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Exhibit 99.2

Ellomay Capital Ltd. and its Subsidiaries Condensed Consolidated Interim Financial Statements As at June 30, 2021 (Unaudited)

Ellomay Capital Ltd. and its Subsidiaries
Condensed Consolidated Unaudited Interim Financial Statements

Contents

| Page
Condensed Consolidated Unaudited Interim Statements of Financial Position | F-2
Condensed Consolidated Unaudited Interim Statements of Comprehensive Income (Loss) | F-3
Condensed Consolidated Unaudited Interim Statements of Changes in Equity | F-4 - F-7
Condensed Consolidated Unaudited Interim Statements of Cash Flows | F-8
Notes to the Condensed Consolidated Unaudited Interim Financial Statements | F-9 - F-25

Ellomay Capital Ltd. and its Subsidiaries
Condensed Consolidated Unaudited Interim Statements of Financial Position

|  |  |  |  | June 30, |  |  | December 31, |  |  | June 30, |
|  |  |  |  | 2021 |  |  | 2020 |  |  | 2021 |
|  |  |  |  | (Unaudited) |  |  | (Audited) |  |  | (Unaudited) |
|  |  |  |  |  |  |  |  |  |  | Convenience Translation |
|  | Note |  |  | € in thousands |  |  | into US$ in thousands* |
Assets |  |  |  |  |  |  |  |  |  |  |  |
Current assets |  |  |  |  |  |  |  |  |  |  |  |
Cash and cash equivalents |  |  |  |  |  | 67,259 |  |  |  | 66,845 |  |  |  | 79,943 |
Marketable securities |  | 4 |  |  |  | - |  |  |  | 1,761 |  |  |  | - |
Short term deposits |  | 4 |  |  |  | - |  |  |  | 8,113 |  |  |  | - |
Restricted cash |  | 4 |  |  |  | 4,216 |  |  |  | - |  |  |  | 5,011 |
Receivable from concession project |  |  |  |  |  | 1,589 |  |  |  | 1,491 |  |  |  | 1,889 |
Trade and other receivables |  | 5 |  |  |  | 9,761 |  |  |  | 9,825 |  |  |  | 11,602 |
|  |  |  |  |  | 82,825 |  |  |  | 88,035 |  |  |  | 98,445 |
Non-current assets |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Investment in equity accounted investee |  | 6 |  |  |  | 30,126 |  |  |  | 32,234 |  |  |  | 35,807 |
Advances on account of investments |  |  |  |  |  | 2,445 |  |  |  | 2,423 |  |  |  | 2,906 |
Receivable from concession project |  |  |  |  |  | 25,014 |  |  |  | 25,036 |  |  |  | 29,731 |
Fixed assets |  | 8 |  |  |  | 312,983 |  |  |  | 264,095 |  |  |  | 372,008 |
Right-of-use asset |  |  |  |  |  | 22,944 |  |  |  | 17,209 |  |  |  | 27,271 |
Intangible asset |  |  |  |  |  | 4,506 |  |  |  | 4,604 |  |  |  | 5,356 |
Restricted cash and deposits |  | 4 |  |  |  | 6,023 |  |  |  | 9,931 |  |  |  | 7,159 |
Deferred tax |  |  |  |  |  | 5,785 |  |  |  | 3,605 |  |  |  | 6,876 |
Long term receivables |  | 5 |  |  |  | 861 |  |  |  | 2,762 |  |  |  | 1,023 |
Derivatives |  | 7 |  |  |  | 2,276 |  |  |  | 10,238 |  |  |  | 2,705 |
|  |  |  |  |  | 412,963 |  |  |  | 372,137 |  |  |  | 490,842 |
Total assets |  |  |  |  |  | 495,788 |  |  |  | 460,172 |  |  |  | 589,287 |
Liabilities and Equity |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Current liabilities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Current maturities of long term bank loans |  |  |  |  |  | 13,204 |  |  |  | 10,232 |  |  |  | 15,694 |
Current maturities of long term loans |  |  |  |  |  | 3,549 |  |  |  | 4,021 |  |  |  | 4,218 |
Debentures |  |  |  |  |  | 12,815 |  |  |  | 10,600 |  |  |  | 15,232 |
Lease liability short term |  |  |  |  |  | 8,288 |  |  |  | ** 490 |  |  |  | 9,851 |
Trade payables |  |  |  |  |  | 2,692 |  |  |  | 12,387 |  |  |  | 3,202 |
Other payables |  |  |  |  |  | 11,461 |  |  |  | ** 7,422 |  |  |  | 13,617 |
|  |  |  |  |  | 52,009 |  |  |  | 45,152 |  |  |  | 61,814 |
Non-current liabilities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Lease liability |  |  |  |  |  | 15,524 |  |  |  | 17,299 |  |  |  | 18,452 |
Liabilities to banks |  |  |  |  |  | 149,789 |  |  |  | 134,520 |  |  |  | 178,038 |
Other long-term loans |  |  |  |  |  | 51,871 |  |  |  | 49,396 |  |  |  | 61,653 |
Debentures |  |  |  |  |  | 80,661 |  |  |  | 72,124 |  |  |  | 95,873 |
Deferred tax |  |  |  |  |  | 8,124 |  |  |  | 7,806 |  |  |  | 9,656 |
Other long-term liabilities |  |  |  |  |  | 4,512 |  |  |  | 513 |  |  |  | 5,363 |
Derivatives |  | 7 |  |  |  | 6,297 |  |  |  | 8,336 |  |  |  | 7,485 |
|  |  |  |  |  | 316,778 |  |  |  | 289,994 |  |  |  | 376,520 |
Total liabilities |  |  |  |  |  | 368,787 |  |  |  | 335,146 |  |  |  | 438,334 |
Equity |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Share capital |  |  |  |  |  | 25,578 |  |  |  | 25,102 |  |  |  | 30,402 |
Share premium |  |  |  |  |  | 85,762 |  |  |  | 82,401 |  |  |  | 101,936 |
Treasury shares |  |  |  |  |  | (1,736 | ) |  |  | (1,736 | ) |  |  | (2,063 | )
Transaction reserve with non-controlling Interests |  |  |  |  |  | 5,145 |  |  |  | 6,106 |  |  |  | 6,115 |
Reserves |  |  |  |  |  | 2,400 |  |  |  | 4,164 |  |  |  | 2,853 |
Retained earnings |  |  |  |  |  | 2,613 |  |  |  | 8,191 |  |  |  | 3,106 |
Total equity attributed to shareholders of the Company |  |  |  |  |  | 119,762 |  |  |  | 124,228 |  |  |  | 142,349 |
Non-Controlling Interest |  |  |  |  |  | 7,239 |  |  |  | 798 |  |  |  | 8,604 |
Total equity |  |  |  |  |  | 127,001 |  |  |  | 125,026 |  |  |  | 150,953 |
Total liabilities and equity |  |  |  |  |  | 495,788 |  |  |  | 460,172 |  |  |  | 589,287 |

* Convenience translation into US$ (exchange rate as at June 30, 2021: EUR 1 = US$ 1.189)

**Reclassified

The accompanying notes are an integral part of the condensed consolidated interim financial statements.
F - 2

