ELLO 6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 6-KReport of Foreign Private IssuerPursuant to Rule 13a-16 OR 15d-16UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2026

Commission File Number: 001-35284

Ellomay Capital Ltd.

(Translation of registrant’s name into English)

18 Rothschild Blvd., Tel Aviv 6688121, Israel

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒     Form 40-F ☐

THE IFRS FINANCIAL RESULTS INCLUDED IN EXHIBIT 99.1 OF THIS FORM 6-K ARE HEREBY INCORPORATED BY REFERENCE INTO THE REGISTRANT’S REGISTRATION STATEMENTS ON FORM F-3 (NOS. 333-199696 AND 333-144171) AND FORM S-8 (NOS. 333-187533, 333-102288 AND 333-92491), AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

Financial Results for theFirst Quarter of 2026

Ellomay Capital Ltd. (the “Company”) hereby announces that on May 27, 2026, it published a press release containing the financial results of the Company as of and for the three months ended March 31, 2026 (the “Press Release”).

The Press Release is attached hereto as Exhibit 99.1.

Financial Results of DoradEnergy Ltd.

As previously announced by the Company, on May 10, 2026 the Company completed the sale of its indirect holdings in Ellomay Luzon Energy Infrastructures Ltd. (“EllomayLuzon Energy”) for a purchase price of approximately NIS 560 million (approximately €164 million as of such date). Consequently, in the Press Release attached hereto as Exhibit 99.1, the Company’s share of profits of Ellomay Luzon Energy, which was an equity accounted investee, after elimination of intercompany transactions, was presented as discontinued operations and results from prior periods were adjusted accordingly.

Ellomay Luzon Energy’s main asset is its holdings of 33.75% of Dorad Energy Ltd. (“Dorad”), and Dorad is an equity accounted investee of Ellomay Luzon Energy. In addition, Dorad’s results are presented in the segment information provided by the Company in the Press Release attached hereto as Exhibit 99.1. Therefore, in an effort to provide the Company’s shareholders with access to Dorad’s financial results, the Company hereby provides a convenience translation of Dorad’s financial results as of and for the three months ended March 31, 2026, attached hereto as Exhibit 99.2. Dorad’sfinancial results included herein are based on Dorad’s reviewed financial statements for such period and neither the Company nor itsindependent public accountants have reviewed or consulted with Ellomay Luzon Energy or Dorad with respect to the financial results.

Exhibit Index

This Report on Form 6-K of Ellomay Capital Ltd. consists of the following documents, which are attached hereto and incorporated by reference herein:

Exhibit 99.1	Press Release: “Ellomay Capital Reports Results for the Three Months Ended March 31, 2026,” dated May 26, 2026.
Exhibit 99.2	Financial Results of Dorad Energy Ltd. as of and for the three months ended March 31, 2026.

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Ellomay Capital Ltd.
By:	/s/ Ran Fridrich
Ran Fridrich
Chief Executive Officer and Director

Dated: May 27, 2026

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Exhibit 99.1

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Ellomay Capital Reports Results for the Three Months Ended March 31, 2026

Tel-Aviv, Israel, May 27, 2026 (GLOBE NEWSWIRE) -- Ellomay Capital Ltd. (NYSE American; TASE: ELLO) (“Ellomay” or the “Company”), a renewable energy and power generator and developer of renewable energy and power projects in Europe, USA and Israel, today reported its unaudited interim consolidated financial results for the three month period ended March 31, 2026.

Financial Highlights

●	Total assets as of March 31, 2026 amounted to approximately €885.4 million,<br>compared to total assets as of December 31, 2025 of approximately €843.5 million.
●	Revenues^1^<br> for the three months ended March 31, 2026 were approximately €8.7 million, compared<br> to revenues of approximately €8.9 million for the three months ended March 31, 2025.
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●	Loss for the three months ended March 31, 2026 was approximately €12.2 million,<br>compared to a profit of approximately €6.8 million for the three months ended March 31, 2025.
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●	EBITDA for the three months ended March 31, 2026 was approximately €2.1 million,<br>compared to EBITDA of approximately €2.9 million for the three months ended March 31, 2025. See below under “Use of Non-IFRS<br>Financial Measures” for additional disclosure concerning EBITDA.
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●	On May 10, 2026, the Company completed the sale of its indirect holdings in Ellomay<br>Luzon Energy Infrastructures Ltd. (“Ellomay Luzon Energy”) for a purchase price of approximately NIS 560 million (approximately<br>€164 million as of such date). Consequently, the Company’s share of profits of Ellomay Luzon Energy, which was an equity accounted<br>investee, after elimination of intercompany transactions, was presented as discontinued operations and results from prior periods were<br>adjusted accordingly.
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In connection with such sale, the Company executed an early repayment of the Company’s Series E Secured Debentures, which were secured by a pledge on the Ellomay Luzon Energy shares. The principal of the Series E Secured Debentures was NIS 165 million (approximately €45.4 million) and the aggregate repayment amount was approximately NIS 170 million (approximately €46.8 million), which includes accrued interest and the early repayment fee.

^1^	The<br>revenues presented in the Company’s financial results included in this press release are based on IFRS and do not take into account<br>the adjustments included in the Company’s investor presentation.

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Financial Overview for the Three Months Ended March 31, 2026

●	Revenues were approximately €8.7 million for the three months ended March<br>31, 2026, compared to approximately €8.9 million for the three months ended March 31, 2025. The decrease in revenues mainly resulted<br>from decreases in the electricity prices in Italy and Spain commencing 2025 and during the first quarter of 2026.
●	Operating expenses were approximately €5.1 million for the three months ended<br>March 31, 2026, compared to approximately €4.6 million for the three months ended March 31, 2025. The increase in operating expenses<br>mainly resulted from energy and feedstock costs in projects in the Netherlands, and expenses in connection with the Company’s 18<br>MW Italy and 38 MW Texas solar facilities that were connected to the grid during the second and third quarters of 2025.
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●	Depreciation and amortization expenses were approximately €4.5 million for<br>the three months ended March 31, 2026, compared to approximately €4.2 million for the three months ended March 31, 2025.
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●	Project development costs were approximately €0.4 million for the three months<br>ended March 31, 2026, compared to approximately €1 million for the three months ended March 31, 2025. The decrease in project development<br>costs is mainly due to projects that reached “ready to build” (“RTB”) or “permission to operate” (“PTO”)<br>status, which resulted in the commencement of capitalization of expenses related to such projects into fixed assets.
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●	General and administrative expenses were approximately €2.5 million for the<br>three months ended March 31, 2026, compared to approximately €1.7 million for the three months ended March 31, 2025. The increase<br>in general and administrative expenses is mainly due to higher insurance and consulting expenses.
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●	Other income was approximately €1.1 million for the three months ended March 31, 2026, compared<br> to approximately €0.2 million for the three months ended March 31, 2025. The income during the three months ended March 31,<br> 2026 mainly resulted from the recognition of a proportional share of deferred income related to tax credits in connection with three<br> of the Company’s USA solar facilities. The other income recognized for three months ended March 31, 2025 is based on<br> compensation received from insurance in connection with the fire near the Talasol and Ellomay Solar facilities in Spain.
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●	Financing expenses, net, was approximately €8.2 million for the three months<br>ended March 31, 2026, compared to financing income, net, of approximately €7.2 million for the three months ended March 31, 2025.<br>The change in financing expenses, net, was mainly attributable to higher expenses resulting from exchange rate differences that amounted<br>to approximately €2.9 million for the three months ended March 31, 2026, compared to income from exchange rate differences of approximately<br>€10.7 million for the three months ended March 31, 2025, an aggregate change of approximately €13.6 million. The exchange rate<br>differences were mainly recorded in connection with the New Israeli Shekel (“NIS”) cash and cash equivalents and the<br>Company’s NIS denominated debentures and were caused by the 2.9% appreciation of the NIS against the euro during the three months<br>ended March 31, 2026, compared to a 5.9% devaluation of the NIS against the euro during the three months ended March 31, 2025. The increase<br>in financing expenses, net also resulted from an increase in interest expenses in connection with the Company’s debentures.
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2

