Ellomay Capital Ltd 6-K, filed Sep 30, 2025

Ellomay Capital Ltd. (ELLO)

6-K 2025-09-30 For: 2025-06-30

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About this 6-K

Ellomay Capital Ltd filed this 6-K on September 30, 2025.

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Exhibit 99.1	-	Press Release: “Ellomay Capital Reports Results for the Three and Six Months Ended June 30, 2025,” dated September 30, 2025.
Exhibit 99.2	-	Condensed Consolidated Interim Financial Statements as at June 30, 2025 (Unaudited).
Exhibit 99.3	-	Operating and Financial Review and Prospects for the six months ended June 30, 2025.

EX-101.INS	-	Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
EX-101.SCH	-	Inline XBRL Taxonomy Extension Schema Document
EX-101.CAL	-	Inline XBRL Taxonomy Extension Calculation Linkbase Document
EX-101.DEF	-	Inline XBRL Taxonomy Extension Definition Linkbase Document
EX-101.LAB	-	Inline XBRL Taxonomy Extension Label Linkbase Document
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104	-	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

	Ellomay Capital Ltd.

	By:	/s/ Ran Fridrich
		Ran Fridrich
		Chief Executive Officer and Director

Dated: September 30, 2025

	June 30, 2025			December 31, 2024			June 30, 2025
	Unaudited			Audited			Unaudited
	€ in thousands						Convenience Translation into US$ in thousands*
Assets
Current assets:
Cash and cash equivalents		46,500			41,134			54,542
Restricted cash		13,930			656			16,339
Intangible asset from green certificates		223			178			262
Trade and revenue receivables		4,655			5,393			5,460
Other receivables		15,066			15,341			17,672
Derivatives asset short-term		638			146			748
Other receivables – Investment		13,686			-			16,053
		94,698			62,848			111,076
Non-current assets
Investment in equity accounted investee		39,607			41,324			46,457
Advances on account of investments		547			547			642
Fixed assets		499,991			482,747			586,466
Right-of-use asset		41,301			34,315			48,444
Restricted cash and deposits		13,128			17,052			15,399
Deferred tax		10,159			9,039			11,916
Long term receivables		14,960			13,411			17,547
Derivatives		14,923			15,974			17,504
		634,616			614,409			744,375
Total assets		729,314			677,257			855,451

Liabilities and Equity
Current liabilities
Current maturities of long-term bank loans		37,906			21,316			44,462
Current maturities of other long-term loans		3,666			5,866			4,300
Current maturities of debentures		11,796			35,706			13,836
Trade payables		8,384			8,856			9,833
Other payables		12,032			10,896			14,113
Current maturities of derivatives		41			1,875			48
Current maturities of lease liabilities		791			714			928
Warrants		1,876			1,446			2,200
		76,492			86,675			89,720
Non-current liabilities
Long-term lease liabilities		32,953			25,324			38,652
Long-term bank loans		240,410			245,866			281,990
Other long-term loans		39,130			30,448			45,898
Debentures		190,348			155,823			223,269
Deferred tax		2,614			2,609			3,066
Other long-term liabilities		975			939			1,144
Derivatives		171			288			201
		506,601			461,297			594,220
Total liabilities		583,093			547,972			683,940

Equity
Share capital		25,613			25,613			30,043
Share premium		86,275			86,271			101,197
Treasury shares		(1,736	)		(1,736	)		(2,036	)
Transaction reserve with Non-controlling interests		14,757			5,697			17,309
Reserves		5,483			14,338			6,431
Accumulated deficit		(11,251	)		(11,561	)		(13,197	)
Total equity attributed to shareholders of the Company		119,141			118,622			139,747
Non-controlling interest		27,080			10,663			31,764
Total equity		146,221			129,285			171,511
Total liabilities and equity		729,314			677,257			855,451

	For the three months ended June 30,						For the six months ended June 30,						For the year ended December 31,			For the six months ended June 30,
	2025			2024			2025			2024			2024			2025
	Unaudited												Audited			Unaudited
	€ in thousands (except per share data)															Convenience Translation into US$*
Revenues		11,276			11,213			20,136			19,456			40,467			23,619
Operating expenses		(4,579	)		(4,960	)		(9,206	)		(9,523	)		(19,803	)		(10,798	)
Depreciation and amortization expenses		(4,250	)		(4,176	)		(8,488	)		(8,231	)		(15,887	)		(9,956	)
Gross profit		2,447			2,077			2,442			1,702			4,777			2,865