Ellomay Capital Ltd. and its Subsidiaries
Condensed Consolidated Unaudited Interim Statements of Comprehensive Income (Loss)

|  | For the six months ended June 30, |  |  | For the year ended December 31, |  |  | For the six months ended June 30, |
|  | 2021 |  |  | 2020 |  |  | 2020 |  |  | 2021 |
|  | (Unaudited) |  |  | (Unaudited) |  |  | (Audited) |  |  | (Unaudited) |
|  |  |  |  | Convenience |
|  |  |  |  | Translation |
|  | € in thousands (except per share amounts) |  |  | into US$* |
Revenues |  |  | 19,455 |  |  |  | 4,214 |  |  |  | 9,645 |  |  |  | 23,124 |
Operating expenses |  |  | (7,506 | ) |  |  | (2,146 | ) |  |  | (4,951 | ) |  |  | (8,922 | )
Depreciation and amortization expenses |  |  | (7,056 | ) |  |  | (1,447 | ) |  |  | (2,975 | ) |  |  | (8,387 | )
Gross profit |  |  | 4,893 |  |  |  | 621 |  |  |  | 1,719 |  |  |  | 5,815 |
Project development costs |  |  | (1,119 | ) |  |  | (2,338 | ) |  |  | (3,491 | ) |  |  | (1,330 | )
General and administrative expenses |  |  | (2,572 | ) |  |  | (2,204 | ) |  |  | (4,512 | ) |  |  | (3,057 | )
Share of profits (losses) of equity accounted investee |  |  | (772 | ) |  |  | 850 |  |  |  | 1,525 |  |  |  | (918 | )
Other income |  |  | — |  |  |  | — |  |  |  | 2,100 |  |  |  | — |
Operating profit (loss) |  |  | 430 |  |  |  | (3,071 | ) |  |  | (2,659 | ) |  |  | 510 |
Financing income |  |  | 1,716 |  |  |  | 886 |  |  |  | 2,134 |  |  |  | 2,040 |
Financing income (expenses) in connection with derivatives and warrants, net |  |  | (109 | ) |  |  | 1,099 |  |  |  | 1,094 |  |  |  | (130 | )
Financing expenses |  |  | (6,806 | ) |  |  | (3,095 | ) |  |  | (6,862 | ) |  |  | (8,090 | )
Interest expenses on minority shareholder loan |  |  | (939 | ) |  |  | — |  |  |  | — |  |  |  | (1,116 | )
Financing expenses, net |  |  | (6,138 | ) |  |  | (1,110 | ) |  |  | (3,634 | ) |  |  | (7,296 | )
Loss before taxes on income |  |  | (5,708 | ) |  |  | (4,181 | ) |  |  | (6,293 | ) |  |  | (6,786 | )
Tax benefit (Taxes on income) |  |  | (93 | ) |  |  | (88 | ) |  |  | 125 |  |  |  | (111 | )
Loss for the period |  |  | (5,801 | ) |  |  | (4,269 | ) |  |  | (6,168 | ) |  |  | (6,897 | )
Loss attributable to: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Owners of the Company |  |  | (5,578 | ) |  |  | (3,472 | ) |  |  | (4,627 | ) |  |  | (6,630 | )
Non-controlling interests |  |  | (223 | ) |  |  | (797 | ) |  |  | (1,541 | ) |  |  | (267 | )
Loss for the period |  |  | (5,801 | ) |  |  | (4,269 | ) |  |  | (6,168 | ) |  |  | (6,897 | )
Other comprehensive income (loss) items that |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
after initial recognition in comprehensive income |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
(loss) were or will be transferred to profit or loss: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Foreign currency translation differences for foreign |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Operations |  |  | 1,684 |  |  |  | (86 | ) |  |  | (482 | ) |  |  | 2,002 |
Effective portion of change in fair value of cash flow hedges |  |  | (5,202 | ) |  |  | (9,289 | ) |  |  | 2,210 |  |  |  | (6,183 | )
Net change in fair value of cash flow hedges transferred to profit or loss |  |  | (1,225 | ) |  |  | 190 |  |  |  | 555 |  |  |  | (1,456 | )
Total other comprehensive income (loss) |  |  | (4,743 | ) |  |  | (9,185 | ) |  |  | 2,283 |  |  |  | (5,637 | )
Total other comprehensive income (loss) attributable to: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Owners of the Company |  |  | (1,764 | ) |  |  | (4,737 | ) |  |  | 881 |  |  |  | (2,096 | )
Non-controlling interests |  |  | (2,979 | ) |  |  | (4,448 | ) |  |  | 1,402 |  |  |  | (3,541 | )
Total other comprehensive income (loss) |  |  | (4,743 | ) |  |  | (9,185 | ) |  |  | 2,283 |  |  |  | (5,637 | )
Total comprehensive loss for the period |  |  | (10,544 | ) |  |  | (13,454 | ) |  |  | (3,885 | ) |  |  | (12,534 | )
Total comprehensive loss for the period attributable to: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Owners of the Company |  |  | (7,342 | ) |  |  | (8,209 | ) |  |  | (3,746 | ) |  |  | (8,726 | )
Non-controlling interests |  |  | (3,202 | ) |  |  | (5,245 | ) |  |  | (139 | ) |  |  | (3,808 | )
Total comprehensive loss for the period |  |  | (10,544 | ) |  |  | (13,454 | ) |  |  | (3,885 | ) |  |  | (12,534 | )
Basic loss per share |  |  | (0.44 | ) |  |  | (0.29 | ) |  |  | (0.38 | ) |  |  | (0.52 | )
Diluted loss per share |  |  | (0.44 | ) |  |  | (0.29 | ) |  |  | (0.38 | ) |  |  | (0.52 | )

* Convenience translation into US$(exchange rate as at June 30, 2021: EUR 1 = US$1.189)
The accompanying notes are an integral part of the condensed consolidated interim financial statements.
F - 3

Ellomay Capital Ltd. and its Subsidiaries
Condensed Consolidated Unaudited Interim Statements of Changes in Equity

|  |  |  |  |  |  |  |  |  |  | Non- controlling |  |  | Total |
|  |  |  |  |  |  |  | Attributable to shareholders of the Company |  |  | Interests |  |  | Equity |
|  | Share capital |  |  | Share premium |  |  | Retained earnings |  |  | Treasury shares |  |  | Translation reserve from foreign operations |  |  | Hedging Reserve |  |  | Interests Transaction reserve with non-controlling Interests |  |  | Total |  |  |  |  |  |  |
|  | € in thousands |
For the six months ended June 30, 2021 (unaudited): |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Balance as at January 1, 2021 |  |  | 25,102 |  |  |  | 82,401 |  |  |  | 8,191 |  |  |  | (1,736 | ) |  |  | 3,823 |  |  |  | 341 |  |  |  | 6,106 |  |  |  | 124,228 |  |  |  | 798 |  |  |  | 125,026 |
Loss for the period |  |  | - |  |  |  | - |  |  |  | (5,578 | ) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (5,578 | ) |  |  | (223 | ) |  |  | (5,801 | )
Other comprehensive loss for the period |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 1,636 |  |  |  | (3,400 | ) |  |  | - |  |  |  | (1,764 | ) |  |  | (2,979 | ) |  |  | (4,743 | )
Total comprehensive loss for the period |  |  | - |  |  |  | - |  |  |  | (5,578 | ) |  |  | - |  |  |  | 1,636 |  |  |  | (3,400 | ) |  |  | - |  |  |  | (7,342 | ) |  |  | (3,202 | ) |  |  | (10,544 | )
Transactions with owners of the Company, recognized directly in equity: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Issuance of Capital note to non-controlling interest |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 8,682 |  |  |  | 8,682 |
Acquisition of shares in subsidiaries from non-controlling interests |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (961 | ) |  |  | (961 | ) |  |  | 961 |  |  |  | - |
Warrants exercise |  |  | 454 |  |  |  | 3,348 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 3,802 |  |  |  | - |  |  |  | 3,802 |
Options exercise |  |  | 22 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 22 |  |  |  | - |  |  |  | 22 |
Share-based payments |  |  | - |  |  |  | 13 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 13 |  |  |  | - |  |  |  | 13 |
Balance as at June 30, 2021 |  |  | 25,578 |  |  |  | 85,762 |  |  |  | 2,613 |  |  |  | (1,736 | ) |  |  | 5,459 |  |  |  | (3,059 | ) |  |  | 5,145 |  |  |  | 119,762 |  |  |  | 7,239 |  |  |  | 127,001 |

The accompanying notes are an integral part of the condensed consolidated interim financial statements.
F - 4

