 2019 21,998 64,155 (865) (1,736) 5,097 4,472 6,106 99,227 7,303 106,530
Profit (loss) for the period - 13,683 13,683 (99) 13,584
Other comprehensive loss for the period - (741) (5,545) (6,286) (6,267) (12,553)
---
Total comprehensive income for the period - 13,683 (741) (5,545) 7,397 (6,366) 1,031
Transactions with owners of the Company, recognized directly in equity:
Share-based payments - 5 5 5
---
Balance as at
December 31, 2019 21,998 64,160 12,818 (1,736) 4,356 (1,073) 6,106 106,629 937 107,566
(* Convenience translation into US$ (exchange rate as at December 31, 2019: euro 1 = US$ 1.122))
Ellomay Capital Ltd. and its Subsidiaries
Condensed Consolidated Interim Statements of Changes in Equity (in thousands) (cont'd)
---
Attributable to shareholders of the Company Non- controlling Total
Interests Equity
Translation reserve from
foreign operations
Share capital Share premium Retained earnings Treasury shares Hedging Reserve
Total
EUR
in thousands
For the year ended
December 31, 2018 (Audited):
Balance as at
January 1, 2018 19,980 58,339 (299) (1,736) 2,219 138 78,641 (1,141) 77,500
Profit (loss) for the year - 1,057 1,057 (453) 604
Other comprehensive loss
for the year - (823) (365) (1,188) 36 (1,152)
---
Total comprehensive loss
for the year - 1,057 (823) (365) (131) (417) (548)
Transactions with owners of the Company,
recognized directly in equity:
Share-based payments - 5 5 5
---
Balance as at
December 31, 2018 19,980 58,344 758 (1,736) 1,396 (227) 78,515 (1,558) 76,957
For the three months
ended December 31, 2018 (Unaudited):
Balance as at
September 30, 2018 19,980 58,342 85 (1,736) 1,679 (99) 78,251 (1,632) 76,619
Profit for the period - 673 673 49 722
Other comprehensive loss
for the period - (283) (128) (411) 25 (386)
---
Total comprehensive income
for the period - 673 (283) (128) 262 74 336
Transactions with owners of the Company,
recognized directly in equity:
Share-based payments - 2 2 2
---
Balance as at
December 31, 2018 19,980 58,344 758 (1,736) 1,396 (227) 78,515 (1,558) 76,957
Ellomay Capital Ltd. and its Subsidiaries
Condensed Consolidated Interim Statements of Changes in Equity (in thousands) (cont'd)
---
Attributable to shareholders of the Company Non- controlling Interests Total Equity
Interests Transaction reserve with
non-
controlling Interests
Translation reserve from
foreign operations
Share capital Share premium Retained earnings Treasury shares Hedging Reserve Total
Convenience translation into US$ (exchange rate as at December 31, 2019: euro 1 = US$ 1.122)
For the year ended
December 31, 2019 (Unaudited):
Balance as at
January 1, 2019 22,420 65,472 851 (1,948) 1,567 (255) 88,107 (1,748) 86,359
Profit (loss) for the year - 13,533 13,533 (2,555) 10,978
Other comprehensive income for the year - 3,322 (950) 2,372 (962) 1,410
---
Total comprehensive income for the year - 13,533 3,322 (950) 15,905 (3,517) 12,388
Transactions with owners of the Company, recognized directly in equity:
Sale of shares in subsidiaries to
non-controlling interests - 6,104 6,104 6,031 12,135
Purchase of shares in subsidiaries from
non-controlling interests - 748 748 285 1,033
Issuance of ordinary shares 2,256 6,505 8,761 8,761
Options exercise 9 12 21 21
Share-based payments - 9 9 9
---
Balance as at
December 31, 2019 24,685 71,998 14,384 (1,948) 4,889 (1,205) 6,852 119,655 1,051 120,706
For the three months
ended December 31, 2019 (Unaudited):
Balance as at
September 30, 2019 24,685 71,992 (971) (1,948) 5,721 5,017 6,852 111,348 8,195 119,543
Profit (loss) for the period - 15,355 15,355 (111) 15,244
Other comprehensive loss for the period - (832) (6,222) (7,054) (7,033) (14,087)
---
Total comprehensive income for the period - 15,355 (832) (6,222) 8,301 (7,144) 1,157
Transactions with owners of the Company, recognized directly in equity:
Share-based payments - 6 6 6
---
Balance as at
December 31, 2019 24,685 71,998 14,384 (1,948) 4,889 (1,205) 6,852 119,655 1,051 120,706
Ellomay Capital Ltd. and its Subsidiaries
Condensed Consolidated Interim Statements of Cash Flow (in thousands)
---
For the three For the year ended For the three months ended For the year ended December
months ended December 31, December 31, 31,
December 31,
---
2018 2019 2018 2019 2019 2019
---
Unaudited Audited Unaudited Unaudited
