TEL-AVIV, Israel, Dec. 28, 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 three and nine months ended September 30, 2020.
Financial Highlights
CEO Review
Ran Fridrich, CEO and a board member of the Company, provided the following CEO review:
"The Company continued coping with the challenges posed by the Covid-19 pandemic during the three months ended September 30, 2020, and despite such challenges, the Company continues in full steam advancing its development plans in Italy (P.V), Spain (P.V) and the Netherland (Biogas), and advancing towards grid connection of project Talasol (300 MW P.V in Spain).
The results of the third quarter were in-line with the Company's expectations, reflecting the effects of the Company's PV Italian portfolio sale on December 2019. The upcoming commencement of operations of Talasol will more than compensate for this loss of income.
During December 2020 the Company successfully finalized the acquisition of the Gelderland biogas project in the Netherlands, doubling the Company's biogas capacity and enabling it to improve the efficiency and utilize the benefits provided by the size of the facilities and the expertise of its Dutch and Israeli teams. The third quarter also reflects the improvements and increased efficiency of the Company's biogas facilities in the Netherlands, which are working in line with the Company's production targets and business plan.
Last week Hemi Raphael, who was an active Board member of the Company from 2006 until recently, passed away. Hemi was instrumental in the success and development of the Company throughout the years, and contributed to every aspect of the Company's business and operations, including the Company's holdings in Dorad, the acquisition of the Company's operating assets and the development of the Company's long-term strategy. He will be greatly missed."
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:
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 CFOTel: +972 (3) 797-1111Email: kaliaw@ellomay.com
Ellomay Capital Ltd. and its Subsidiaries | ||||
Condensed Consolidated Statements of Financial Position | ||||
September 30, | December 31, | September 30, | ||
2020 | 2019 | 2020 | ||
Unaudited | Audited | Unaudited | ||
€ in thousands | Convenience Translationinto US$ in thousands* | |||
Assets | ||||
Current assets | ||||
Cash and cash equivalents | 53,989 | 44,509 | 63,164 | |
Marketable securities | 788 | 2,242 | 922 | |
Short term deposits | 7,949 | 6,446 | 9,300 | |
Restricted cash | - | 22,162 | - | |
Receivable from concession project | 1,460 | 1,463 | 1,708 | |
Financial assets | - | 1,418 | - | |
Trade and other receivables | 5,770 | 4,882 | 6,751 | |
69,956 | 83,122 | 81,845 | ||
Non-current assets | ||||
Investment in equity accounted investee | 32,172 | 33,561 | 37,640 | |
Advances on account of investments | 2,405 | 883 | 2,814 | |
Receivable from concession project | 24,735 | 27,122 | 28,939 | |
Fixed assets | 216,342 | 114,389 | 253,109 | |
Right-of-use asset | 16,892 | 15,401 | 19,763 | |
Intangible asset | 4,597 | 5,042 | 5,378 | |
Restricted cash and deposits | 10,561 | 10,956 | 12,356 | |
Deferred tax | 1,313 | 2,285 | 1,536 | |
Long term receivables | 3,338 | 12,249 | 3,905 | |
Derivatives | 12,451 | 5,162 | 14,567 | |
324,806 | 227,050 | 380,007 | ||
Total assets | 394,762 | 310,172 | 461,852 | |
Liabilities and Equity | ||||
Current liabilities | ||||
Current maturities of long term bank loans** | 10,396 | 4,138 | 12,163 | |
Current maturities of long term loans** | 4,866 | - | 5,693 | |
Debentures | 6,668 | 26,773 | 7,801 | |
Trade payables | 1,426 | 1,765 | 1,669 | |
Other payables | 6,065 | 5,010 | 7,096 | |
29,421 | 37,686 | 34,422 | ||
Non-current liabilities | ||||
Lease liability | 17,169 | 15,402 | 20,087 | |
Liabilities to banks ** | 124,011 | **40,805 | 145,087 | |