Ellomay Capital Ltd. and its Subsidiaries
Condensed Consolidated Unaudited Interim Statements of Changes in Equity (cont'd)

|  |  |  |  |  |  |  |  |  |  | Non- controlling |  |  | Total |
|  |  |  |  |  |  |  | Attributable to shareholders of the Company |  |  | Interests |  |  | Equity |
|  | Share capital |  |  | Share premium |  |  | Retained earnings |  |  | Treasury shares |  |  | Translation reserve from foreign operations |  |  | Hedging Reserve |  |  | Interests Transaction reserve with non-controlling Interests |  |  | Total |  |  |  |  |  |  |
|  | € in thousands |
For the six months ended June 30, 2020 (unaudited): |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Balance as at January 1, 2020 |  |  | 21,998 |  |  |  | 64,160 |  |  |  | 12,818 |  |  |  | (1,736 | ) |  |  | 4,356 |  |  |  | (1,073 | ) |  |  | 6,106 |  |  |  | 106,629 |  |  |  | 937 |  |  |  | 107,566 |
Loss for the period |  |  | - |  |  |  | - |  |  |  | (3,472 | ) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (3,472 | ) |  |  | (797 | ) |  |  | (4,269 | )
Other comprehensive loss for the period |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (98 | ) |  |  | (4,639 | ) |  |  | - |  |  |  | (4,737 | ) |  |  | (4,448 | ) |  |  | (9,185 | )
Total comprehensive loss for the period |  |  | - |  |  |  | - |  |  |  | (3,472 | ) |  |  | - |  |  |  | (98 | ) |  |  | (4,639 | ) |  |  | - |  |  |  | (8,209 | ) |  |  | (5,245 | ) |  |  | (13,454 | )
Transactions with owners of the Company, recognized directly in equity: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Issuance of ordinary shares |  |  | 1,935 |  |  |  | 11,253 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 13,188 |  |  |  | - |  |  |  | 13,188 |
Share-based payments |  |  | - |  |  |  | 20 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 20 |  |  |  | - |  |  |  | 20 |
Balance as at June 30, 2020 |  |  | 23,933 |  |  |  | 75,433 |  |  |  | 9,346 |  |  |  | (1,736 | ) |  |  | 4,258 |  |  |  | (5,712 | ) |  |  | 6,106 |  |  |  | 111,628 |  |  |  | (4,308 | ) |  |  | 107,320 |

The accompanying notes are an integral part of the condensed consolidated interim financial statements.
F - 5

Ellomay Capital Ltd. and its Subsidiaries
Condensed Consolidated Unaudited Interim Statements of Changes in Equity (cont'd)

|  |  |  |  | Non- |  |  |  |
|  |  |  |  | controlling |  |  | Total |
|  | Attributable to shareholders of the Company |  |  | Interests |  |  | Equity |
|  | Share |  |  | Share |  |  | Retained |  |  | Treasury |  |  | Translation Reserve from foreign |  |  | Hedging |  |  | Transaction reserve with non-controlling |  |  |  |  |  |  |  |  |  |
|  | capital |  |  | premium |  |  | earnings |  |  | shares |  |  | operations |  |  | Reserve |  |  | Interests |  |  | Total |  |  |  |  |  |  |
|  | € in thousands |
For the year ended December 31, 2020 (audited): |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Balance as at January 1, 2020 |  |  | 21,998 |  |  |  | 64,160 |  |  |  | 12,818 |  |  |  | (1,736 | ) |  |  | 4,356 |  |  |  | (1,073 | ) |  |  | 6,106 |  |  |  | 106,629 |  |  |  | 937 |  |  |  | 107,566 |
Profit (loss) for the year |  |  | - |  |  |  | - |  |  |  | (4,627 | ) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (4,627 | ) |  |  | (1,541 | ) |  |  | (6,168 | )
Other comprehensive loss for the year |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (533 | ) |  |  | 1,414 |  |  |  | - |  |  |  | 881 |  |  |  | 1,402 |  |  |  | 2,283 |
Total comprehensive loss for the year |  |  | - |  |  |  | - |  |  |  | (4,627 | ) |  |  | - |  |  |  | (533 | ) |  |  | 1,414 |  |  |  | - |  |  |  | (3,746 | ) |  |  | (139 | ) |  |  | (3,885 | )
Transactions with owners of the Company, recognized directly in equity: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Issuance of ordinary shares |  |  | 3,084 |  |  |  | 18,191 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 21,275 |  |  |  | - |  |  |  | 21,275 |
Options exercise |  |  | 20 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 20 |  |  |  | - |  |  |  | 20 |
Share-based payments |  |  | - |  |  |  | 50 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 50 |  |  |  | - |  |  |  | 50 |
Balance as at |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
December 31, 2020 |  |  | 25,102 |  |  |  | 82,401 |  |  |  | 8,191 |  |  |  | (1,736 | ) |  |  | 3,823 |  |  |  | 341 |  |  |  | 6,106 |  |  |  | 124,228 |  |  |  | 798 |  |  |  | 125,026 |

The accompanying notes are an integral part of the condensed consolidated interim financial statements.
F - 6

Ellomay Capital Ltd. and its Subsidiaries
Condensed Consolidated Unaudited Interim Statements of Changes in Equity (cont'd)

|  |  |  |  |  |  |  |  |  |  | Non- controlling |  |  | Total |
|  |  |  |  |  |  |  | Attributable to shareholders of the Company |  |  | Interests |  |  | Equity |
|  | Share capital |  |  | Share premium |  |  | Retained earnings |  |  | Treasury shares |  |  | Translation reserve from foreign operations |  |  | Hedging Reserve |  |  | Interests Transaction reserve with non-controlling Interests |  |  | Total |  |  |  |  |  |  |
|  | Convenience translation into US$* |
For the six months ended June 30, 2021 (unaudited): |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Balance as at January 1, 2021 |  |  | 29,836 |  |  |  | 97,942 |  |  |  | 9,736 |  |  |  | (2,063 | ) |  |  | 4,544 |  |  |  | 405 |  |  |  | 7,257 |  |  |  | 147,657 |  |  |  | 951 |  |  |  | 148,608 |
Loss for the period |  |  | - |  |  |  | - |  |  |  | (6,630 | ) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (6,630 | ) |  |  | (267 | ) |  |  | (6,897 | )
Other comprehensive loss for the period |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 1,945 |  |  |  | (4,041 | ) |  |  | - |  |  |  | (2,096 | ) |  |  | (3,541 | ) |  |  | (5,637 | )
Total comprehensive loss for the period |  |  | - |  |  |  | - |  |  |  | (6,630 | ) |  |  | - |  |  |  | 1,945 |  |  |  | (4,041 | ) |  |  | - |  |  |  | (8,726 | ) |  |  | (3,808 | ) |  |  | (12,534 | )
Transactions with owners of the Company, recognized directly in equity: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Issuance of Capital note to non-controlling interest |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 10,319 |  |  |  | 10,319 |
Buy of shares in subsidiaries from non-controlling interests |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (1,142 | ) |  |  | (1,142 | ) |  |  | 1,142 |  |  |  | - |
Warrants exercise |  |  | 540 |  |  |  | 3,979 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 4,519 |  |  |  | - |  |  |  | 4,519 |
Options exercise |  |  | 26 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 26 |  |  |  | - |  |  |  | 26 |
Share-based payments |  |  | - |  |  |  | 15 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 15 |  |  |  | - |  |  |  | 15 |
Balance as at June 30, 2021 |  |  | 30,402 |  |  |  | 101,936 |  |  |  | 3,106 |  |  |  | (2,063 | ) |  |  | 6,489 |  |  |  | (3,636 | ) |  |  | 6,115 |  |  |  | 142,349 |  |  |  | 8,604 |  |  |  | 150,953 |

* Convenience translation into US$ (exchange rate as at June 30, 2021: EUR 1 = US$ 1.189)
The accompanying notes are an integral part of the condensed consolidated interim financial statements.
F - 7