---
EUR Convenience Translation
in into US$*
thousands
---
Cash flows from operating activities
Profit for the
period 722 13,584 604 9,784 15,243 10,978
Adjustments for:
---
Financing
expenses, net 256 3,541 2,091 8,153 3,974 9,149
Capital gain (18,770) (18,770) (21,063) (21,063)
Depreciation and
amortization 1,452 1,702 5,816 6,416 1,910 7,200
Share-based
payment
transactions 2 5 5 8 6 9
Share of profits
of equity
accounted
investees (331) (704) (2,545) (3,086) (790) (3,463)
Payment of
interest on loan
from an equity
accounted
investee 1,860 3,036 370 415
Change in trade
receivables and
other
receivables 183 1,305 (17) 403 1,464 452
Change in other
assets 257 (480) 37 (1,950) (539) (2,188)
Change in
receivables from
concessions
project 355 200 1,431 1,329 224 1,491
Change in accrued
severance pay,
net 1 15 9 1 10
Changein trade
payables 342 47 633 461 53 517
Change in other
payables (1,527) 2,646 (1,565) 5,336 2,969 5,988
Income tax
expense (tax
benefit) 95 (1,200) 215 (287) (1,347) (322)
Income taxes paid (33) (81) (77) (100) (91) (112)
Interest received 429 438 1,835 1,719 492 1,929
Interest paid (2,121) (2,846) (4,924) (6,083) (3,194) (6,826)
---
1,219 (14,196) 5,986 (6,072) (15,931) (6,814)
---
Net cash from
(used in)
operating
activities 1,941 (612) 6,590 3,712 (688) 4,164
===
Cash flows from investing activities
Acquisition of
fixed assets (647) (30,970) (3,708) (86,805) (34,753) (97,409)
Acquisition of
subsidiary, net
of cash acquired (1,000) (1,000) (1,000) (1,122)
Repayment of loan
from an equity
accounted
investee 1,050 1,540 -
Proceeds from
sale of
investments 34,586 34,586 38,811 38,811
Proceeds from
marketable
securities 3,316 -
Proceed from
settlement of
derivatives, net 254 664 532 597
Proceed from
(investment in)
in restricted
cash, net (1,318) (22,140) (3,107) (26,003) (24,845) (29,180)
Investment in
short term
deposit (6,302) (7,072)
Repayment (grant)
loan to others (3,500) (3,500) 3,912 4,390
Net cash from
(used in)
investing
activities (5,161) (18,524) (5,795) (81,080) (20,787) (90,985)
===
Cash flows from financing activities
Repayment of
long-term loans
and finance
lease
obligations (2,891) (1,434) (1,609)
(17,819) (5,844) (6,558)
Repayment of
Debentures (4,668) (5,304) (4,668) (9,836) (5,952) (11,038)
Proceeds from
options 19 21
Sale of shares in
subsidiaries to
non-controlling
interests 13,936 15,638
Acquisition of
shares in
subsidiaries
from non-
controlling
interests
(2,961) (3,323)
Issuance of
ordinary shares 7,807 8,761
Proceeds from
long term loans 230 212 34,745 59,298 238 66,542
Proceeds from
issuance of
Debentures, net 22,317 25,043
Net cash from
(used in)
financing
activities (7,329) (6,526) 12,258 84,736 (7,323) 95,086
===
Effect of
exchange rate
fluctuations on
cash and cash
equivalents 44 (637) (133) 259 (714) 293
Increase
(decrease) in
cash and cash
equivalents (10,505) (26,299) 12,920 7,627 (29,512) 8,558
Cash and cash
equivalents at
the beginning of
the period 47,387 70,808 23,962 36,882 79,458 41,388
---
Cash and cash
equivalents at
the end of the
period 36,882 44,509 36,882 44,509 49,946 49,946
===
(* Convenience translation into US$ (exchange rate as at December 31, 2019: euro 1 = US$ 1.122))
Ellomay Capital Ltd. and its Subsidiaries
Reconciliation of Profit (Loss) to EBITDA (in thousands)
---
For the three For the year
months ended ended December
December 31, 31,
For the three months ended For the year ended December
December 31, 31,
2018 2019 2018 2019 2019 2019
---
Unaudited
EUR Convenience Translation
into US$*
in thousands
---
Net profit (loss)
for the period 722 13,584 604 9,784 15,243 10,978
Financing expenses,
net 256 3,541 2,091 8,153 3,974 9,149
Taxes on income (tax
benefit) 95 (1,200) 215 (287) (1,347) (322)
Depreciation and
amortization 1,452 1,702 5,816 6,416 1,910 7,200
---
EBITDA 2,525 17,627 8,726 24,066 19,780 27,005
(* Convenience translation into US$ (exchange rate as at December 31, 2019: euro 1 = US$ 1.122))
Information for the Company's Debenture Holders
Pursuant to the Deeds of Trust governing the Company's Series A, B and C 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 and "Liquidity and Capital Resources" under Exhibit 99.3 of a Form 6-K submitted to the Securities and Exchange Commission on September 25, 2019.