Project development costs		(1,825	)		(866	)		(2,870	)		(2,281	)		(4,101	)		(3,366	)
General and administrative expenses		(1,722	)		(1,414	)		(3,384	)		(3,034	)		(6,063	)		(3,969	)
Share of profits (losses) of equity accounted investee		(1,177	)		523			12			1,809			11,062			14
Other income		1,233			-			1,431			-			3,409			1,678
Operating profit (loss)		(1,044	)		320			(2,369	)		(1,804	)		9,084			(2,778	)

Financing income (expense)		(4,430	)		2,383			7,051			2,424			2,495			8,270
Financing income (expenses) in connection with derivatives and warrants, net		815			2,316			439			2,852			1,140			515
Financing expenses in connection with projects finance		(1,602	)		(1,452	)		(2,976	)		(2,953	)		(6,190	)		(3,491	)
Financing expenses in connection with debentures		(2,260	)		(1,851	)		(4,000	)		(3,562	)		(6,641	)		(4,692	)
Interest expenses on minority shareholder loan		(454	)		(534	)		(930	)		(1,088	)		(2,144	)		(1,091	)
Other financing expenses		(268	)		(160	)		(562	)		(283	)		(8,311	)		(659	)
Financing income (expenses), net		(8,199	)		702			(978	)		(2,610	)		(19,651	)		(1,148	)

Profit (loss) before taxes on income		(9,243	)		1,022			(3,347	)		(4,414	)		(10,567	)		(3,926	)
Tax benefit		849			160			1,771			988			1,424			2,077
Profit (loss) for the period from continuing operations		(8,394	)		1,182			(1,576	)		(3,426	)		(9,143	)		(1,849	)
Profit from discontinued operation (net of tax)		-			391			-			79			137			-
Profit (loss) for the period		(8,394	)		1,573			(1,576	)		(3,347	)		(9,006	)		(1,849	)
Profit (loss) attributable to:
Owners of the Company		(7,684	)		2,179			310			(1,434	)		(6,524	)		364
Non-controlling interests		(710	)		(606	)		(1,886	)		(1,913	)		(2,482	)		(2,213	)
Profit (loss) for the period		(8,394	)		1,573			(1,576	)		(3,347	)		(9,006	)		(1,849	)
Other comprehensive income (loss) item that after initial recognition in comprehensive income (loss) were or will be transferred to profit or loss:
Foreign currency translation differences for foreign operations		490			(1,557	)		(9,048	)		(433	)		8,007			(10,613	)
Foreign currency translation differences for foreign operations that were recognized in profit or loss		-			255			-			255			255			-
Effective portion of change in fair value of cash flow hedges		(1,630	)		(1,335	)		2,634			9,126			5,631			3,090
Net change in fair value of cash flow hedges transferred to profit or loss		(2,619	)		(3,741	)		(2,282	)		(3,284	)		(813	)		(2,677	)
Total other comprehensive income (loss)		(3,759	)		(6,378	)		(8,696	)		5,664			13,080			(10,200	)

Total other comprehensive income (loss) attributable to:
Owners of the Company		(1,898	)		(3,951	)		(8,855	)		2,705			10,039			(10,386	)
Non-controlling interests		(1,861	)		(2,427	)		159			2,959			3,041			186
Total other comprehensive income (loss) for the period		(3,759	)		(6,378	)		(8,696	)		5,664			13,080			(10,200	)
Total comprehensive income (loss) for the period		(12,153	)		(4,805	)		(10,272	)		2,317			4,074			(12,049	)

Total comprehensive income (loss) attributable to:
Owners of the Company		(9,582	)		(1,772	)		(8,545	)		1,271			3,515			(10,022	)
Non-controlling interests		(2,571	)		(3,033	)		(1,727	)		1,046			559			(2,027	)
Total comprehensive income (loss) for the period		(12,153	)		(4,805	)		(10,272	)		2,317			4,074			(12,049	)