●	Taxes on income were approximately €1.6 million for the three months ended<br>March 31, 2026, compared to a tax benefit of approximately €0.9 million for the three months ended March 31, 2025. The change is<br>primarily attributable to deferred tax liability relating to the differences between the carrying amounts of the Texas solar facilities<br>that were placed in service and their tax bases, as well as relating to the investment in Ellomay Luzon Energy, in light of the disposal<br>of the investment in May 2026, subsequent to the balance sheet date.
●	Loss from continuing operations was approximately €12.5 million for the three<br>months ended March 31, 2026, compared to profit from continuing operations of approximately €5.6 million for the three months ended<br>March 31, 2025.
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●	Profit from discontinued operations was approximately €0.3 million for the<br>three months ended March 31, 2026, compared to approximately €1.2 million for the three months ended March 31, 2025. As noted above,<br>the profit from discontinued operations reflects the Company’s share of profits of Ellomay Luzon Energy, an equity accounted investee<br>that was sold on May 10, 2026. The decrease in the Company’s share of profits of equity accounted investee was mainly attributable<br>to increased financing expenses recorded by Dorad Energy Ltd. (“Dorad”) due to the impact of the USD/NIS exchange rate<br>fluctuations on deposits in USD and forward contracts and the reduced demand for electricity.
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●	Loss for the three months ended March 31, 2026 was approximately €12.2 million,<br>compared to a profit of approximately €6.8 million for the three months ended March 31, 2025.
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●	Total other comprehensive income was approximately €5.9 million for the three<br>months ended March 31, 2026, compared to total other comprehensive loss of approximately €4.9 million in the three months ended March<br>31, 2025. The change in total other comprehensive income (loss) primarily resulted from foreign currency translation adjustments due to<br>the change in the NIS/euro exchange rate and from changes in fair value of cash flow hedges, including a material decrease in the fair<br>value of the liability resulting from the financial power swap that covers approximately 80% of the output of the Talasol solar plant<br>(the “Talasol PPA”). The Talasol PPA experienced a high volatility due to the substantial change in electricity prices<br>in Europe. In accordance with hedge accounting standards, the changes in the Talasol PPA’s fair value are recorded in the Company’s<br>shareholders’ equity through a hedging reserve and not through the accumulated deficit/retained earnings. The changes do not impact<br>the Company’s consolidated net profit/loss or the Company’s consolidated cash flows.
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●	Total comprehensive loss was approximately €6.3 million for the three months<br>ended March 31, 2026, compared to total comprehensive income of approximately €1.9 million for the three months ended March 31, 2025.
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●	EBITDA was approximately €2.1 million for the three months ended March 31,<br>2026, compared to approximately €2.9 million for the three months ended March 31, 2025.
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●	Net cash used in operating activities was approximately €1.9 million for the<br>three months ended March 31, 2026, compared to net cash generated from operating activities of approximately €0.3 million for the<br>three months ended March 31, 2025. The change in net cash used in operating activities mainly resulted from lower income due to relatively<br>low electricity prices and increased insurance and consultancy expenses.
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CEO Review forFirst Quarter of 2026

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In the first quarter of 2026, the Company’srevenues amounted to approximately €8.7 million, compared to revenues of approximately €8.9 million in the corresponding quarterlast year. The decline in revenues was primarily attributable to low, and at times negative, electricity prices in Spain and Italy duringthe first quarter of 2026. The revaluation of the NIS against the euro resulted in finance expenses of approximately €4.8 millionin the first quarter of 2026, compared to finance income of approximately €10.6 million resulting from the appreciation of the euroagainst the NIS in the corresponding quarter last year.

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During the first quarter of 2026, an agreementwas signed for the sale of the Company’s 50% interest in Ellomay Luzon Energy Infrastructures Ltd., which holds a 33.75% interestin Dorad Energy Ltd., based on a Dorad valuation of NIS 4.4 billion. The transaction was completed in May 2026, and the Company receivedconsideration of approximately NIS 560 million, a price reflecting a significant gain on the investment.

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In Italy – 38 MW solar (51% owned in partnership with Clal) are fully operating. The construction work on additional 160 MW solar (51% owned in partnership with Clal) has begun and construction is progressing as planned and is expected to be finished by the end of 2026. The remainder of the portfolio developed by the Company (100% owned) is approximately 264 MW solar, of which 210 MW have reached RTB status as of the date hereof and the rest are expected to receive permits in the near future. These 264 MW are scheduled to begin construction in the last quarter of 2026. Out of 210 MW that are RTB, approximately 100 MW (2 projects) won the FER X tender that guarantees a 20-year electricity sale contract at high prices. The Company signed a power purchase agreement (“PPA”) with a leading European entity for the operating projects with an aggregate capacity of 38 MW and the Company intends to continue to execute PPAs for the remainder of the portfolio. The Company is examining the establishment of battery-based electricity storage facilities in northern Italy. As part of this review, a non-binding offer has been signed for the acquisition of a license for a 50 MW / peak per hour facility with 4 hours of storage, and the possibility of acquiring an additional license for a 100 MW / peak per hour facility with 4 hours of storage is also being considered.

In the USA – the construction of the first 4 projects (49 MW) has been completed, three of them were connected to the grid at the end of the first half of 2025 and the fourth project is currently being connected. The Company is constructing the Hillsboro project (14 MW solar), whose expected to complete construction and connection to the grid in September 2026. The Company is planning the construction of two additional projects of 14 MW each that will fall within the current tax benefit framework. There is a possibility of including two additional projects in the same area in the portfolio. The regulatory changes and the uncertainty regarding tariff rates do not allow the Company to provide a forecast beyond what has been said, but the assumption is that the Company will find a way to continue developing and increasing the portfolio in the near future.