Other long-term loans ** | 44,921 | **48,377 | 52,555 | |
Debentures | 36,460 | 44,811 | 42,656 | |
Deferred tax | 6,737 | 6,467 | 7,882 | |
Other long-term liabilities | 1,236 | 1,795 | 1,446 | |
Derivatives | 8,523 | 7,263 | 9,971 | |
239,057 | 164,920 | 279,684 | ||
Total liabilities | 268,478 | 202,606 | 314,106 | |
Equity | ||||
Share capital | 25,102 | 21,998 | 29,368 | |
Share premium | 82,379 | 64,160 | 96,379 | |
Treasury shares | (1,736) | (1,736) | (2,031) | |
Transaction reserve with non-controlling Interests | 6,106 | 6,106 | 7,144 | |
Reserves | 4,077 | 3,283 | 4,770 | |
Retained earnings | 8,407 | 12,818 | 9,836 | |
Total equity attributed to shareholders of the Company | 124,335 | 106,629 | 145,466 | |
Non-Controlling Interest | 1,949 | 937 | 2,280 | |
Total equity | 126,284 | 107,566 | 147,746 | |
Total liabilities and equity | 394,762 | 310,172 | 461,852 | |
* Convenience translation into US$ (exchange rate as at September 30, 2020: euro 1 = US$ 1.17) | ||||
** Reclassified |
Ellomay Capital Ltd. and its Subsidiaries | ||||||
Condensed Consolidated Statements of Comprehensive Income (in thousands, except per share data) | ||||||
For the three months ended September 30, | For the nine months ended September 30, | For the year ended December 31, | For the nine months ended September 30, | |||
2020 | 2019 | 2020 | 2019 | 2019 | 2020 | |
Unaudited | Unaudited | Audited | Unaudited | |||
€ in thousands | € in thousands | € in thousands | Convenience Translation into US$* | |||
Revenues | 2,630 | 5,132 | 6,844 | 15,435 | 18,988 | 8,007 |
Operating expenses | (1,264) | (1,594) | (3,410) | (5,049) | (6,638) | (3,990) |
Depreciation and amortization expenses | (797) | (1,671) | (2,244) | (4,714) | (6,416) | (2,625) |
Gross profit | 569 | 1,867 | 1,190 | 5,672 | 5,934 | 1,392 |
Project development costs | (674) | (757) | (3,012) | (3,471) | (4,213) | (3,524) |
General and administrative expenses | (1,122) | (979) | (3,326) | (2,858) | (3,827) | (3,891) |
Share of profits of equity accounted investee | 1,055 | 2,351 | 1,905 | 2,382 | 3,086 | 2,229 |
Other income (expenses), net | - | - | - | - | (2,100) | - |
Capital gain | - | - | - | - | 18,770 | - |
Operating profit (loss) | (172) | 2,482 | (3,243) | 1,725 | 17,650 | (3,794) |
Financing income | 550 | 572 | 1,340 | 1,442 | 1,827 | 1,568 |
Financing income in connection with derivatives and warrants, net | 433 | 535 | 1,532 | 995 | 897 | 1,792 |
Financing expenses | (2,164) | (2,592) | (5,162) | (7,049) | (10,877) | (6,039) |
Financing expenses, net | (1,181) | (1,485) | (2,290) | (4,612) | (8,153) | (2,679) |
Profit (loss) before taxes on income | (1,353) | 997 | (5,533) | (2,887) | 9,497 | (6,473) |
Tax benefit (Taxes on income) | (72) | (399) | (160) | (913) | 287 | (187) |
Profit (loss) for the period | (1,425) | 598 | (5,693) | (3,800) | 9,784 | (6,660) |
Profit (loss) attributable to: | ||||||
Owners of the Company | (940) | 1,128 | (4,411) | (1,623) | 12,060 | (5,160) |
Non-controlling interests | (485) | (530) | (1,282) | (2,177) | (2,276) | (1,500) |
Profit (loss) for the period | (1,425) | 598 | (5,693) | (3,800) | 9,784 | (6,660) |
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 | (1,197) | 2,091 | (1,283) | 3,464 | 2,768 | (1,501) |
Effective portion of change in fair value of cash flow hedges | 12,942 | 13,383 | 3,653 | 12,624 | 411 | 4,274 |
Net change in fair value of cash flow hedges transferred to profit or loss | 528 | (1,174) | 718 | (2,278) | (1,922) | 840 |
Total other comprehensive income (loss) | 12,273 | 14,300 | 3,088 | 13,810 | 1,257 | 3,613 |
Total other comprehensive income (loss) attributable to: | ||||||
Owners of the Company | 5,531 | 8,413 | 794 | 8,400 | 2,114 | 929 |
Non-controlling interests | 6,742 | 5,887 | 2,294 | 5,410 | (857) | 2,684 |