					Attributable to shareholders of the Company
	Share capital		Share premium		Accumulated Deficit			Treasury shares			Translation reserve from foreign operations			Hedging Reserve		Transaction reserve with Non-controlling interests		Total			Non- controlling Interests			Total Equity
	€ in thousands
For the six months ended June 30, 2025 (unaudited):
Balance 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
Profit (loss) for the period		-		-		310			-			-			-		-		310			(1,886	)		(1,576	)
Other comprehensive income (loss) for the period		-		-		-			-			(8,900	)		45		-		(8,855	)		159			(8,696	)
Total comprehensive income (loss) for the period		-		-		310			-			(8,900	)		45		-		(8,545	)		(1,727	)		(10,272	)
Transactions with owners of the Company, recognized directly in equity:
Sale of shares in subsidiaries from Non-controlling interests		-		-		-			-			-			-		9,060		9,060			16,996			26,056
Issuance of capital note to Non-controlling interest		-		-		-			-			-			-		-		-			1,148			1,148
Share-based payments		-		4		-			-			-			-		-		4			-			4
Balance as at June 30, 2025		25,613		86,275		(11,251	)		(1,736	)		(454	)		5,937		14,757		119,141			27,080			146,221

For the six months ended June 30, 2024 (unaudited):
Balance as at January 1, 2024		25,613		86,159		(5,037	)		(1,736	)		385			3,914		5,697		114,995			10,104			125,099
Loss for the period		-		-		(1,434	)		-			-			-		-		(1,434	)		(1,913	)		(3,347	)
Other comprehensive income (loss) for the period		-		-		-			-			(170	)		2,875		-		2,705			2,959			5,664
Total comprehensive income (loss) for the period		-		-		(1,434	)		-			(170	)		2,875		-		1,271			1,046			2,317
Transactions with owners of the Company, recognized directly in equity:
Share-based payments		-		61		-			-			-			-		-		61			-			61
Balance as at June 30, 2024		25,613		86,220		(6,471	)		(1,736	)		215			6,789		5,697		116,327			11,150			127,477

					Attributable to shareholders of the Company
	Share capital		Share premium		Accumulated Deficit			Treasury shares			Translation reserve from foreign operations		Hedging Reserve		Transaction reserve with Non-controlling interests		Total			Non- controlling interests			Total Equity
	€ in thousands
For the year ended December 31, 2024 (audited):
Balance as at January 1, 2024		25,613		86,159		(5,037	)		(1,736	)		385		3,914		5,697		114,995			10,104			125,099
Loss for the year		-		-		(6,524	)		-			-		-		-		(6,524	)		(2,482	)		(9,006	)
Other comprehensive income for the year		-		-		-			-			8,061		1,978		-		10,039			3,041			13,080
Total comprehensive income (loss) for the year		-		-		(6,524	)		-			8,061		1,978		-		3,515			559			4,074
Transactions with owners of the Company, recognized directly in equity:
Share-based payments		-		112		-			-			-		-		-		112			-			112
Balance as at December 31, 2024		25,613		86,271		(11,561	)		(1,736	)		8,446		5,892		5,697		118,622			10,663			129,285

	Italy			Spain									USA			Netherlands			Israel					Total
				Subsidized			28 MV																	reportable						Total
	Solar			Plants			Solar			Talasol			Solar			Biogas			Dorad			Manara		segments			Reconciliations			consolidated
	For the six months ended June 30, 2025
	€ in thousands

Revenues		2,557			1,489			627			8,392			125			6,945			28,086			-		48,221			(28,085	)		20,136
Operating expenses		(231	)		(212	)		(295	)		(2,270	)		(41	)		(6,157	)		(22,047	)		-		(31,253	)		22,047			(9,206	)
Depreciation expenses		(451	)		(458	)		(505	)		(5,679	)		-			(1,359	)		(2,454	)		-		(10,906	)		2,418			(8,488	)
Gross profit (loss)		1,875			819			(173	)		443			84			(571	)		3,585			-		6,062			(3,620	)		2,442

Project development costs																															(2,870	)
General and administrative expenses																															(3,384	)
Share of profit of equity accounted investee																															12
Other income, net																															1,431
Operating profit																															(2,369	)
Financing income																															7,051
Financing income in connection with derivatives and warrants, net																															439
Financing expenses in connection with projects finance																															(2,976	)
Financing expenses in connection with debentures																															(4,000	)
Interest expenses on minority shareholder loan																															(930	)
Other financing expenses																															(562	)
Financing expenses, net																															(978	)
Loss before taxes on income																															(3,347	)

Segment assets as at June 30, 2025		99,231			12,712			18,668			215,216			60,026			31,564			104,648			184,393		726,458			2,856			729,314

¹	The amount of short-term and long-term debt from banks and other interest-bearing financial obligations provided above, includes an amount of approximately €4.4 million costs associated with such debt, which was capitalized and therefore offset from the debt amount that is recorded in the Company’s balance sheet.
²	The amount of the debentures provided above includes an amount of approximately €6.3 million associated costs, which was capitalized and discount or premium and therefore offset from the debentures amount that is recorded in the Company’s balance sheet. This amount also includes the accrued interest as at June 30, 2025 in the amount of approximately €3.2 million.
³	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).