In the Netherlands – the license to increase production at the GGOT facility was received. Licenses to increase production at the two additional facilities are in advanced stages. The new regulation for the obligation to blend green gas with fossil gas will commence according to the law in January 2027 (a delay of one year), but the targets for the first year have increased. Agreements have been signed for the sale of green certificates issued under the new regulation at a price of approximately €1 per certificate. The blending obligation is expected to significantly increase the profitability of operations in the Netherlands at current production capacity. Following receipt of the licenses to increase production capacities the Company plans to increase the production capacity from 16 million cubic meters of gas per year to around 24 million cubic meters of gas per year in the existing facilities. This increase is expected to lead to material increases in revenues and profits.

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In Israel – at the end of December 2025, tunneling works resumed at the Manara pumped storage project. The tunneling works are progressing well at present. However, works on the upper and lower reservoir sites have halted due to the ongoing war-related events in northern Israel. These works are expected to resume shortly, subject to security conditions. The Company is in negotiations with the Israeli Electricity Authority for compensation for delays and war damage to the Manara project.

In Spain – the Company is operating the existing solar portfolio (335 MWh). The development activity in Spain focuses on energy storage in batteries, whereby the process for obtaining license for Ellomay Solar (28 MWp for two hours of battery storage) is in advanced stages and is expected to be received in the coming months. In addition, the Company is advancing a battery storage project for Talasol (210 MWp with 2 hours of storage). The high volatility in electricity prices in Spain stems from an excess of renewable energy during the transition seasons and causes damage to the stability of the grid. The solution to this problem is a significant increase in storage capacity, which is currently at very low levels in Spain.

Use of Non-IFRS Financial Measures

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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 operating 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 measure presented by other companies. The Company’s EBITDA may not be indicative of the Company’s historic operating results; nor is it meant to be predictive of potential future results. The Company uses this measure internally as performance measure and believes that when this measure is combined with IFRS measure it add useful information concerning the Company’s operating performance. A reconciliation between results on an IFRS and non-IFRS basis is provided on page 16 of this press release.

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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 focuses its business in the renewable energy and power sectors in Europe, USA 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, Spain, the Netherlands and Texas, USA, including:

●	Approximately 335.9 MW of operating solar power plants in Spain<br>(including a 300 MW solar plant in owned by Talasol, which is 51% owned by the Company) and 51% of approximately 38 MW of operating solar<br>power plants in Italy;
●	Groen Gas Goor B.V., Groen Gas Oude-Tonge B.V. and Groen Gas Gelderland<br>B.V., project companies operating anaerobic digestion plants in the Netherlands, with a green gas production capacity of approximately<br>3 million, 3.8 million and 9.5 million Nm3 per year, respectively;
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●	83.333% of Ellomay Pumped Storage (2014) Ltd., which is involved<br>in a project to construct a 156 MW pumped storage hydro power plant in the Manara Cliff, Israel;
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5

●	51% of solar projects in Italy with an aggregate capacity of 160<br>MW that are under construction;
●	Solar projects in Italy with an aggregate capacity of 210 MW that<br>have reached “ready to build” status; and
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●	Solar projects in the Dallas Metropolitan area, Texas, USA with<br>an aggregate capacity of approximately 38 MW that are connected to the grid, 11 MW that are currently in the test run phase prior to commercial<br>operation and 14 MW that are under construction.
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For more information about Ellomay, visit http://www.ellomay.com.

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Information Relating to Forward-Looking Statements

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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 changes in electricity prices and demand, regulatory changes increases in interest rates and inflation, 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, the impact of the war and hostilities in Israel and Gaza and between Israel and Iran, the impact of the continued military conflict between Russia and Ukraine, technical and other disruptions in the operations or construction of the power plants owned by the Company, inability to obtain the financing required for the development and construction of projects, increases in interest rates and inflation, changes in exchange rates, delays in development, construction, or commencement of operation of the projects under development, failure to obtain permits - whether within the set time frame or at all, climate change, and general market, political and economic conditions in the countries in which the Company operates, including Israel, Spain, Italy and the United States. and general market, political and economic conditions in the countries in which the Company operates, including Israel, Spain, Italy and the United States. 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.

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Contact:

Kalia Rubenbach (Weintraub)

CFO

Tel: +972 (3) 797-1111

Email: [email protected]

6

Ellomay Capital Ltd. and its Subsidiaries

Condensed ConsolidatedStatements of Financial Position

	March 31,		December 31,			March 31,
	2026		2025			2026
	Unaudited		Audited			Unaudited
	in thousands					Convenience <br>Translation into US <br>in thousands*
Assets
Current assets:
Cash and cash equivalents		83,697			87,614			96,152
Restricted cash		20,458			656			23,502
Intangible asset from green certificates		501			29			576
Trade and revenue receivables		8,460			7,236			9,719
Other receivables		14,479			14,918			16,634
Derivatives asset short-term		4,873			3,743			5,598
Assets of disposal groups classified as held for sale		61,633			-			70,805
		194,101			114,196			222,986
Non-current assets
Investment in equity accounted investee		-			59,542			-
Fixed assets		585,436			566,876			672,558
Right-of-use asset		45,223			44,386			51,953
Restricted cash and deposits		15,987			16,071			18,366
Deferred tax		11,465			11,914			13,171
Long-term receivables		18,811			18,097			21,610
Derivatives		14,392			12,433			16,534
		691,314			729,319			794,192
Total assets		885,415			843,515			1,017,178
Liabilities and Equity
Current liabilities
Current maturities of long-term bank loans		23,354			17,235			26,829
Current maturities of other long-term loans		14,939			3,666			17,162
Current maturities of debentures		66,743			39,803			76,675
Trade payables		5,371			6,719			6,170
Other payables		20,971			17,145			24,089
Derivatives		463			675			532
Current maturities of lease liabilities		920			844			1,057
Warrants		5,618			5,929			6,454
		138,379			92,016			158,968
Non-current liabilities
Long-term lease liabilities		36,271			35,491			41,670
Long-term bank loans		299,530			272,388			344,105
Other long-term loans		61,810			58,457			71,008
Debentures		176,739			209,374			203,040
Deferred tax		5,354			3,170			6,151
Other long-term liabilities		8,465			6,179			9,725
Derivatives		-			1,300			-
		588,169			586,359			675,699
Total liabilities		726,547			678,375			834,667
Equity
Share capital		28,008			28,002			32,176
Share premium		96,603			96,585			110,979
Treasury shares		(1,736	)		(1,736	)		(1,994	)
Transaction reserve with non-controlling Interests		14,763			14,757			16,960
Reserves		20,884			16,674			23,993
Accumulated deficit		(24,137	)		(13,694	)		(27,729	)
Total equity attributed to shareholders of the Company		134,385			140,588			154,385
Non-controlling interest		24,483			24,552			28,126
Total equity		158,868			165,140			182,511
Total liabilities and equity		885,415			843,515			1,017,178

All values are in Euros.