Ellomay Capital Ltd. and its Subsidiaries
Condensed Consolidated Unaudited Interim Statements of Cash Flows

|  | For the six months ended June 30, |  |  | For the year ended December 31, |  |  | For the six months ended June 30, |
|  | 2021 |  |  | 2020 |  |  |  | 2020 |  |  | 2021 |
|  | (Unaudited) |  |  | (Unaudited) |  |  | (Audited) |  |  | (Unaudited) |
|  |  |  |  | Convenience |
|  |  |  |  | Translation |
|  | € in thousands |  |  | into US$* |
Cash flows from operating activities |  |  |  |  |  |  |  |  |  |  |  |  |
Loss for the period |  |  | (5,801 | ) |  |  | (4,269 | ) |  |  | (6,168 | ) |  |  | (6,897 | )
Adjustments for: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Financing expenses, net |  |  | 6,138 |  |  |  | 1,110 |  |  |  | 3,634 |  |  |  | 7,296 |
Profit from settlement of derivatives contract |  |  | (407 | ) |  |  | - |  |  |  | - |  |  |  | (484 | )
Depreciation and amortization |  |  | 7,056 |  |  |  | 1,447 |  |  |  | 2,975 |  |  |  | 8,387 |
Share-based payment transactions |  |  | 13 |  |  |  | 20 |  |  |  | 50 |  |  |  | 15 |
Share of losses (profits) of equity accounted investees |  |  | 772 |  |  |  | (850 | ) |  |  | (1,525 | ) |  |  | 918 |
Payment of interest on loan by an equity accounted investee |  |  | 859 |  |  |  | 582 |  |  |  | 582 |  |  |  | 1,021 |
Change in trade receivables and other receivables |  |  | (2,124 | ) |  |  | 127 |  |  |  | (3,868 | ) |  |  | (2,525 | )
Change in other assets |  |  | (782 | ) |  |  | (234 | ) |  |  | 179 |  |  |  | (929 | )
Change in receivables from concessions project |  |  | 757 |  |  |  | 704 |  |  |  | 1,426 |  |  |  | 900 |
Change in trade payables |  |  | (941 | ) |  |  | (35 | ) |  |  | 190 |  |  |  | (1,118 | )
Change in other payables |  |  | 3,715 |  |  |  | 368 |  |  |  | (1,226 | ) |  |  | 4,416 |
Income tax expense (tax benefit) |  |  | 93 |  |  |  | 88 |  |  |  | (125 | ) |  |  | 111 |
Income taxes paid |  |  | (15 | ) |  |  | - |  |  |  | (119 | ) |  |  | (18 | )
Interest received |  |  | 921 |  |  |  | 869 |  |  |  | 2,075 |  |  |  | 1,095 |
Interest paid |  |  | (3,857 | ) |  |  | (1,853 | ) |  |  | (3,906 | ) |  |  | (4,584 | )
Net cash provided by (used in) operating activities |  |  | 6,397 |  |  |  | (1,926 | ) |  |  | (5,826 | ) |  |  | 7,604 |
Cash flows from investing activities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Acquisition of fixed assets |  |  | (63,793 | ) |  |  | (81,280 | ) |  |  | (128,420 | ) |  |  | (75,824 | )
Acquisition of subsidiary, net of cash acquired |  |  | - |  |  |  | - |  |  |  | (7,464 | ) |  |  | - |
Repayment of loan by an equity accounted investee |  |  | 1,400 |  |  |  | 1,923 |  |  |  | 1,978 |  |  |  | 1,664 |
Loan to an equity accounted investee |  |  | (244 | ) |  |  | - |  |  |  | (181 | ) |  |  | (290 | )
Advances on account of investments |  |  | (8 | ) |  |  | - |  |  |  | (1,554 | ) |  |  | (10 | )
Settlement of derivatives contract |  |  | (252 | ) |  |  | - |  |  |  | - |  |  |  | (300 | )
Proceeds (investment) in restricted cash, net |  |  | (185 | ) |  |  | 22,580 |  |  |  | 23,092 |  |  |  | (220 | )
Proceeds (investment) in short term deposit |  |  | 8,533 |  |  |  | - |  |  |  | (1,323 | ) |  |  | 10,142 |
Proceeds from marketable securities |  |  | 1,785 |  |  |  | - |  |  |  | 1,800 |  |  |  | 2,122 |
Acquisition of marketable securities |  |  | - |  |  |  | - |  |  |  | (1,481 | ) |  |  | - |
Compensation as per agreement with Erez Electricity Ltd. |  |  | - |  |  |  | 1,418 |  |  |  | 1,418 |  |  |  | - |
Net cash used in investing activities |  |  | (52,764 | ) |  |  | (55,359 | ) |  |  | (112,135 | ) |  |  | (62,716 | )
Cash flows from financing activities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Sale of shares in subsidiaries to non-controlling interests |  |  | 1,400 |  |  |  | - |  |  |  | - |  |  |  | 1,664 |
Proceeds from options |  |  | 22 |  |  |  | - |  |  |  | 20 |  |  |  | 26 |
Cost associated with long term loans |  |  | (197 | ) |  |  | - |  |  |  | (734 | ) |  |  | (234 | )
Proceeds from long term loans |  |  | 32,476 |  |  |  | 80,584 |  |  |  | 111,357 |  |  |  | 38,601 |
Repayment of long-term loans |  |  | (3,390 | ) |  |  | (2,804 | ) |  |  | (3,959 | ) |  |  | (4,029 | )
Repayment of Debentures |  |  | (30,730 | ) |  |  | (26,923 | ) |  |  | (26,923 | ) |  |  | (36,525 | )
Issuance of ordinary shares |  |  | - |  |  |  | 13,188 |  |  |  | 21,275 |  |  |  | - |
Proceeds from issue of convertible debentures |  |  | 15,571 |  |  |  | - |  |  |  | - |  |  |  | 18,508 |
Proceeds from issuance of Debentures, net |  |  | 25,465 |  |  |  | - |  |  |  | 38,057 |  |  |  | 30,267 |
Issuance / exercise of warrants |  |  | 3,675 |  |  |  | 320 |  |  |  | 2,544 |  |  |  | 4,368 |
Net cash from financing activities |  |  | 44,292 |  |  |  | 64,365 |  |  |  | 141,637 |  |  |  | 52,646 |
Effect of exchange rate fluctuations on cash and cash equivalents |  |  | 2,489 |  |  |  | (357 | ) |  |  | (1,340 | ) |  |  | 2,958 |
Increase in cash and cash equivalents |  |  | 414 |  |  |  | 6,723 |  |  |  | 22,336 |  |  |  | 492 |
Cash and cash equivalents at the beginning of the period |  |  | 66,845 |  |  |  | 44,509 |  |  |  | 44,509 |  |  |  | 79,451 |
Cash and cash equivalents at the end of the period |  |  | 67,259 |  |  |  | 51,232 |  |  |  | 66,845 |  |  |  | 79,943 |

* Convenience translation into US$ (exchange rate as at June 30, 2021: EUR 1 = US$ 1.189)
The accompanying notes are an integral part of the condensed consolidated interim financial statements.
F - 8

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 1 - General
Ellomay Capital Ltd. (hereinafter - the “Company”), is an Israeli company operating in the business of renewable energy and a power generator and developer of renewable energy and power projects in Europe and Israel. As of June 30, 2021, the Company owns six photovoltaic plants (each, a “PV Plant” and, together, the “PV Plants”) that are connected to their respective national grids and operating as follows: (i) four photovoltaic plants in Spain with an aggregate installed capacity of approximately 7.9 MW, (ii) 51% of Talasol, which owns a photovoltaic plant with installed capacity of 300MW in the municipality of Talaván, Cáceres, Spain (hereinafter – the “Talasol Project") and (iii) one photovoltaic plant in Israel with an aggregate installed capacity of approximately 9 MW. In addition, the Company indirectly owns: (i) 9.375% of Dorad Energy Ltd. (hereinafter - “Dorad”), (ii) Ellomay Solar S.L.U, that is constructing a photovoltaic plant with installed capacity of 28 MW in the municipality of Talaván, Cáceres, Spain (hereinafter – the “Ellomay Solar Project"), (iii) Groen Gas Goor B.V., Groen Gas Oude-Tonge B.V. and Groen Gas Gelderland B.V., project companies operating anaerobic digestion plants in the Netherlands, with a green gas production capacity of approximately 3 million, 3.8 million and 9.5 million (with a license to produce 7.5 million) Nm3 per year, respectively, and (iv) 83.333% of Ellomay Pumped Storage (2014) Ltd., which is constructing a 156 MW pumped storage hydro power plant in the Manara Cliff, Israel.
The ordinary shares of the Company are listed on the NYSE American and on the Tel Aviv Stock Exchange under the trading symbol “ELLO”. The address of the Company’s registered office is 18 Rothschild Blvd., 1st Floor, Tel Aviv, Israel.