	For the four-quarter period ended June 30, 2025
	Unaudited
	€ in thousands
Loss for the period		(8,727	)
Financing expenses, net		18,019
Taxes on income		(2,330	)
Depreciation and amortization expenses		16,725
Share-based payments		55
Adjustment to data relating to projects with a Commercial Operation Date during the four preceding quarters⁶		988
Adjusted EBITDA as defined the Series D Deed of Trust		24,730

⁴	The term “Adjusted EBITDA” is defined in the Series D 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 PV Plant, are calculated based on the fixed asset model and not based on the financial asset model (IFRIC 12), and before share-based payments, when the data of assets or projects whose Commercial Operation Date (as such term is defined in the Series D Deed of Trust) occurred in the four quarters that preceded the relevant date 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 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 D 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.”
⁵	The Deed of Trust governing the Company’s Series D Debentures provides that in the event the original accounting standards (i.e., the accounting standards applicable to the Company’s financial results for September 30, 2020), undergo a “material revision” (defined as a change of at least 7.5% in the aggregate between the calculation of financial covenants according to the revised accounting standards compared to the original accounting standards), the financial covenants will be implemented based on the original accounting standards. Subsequent to the issuance of the Series D Debentures, the Company implemented an amendment to IAS 16 (“Property, Plant and Equipment”), which requires the Company to recognize revenues from newly connected solar facilities commencing the connection to the grid and not commencing PAC as required under the original accounting standards. Therefore, the Company’s Adjusted EBITDA based on current accounting standards includes the results of solar plants in Italy and the USA that were connected to the grid during four quarters preceding June 30, 2025 but have not achieved PAC as of June 30, 2025. As the change between the ratio of Net Financial Debt to Adjusted EBITDA based on current accounting standards, compared to the same ratio based on the original accounting standards constitutes a “material change” as of June 30, 2025, the Company provides herein the calculation of Adjusted EBITDA and Net Financial Debt to Adjusted EBITDA based on the original accounting standards, by eliminating the results of the relevant Italian and USA solar facilities from the calculation of Adjusted EBITDA.
⁶	The adjustment is based on the results of two solar plants in Italy that achieved PAC during the four quarters preceding June 30, 2025.

		Page

Unaudited condensed consolidated interim statements of financial position		F-2

Unaudited condensed consolidated interim statements of profit or loss and other comprehensive income or loss		F-3

Unaudited condensed consolidated interim statements of changes in equity		F-4 - F-7

Unaudited condensed consolidated interim statements of cash flows		F-8

Notes to the condensed consolidated interim financial statements		F-9

		June 30,			December 31,			June 30,
		2025			2024			2025
								Convenience Translation
	Note	€ in thousands						into US$ in thousands*
Assets
Current assets:
Cash and cash equivalents			46,500			41,134			54,542
Restricted cash	4		13,930			656			16,339
Intangible asset from green certificates			223			178			262
Trade and revenue receivables	5		4,655			5,393			5,460
Other receivables			15,066			15,341			17,672
Derivatives asset short-term			638			146			748
Other receivables in connection with investment transaction	6		13,686			-			16,053
			94,698			62,848			111,076
Non-current assets
Investment in equity accounted investee	6		39,607			41,324			46,457
Advances on account of investments			547			547			642
Fixed assets	9		499,991			482,747			586,466
Right-of-use asset	11		41,301			34,315			48,444
Restricted cash and deposits	4		13,128			17,052			15,399
Deferred tax			10,159			9,039			11,916
Long term receivables	5		14,960			13,411			17,547
Derivatives	7		14,923			15,974			17,504
			634,616			614,409			744,375
Total assets			729,314			677,257			855,451