Total other comprehensive income (loss) | 12,273 | 14,300 | 3,088 | 13,810 | 1,257 | 3,613 |
Total comprehensive income (loss) for the period | 10,848 | 14,898 | (2,605) | 10,010 | 11,041 | (3,047) |
Total comprehensive income(loss) for the period attributable to: | ||||||
Owners of the Company | 4,591 | 9,541 | (3,617) | 6,777 | 14,174 | (4,231) |
Non-controlling interests | 6,257 | 5,357 | 1,012 | 3,233 | (3,133) | 1,184 |
Total comprehensive income(loss) for the period | 10,848 | 14,898 | (2,605) | 10,010 | 11,041 | (3,047) |
Basic net earnings (loss) per share | (0.07) | 0.10 | (0.36) | (0.14) | 1.09 | (0.39) |
Diluted net earnings (loss) per share | (0.07) | 0.10 | (0.36) | (0.14) | 1.09 | (0.39) |
* Convenience translation into US$ (exchange rate as at September 30, 2020: euro 1 = US$ 1.17) |
Ellomay Capital Ltd. and its Subsidiaries | ||||||||||
Condensed Consolidated Statements of Changes in Equity (in thousands) | ||||||||||
Non- | ||||||||||
controlling | Total | |||||||||
Attributable to shareholders of the Company | Interests | Equity | ||||||||
Retained | Translation | Transaction | ||||||||
earnings | reserve from | reserve with | ||||||||
Share | Share | (accumulated | Treasury | foreign | Hedging | non-controlling | ||||
Capital | Premium | deficit) | shares | operations | Reserve | Interests | Total | |||
€ in thousands | ||||||||||
For the nine months ended September 30, 2020: | ||||||||||
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 | - | - | (4,411) | - | - | - | - | (4,411) | (1,282) | (5,693) |
Other comprehensive loss for the period | - | - | - | - | (1,393) | 2,187 | - | 794 | 2,294 | 3,088 |
Total comprehensive loss for the period | - | - | (4,411) | - | (1,393) | 2,187 | - | (3,617) | 1,012 | (2,605) |
Transactions with owners of the Company, recognized directly in equity: | ||||||||||
Options exercise | 20 | - | - | - | - | - | - | 20 | - | 20 |
Share-based payments | - | 28 | - | - | - | - | - | 28 | - | 28 |
Issuance of ordinary shares | 3,084 | 18,191 | - | - | - | - | - | 21,275 | - | 21,275 |
Balance as at September 30, 2020 | 25,102 | 82,379 | 8,407 | (1,736) | 2,963 | 1,114 | 6,106 | 124,335 | 1,949 | 126,284 |
Ellomay Capital Ltd. and its Subsidiaries | ||||||||||
Condensed Consolidated Interim Statements of Changes in Equity (in thousands) (cont'd) | ||||||||||
Non- | ||||||||||
controlling | Total | |||||||||
Attributable to shareholders of the Company | Interests | Equity | ||||||||
Retained | Translation | Transaction | ||||||||
earnings | reserve from | reserve with | ||||||||
Share | Share | (accumulated | Treasury | foreign | Hedging | non-controlling | ||||
capital | Premium | deficit) | shares | operations | Reserve | Interests | Total | |||
€ in thousands | ||||||||||
For the nine month ended September 30, 2019 (unaudited): | ||||||||||
Balance as at January 1, 2019 | 19,980 | 58,344 | 758 | (1,736) | 1,396 | (227) | - | 78,515 | (1,558) | 76,957 |
Loss for the period | - | - | (1,623) | - | - | - | - | (1,623) | (2,177) | (3,800) |
Other comprehensive loss for the period | - | - | - | - | 3,701 | 4,699 | - | 8,400 | 5,410 | 13,810 |
Total comprehensive loss for the period | - | - | (1,623) | - | 3,701 | 4,699 | - | 6,777 | 3,233 | 10,010 |
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 |
Buy of shares in subsidiaries from non-controlling interests | - | - | - | - | - | - | 667 | 667 | 254 | 921 |
Share-based payments | - | 3 | - | - | - | - | - | 3 | - | 3 |
Issuance of ordinary shares | 2,010 | 5,797 | - | - | - | - | - | 7,807 | - | 7,807 |
Options exercise | 8 | 11 | - | - | - | - | - | 19 | - | 19 |
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 |
Ellomay Capital Ltd. and its Subsidiaries | ||||||||||
Condensed Consolidated Interim Statements of Changes in Equity (in thousands) (cont'd) | ||||||||||
Non- | ||||||||||
controlling | Total | |||||||||