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*	Convenience translation into US$ (exchange rate as at March<br>31, 2026: euro 1 = US$ 1.149)

7

Ellomay Capital Ltd. and its Subsidiaries

Condensed ConsolidatedInterim Statements of Profit or Loss and Other Comprehensive Income (Loss)

	For the three months ended March 31,					For the <br> year ended<br><br> December 31,			For the three months ended March 31,
	2026		2025			2025			2026
	Unaudited					Audited			Unaudited
	in thousands (except per share data)								Convenience Translation into US*
Revenues		8,665			8,860			42,827			9,954
Operating expenses		(5,077	)		(4,627	)		(19,408	)		(5,833	)
Depreciation and amortization expenses		(4,516	)		(4,238	)		(16,481	)		(5,188	)
Gross profit (loss)		(928	)		(5	)		6,938			(1,067	)
Project development costs		(375	)		(1,045	)		(2,649	)		(431	)
General and administrative expenses		(2,475	)		(1,662	)		(6,369	)		(2,843	)
Other income		1,080			198			3,599			1,241
Operating profit (loss)		(2,698	)		(2,514	)		1,519			(3,100	)
Financing income		616			11,483			2,876			708
Financing income (expenses) in connection with derivatives and warrants, net		493			(376	)		(3,917	)		566
Financing expenses in connection with project finance		(1,430	)		(1,375	)		(6,612	)		(1,643	)
Financing expenses in connection with debentures		(3,951	)		(1,741	)		(8,316	)		(4,539	)
Interest expenses on minority shareholder loan		(735	)		(476	)		(2,047	)		(844	)
Other financing expenses		(3,213	)		(294	)		(9,342	)		(3,691	)
Financing income (expenses), net		(8,220	)		7,221			(27,358	)		(9,443	)
Profit (loss) before taxes on income		(10,918	)		4,707			(25,839	)		(12,543	)
Tax benefit (taxes on income)		(1,600	)		922			2,528			(1,838	)
Profit (loss) from continuing operations		(12,518	)		5,629			(23,311	)		(14,381	)
Profit from discontinued operation (net of tax)		298			1,189			16,930			342
Profit (loss) for the period		(12,220	)		6,818			(6,381	)		(14,039	)
Profit (loss) attributable to:
Owners of the Company		(10,443	)		7,994			(2,133	)		(11,996	)
Non-controlling interests		(1,777	)		(1,176	)		(4,248	)		(2,043	)
Profit (loss) for the period		(12,220	)		6,818			(6,381	)		(14,039	)
Other comprehensive income (loss) items
That after initial recognition in comprehensive income were or will be transferred to profit or loss:
Foreign currency translation differences for foreign operations		2,502			(9,538	)		2,517			2,874
Effective portion of change in fair value of cash flow hedges		4,084			4,264			2,546			4,691
Net change in fair value of cash flow hedges transferred to profit or loss		(668	)		337			(2,734	)		(768	)
Total other comprehensive income (loss)		5,918			(4,937	)		2,329			6,797
Total other comprehensive income (loss) attributable to:
Owners of the Company		4,210			(6,957	)		2,336			4,836
Non-controlling interests		1,708			2,020			(7	)		1,961
Total other comprehensive income (loss)		5,918			(4,937	)		2,329			6,797
Total comprehensive income (loss) for the period		(6,302	)		1,881			(4,052	)		(7,242	)
Total comprehensive income (loss) for the period attributable to:
Owners of the Company		(6,233	)		1,037			203			(7,160	)
Non-controlling interests		(69	)		844			(4,255	)		(82	)
Total comprehensive income (loss) for the period		(6,302	)		1,881			(4,052	)		(7,242	)

All values are in Euros.

*	Convenience translation into US$ (exchange rate as at March<br>31, 2026: euro 1 = US$ 1.149)

8

Ellomay Capital Ltd. and its Subsidiaries

Condensed ConsolidatedInterim Statements of Profit or Loss and Other Comprehensive Income (Loss) (cont’d)

	For the three months<br> ended March 31,				For the <br><br>year ended<br> December 31,			For the three months ended <br>March 31,
	2026		2025		2025			2026
	Unaudited				Audited			Unaudited
	in thousands (except per share data)							Convenience Translation<br> into US*
Basic profit (loss) per share		(0.76	)		0.62		(0.16	)		(0.87	)
Diluted profit (loss) per share		(0.76	)		0.62		(0.16	)		(0.87	)
Basic profit (loss) per share continuing operations		(0.78	)		0.53		(1.44	)		(0.89	)
Diluted profit (loss) per share continuing operations		(0.78	)		0.53		(1.44	)		(0.89	)
Basic profit per share discontinued operation		0.02			0.09		1.28			0.02
Diluted profit per share discontinued operation		0.02			0.09		1.28			0.02

All values are in Euros.

---

*	Convenience translation into US$ (exchange rate as at March<br>31, 2026: euro 1 = US$ 1.149)

9

Ellomay Capital Ltd. and its Subsidiaries

Condensed ConsolidatedInterim Statements of Changes in Equity

										Attributable<br> to shareholders of the Company
		Share<br> capital			Share<br><br> premium				Accumulated<br><br> deficit				Treasury<br><br> shares				Translation<br><br> reserve <br><br>from<br><br> foreign<br><br> operations				Hedging<br><br> reserve				Transaction<br><br> reserve with<br><br> non-controlling<br><br> interests				Total				Non- controlling interests				Total Equity
		in<br> thousands
For<br> the three months ended<br> March 31, 2026 (unaudited):
Balance<br> as at January 1, 2026			28,002				96,585				(13,694	)			(1,736	)			10,935				5,739				14,757				140,588				24,552				165,140
Loss<br> for the period			-				-				(10,443	)			-				-				-				-				(10,443	)			(1,777	)			(12,220	)
Other<br> comprehensive income for the period			-				-				-				-				2,412				1,798				-				4,210				1,708				5,918
Total<br> comprehensive income (loss) for the period			-				-				(10,443	)			-				2,412				1,798				0				(6,233	)			(69	)			(6,302	)
Transactions<br> with owners of the Company, recognized directly in equity:
Proceeds<br> from transactions with non-controlling interests			-				-				-				-				-				-				6				6				-				6
Options<br> exercise			6				18				-				-				-				-				-				24				-				24
Balance<br> as at March 31, 2026			28,008				96,603				(24,137	)			(1,736	)			13,347				7,537				14,763				134,385				24,483				158,868
For<br> the three months
ended<br> March 31, 2025 (unaudited):
Balance<br> as at January 1, 2025			25,613				86,271				(11,561	)			(1,736	)			8,446				5,892				5,697				118,622				10,663				129,285
Loss<br> for the period			-				-				7,994				-				-				-				-				7,994				(1,176	)			6,818
Other<br> comprehensive income (loss) for the period			-				-				-				-				(9,329	)			2,372				-				(6,957	)			2,020				(4,937	)
Total<br> comprehensive income (loss) for the period			-				-				7,994				-				(9,329	)			2,372				-				1,037				844				1,881
Transactions<br> with owners of the Company, recognized directly in equity:
Share-based<br> payments			-				4				-				-				-				-				-				4				-				4
Balance<br> as at March 31, 2025			25,613				86,275				(3,567	)			(1,736	)			(883	)			8,264				5,697				119,663				11,507				131,170

All values are in Euros.