Effects of the spreading of the coronavirus

Following the outbreak of the coronavirus (Covid-19) in China in December 2019, and the spreading of Covid-19 to many other countries since the beginning of 2020, creating the current pandemic situation, there was a decrease in economic activity in many areas around the world, including Israel, Spain and Italy. The spread of the virus has led, inter alia, to a disruption in the supply chain, a decrease in global transportation, restrictions on travel and work that were announced by the State of Israel and other countries around the world and a decrease in the value of financial assets and commodities on the markets in Israel and the world. In recent months, Spain, Italy and Israel have experienced a resurgence in the number of Covid-19 cases, causing the local governments to renew restrictions and implement additional measures in order to attempt to curb the spread of the pandemic. Although the Company’s operations have not thus far been materially adversely affected by the restrictions imposed by local governments and authorities in the countries in which the Company operates, in the event the restrictions continue, or new restrictions are imposed, the operations of the Company, including the projects under construction and development, may be adversely affected. Also, as a result of the Covid-19 pandemic, the electricity prices in the European markets declined due to the decrease in demand, resulting in a slight decrease in the Company’s revenues in Spain. The electricity prices in the European markets have since increased and are currently higher that were in effect prior to the pandemic. The spread of Covid-19 and its implications may also indirectly affect the operations of the Company, for example through changes in the prices of oil resulting in a decrease in the electricity prices, and through reduction in demand for electricity, delays in construction of projects due to curtailment of work, limited availability of components required in order to operate or construct new projects, regulatory changes by countries affected by the virus, including changes in subsidies, collection delays, delays in obtaining permits, limited availability or changes in terms of financing for future projects, limited availability of corporate financing and lower returns on potential future investments. As a result, the Company's business and operating results could be negatively affected. The extent to which the Covid-19 pandemic impacts the business of the Company will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of Covid-19 and the actions to contain Covid-19 or treat its impact, among others. These potential affects could last until a vaccine or successful treatment plan are implemented worldwide.

F - 9

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 1 – General (cont’d)

Material events in the reporting period

| a. | On February 23, 2021, the Company issued additional Series C Debentures in a public offering in Israel in an aggregate principal amount of NIS 100,939 thousand (approximately €25,442 thousand). The gross proceeds from the offering were NIS 102,400 thousand and the net proceeds of the offering, net of related expenses such as consultancy fee and commissions, were approximately NIS 101,500 thousand (approximately €25,622 thousand).

| b. | On February 23, 2021, the Company issued our new Series D Convertible Debentures in a public offering in Israel in the aggregate principal amount of NIS 62,000 thousand (approximately €15,627). The principal amount of the Series D Debentures is repayable in one installment on December 31, 2026. The Series D Debentures bear a fixed interest at the rate of 1.2% per year (that is not linked to the Israeli CPI or otherwise), payable semi-annually on June 30 and December 31 commencing June 30, 2021 through December 31, 2026 (inclusive). The Series D Debentures are convertible into the Company’s ordinary shares, NIS 10.00 par value per share, at a conversion price of NIS 165 (approximately €42.6 based on the Euro /NIS exchange rate as of June 30, 2021), subject to adjustments upon customary terms. The Series D Debentures are not rated. The gross proceeds from the offering were approximately NIS 62,600 thousand and the net proceeds of the offering, net of related expenses such as consultancy fee and commissions, were approximately NIS 61,800 thousand (approximately €15,577 thousand).

| c. | On February 28, 2021, the Company announced that it will fully repay the Series B Debentures and on March 18, 2021, the Series B Debentures were repaid in full. Pursuant to the terms of the deed of trust governing the Series B Debentures, the early repayment amount consisted of a principal payment in the amount of approximately NIS 86,300 thousand (approximately €21,500 thousand), accrued interest in the amount of approximately NIS 700 thousand (approximately €160 thousand) and a prepayment charge of approximately NIS 3,400 thousand (approximately €860 thousand), amounting to an aggregate repayment amount of approximately NIS 90,400 thousand (approximately €22,500 thousand).

d. During January and February 2021, Israeli institutional investors who purchased the Company's ordinary shares and warrants convertible into ordinary shares in a private placement consummated in February 2020, exercised all of the warrants issued to them in such private placement. As a result of the exercises, the Company issued an aggregate of 178,750 ordinary shares, at a price per ordinary share of NIS 80 (approximately €20.3), and received gross proceeds of NIS 14,300 thousand (approximately €3,635 thousand).
e. The Talasol Project achieved PAC (preliminary acceptance certificate) on January 27, 2021, upon which the Company commenced recognition of revenues and expenses.

F - 10

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 2 - Basis of Preparation and Significant Accounting Policies
The accounting policies applied by the Company in these condensed consolidated unaudited interim financial statements are the same as those applied by the Company in its annual financial statements for 2020.
A. Statement of compliance
These condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting and do not include all of the information required for full annual financial statements. They should be read in conjunction with the Company’s financial statements as at and for the year ended December 31, 2020 (hereinafter –"the annual financial statements").

These condensed consolidated interim financial statements were authorized for issue on September 30, 2021.
B. Use of estimates and judgments
The preparation of financial statements in conformity with IFRS requires management to exercise judgment when making assessments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
The significant judgments made by management in applying the Company’s accounting policies and the principal assumptions used in the estimation of uncertainty were the same as those that applied to the annual financial statements.
C. Initial application of new standards, amendments to standards and interpretations
Amendments to IFRS 9, Financial Instruments, IAS 39, Financial Instruments: Recognition and Measurement, IFRS 7, Financial Instruments: Disclosures, IFRS 4 Insurance Contracts and IFRS 16, Leases, Interest Rate Benchmark Reform – Phase 2 ("the Amendments")-

The Amendments include practical expedients regarding the accounting treatment of modifications in contractual terms that are a result of the interest rate benchmark reform (a reform that in the future will lead to the replacement of interest rates such as the Libor and Euribor). Thus, for example:

| - | When certain modifications are made in the terms of financial assets or financial liabilities as a result of the reform, the entity shall update the effective interest rate of the financial instrument instead of recognizing a gain or loss.

| - | Certain modifications in lease terms that are a result of the reform shall be accounted for as an update to lease payments that depend on an index or rate.

| - | Certain modifications in terms of the hedging instrument or hedged item that are a result of the reform shall not lead to the discontinuance of hedge accounting.

The Amendments are applicable retrospectively as from January 1, 2021 by amending the opening balance of equity for the annual reporting period in which the amendment was adopted without a restatement of comparative data.
Application of the Amendments did not have a material effect on the Company’s financial statements.