Attributable to shareholders of the Company | Interests | Equity | ||||||||
Translation | Transaction | |||||||||
Share |
Share |
Retained |
Treasury | Reserve from foreign |
Hedging | reserve with non-controlling | ||||
capital | premium | earnings | shares | operations | Reserve | Interests | Total | |||
€ in thousands | ||||||||||
For the year ended December 31, 2019 (audited): | ||||||||||
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 loss for the year | - | - | - | - | 2,960 | (846) | - | 2,114 | (857) | 1,257 |
Total comprehensive loss 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 |
Ellomay Capital Ltd. and its Subsidiaries | ||||||||||
Condensed Consolidated Interim Statements of Changes in Equity (in thousands) (cont'd) | ||||||||||
Non- | ||||||||||
controlling | Total | |||||||||
Attributable to shareholders of the Company | Interests | Equity | ||||||||
Retained | Translation | Transaction | ||||||||
earnings | reserve from | reserve with | ||||||||
Share | Share | (accumulated | Treasury | Foreign | Hedging | non-controlling | ||||
Capital | Premium | deficit) | Shares | operations | Reserve | Interests | Total | |||
US$ in thousands* | ||||||||||
For the nine months ended September 30, 2020: | ||||||||||
Balance as at January 1, 2020 | 25,736 | 75,065 | 14,996 | (2,031) | 5,096 | (1,255) | 7,144 | 124,751 | 1,096 | 125,847 |
Loss for the period | - | - | (5,160) | - | - | - | - | (5,160) | (1,500) | (6,660) |
Other comprehensive loss for the period | - | - | - | - | (1,630) | 2,559 | - | 929 | 2,684 | 3,613 |
Total comprehensive loss for the period | - | - | (5,160) | - | (1,630) | 2,559 | - | (4,231) | 1,184 | (3,047) |
Transactions with owners of the Company,recognized directly in equity: | ||||||||||
Options exercise | 23 | - | - | - | - | - | - | 23 | - | 23 |
Share-based payments | - | 33 | - | - | - | - | - | 33 | - | 33 |
Issuance of ordinary shares | 3,609 | 21,281 | - | - | - | - | - | 24,890 | - | 24,890 |
Balance as at September 30, 2020 | 29,368 | 96,379 | 9,836 | (2,031) | 3,466 | 1,304 | 7,144 | 145,466 | 2,280 | 147,746 |
* Convenience translation into US$ (exchange rate as at September 30, 2020: euro 1 = US$ 1.170) | ||||||||||
Ellomay Capital Ltd. and its Subsidiaries | ||||||
Condensed Consolidated Interim Statements of Cash Flow (in thousands) | ||||||
For the three months ended September 30, | For the nine months ended September 30, | For the year ended December 31, | For the nine months ended September 30 | |||
2020 | 2019 | 2020 | 2019 | 2019 | 2020 | |
Unaudited | Unaudited | Audited | Unaudited | |||
€ in thousands | Convenience Translation into US$* | |||||
Cash flows from operating activities | ||||||
Profit (loss) for the period | (1,425) | 598 | (5,693) | (3,800) | 9,784 | (6,660) |
Adjustments for: | ||||||
Financing expenses, net | 1,181 | 1,485 | 2,290 | 4,612 | 8,153 | 2,679 |
Capital gain | - | - | - | - | (18,770) | - |
Depreciation and amortization | 797 | 1,671 | 2,244 | 4,714 | 6,416 | 2,625 |
Share-based payment transactions | 8 | - | 28 | 3 | 8 | 33 |
Share of profits of equity accounted investees | (1,055) | (2,351) | (1,905) | (2,382) | (3,086) | (2,229) |
Payment of interest on loan from an equity accounted investee | - | - | 582 | 370 | 370 | 681 |
Change in trade receivables and other receivables | (858) | 842 | (731) | (902) | 403 | (855) |
Change in other assets | 618 | (762) | 384 | (1,470) | (1,950) | 449 |
Change in receivables from concessions project | 519 | 483 | 1,223 | 1,129 | 1,329 | 1,431 |
Change in accrued severance pay, net | - | - | - | 8 | 9 | - |
Change in trade payables | (304) | (651) | (339) | 414 | 461 | (397) |
Change in other payables | 469 | 1,636 | 837 | 2,690 | 5,336 | 979 |
Income tax expense (tax benefit) | 72 | 399 | 160 | 913 | (287) | 187 |
Income taxes paid | (88) | (19) | (88) | (19) | (100) | (103) |