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10

Ellomay Capital Ltd. and its Subsidiaries

Condensed ConsolidatedInterim Statements of Changes in Equity (cont’d)

										Attributable<br> to shareholders of the Company
		Share<br> capital			Share<br><br> premium				Accumulated<br><br> deficit				Treasury<br><br> shares				Translation<br><br> reserve from<br> foreign<br> operations				Hedging<br><br> reserve				Transaction<br><br> reserve with<br> non-controlling<br> interests				Total				Non-<br><br> controlling<br> interests				Total <br><br> Equity
		in thousands
For<br> the year ended December 31, 2025 (audited):
Balance<br> as at January 1, 2025			25,613				86,271				(11,561	)			(1,736	)			8,446				5,892				5,697				118,622				10,663				129,285
Loss<br> for the year			-				-				(2,133	)			-				-				-				-				(2,133	)			(4,248	)			(6,381	)
Other<br> comprehensive income (loss) for the year			-				-				-				-				2,489				(153	)			-				2,336				(7	)			2,329
Total<br> comprehensive income (loss) for the year			-				-				(2,133	)			-				2,489				(153	)			-				203				(4,255	)			(4,052	)
Transactions<br> with owners of the Company, recognized directly in equity:
Sale<br> of shares in subsidiaries from non-controlling interests			-				-				-				-				-				-				9,060				9,060				16,997				26,057
Options<br> exercise			7				17				-				-				-				-				-				24				-				24
Issuance<br> of ordinary shares			2,382				10,281				-				-				-				-				-				12,663				-				12,663
Issuance<br> of capital note to non-controlling interests			-				-				-				-				-				-				-				-				1,147				1,147
Share-based<br> payments			-				16				-				-				-				-				-				16				-				16
Balance<br> as at December 31, 2025			28,002				96,585				(13,694	)			(1,736	)			10,935				5,739				14,757				140,588				24,552				165,140

All values are in Euros.

11

Ellomay Capital Ltd. and its Subsidiaries

Condensed ConsolidatedInterim Statements of Changes in Equity (cont’d)

										Attributable<br> to shareholders of the Company
		Share<br> capital			Share<br><br> premium				Accumulated<br><br> deficit				Treasury<br><br> shares				Translation<br><br> reserve from<br><br> foreign<br><br> operations				Hedging<br><br> reserve				Transaction<br><br> reserve with<br><br> non-controlling<br><br> interests				Total				Non- controlling interests		****	****	Total Equity		****
		Convenience<br> translation into US (exchange rate as at March 31, 2026: euro 1 = US 1.149)
For the<br> three months ended March 31, 2026 (unaudited):
Balance<br> as at January 1, 2026			32,169				110,958				(15,733	)			(1,994	)			12,563				6,594				16,953				161,510				28,208				189,717
Loss<br> for the period			-				-				(11,996	)			-				-				-				-				(11,996	)			(2,043	)			(14,039	)
Other<br> comprehensive income for the period			-				-				-				-				2,771				2,065				-				4,836				1,961				6,797
Total<br> comprehensive income (loss) for the period			-				-				(11,996	)			-				2,771				2,065				-				(7,160	)			(82	)			(7,242	)
Transactions<br> with owners of the Company, recognized directly in equity:
Proceeds<br> from transactions with non-controlling interests			-				-				-				-				-				-				7				7				-				7
Options<br> exercise			7				21				-				-				-				-				-				28				-				28
Balance<br> as at March 31, 2026			32,176				110,979				(27,729	)			(1,994	)			15,334				8,659				16,960				154,385				28,126				182,511

All values are in US Dollars.

12

Ellomay Capital Ltd. and its Subsidiaries

Condensed Consolidated Interim Statements ofCash Flow

---

	For the three months ended March 31,					For the <br> year ended<br> December 31,			For the three months ended March 31,
	2026		2025			2025			2026
	Unaudited					Audited			Unaudited
	in thousands								Convenience Translation into US*
Cash flows generated from operating activities
Profit (loss) for the period		(12,220	)		6,818			(6,381	)		(14,039	)
Adjustments for:
Financing expenses (income), net		8,220			(7,221	)		27,358			9,442
Loss from settlement of derivatives contract		-			-			424			-
Depreciation and amortization expenses		4,515			4,238			16,481			5,187
Share-based payment transactions		-			4			16			-
Profit from discontinued operation (net of tax)		(298	)		(1,189	)		(16,930	)		(342	)
Change in trade receivables and other receivables		(3,811	)		6,178			5,883			(4,378	)
Change in other assets		-			(496	)		(713	)		-
Change in trade payables		(100	)		1,267			551			(115	)
Change in other payables		3,275			(5,358	)		(5,832	)		3,762
Tax benefit		1,600			(922	)		(2,528	)		1,838
Income taxes paid		(605	)		-			(583	)		(695	)
Interest received		709			351			2,160			813
Interest paid		(3,229	)		(3,408	)		(17,470	)		(3,709	)
		10,276			(6,556	)		8,817			11,803
Net cash generated from (used in) operating activities		(1,944	)		262			2,436			(2,236	)
Cash flows generated from investing activities
Acquisition of fixed assets		(11,215	)		(18,550	)		(97,828	)		(12,884	)
Interest paid capitalized to fixed assets		(974	)		(876	)		(4,052	)		(1,119	)
Advances on account of investments		-			-			547			-
Proceed from (investment in) restricted cash, net		(19,726	)		1,307			1,584			(22,662	)
Proceeds from investment in short-term deposits		-			(39,132	)		-			-
Net cash used in investing activities		(31,915	)		(57,251	)		(99,749	)		(36,665	)
Cash flows generated from financing activities
Proceeds from exercise of warrants		-			-			24			-
Cost associated with long-term loans		(703	)		(658	)		(4,575	)		(808	)
Proceeds from issuance of shares		-			-			12,663			-
Options exercise		24			-			-			28
Proceeds from transactions with non-controlling interests		6			-			-			7
Proceeds from minority partners in the Italian solar portfolio		-			-			51,458			-
Payment of principal of lease liabilities		(306	)		(372	)		(1,548	)		(352	)
Proceeds from short-term loans		17,453			-			-			20,050
Proceeds from long-term loans		27,808			306			51,681			31,947
Repayment of long-term loans		(1,810	)		(1,792	)		(35,414	)		(2,079	)
Repayment of debentures		(15,314	)		-			(35,691	)		(17,593	)
Proceeds from issuance of debentures, net		-			56,729			91,181			-
Proceeds from the sale of tax credits		3,981			-			10,160			4,573
Proceeds from issuance of warrants		-			-			475			-
Net cash generated from financing activities		31,139			54,213			140,414			35,773
Effect of exchange rate fluctuations on cash and cash equivalents		(1,197	)		(3,210	)		3,379			(1,374	)
Increase (decrease) in cash and cash equivalents		(3,917	)		(5,986	)		46,480			(4,500	)
Cash and cash equivalents at the beginning of year		87,614			41,134			41,134			100,652
Cash and cash equivalents at the end of the period		83,697			35,148			87,614			96,152

All values are in Euros.