Liabilities and Equity
Current liabilities
Current maturities of long-term bank loans			37,906			21,316			44,462
Current maturities of other long-term loans			3,666			5,866			4,300
Current maturities of debentures			11,796			35,706			13,836
Trade payables			8,384			8,856			9,833
Other payables	9		12,032			10,896			14,113
Current maturities of derivatives	7		41			1,875			48
Current maturities of lease liabilities			791			714			928
Warrants			1,876			1,446			2,200
			76,492			86,675			89,720
Non-current liabilities
Long-term lease liabilities	11		32,953			25,324			38,652
Long-term bank loans			240,410			245,866			281,990
Other long-term loans			39,130			30,448			45,898
Debentures			190,348			155,823			223,269
Deferred tax			2,614			2,609			3,066
Other long-term liabilities			975			939			1,144
Derivatives			171			288			201
			506,601			461,297			594,220
Total liabilities			583,093			547,972			683,940

Equity
Share capital			25,613			25,613			30,043
Share premium			86,275			86,271			101,197
Treasury shares			(1,736	)		(1,736	)		(2,036	)
Transaction reserve with Non-controlling interests			14,757			5,697			17,309
Reserves			5,483			14,338			6,431
Accumulated deficit			(11,251	)		(11,561	)		(13,197	)
Total equity attributed to shareholders of the Company			119,141			118,622			139,747
Non-controlling interest			27,080			10,663			31,764
Total equity			146,221			129,285			171,511
Total liabilities and equity			729,314			677,257			855,451

	For the six months ended June 30,						For the year ended December 31,			For the six months ended June 30,
	2025			2024			2024			2025
	€ in thousands (except per share amounts)									Convenience Translation into US$*

Revenues		20,136			19,456			40,467			23,619
Operating expenses		(9,206	)		(9,523	)		(19,803	)		(10,798	)
Depreciation and amortization expenses		(8,488	)		(8,231	)		(15,887	)		(9,956	)
Gross profit		2,442			1,702			4,777			2,865
Project development costs		(2,870	)		(2,281	)		(4,101	)		(3,366	)
General and administrative expenses		(3,384	)		(3,034	)		(6,063	)		(3,969	)
Share of profits of equity accounted investee		12			1,809			11,062			14
Other income		1,431			-			3,409			1,678
Operating profit (loss)		(2,369	)		(1,804	)		9,084			(2,778	)
Financing income		7,051			2,424			2,495			8,270
Financing income in connection with derivatives and warrants, net		439			2,852			1,140			515
Financing expenses		(8,468	)		(7,886	)		(23,286	)		(9,933	)
Financing expenses, net		(978	)		(2,610	)		(19,651	)		(1,148	)
Loss before taxes on income		(3,347	)		(4,414	)		(10,567	)		(3,926	)
Tax benefit		1,771			988			1,424			2,077
Loss from continuing operations		(1,576	)		(3,426	)		(9,143	)		(1,849	)
Profit from discontinued operations (net of tax)		-			79			137			-
Loss for the period		(1,576	)		(3,347	)		(9,006	)		(1,849	)
Loss attributable to:
Owners of the Company		310			(1,434	)		(6,524	)		364
Non-controlling interests		(1,886	)		(1,913	)		(2,482	)		(2,213	)
Loss for the period		(1,576	)		(3,347	)		(9,006	)		(1,849	)
Other comprehensive 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		(9,048	)		(433	)		8,007			(10,613	)
Foreign currency translation differences for foreign operations that were recognized in profit or loss		-			255			255			-
Effective portion of change in fair value of cash flow hedges		2,634			9,126			5,631			3,090
Net change in fair value of cash flow hedges transferred to profit or loss		(2,282	)		(3,284	)		(813	)		(2,677	)
Total other comprehensive income (loss)		(8,696	)		5,664			13,080			(10,200	)
Total other comprehensive income (loss) attributable to:
Owners of the Company		(8,855	)		2,705			10,039			(10,386	)
Non-controlling interests		159			2,959			3,041			186
Total other comprehensive income (loss)		(8,696	)		5,664			13,080			(10,200	)
Total comprehensive income (loss) for the period		(10,272	)		2,317			4,074			(12,049	)
Total comprehensive income (loss) for the period attributable to:
Owners of the Company		(8,545	)		1,271			3,515			(10,022	)
Non-controlling interests		(1,727	)		1,046			559			(2,027	)
Total comprehensive income (loss) for the period		(10,272	)		2,317			4,074			(12,049	)