F - 11

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 2 - Basis of Preparation and Significant Accounting Policies (cont’d)

D. New standards, amendments to standards and interpretations not yet adopted
Amendment to IAS 16, Property, Plant and Equipment (“the Amendment”) –
The Amendment annuls the requirement by which in the calculation of costs directly attributable to fixed assets, the net proceeds from selling certain items that were produced while the Company tested the functioning of the asset should be deducted (such as samples that were produced when testing the equipment). Instead, the proceeds from selling the items and the cost of the sold items shall be recognized in profit or loss.
The Amendment is effective for annual periods beginning on or after January 1, 2022. Early application is permitted. The Amendment shall be applied on a retrospective basis, including an amendment of comparative data, only with respect to fixed asset items that have been brought to the location and condition required for them to operate in the manner intended by management subsequent to the earliest reporting period presented at the date of initial application of the Amendment. The cumulative effect of the Amendment will adjust the opening balance of retained earnings for the earliest reporting period presented.
Application of the Amendments is not expected to have a material effect on the Company's financial statements.
Note 3 - Seasonality
Solar power production has a seasonal cycle due to its dependency on the direct and indirect sunlight and the effect the amount of sunlight has on the output of energy produced. Thus, low radiation levels during the winter months decrease power production.
Note 4 - Restricted Cash, Deposits and Marketable Securities

|  | June 30, |  |  | December 31, |
|  | 2021 |  |  | 2020 |
|  | € in thousands |
|  | Unaudited |  |  | Audited |
Marketable securities (1) |  |  | - |  |  |  | 1,761 |
Short-term restricted cash (2) |  |  | 4,216 |  |  |  | - |
Short-term deposits (3) |  |  | - |  |  |  | 8,113 |
Long-term restricted non-interest bearing bank deposits (2) |  |  | 617 |  |  |  | 2,138 |
Restricted cash, long-term bank deposits (2) |  |  | 5,406 |  |  |  | 7,793 |
Long-term restricted cash and deposits |  |  | 6,023 |  |  |  | 9,931 |

| 1. | The Company invested in a traded Corporate Bond (rated Baa3 by Moody's) with a coupon rate of 4.435% and a maturity date of December 30, 2020 and in 5.8% WACHOVIA Fixed Interest Float. The Company sold all of its Marketable securities in 2021.

| 2. | Bank deposits used to secure obligations under loan agreements.
| 3. | Bank deposits with annual interest rate as of December 31, 2020 of 0.27%.

F - 12

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 5 - Trade and Other Receivables

|  | June 30, |  |  | December 31, |
|  | 2021 |  |  | 2020 |
|  | € in thousands |
|  | Unaudited |  |  | Audited |
Current Assets: |  |  |  |  |  |
Trade and other receivables: |  |  |  |  |  |
Government authorities |  |  | 1,723 |  |  |  | 3,232 |
Income receivable |  |  | 3,707 |  |  |  | 3,420 |
Interest receivable |  |  | 47 |  |  |  | 36 |
Current tax |  |  | 47 |  |  |  | 32 |
Trade receivable |  |  | 2,167 |  |  |  | 382 |
Inventory |  |  | 322 |  |  |  | 306 |
Derivatives |  |  | 42 |  |  |  | 78 |
Prepaid expenses and other |  |  | 1,706 |  |  |  | 2,339 |
|  |  | 9,761 |  |  |  | 9,825 |
Non-current Assets: Long term receivables |  |  |  |  |  |  |  |
Prepaid expenses associated with long term loans (1) |  |  | 829 |  |  |  | 2,731 |
Annual rent deposits |  |  | 30 |  |  |  | 30 |
Other |  |  | 2 |  |  |  | 1 |
|  |  | 861 |  |  |  | 2,762 |

| (1) | Prepaid commission expenses paid in connection with the Talasol Project’s project finance obtained from financing entities as at December 31, 2020 and Prepaid commission expenses paid in connection with the Manara Pumped Storage project finance obtained from financing entities as at June 30, 2021.

Note 6 - Investee Companies and Other Investments

Information about investee companies and other investments

A. U. Dori Energy Infrastructures Ltd. (“Dori Energy”)-

The Company, through its wholly owned subsidiary, Ellomay Clean Energy Ltd. (“Ellomay Energy”), entered into an Investment Agreement (the “Dori Investment Agreement”) with Amos Luzon Entrepreneurship and Energy Group Ltd. (formerly - Dori Group Ltd.) (the “Luzon Group”), and Dori Energy, with respect to an investment in Dori Energy. Dori Energy holds 18.75% of the share capital of Dorad, which owns an approximate 860 MW bi-fuel operated power plant in the vicinity of Ashkelon, Israel (the “Dorad Power Plant”). Dorad holds production and supply licenses, both expiring in May 2034 and commenced commercial operation in May 2014.

Dorad provided guarantees in favor of the Israeli Electricity Authority, the Israel Electric Corporation and Israel Natural Gas Lines Ltd. These guarantees were provided through Dorad’s shareholders at their proportionate holdings, as required by the financing agreements executed by Dorad. As of June 30, 2021 total performance guarantees provided by Dorad amounted to approximately NIS 170,000 thousand (approximately €43,873 thousand). The Company's indirect share of guarantees that Dorad provided through its shareholders is approximately NIS 16,000 thousand (approximately €4,129 thousand).

F - 13

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 6 - Investee Companies and Other Investments (cont’d)
A. U. Dori Energy Infrastructures Ltd. (“Dori Energy”) (cont’d)-
Dorad and its shareholders are involved in several legal proceedings as follows:
Petition to Approve a Derivative Claim filed by Dori Energy and Ran Fridrich and Third Party Notices
In connection with the description of the petition to approve a derivative claim filed by Dory Energy and Hemi Raphael (replaced by Ran Fridrich) and related third party notices included in Note 6.A to the annual financial statements, the parties filed several motions in connection with the discovery process, the evidentiary hearings and expert opinions. Additional evidentiary hearings were held in March-May 2021. Following the parties' request for approval of a procedural arrangement regarding the submission of written summaries and the possible supplemental oral argument in all proceedings subject to arbitration, the arbitrator approved the various dates for submitting summaries, ending in May 2022.
The Company estimates (after consulting with legal counsel), that at this stage it is not yet possible to assess the outcome of the proceeding. With respect to the third party notices, the Company estimates (after consulting with legal counsel) that if the main (Derivative) claim is dismissed then the third party notices will be redundant, whereas if the main claim is accepted, it is more likely than not that the third party notices shall be rejected, as they are based on arguments similar to those raised by the defendants in their statements against of defense filed against the main claim.
Petition to Approve a Derivative Claim filed by Edelcom
Please see above under “Petition to Approve a Derivative Claim filed by Dori Energy” for updates in connection with the description of the petition to approve a derivative claim filed by Edelcom Ltd., one of the shareholders of Dorad (“Edelcom”), included in Note 6 to the annual financial statements. This proceeding is also conducted in the framework of the above-mentioned arbitration.
The Company estimates (after consulting with legal counsel), that the chances of the petition to be approved are lower than the chances that it will be rejected.
Opening Motion filed by Zorlu
In connection with the description of the opening motion filed by Zorlu Enerji Elektrik Uretim A.S., one of the shareholders of Dorad (“Zorlu”) included in Note 6 to the annual financial statements, as per which Zorlu asked the court to instruct Dorad to convene a shareholders meeting and to include a discussion and a vote on the planning and construction of an additional power plant adjacent to the existing power plant (the “Dorad 2 Project”), on the agenda of this meeting, in June 2021, a ruling was handed in which the court ordered Dorad to convene a special shareholders meeting, on whose agenda will be the planning and construction of the “Dorad 2 Project”. Following the said ruling, Dorad's board resolved that Dorad's management will continue to examine the feasibility of the “Dorad 2 Project” and its implications, and bring its decisions to the board's approval. Dorad’s board of directors further resolved that to the extent it will approve the Dorad 2 Project, the decision will be presented to Dorad’s shareholders for approval. On July 27, 2021, subsequent to the balance sheet date, a shareholders meeting of Dorad was held. In accordance with the court ruling, the agenda for such meeting included two resolutions (1) the planning and construction of the Dorad 2 Project – a resolution that Dori Energy and Eilat-Ashkelon Infrastructure Services Ltd. (“EAIS”), which holds 37.5% of Dorad, supported and Edelcom and Zorlu rejected; and (2) approval of the aforementioned resolution of the Dorad board of directors – a resolution which Dori Energy and EAIS supported and with respect to which Edelcom and Zorlu abstained. Following such shareholders meeting, correspondence was exchanged between Dorad and Edelcom concerning, among other issues, the implications of the aforementioned resolutions. Dorad estimates (after consulting with legal counsel) that by convening the aforementioned shareholders meeting Dorad complied with the court ruling and therefore the opening motion process ended.
F - 14