*	Convenience translation into US$ (exchange rate as at March<br>31, 2026: euro 1 = US$ 1.149)

13

Ellomay Capital Ltd. and its Subsidiaries

Operating Segments

	Italy		Spain									USA			Netherlands			Israel					Total
				Subsidized			28 MV																	reportable						Total
	Solar		Plants			Solar			Talasol			Solar			Biogas			Dorad^1^			Manara		segments			Reconciliations			consolidated
	For the three months ended March 31, 2026
	in thousands
Revenues		773			776			143			2,683			268			4,022			15,195			-		23,860			(15,195	)		8,665
Operating expenses		(171	)		(114	)		(172	)		(993	)		(74	)		(3,552	)		(11,732	)		-		(16,808	)		11,731			(5,077	)
Depreciation expenses		(447	)		(230	)		(253	)		(2,899	)		(402	)		(261	)		(1,454	)		-		(5,946	)		1,430			(4,516	)
Gross profit (loss)		155			432			(282	)		(1,209	)		(208	)		209			2,009			-		1,106			(2,034	)		(928	)
Project development costs																															(375	)
General and administrative expenses																															(2,475	)
Other income, net																															1,080
Operating profit																															(2,698	)
Financing income																															616
Financing income in connection with derivatives and warrants, net																															493
Financing expenses in connection with projects finance																															(1,430	)
Financing expenses in connection with debentures																															(3,951	)
Interest expenses on minority shareholder loan																															(735	)
Other financing expenses																															(3,213	)
Financing expenses, net																															(8,220	)
Loss before taxes on income																															(10,918	)
Taxes on income																															(1,600	)
Loss from continuing operations																															(12,518	)
Profit from discontinued operation (net of tax)																															298
Segment assets as at March 31, 2026		206,827			13,134			18,019			210,883			82,786			32,488			109,336			212,155		885,628			(213	)		885,415

All values are in Euros.

^1^	Asset held for sale in connection with sale of Ellomay Luzon<br>Energy.

14

Ellomay Capital Ltd. and its Subsidiaries

Reconciliation of Profit (Loss) to EBITDA

	For the three months<br> ended March 31,					For the year endedDecember 31,			For the three months ended <br>March 31,
	2026		2025			2025			2026
	in thousands								Convenience<br>Translation<br> into US*
Net profit (loss) for the period		(12,220	)		6,818			(6,381	)		(14,039	)
Financing expenses (income), net		8,220			(7,221	)		27,358			9,443
Taxes on income (tax benefit)		1,600			(922	)		(2,528	)		1,838
Depreciation and amortization expenses		4,516			4,238			16,481			5,188
EBITDA		2,116			2,913			34,930			2,430

All values are in Euros.

*	Convenience translation into US$ (exchange rate as at March<br>31, 2026: euro 1 = US$ 1.149)

15

Ellomay Capital Ltd. and its Subsidiaries

Information for the Company’s Debenture Holders

FinancialCovenants

Pursuant to the Deeds of Trust governing the Company’s Series C, Series D, Series E, Series F and Series G Debentures (together, the “Debentures”), the Company is required to maintain certain financial covenants. For more information, see Items 4.A and 5.B of the Company’s Annual Report on Form 20-F submitted to the Securities and Exchange Commission dated April 30, 2026, and below.

NetFinancial Debt

As of March 31, 2026, the Company’s Net Financial Debt, (as such term is defined in the Deeds of Trust of the Company’s Debentures), was approximately €165.2 million (consisting of approximately €405.2^2^ million of short-term and long-term debt from banks and other interest bearing financial obligations, approximately €248.9^3^ million in connection with (i) the Series D Convertible Debentures issuance (in February 2021), (ii) the Series E Secured Debentures issuance (in February 2023), (iii) the Series F Debentures issuance (in January, April, August and November 2024) and (iv) the Series G Debentures issuance (in February and December 2025)), net of approximately €83.7 million of cash and cash equivalents, short-term deposits and marketable securities and net of approximately €405.2^4^ million of project finance and related hedging transactions of the Company’s subsidiaries).

^2^	The amount of short-term<br>and long-term debt from banks and other interest-bearing financial obligations provided above, includes an amount of approximately €5.5<br>million costs associated with such debt, which was capitalized and therefore offset from the debt amount that is recorded in the Company’s<br>balance sheet.
^3^	The amount of the debentures<br>provided above includes an amount of approximately €3.9 million associated costs, which was capitalized and discount or premium<br>and therefore offset from the debentures amount that is recorded in the Company’s balance sheet. This amount also includes<br>the accrued interest as at March 31, 2026 in the amount of approximately €1.5 million.
---	---
^4^	The project finance amount<br>deducted from the calculation of Net Financial Debt includes project finance obtained from various sources, including financing entities<br>and the minority shareholders in project companies held by the Company (provided in the form of shareholders’ loans to the project<br>companies).
---	---

16

Ellomay Capital Ltd. and its Subsidiaries

Information for the Company’s DebentureHolders (cont’d)

Informationfor the Company’s Series D Debenture Holders

The Deed of Trust governing the Company’s Series D Debentures includes an undertaking by the Company to maintain certain financial covenants, whereby a breach of such financial covenants for the periods set forth in the Series D Deed of Trust is a cause for immediate repayment. As of March 31, 2026, the Company was in compliance with the financial covenants set forth in the Series D Deed of Trust as follows: (i) the Company’s Adjusted Shareholders’ Equity (as defined in the Series D Deed of Trust) was approximately €145.5 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 Adjusted Shareholders’ Equity plus the Net Financial Debt) was 53.2%, and (iii) the ratio of the Company’s Net Financial Debt to the Company’s Adjusted EBITDA^5^ was 4.8.