Net Financial Debt
As of December 31, 2019, the Company's Net Financial Debt (as such term is defined in the Deeds of Trust of the Company's Debentures) was approximately EUR66.6 million (consisting of approximately EUR100.8 million of short-term and long-term debt from banks and other interest bearing financial obligations and approximately EUR71.6 million in connection with the Series A Debentures issuances (in January and September 2014), the Series B Debentures issuance (in March 2017) and the Series C Debentures issuance (in July 2019), net of approximately EUR53.2 million of cash and cash equivalents, short-term deposits and marketable securities and net of approximately EUR52.6 million of project finance and related hedging transactions of the Company's subsidiaries).
Information for the Company's Series B Debenture Holders
The following is an internal pro forma consolidated statement of financial position of the Company as at December 31, 2019. This information is required under the Series B Deed of Trust in connection with the adoption of IFRS 16 "Leases" by the Company and provides the consolidated statement of financial position of the Company as of the date set forth below after elimination of the effects of adoption of IFRS 16. Based on the pro forma statement of financial position, the ratio of the Company's equity (which the Company calculated in line with the definition of Balance Sheet Equity in the Series B Deed of Trust) to balance sheet as at December 31, 2019 was 36.5%.
Unaudited Internal Pro Forma Statement of Financial Position
---
December 31,
2019
Unaudited
Pro Forma
EUR in thousands
Assets
Current assets:
Cash and cash equivalents 44,509
Marketable securities 2,242
Short term deposits 6,446
Restricted cash and marketable
securities 22,162
Receivable from concession
project 1,463
Financial assets 1,418
Trade and other receivables 4,882
83,122
Non-current assets
Investment in equity accounted
investee 33,561
Advances on account of
investments 883
Receivable from concession
project 27,122
Fixed assets 126,607
Right-of-use asset
Intangible asset 5,042
Restricted cash and deposits 10,956
Deferred tax 2,238
Long term receivables 31
Derivatives 5,162
211,602
Total assets 294,724
Liabilities and Equity
Current liabilities
Current maturities of long
term loans 4,138
Debentures 26,773
Trade payables 1,765
Other payables 4,785
37,461
Non-current liabilities
Lease liability
Long-term loans 89,182
Debentures 44,811
Deferred tax 6,477
Other long-term liabilities 1,795
Derivatives 7,263
149,528
Total liabilities 186,989
Equity
Share capital 21,998
Share premium 64,160
Treasury shares (1,736)
Transaction reserve with non-
controlling Interests 6,106
Reserves 3,283
Retained earnings (accumulated
deficit) 12,987
Total equity attributed to
shareholders ofthe Company 106,798
Non-Controlling Interest 937
Total equity 107,735
Total liabilities and equity 294,724
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 December 31, 2019, 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 EUR107.6 million, (ii) the ratio of the Company's Net Financial Debt (as set forth above) to the Company's CAP, Net (defined as the Company's consolidated shareholders' equity plus the Net Financial Debt was 38.2% and (iii) the ratio of the Company's Net Financial Debt to the Company's Adjusted EBITDA((1)) was 2.5.
_____________________________
((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 project, 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."
The following is a reconciliation between the Company's net profit (loss) and the Adjusted EBITDA for the four-quarter period ended December 31, 2019:
For the four
quarter period
ended
December 31,
2019
Unaudited
EUR
in thousands
Net profit for the
period 9,784
Financing expenses,
net 8,153
Taxes on income (287)
Depreciation and
amortization 6,416
Adjustment to revenues
of the Talmei Yosef
project due to
calculation based on
the fixed asset model
2,981
Share-based payments 8
---
Adjusted EBITDA as
defined in the Series
C Deed of Trust 27,055
Contact:
Kalia Weintraub
CFO
Tel: +972-(3)-797-1111
Email: hilai@ellomay.com
View original content:http://www.prnewswire.com/news-releases/ellomay-capital-reports-results-for-the-fourth-quarter-and-full-year-of-2019-301032895.html
SOURCE Ellomay Capital Ltd.