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 6 - Investee Companies and Other Investments (cont’d)
Information about investee companies and other investments (cont’d)
B. Manara Pumped Storage Project (“Manara PSP”) –
On December 31, 2020 Ellomay Pumped Storage (2014) Ltd. (“Ellomay PS”), the Company’s subsidiary, received the tariff approval for the project from the Israeli Electricity Authority that regulates the tariffs and formulas for purchasing capacity and energy from a pumped storage producer connected to the transmission grid for a period of 20 years beginning on the date of receipt of the permanent production license, upon construction completion and commercial operation. The tariff approval became effective following the financial closing of the Manara PSP in February 2021.

On February 11, 2021, the Manara PSP Project Finance reached financial closing. The Manara PSP Project Finance will be provided by a consortium of Israeli banks and institutional investors, arranged and led by Mizrahi-Tefahot Bank Ltd. The Manara PSP Project Finance is in the aggregate amount of NIS 1.18 billion (approximately €305 million based on the Euro/NIS exchange rate as of June 30, 2021), and includes: (i) a Senior Secured Tranche at a fixed rate of interest for each drawdown, with base interest rate equal to the yield to maturity of Israeli treasury bonds with like duration of the loan drawdown, plus a spread of 3.25% per-annum during the Construction Period of the Project and a spread of 2.40% per-annum from the Actual Completion Date of the Project which proceeds the Commercial Operation Date of the Project. The Senior Secured Tranche is linked to the Israeli Consumer Price Index and is to be repaid over a period of 19.5 years from the commercial operation date; and (ii) a Subordinated Secured B Tranche at a floating rate of interest, with the base interest being the Bank of Israel rate, plus a spread of 4.35% per-annum during the Construction Period and a spread of 3.90% per-annum from the Actual Completion Date. The stated maturity of the Tranche B loan is one year less than the maturity of the Senior Secured Loan with a cash sweep mechanism that shortens its maturity to approximately 12 years from the Commercial Operation Date under the Base Case Financial Model.

In connection with the Manara PSP Project Finance that occurred on February 2021, and based on the A.R.Z. Settlement Agreement, A.R.Z. was required to provide its indirect share of equity investment and financing to the Manara PSP. Due to the failure to provide the required funds, Ellomay Water Plants Holdings (2014) Ltd., the Company’s wholly-owned subsidiary that holds 75% of Ellomay PS, seized E.R.Z.’s holdings in Sheva Mizrakot (33%) and, as a result, the Company’s indirect holdings in the Manara PSP increased from 75% to 83.333% in January 2021. Accordingly, the Company imputed the difference between the consideration and the minority interest to the Transaction reserve with non-controlling Interests in the amount of €961 thousand.

During the first six months ended June 30, 2021, the Company and the minority owners of the Manara PSP provided loans in the aggregate amount of NIS 220,209 thousand (approximately €56,830 thousand). In order to comply with the conditions to the financial closing of the Manara PSP Project Finance, a portion of the total outstanding loans in an aggregate amount of approximately NIS 153,741 thousand (approximately €39,293 thousand) was converted to capital notes, out of which, an amount of €8,682 thousand belong to the minority. The issued capital notes do not bear interest, linkage differences or exchange rate differences for any foreign currency. The repayment of the capital notes is subordinated to any other obligation of the Manara PSP and is takes precedent only to the distribution of the surplus assets of the Manara PSP upon liquidation. Also, the repayment of the capital notes is at the sole discretion of the Manara PSP and therefore they have been presented as part of the total equity.

Notice to commence the construction works was issued to Electra Infrastructure Ltd., the engineering, procurement and construction contractor of the Manara PSP in April 2021. Construction period of the Manara PSP is expected to be 62.5 months.

F - 15

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 7 - Financial Instruments
Fair value
(1) Financial instruments - the composition of the derivatives

|  | June 30, |  |  | December 31, |
|  | 2021 |  |  | 2020 |
|  | € in thousands |
|  | Unaudited |  |  | Audited |
Derivatives presented under current assets |  |  |  |  |  |
Currency swap |  |  | 42 |  |  |  | 12 |
Forward contracts |  |  | - |  |  |  | 66 |
|  |  | 42 |  |  |  | 78 |
Derivatives presented under non-current assets |  |  |  |  |  |  |  |
Financial power swap |  |  | 1,592 |  |  |  | 10,238 |
Currency swap |  |  | 684 |  |  |  | - |
|  |  | 2,276 |  |  |  | 10,238 |
Derivatives presented under current liabilities |  |  |  |  |  |  |  |
Swap contracts |  |  | (1,336 | ) |  |  | (1,378 | )
Financial power swap |  |  | (1,195 | ) |  |  | - |
|  |  | (2,531 | ) |  |  | (1,378 | )
Derivatives presented under non-current liabilities |  |  |  |  |  |  |  |
Currency swap |  |  | - |  |  |  | (144 | )
Swap contracts |  |  | (6,297 | ) |  |  | (8,192 | )
|  |  | (6,297 | ) |  |  | (8,336 | )

F - 16

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 7 - Financial Instruments (cont’d)
Fair value (cont’d)

(2) Financial instruments measured at fair value for disclosure purposes only
The carrying amounts of certain financial assets and liabilities, including cash and cash equivalents, trade receivables, other receivables, other short-term investments, deposits, derivatives, bank overdraft, short-term loans and borrowings, trade payables and other payables are the same or proximate to their fair value.
The fair values of the other financial assets and liabilities, together with the carrying amounts shown in the statement of financial position, are as follows:

|  | June 30, 2021
|  |  |  |  | Fair value |  |  |  |
|  | Carrying |  |  |  |  |  |  |  |  |  |  | Valuation techniques for |  | Inputs used to
|  | amount |  |  | Level 1 |  |  | Level 2 |  |  | Level 3 |  | determining fair value |  | determine fair value
|  | € in thousands |  |  |  |
Non-current liabilities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Debentures |  |  | 93,476 |  |  |  | 95,992 |  |  |  | - |  |  |  | - |  |  |  |
Loans from banks and others (including current maturities) |  |  | 218,413 |  |  |  | - |  |  |  | 220,045 |  |  |  | - |  | Discounting future cash flows by the market interest rate on the date of measurement. |  | Discount rate of Euribor+ 1.76%- 2.75% with a zero floor, Euribor+ 5.27%, fix rate for 5 years 2.9%-3.55% and 4.65% Linkage to Consumer price index in Israel.
|  |  | 311,889 |  |  |  | 95,992 |  |  |  | 220,045 |  |  |  | - |  |  |  |

|  | December 31, 2020
|  |  |  |  | Fair value |  |  |  |
|  | Carrying |  |  |  |  |  |  |  |  |  |  | Valuation techniques for |  | Inputs used to
|  | amount |  |  | Level 1 |  |  | Level 2 |  |  | Level 3 |  | determining fair value |  | determine fair value
|  | € in thousands |  |  |  |
Non-current liabilities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Debentures |  |  | 82,724 |  |  |  | 84,814 |  |  |  | - |  |  |  | - |  |  |  |
Loans from banks and others (including current maturities) |  |  | 198,169 |  |  |  | - |  |  |  | 209,005 |  |  |  | - |  | Discounting future cash flows by the market interest rate on the date of measurement. |  | Discount rate of Euribor+ 1.76%- 2.75% with a zero floor, Euribor+ 5.27%, fix rate for 5 years 2.9%-3.55% and 4.65% Linkage to Consumer price index in Israel
|  |  | 280,893 |  |  |  | 84,814 |  |  |  | 209,005 |  |  |  | - |  |  |  |