Interest received | 445 | 446 | 1,314 | 1,281 | 1,719 | 1,537 |
Interest paid | (728) | (582) | (2,581) | (3,237) | (6,083) | (3,020) |
Net cash from (used in) operating activities | (349) | 3,195 | (2,275) | 4,324 | 3,712 | (2,663) |
Cash flows from investing activities | ||||||
Acquisition of fixed assets | (22,398) | (11,316) | (103,678) | (55,835) | (74,587) | (121,298) |
Acquisition of subsidiary, net of cash acquired | - | - | - | (1,000) | (1,000) | - |
Proceeds from sale of investments | - | - | - | - | 34,586 | - |
Compensation as per agreement with Erez Electricity Ltd. | - | - | 1,418 | - | - | 1,659 |
Advances on account of investments in process | (1,554) | - | (1,554) | - | - | (1,818) |
Repayment of loan by an equity accounted investee | - | - | 1,923 | - | - | 2,250 |
Proceeds from settlement of derivatives, net | - | - | - | 532 | 532 | - |
Proceeds (investment) in restricted cash, net | (230) | 1,356 | 22,350 | (3,863) | (26,003) | 26,148 |
Investment in short term deposit | (1,407) | (6,302) | (1,407) | (6,302) | (6,302) | (1,646) |
Proceeds in Marketable Securities | 1,364 | - | 1,364 | - | - | 1,596 |
Repayment of loan to others | - | 412 | - | 3,912 | 3,912 | - |
Net cash used in investing activities | (24,225) | (15,850) | (79,584) | (62,556) | (68,862) | (93,109) |
Cash flows from financing activities | ||||||
Issue of warrants | - | - | 320 | - | - | 374 |
Sale of shares in subsidiaries to non-controlling interests | - | (126) | - | 13,936 | 13,936 | - |
Acquisition of shares in subsidiaries from non-controlling interests | - | (2,961) | - | (2,961) | (2,961) | - |
Proceeds from options | 20 | - | 20 | 19 | 19 | 23 |
Cost associated with long term loans | - | - | - | - | (12,218) | - |
Proceeds from long term loans | 21,253 | 192 | 101,837 | 59,086 | 59,298 | 119,144 |
Repayment of long-term loans | 38 | (252) | (2,766) | (4,410) | (5,844) | (3,236) |
Repayment of Debentures | - | - | (26,923) | (4,532) | (9,836) | (31,499) |
Issuance of ordinary shares | 8,087 | 7,807 | 21,275 | 7,807 | 7,807 | 24,891 |
Proceeds from issuance of Debentures, net | - | 22,317 | - | 22,317 | 22,317 | - |
Net cash from financing activities | 29,398 | 26,977 | 93,763 | 91,262 | 72,518 | 109,697 |
Effect of exchange rate fluctuations on cash and cash equivalents | (2,067) | 951 | (2,424) | 896 | 259 | (2,834) |
Increase in cash and cash equivalents | 2,757 | 15,273 | 9,480 | 33,926 | 7,627 | 11,091 |
Cash and cash equivalents at the beginning of the period | 51,232 | 55,535 | 44,509 | 36,882 | 36,882 | 52,073 |
Cash and cash equivalents at the end of the period | 53,989 | 70,808 | 53,989 | 70,808 | 44,509 | 63,164 |
* Convenience translation into US$ (exchange rate as at September 30, 2020: euro 1 = US$ 1.170) | ||||||
Ellomay Capital Ltd. and its Subsidiaries | ||||||
Reconciliation of Profit (Loss) to EBITDA (in thousands) | ||||||
For the three months ended September 30, | For the nine months ended September 30, | For the year ended December 31, | For the nine months ended September 30, | |||
2020 | 2019 | 2020 | 2019 | 2019 | 2020 | |
Unaudited | ||||||
€ in thousands | Convenience Translation into US$* | |||||
Profit (loss) for the period | (1,425) | 598 | (5,693) | (3,800) | 9,784 | (6,660) |
Financing expenses, net | 1,181 | 1,485 | 2,290 | 4,612 | 8,153 | 2,679 |
Taxes on income | 72 | 399 | 160 | 913 | (287) | 187 |
Depreciation | 797 | 1,671 | 2,244 | 4,714 | 6,416 | 2,625 |
EBITDA | 625 | 4,153 | (999) | 6,439 | 24,066 | (1,169) |
* Convenience translation into US$ (exchange rate as at September 30, 2020: euro 1 = US$ 1.170) |
Information for the Company'sDebenture Holders
Pursuant to the Deeds of Trust governing the Company's Series 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 submitted to the Securities and Exchange Commission on April 7, 2020.