The following is a reconciliation between the Company’s profit and the Adjusted EBITDA (as defined in the Series D Deed of Trust) for the four-quarter period ended March 31, 2026:

	For the<br> four-quarter<br> period ended<br> March 31,<br> 2026
	Unaudited
	in thousands
Loss for the period		(25,419	)
Financing expenses, net		42,799
Tax benefit		(6	)
Depreciation and amortization expenses		16,759
Share based payments		12
Adjustment to data relating to projects with a Commercial Operation Date during the four preceding quarters^6^		187
Adjusted EBITDA as defined the Series D Deed of Trust		34,332

All values are in Euros.

^5^	The term “Adjusted<br>EBITDA” is defined in the Series D Deed of Trust as earnings before financial expenses, net, taxes, depreciation and amortization,<br>where the revenues from the Company’s operations, such as the Talmei Yosef PV Plant, are calculated based on the fixed asset model<br>and not based on the financial asset model (IFRIC 12), and before share-based payments, when the data of assets or projects whose Commercial<br>Operation Date (as such term is defined in the Series D Deed of Trust) occurred in the four quarters that preceded the relevant date<br>will be calculated based on Annual Gross Up (as such term is defined in the Series D Deed of Trust). The Series D Deed of Trust provides<br>that for purposes of the financial covenant, the Adjusted EBITDA will be calculated based on the four preceding quarters, in the aggregate.<br>The Adjusted EBITDA is presented in this press release as part of the Company’s undertakings towards the holders of its Series<br>D Debentures. For a general discussion of the use of non-IFRS measures, such as EBITDA and Adjusted EBITDA see above under “Use<br>of NON-IFRS Financial Measures.”
^6^	The adjustment is based on the results of solar plants in the<br>USA that were connected to the grid and commenced delivery of electricity to the grid during the four quarters preceding March 31, 2026.
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17

Ellomay Capital Ltd. and its Subsidiaries

Information for the Company’s Debenture Holders (cont’d)

Informationfor the Company’s Series F Debenture Holders

The Deed of Trust governing the Company’s Series F Debentures includes an undertaking by the Company to maintain certain financial covenants, whereby a breach of such financial covenants for the periods set forth in the Series F Deed of Trust is a cause for immediate repayment. As of March 31, 2026, the Company was in compliance with the financial covenants set forth in the Series F Deed of Trust as follows: (i) the Company’s Adjusted Shareholders’ Equity (as defined in the Series F Deed of Trust) was approximately €144.8 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 Adjusted Shareholders’ Equity plus the Net Financial Debt) was 53.4%, and (iii) the ratio of the Company’s Net Financial Debt to the Company’s Adjusted EBITDA^7^ was 4.8.

The following is a reconciliation between the Company’s profit and the Adjusted EBITDA (as defined in the Series F Deed of Trust) for the four-quarter period ended March 31, 2026:

	For the four-quarter period ended March 31, 2026
	Unaudited
	in thousands
Loss for the period		(25,419	)
Financing expenses, net		42,799
Tax benefit		(6	)
Depreciation and amortization expenses		16,759
Share based payments		12
Adjustment to data relating to projects with a Commercial Operation Date during the four preceding quarters^8^		187
Adjusted EBITDA as defined the Series F Deed of Trust		34,332

All values are in Euros.

^7^	The term “Adjusted<br>EBITDA” is defined in the Series F Deed of Trust as earnings before financial expenses, net, taxes, depreciation and amortization,<br>where the revenues from the Company’s operations, such as the Talmei Yosef PV Plant, are calculated based on the fixed asset model<br>and not based on the financial asset model (IFRIC 12), and before share-based payments, when the data of assets or projects whose Commercial<br>Operation Date (as such term is defined in the Series F Deed of Trust) occurred in the four quarters that preceded the relevant date<br>will be calculated based on Annual Gross Up (as such term is defined in the Series F Deed of Trust). The Series F Deed of Trust provides<br>that for purposes of the financial covenant, the Adjusted EBITDA will be calculated based on the four preceding quarters, in the aggregate.<br>The Adjusted EBITDA is presented in this press release as part of the Company’s undertakings towards the holders of its Series<br>F Debentures. For a general discussion of the use of non-IFRS measures, such as EBITDA and Adjusted EBITDA see above under “Use<br>of Non-IFRS Financial Measures.”
^8^	The adjustment is based on the results of solar plants in the<br>USA that were connected to the grid and commenced delivery of electricity to the grid during the four quarters preceding March 31, 2026.
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18

Ellomay Capital Ltd. and its Subsidiaries

Information for the Company’s Debenture Holders (cont’d)

Informationfor the Company’s Series G Debenture Holders

The Deed of Trust governing the Company’s Series G Debentures includes an undertaking by the Company to maintain certain financial covenants, whereby a breach of such financial covenants for the periods set forth in the Series G Deed of Trust is a cause for immediate repayment. As of March 31, 2026, the Company was in compliance with the financial covenants set forth in the Series G Deed of Trust as follows: (i) the Company’s Adjusted Shareholders’ Equity (as defined in the Series G Deed of Trust) was approximately €144.8 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 Adjusted Shareholders’ Equity plus the Net Financial Debt) was 53.4%, and (iii) the ratio of the Company’s Net Financial Debt to the Company’s Adjusted EBITDA^9^ was 4.8.

The following is a reconciliation between the Company’s profit and the Adjusted EBITDA (as defined in the Series G Deed of Trust) for the four-quarter period ended March 31, 2026:

	For the four-quarter period ended March 31, 2026
	Unaudited
	in thousands
Loss for the period		(25,419	)
Financing expenses, net		42,799
Tax benefit		(6	)
Depreciation and amortization expenses		16,759
Share based payments		12
Adjustment to data relating to projects with a Commercial Operation Date during<br> the four preceding quarters^10^		187
Adjusted EBITDA as defined the Series G Deed of Trust		34,332

All values are in Euros.

^9^	The term “Adjusted<br>EBITDA” is defined in the Series G Deed of Trust as earnings before financial expenses, net, taxes, depreciation and amortization,<br>where the revenues from the Company’s operations, such as the Talmei Yosef PV Plant, are calculated based on the fixed asset model<br>and not based on the financial asset model (IFRIC 12), and before share-based payments, when the data of assets or projects whose Commercial<br>Operation Date (as such term is defined in the Series G Deed of Trust) occurred in the four quarters that preceded the relevant date<br>will be calculated based on Annual Gross Up (as such term is defined in the Series G Deed of Trust). The Series G Deed of Trust provides<br>that for purposes of the financial covenant, the Adjusted EBITDA will be calculated based on the four preceding quarters, in the aggregate.<br>The Adjusted EBITDA is presented in this press release as part of the Company’s undertakings towards the holders of its Series<br>G Debentures. For a general discussion of the use of non-IFRS measures, such as EBITDA and Adjusted EBITDA see above under “Use<br>of Non-IFRS Financial Measures.”
^10^	The adjustment is based on the results of solar plants in the<br>USA that were connected to the grid and commenced delivery of electricity to the grid during the four quarters preceding March 31, 2026.
---	---

19

Exhibit 99.2

Dorad Energy Ltd.