Basic loss per share		0.02			(0.10	)		(0.51	)		0.02
Diluted loss per share		0.02			(0.10	)		(0.51	)		0.02
Basic loss per share from continuing operations		0.02			(0.11	)		(0.52	)		0.02
Diluted loss per share from continuing operations		0.02			(0.11	)		(0.52	)		0.02
Basic profit per share from discontinued operation		-			0.01			0.01			-
Diluted profit per share from discontinued operation		-			0.01			0.01			-

					Attributable to shareholders of the Company
	Share capital		Share premium		Accumulated deficit			Treasury shares			Translation reserve from foreign operations			Hedging Reserve		Transaction reserve with Non-controlling interests		Total			Non- controlling interests			Total Equity
	€ in thousands
For the six months ended June 30, 2025:
Balance 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
Profit (loss) for the period		-		-		310			-			-			-		-		310			(1,886	)		(1,576	)
Other comprehensive income (loss) for the period		-		-		-			-			(8,900	)		45		-		(8,855	)		159			(8,696	)
Total comprehensive income (loss) for the period		-		-		310			-			(8,900	)		45		-		(8,545	)		(1,727	)		(10,272	)
Transactions with owners of the Company, recognized directly in equity:
Sale of shares in subsidiaries from Non-controlling interests (see Note 1B)		-		-		-			-			-			-		9,060		9,060			16,996			26,056
Issuance of capital note to Non-controlling interest		-		-		-			-			-			-		-		-			1,148			1,148
Share-based payments		-		4		-			-			-			-		-		4			-			4
Balance as at June 30, 2025		25,613		86,275		(11,251	)		(1,736	)		(454	)		5,937		14,757		119,141			27,080			146,221

	For the three months ended June 30,						For the six months ended June 30,						For the year ended December 31,			For the six months ended June 30
	2025			2024			2025			2024			2024			2025
	Unaudited												Audited			Unaudited
	€ in thousands															Convenience Translation into US$*
Cash flows from operating activities
Profit (loss) for the period		(8,394	)		1,573			(1,576	)		(3,347	)		(9,006	)		(1,849	)
Adjustments for:
Financing income (expenses), net		8,199			(961	)		978			2,206			19,247			1,148
Profit from settlement of derivatives contract		-			199			-			199			316			-
Impairment losses on assets of disposal groups classified as held-for-sale		-			(196	)		-			405			405			-
Depreciation and amortization		4,250			4,195			8,488			8,279			15,935			9,956
Share-based payment transactions		-			28			4			61			112			5
Share of profits of equity accounted investees		1,177			(523	)		(12	)		(1,809	)		(11,062	)		(14	)
Change in trade receivables and other receivables		1,207			(869	)		7,385			(3,214	)		(8,824	)		8,662
Change in other assets		(506	)		5			(1,002	)		5			3,770			(1,175	)
Change in receivables from concessions project		-			478			-			793			793			-
Change in trade payables		1,411			(565	)		2,678			(633	)		(31	)		3,141
Change in other payables		548			(1,037	)		(4,810	)		1,759			4,455			(5,642	)
Income tax expense (tax benefit)		(849	)		(188	)		(1,771	)		(993	)		(1,429	)		(2,077	)
Income taxes refund (paid)		(27	)		(85	)		(27	)		479			623			(32	)
Interest received		993			799			1,344			1,706			2,537			1,576
Interest paid		(3,218	)		(3,536	)		(6,626	)		(5,428	)		(9,873	)		(7,772	)
		13,185			(2,256	)		6,629			3,815			16,974			7,776
Net cash provided by (used in) operating activities		4,791			(683	)		5,053			468			7,968			5,927
Cash flows from investing activities
Acquisition of fixed assets		(18,380	)		(10,573	)		(36,930	)		(19,593	)		(72,922	)		(43,317	)
Interest paid capitalized to fixed assets		(951	)		(1,121	)		(1,827	)		(1,121	)		(2,515	)		(2,143	)
Proceeds from sale of investments		-			9,267			-			9,267			9,267			-
Advances on account of investments		-			(54	)		-			(54	)		(163	)		-
Proceeds from advances on account of investments		-			-			-			-			514			-
Investment in settlement of derivatives, net		-			145			-			159			(316	)		-
Proceeds from (investment in) in restricted cash, net		(10,473	)		(1,034	)		(9,166	)		119			689			(10,751	)
Proceeds from (investment in) short term deposit		39,132			(1,455	)		-			(1,483	)		1,004			-
Net cash provided by (used in) investing activities		9,328			(4,825	)		(47,923	)		(12,706	)		(64,442	)		(56,211	)
Cash flows from financing activities
Issuance of warrants		475			-			475			3,735			2,449			557
Cost associated with long term loans		(399	)		(828	)		(1,057	)		(1,466	)		(2,567	)		(1,240	)
Sale of shares in subsidiaries to Non-controlling interests		20,852			-			20,852			-			-			24,458
Payment of principal of lease liabilities		(80	)		(187	)		(452	)		(486	)		(2,941	)		(530	)
Proceeds from long and short term loans		17,593			10,098			17,899			10,478			19,482			20,995