Net Financial Debt
As of September 30, 2020, 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 €(19.3) million (consisting of approximately €194.1 million of short-term and long-term debt from banks and other interest bearing financial obligations and approximately €43.1 million in connection with the Series B Debentures issuance (in March 2017) and the Series C Debentures issuance (in July 2019), net of approximately €62.7 million of cash and cash equivalents, short-term deposits and marketable securities and net of approximately €193.8* million of project finance and related hedging transactions of the Company's subsidiaries).
* 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 B Debenture Holders
The following is an internal pro forma consolidated statement of financial position of the Company as at September 30, 2020. 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 September 30, 2020 was 36.8%.
Unaudited Internal Pro Forma Statement of Financial Position | ||
September 30, | ||
2020 | ||
Unaudited | ||
Pro Forma € in thousands | ||
Assets | ||
Current assets | ||
Cash and cash equivalents | 53,989 | |
Marketable securities | 788 | |
Short term deposits | 7,949 | |
Restricted cash and marketable securities | 481 | |
Receivable from concession project | 1,460 | |
Financial assets | - | |
Trade and other receivables | 5,770 | |
70,437 | ||
Non-current assets | ||
Investment in equity accounted investee | 32,172 | |
Advances on account of investments | 2,405 | |
Receivable from concession project | 24,735 | |
Fixed assets | 216,342 | |
Right-of-use asset | - | |
Intangible asset | 4,597 | |
Restricted cash and deposits | 10,080 | |
Deferred tax | 1,313 | |
Long term receivables | 3,338 | |
Derivatives | 12,451 | |
307,433 | ||
Total assets | 377,870 | |
Liabilities and Equity | ||
Current liabilities | ||
Current maturities of long term bank loans | 10,396 | |
Current maturities of long term loans | 4,866 | |
Debentures short term | 6,668 | |
Trade payables | 1,426 | |
Other payables | 5,826 | |
29,182 | ||
Non-current liabilities | ||
Lease liability | - | |
Liabilities to banks | 124,011 | |
Long-term loans | 44,921 | |
Debentures long term | 36,460 | |
Deferred tax | 6,846 | |
Other long-term liabilities | 1,236 | |
Derivatives | 8,523 | |
221,997 | ||
Total liabilities | 251,179 | |
Equity | ||
Share capital | 25,102 | |
Share premium | 82,379 | |
Treasury shares | (1,736) | |
Transaction reserve with non-controlling Interests | 6,106 | |
Reserves | 4,077 | |
Accumulated deficit | 8,814 | |
Total equity attributed to shareholders of the Company | 124,742 | |
Non-Controlling Interest | 1,949 | |
Total equity | 126,691 | |
Total liabilities and equity | 377,870 |
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 September 30, 2020, 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 €126.3 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.
______________________________________________
(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 profit and the Adjusted EBITDA for the four-quarter period ended September 30, 2020*:
For the four quarter period ended September 30, 2020 | |
Unaudited | |
€ in thousands | |
Profit for the period | 7,891 |
Financing expenses, net | 5,831 |
Taxes on income | (1,040) |
Depreciation | 3,946 |
Adjustment to revenues of the Talmei Yosef project due to calculation based on the fixed asset model |
2,981 |
Share-based payments | 33 |
Adjusted EBITDA as defined the Series C Deed of Trust | 19,642 |
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* 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.
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SOURCE Ellomay Capital Ltd