Interim CondensedStatements of Financial Position

	March 31		March 31		December 31
	2026		2025		2025
	(Unaudited)		(Unaudited)		(Audited)
	NIS thousands		NIS thousands		NIS thousands
Current assets
Cash and cash equivalents		758,087		1,030,373		695,247
Trade receivables and accrued income		197,232		247,812		305,139
Other receivables		75,731		26,929		51,703
Financial derivatives		586		803		-
Total current assets		1,031,636		1,305,917		1,052,089
Non-current assets
Restricted deposit		491,547		541,855		495,192
Long-term Prepaid expenses		98,283		79,666		98,788
Fixed assets		2,559,235		2,678,973		2,578,120
Intangible assets		9,330		10,215		9,423
Right of use assets		50,439		53,332		51,599
Total non-current assets		3,208,834		3,364,041		3,233,122
Total assets		4,240,470		4,669,958		4,285,211
Current liabilities
Current maturities of loans from banks		309,369		347,509		291,329
Current maturities of lease liabilities		5,294		4,991		5,298
Current tax liabilities		18,295		24,119		18,403
Trade payables		221,776		297,164		277,149
Other payables		82,072		14,865		103,604
Total current liabilities		636,806		688,648		695,783
Non-current liabilities
Loans from banks		1,497,958		1,756,777		1,508,206
Other long-term liabilities		6,728		60,872		7,275
Long-term lease liabilities		44,569		47,198		44,441
Provision for restoration and decommissioning		37,941		37,212		38,886
Deferred tax liabilities		419,273		405,837		424,828
Liabilities for employee benefits, net		160		160		160
Total non-current liabilities		2,006,629		2,308,056		2,023,796
Equity
Share capital		11		11		11
Share premium		642,199		642,199		642,199
Capital reserve from activities with shareholders		3,748		3,748		3,748
Retained earnings		951,077		1,027,296		919,674
Total equity		1,597,035		1,673,254		1,565,632
Total liabilities and equity		4,240,470		4,669,958		4,285,211

Dorad Energy Ltd.

Interim CondensedStatements of Profit or Loss

	For the three<br> months ended				Year ended
	March 31				December 31
	2026		2025		2025
	(Unaudited)		(Unaudited)		(Audited)
	NIS thousands		NIS thousands		NIS thousands
Revenues		592,356		610,554		2,650,533
Operating costs of the Power Plant
Energy costs		97,423		105,220		457,218
Electricity purchase and infrastructure services		306,616		325,315		1,360,728
Depreciation and amortization		56,687		51,418		223,701
Other operating costs		53,345		43,475		187,916
Total operating costs of Power Plant		514,071		525,428		2,229,563
Profit from operating the Power Plant		78,285		85,126		420,970
General and administrative expenses		9,484		8,186		35,628
Other income		-		-		36
Operating profit		68,801		76,940		385,378
Financing income		12,243		28,452		63,434
Financing expenses		40,304		32,743		256,638
Financing expenses, net		28,061		4,291		193,204
Profit before taxes on income		40,740		72,649		192,174
Taxes on income		9,337		16,659		43,806
Net profit for the period		31,403		55,990		148,368

2

Dorad Energy Ltd.

Interim CondensedStatements of Changes in Shareholders’ Equity

					Capital
					reserve
					for activities
	Share		Share		with		Retained
	capital		premium		shareholders		earnings			Total Equity
	NIS thousands		NIS thousands		NIS thousands		NIS thousands			NIS thousands
For the three months ended March 31, 2026 (Unaudited)
Balance as at January 1, 2026 (Audited)		11		642,199		3,748		919,674			1,565,632
Net profit for the period		-		-		-		31,403			31,403
Balance as at March 31, 2026 (Unaudited)		11		642,199		3,748		951,077			1,597,035
For the three months ended March 31, 2025 (Unaudited)
Balance as at January 1, 2025 (Audited)		11		642,199		3,748		971,306			1,617,264
Net profit for the period		-		-		-		55,990			55,990
Balance as at March 31, 2025 (Unaudited)		11		642,199		3,748		1,027,296			1,673,254
For the year ended December 31, 2025 (Audited)
Balance as at January 1, 2025 (Audited)		11		642,199		3,748		971,306			1,617,264
Dividend distributed		-		-		-		(200,000	)		(200,000	)
Net profit for the year		-		-		-		148,368			148,368
Balance as at December 31, 2025 (Audited)		11		642,199		3,748		919,674			1,565,632

3

Dorad Energy Ltd.

Interim CondensedStatements of Cash Flows

	For the three months ended						Year ended
	March 31						December 31
	2026			2025			2025
	(Unaudited)			(Unaudited)			(Audited)
	NIS thousands			NIS thousands			NIS thousands
Cash flows from operating activities:
Net Profit for the period		31,403			55,990			148,368
Adjustments to profit or loss items:
Depreciation and amortization
and fuel consumption		66,514			53,036			257,015
Taxes on income		9,337			16,659			43,806
Financing expenses, net		28,061			4,291			193,204
		103,912			73,986			494,025
Changes in asset and liability items:
Change in trade receivables and accrued income		107,907			(62,187	)		(119,514	)
Change in other receivables		(24,028	)		5,471			(19,304	)
Change in trade payables		(51,367	)		116,677			121,033
Change in other payables		(21,534	)		(106	)		22,464
Change in other long-term liabilities		52			315			(27,664	)
		11,030			60,170			(22,985	)
Cash paid during the year for:
Taxes paid		(15,000	)		-			(14,016	)
Net cash from operating activities		131,345			190,146			605,392
Cash flows from investing activities:
Proceeds (payment) from settlement of financial derivatives, net		96			289			(5,781	)
Changes in restricted deposits		-			-			27,350
Investment in fixed assets		(46,496	)		(34,249	)		(103,262	)
Investment in intangible assets		(618	)		(1,115	)		(4,668	)
Interest received		10,961			14,847			59,519
Net cash used in investing activities		(36,057	)		(20,228	)		(26,842	)
Cash flows from financing activities:
Repayment of lease liability		(163	)		-			(4,998	)
Receipt of loans from banks		1,923,109			-			-
Repayment of loans from banks		(1,785,312	)		-			(320,012	)
Dividends paid		-			-			(200,000	)
Interest and commissions paid		(163,569	)		(190	)		(105,341	)
Net cash used in financing activities		(25,935	)		(190	)		(630,351	)
Net increase (decrease) in cash and cash equivalents		69,353			169,728			(51,801	)
Effect of exchange rate fluctuations on cash and cash equivalents		(6,513	)		14,080			(99,517	)
Cash and cash equivalents at beginning of period		695,247			846,565			846,565
Cash and cash equivalents at end of period		758,087			1,030,373			695,247
(a) Significant non-cash activity
Liability for gas agreements		-			432			44,615

4