	For the six months ended June 30,						For the year ended December 31,			For the six months ended June 30,
	2025			2024			2024			2025
	€ in thousands									Convenience Translation into US$*

Cash flows from operating activities
Loss for the period		(1,576	)		(3,347	)		(9,006	)		(1,849	)
Adjustments for:
Financing expenses (income), net		978			2,206			19,247			1,148
Profit from settlement of derivatives contract		-			199			316			-
Impairment losses on assets of disposal groups classified as held-for-sale		-			405			405			-
Depreciation and amortization expenses		8,488			8,279			15,935			9,956
Share-based payment transactions		4			61			112			5
Share of profits of equity accounted investees		(12	)		(1,809	)		(11,062	)		(14	)
Change in trade receivables and other receivables		7,385			(3,214	)		(8,824	)		8,662
Change in other assets		(1,002	)		5			3,770			(1,175	)
Change in receivables from concessions project		-			793			793			-
Change in trade payables		2,678			(633	)		(31	)		3,141
Change in other payables		(4,810	)		1,759			4,455			(5,642	)
Tax benefit		(1,771	)		(993	)		(1,429	)		(2,077	)
Income taxes refund (paid)		(27	)		479			623			(32	)
Interest received		1,344			1,706			2,537			1,576
Interest paid		(6,626	)		(5,428	)		(9,873	)		(7,772	)
Net cash provided by operating activities		5,053			468			7,968			5,927
Cash flows from investing activities
Acquisition of fixed assets		(36,930	)		(19,593	)		(72,922	)		(43,317	)
Interest paid capitalized to fixed assets		(1,827	)		(1,121	)		(2,515	)		(2,143	)
Proceeds from sale of investments		-			9,267			9,267			-
Advances on account of investments		-			(54	)		(163	)		-
Proceeds from advances on account of investments in process		-			-			514			-
Proceeds in settlement of derivatives, net		-			159			(316	)		-
Proceeds from in restricted cash, net		(9,166	)		119			689			(10,751	)
Proceeds from (investment in) short term deposits, net		-			(1,483	)		1,004			-
Net cash used in investing activities		(47,923	)		(12,706	)		(64,442	)		(56,211	)
Cash flows from financing activities
Issuance of warrants		475			3,735			2,449			557
Cost associated with long term loans		(1,057	)		(1,466	)		(2,567	)		(1,240	)
Sale of shares in subsidiaries to Non-controlling interests (Note 1B)		20,852			-			-			24,458
Payment of principal of lease liabilities		(452	)		(486	)		(2,941	)		(530	)
Proceeds from short term loans		17,434			-			-			20,450
Proceeds from long term loans		465			10,478			19,482			545
Repayment of long-term loans		(6,753	)		(6,667	)		(11,776	)		(7,921	)
Repayment of Debentures		(35,691	)		(35,845	)		(35,845	)		(41,864	)
Proceeds from issuance of Debentures, net		56,729			45,790			74,159			66,540
Net cash provided by financing activities		52,002			15,539			42,961			60,995

Effect of exchange rate fluctuations on cash and cash equivalents		(3,766	)		1,188			3,092			(4,417	)
Increase in cash and cash equivalents		5,366			4,489			(10,421	)		6,294
Cash and cash equivalents at the beginning of the period		41,134			51,127			51,127			48,248
Cash from disposal groups classified as held-for-sale		-			428			428			-
Cash and cash equivalents at the end of the period		46,500			56,044			41,134			54,542

	June 30, 2025
			Fair value
	Carrying amount		Level 1		Level 2		Level 3		Valuation techniques for determining fair value	Inputs used to determine fair value
	€ in thousands
Non-current liabilities:

Debentures		202,144		157,279		-		-		Market price
Loans from banks and others (including current maturities)		321,112		-		296,293		-	Discounting future cash flows by the market interest rate on the date of measurement.	Discount rate of Euribor+ 2%-2.5% with a zero floor, fixed rate for several years 3.1%-6% Linkage to Euribor, 2.75%-4.78% Linkage to Consumer price index in Israel, Floating interest rate based on the Bank of Israel Rate plus a spread of 4.35%, fixed rate of 2.58%-5.5%, Euribor+ 5.27% and 7% Linkage to Consumer price index in Israel.
		523,256		157,279		296,293		-

	Financial assets
	Financial power swap
	€ in thousands
Balance as at December 31, 2024		13,427

Total income recognized in profit or loss		(2,563	)

Total income recognized in other comprehensive income		3,397

Balance as at June 30, 2025		14,261

									Office
	Solar			Pumped			Biogas		furniture and
	plants			storage			plants		equipment		Total
	€ in thousands
Cost
Balance as at January 1, 2025		351,414			160,844			39,643		359		552,260
Additions		31,549			6,092			574		116		38,331
Effect of changes in exchange rates		(6,495	)		(6,437	)		-		-		(12,932	)
Balance as at June 30, 2025		376,468			160,499			40,217		475		577,659

Balance as at January 1, 2024		288,208			136,139			38,147		233		462,727
Additions		64,119			16,296			1,496		126		82,037
Transfer to disposal groups held for sale		(2,910	)		-			-		-		(2,910	)
Effect of changes in exchange rates		1,997			8,409			-		-		10,406
Balance as at December 31, 2024		351,414			160,844			39,643		359		552,260

Depreciation
Balance as at January 1, 2025		54,715			-			14,592		206		69,513
Depreciation for the period		6,759			-			1,359		37		8,155
Effect of changes in exchange rates		-			-			-		-		-
Balance as at June 30, 2025		61,474			-			15,951		243		77,668

Balance as at January 1, 2024		42,266			-			12,296		183		54,745
Depreciation for the year		12,939			-			2,296		23		15,258
Disposals		(490	)		-			-		-		(490	)
Balance as at December 31, 2024		54,715			-			14,592		206		69,513

Carrying amounts
As at June 30, 2025		314,994			160,499			24,266		232		499,991
As at December 31, 2024		296,699			160,844			25,051		153		482,747

	June 30,		December 31
	2025		2024
	€ in thousands
Employees and payroll accruals		484		389
Provision for Legal Claims		*2,218		515
Government authorities		85		642
Deferred revenues		223		902
Accrued expenses connected to Manara PSP		2,997		2,984
Accrued interest on Debentures		3,244		2,070
Other accrued expenses		1,862		2,864
Income tax payables		919		530
		12,032		10,896

	June 30, 2025
	€ in thousands
Less than one year		791
One to five years		3,912
More than five years		29,041

Total		33,744

Current maturities of lease liability		791

Long-term lease liability		32,953

	Six months ended June 30,				June 30, 2025 vs. June 30, 2024 Change
	2025		2024		€			%
		(€ in thousands)
Italy – Solar		2,558		529		2,029			383.5
Spain – Subsidized Solar Plants		1,489		1,423		66			4.6
Spain – 28 MW Solar		627		513		114			22.2
Spain – Talasol Solar		8,392		8,973		(581	)		(6.5	)
USA – Solar		125		-		125			N/A
Netherlands – Biogas		6,945		8,018		(1,073	)		(13.4	)

	For the six months ended June 30
	2025			2024
		€ in thousands
Profit from settlement of derivatives contract		-			159
Interest income		1,409			1,282
Gain from exchange rate differences, net		5,643			985
Change in fair value of derivatives, net		439			2,852
Debentures interest and related expenses		(4,000	)		(3,562	)
Interest and commissions related to projects finance		(2,886	)		(2,830	)
Amortization of capitalized expenses related to projects finance		(90	)		(123	)
Interest on minority shareholder loan		(930	)		(1,088	)
Bank charges and other commissions		(363	)		(121	)
Interest on lease liability		(200	)		(164	)
Total financing income (expenses), net		(978	)		(2,610	)

	Year ended December 31,						Six months ended June 30,
	2024			2023			2025			2024
Devaluation (appreciation) of the NIS against the EUR		(5.4	)%		6.9	%		4.2	%		0.2	%
Devaluation (appreciation) of the NIS against the USD		0.6	%		3.1	%		(7.5	)%		3.6	%