F - 17

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 7 - Financial Instruments (cont’d)
Fair value (cont’d)
(3) Fair value hierarchy of financial instruments measured at fair value
The table below presents an analysis of financial instruments measured at fair value on the temporal basis using valuation methodology in accordance with hierarchy fair value levels. The various levels are defined as follows:

| — | Level 1: quoted prices (unadjusted) in active markets for identical instruments.

| — | Level 2: inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly.

| — | Level 3: inputs that are not based on observable market data (unobservable inputs).

|  | June 30, 2021
|  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Total |  | Valuation techniques for
|  | € in thousands |  | determining fair value
Swap contracts |  |  | - |  |  |  | (7,633 | ) |  |  | - |  |  |  | (7,633 | ) | Fair value is measured by discounting the future cash flows, over the period of the contract and using market interest rates appropriate for similar instruments, including the adjustment required for the parties’ credit risks.
Currency swap |  |  | - |  |  |  | 726 |  |  |  | - |  |  |  | 726 |  | Fair value is measured by discounting the future cash flows, over the period of the contract and using market interest rates appropriate for similar instruments, including the adjustment required for the parties’ credit risks.
Dori Energy loan |  |  | - |  |  |  | - |  |  |  | 7,408 |  |  |  | 7,408 |  | The fair value is measured by discounting the expected future loan repayments and using market interest rates appropriate for similar instruments, including the adjustment required for the parties’ credit risks. The discounting rate was estimated at approximately 10% and the expected yearly change of Israeli Consumer Price Index, during the expected lifetime of the loan, was estimated at approximately 1%.
Financial power swap |  |  | - |  |  |  | - |  |  |  | 397 |  |  |  | 397 |  | Fair value is measured by discounting the future fixed and assessed cash flows, over the period of the contract and using market interest rates appropriate for similar instruments. The value is adjusted for the parties’ credit risks.

There have been no transfers from any Level to another Level during the six months ended June 30, 2021.
F - 18

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 7 - Financial Instruments (cont’d)
Fair value (cont’d)
(3) Fair value hierarchy of financial instruments measured at fair value (cont’d)

|  | December 31, 2020
|  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Total |  | Valuation techniques for
|  | € in thousands |  | determining fair value
Marketable securities |  |  | - |  |  |  | 1,761 |  |  |  | - |  |  |  | 1,761 |  | Market price
Forward contracts |  |  | - |  |  |  | 66 |  |  |  | - |  |  |  | 66 |  | Fair value measured on the basis of discounting the difference between the forward price in the contract and the current forward price for the residual period until redemption using market interest rates appropriate for similar instruments, including the adjustment required for the parties’ credit risks.
Swap contracts |  |  | - |  |  |  | (9,570 | ) |  |  | - |  |  |  | (9,570 | ) | Fair value is measured by discounting the future cash flows, over the period of the contract and using market interest rates appropriate for similar instruments, including the adjustment required for the parties’ credit risks.
Currency swap |  |  | - |  |  |  | (132 | ) |  |  | - |  |  |  | (132 | ) | Fair value is measured by discounting the future cash flows, over the period of the contract and using market interest rates appropriate for similar instruments, including the adjustment required for the parties’ credit risks.
Dori Energy loan |  |  | - |  |  |  | - |  |  |  | 8,745 |  |  |  | 8,745 |  | The fair value is measured by discounting the expected future loan repayments and using market interest rates appropriate for similar instruments, including the adjustment required for the parties’ credit risks. The discounting rate was estimated at approximately 10% and the expected yearly change of Israeli Consumer Price Index, during the expected lifetime of the loan, was estimated at approximately 1%.
Financial power swap |  |  | - |  |  |  | - |  |  |  | 10,238 |  |  |  | 10,238 |  | Fair value is measured by discounting the future fixed and assessed cash flows, over the period of the contract and using market interest rates appropriate for similar instruments. The value is adjusted for the parties’ credit risks.

F - 19

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 7 - Financial Instruments (cont’d)
Fair value (cont’d)

(4) Level 3 financial instruments carried at fair value
The table hereunder presents a reconciliation from the beginning balance to the ending balance of financial instruments carried at fair value in level 3 of the fair value hierarchy:

|  | Financial assets |
|  | Dori Energy loan |
|  | € in thousands |
Balance as at December 31, 2020 |  |  | 8,745 |
Repayment of loan to an equity accounted investee |  |  | (2,259 | )
Loan to an equity accounted investee |  |  | 244 |
Total income recognized in profit or loss |  |  | 125 |
Interest |  |  | 450 |
Foreign Currency translation adjustments |  |  | 103 |
Balance as at June 30, 2021 |  |  | 7,408 |

|  | Financial assets |
|  | Financial power |
|  | swap |
|  | € in thousands |
Balance as at December 31, 2020 |  |  | 10,238 |
Total loss is recognized in other comprehensive income |  |  | (9,841 | )
Balance as at June 30, 2021 |  |  | 397 |

F - 20

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 8 - Fixed assets

|  |  |  |  |  |  |  |  |  |  | Office |  |  |  |  |  |  |
|  | Photovoltaic |  |  | Pumped |  |  | Biogas |  |  | furniture and |  |  | Leasehold |  |  |  |
|  | Plants |  |  | storage |  |  | installations |  |  | equipment |  |  | Improvements |  |  | Total |
|  | € in thousands |
Cost |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Balance as at January 1, 2020 |  |  | 102,784 |  |  |  | - |  |  |  | 19,588 |  |  |  | 147 |  |  |  | 52 |  |  |  | 122,571 |
Additions |  |  | 120,842 |  |  |  | 16,607 |  |  |  | 558 |  |  |  | 38 |  |  |  | - |  |  |  | 138,045 |
New companies |  |  | - |  |  |  | - |  |  |  | 17,233 |  |  |  | - |  |  |  | - |  |  |  | 17,233 |
Disposals |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (52 | ) |  |  | (52 | )
Effect of changes in exchange rates |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (5 | ) |  |  | - |  |  |  | (5 | )
Balance as at December 31, 2020 |  |  | 223,626 |  |  |  | 16,607 |  |  |  | 37,379 |  |  |  | 180 |  |  |  | - |  |  |  | 277,792 |
Balance as at January 1, 2021 |  |  | 223,626 |  |  |  | 16,607 |  |  |  | 37,379 |  |  |  | 180 |  |  |  | - |  |  |  | 277,792 |
Additions |  |  | 17,896 |  |  |  | 36,864 |  |  |  | 620 |  |  |  | 2 |  |  |  | - |  |  |  | 55,382 |
Balance as at June 30, 2021 |  |  | 241,522 |  |  |  | 53,471 |  |  |  | 37,999 |  |  |  | 182 |  |  |  | - |  |  |  | 333,174 |
Depreciation |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Balance as at January 1, 2020 |  |  | 5,456 |  |  |  | - |  |  |  | 2,545 |  |  |  | 129 |  |  |  | 52 |  |  |  | 8,182 |
Depreciation for the year |  |  | 830 |  |  |  | - |  |  |  | 1,457 |  |  |  | 12 |  |  |  | - |  |  |  | 2,299 |
New companies |  |  | - |  |  |  | - |  |  |  | 3,272 |  |  |  | - |  |  |  | - |  |  |  | 3,272 |
Disposals |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (52 | ) |  |  | (52 | )
Effect of changes in exchange rates |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (4 | ) |  |  | - |  |  |  | (4 | )
Balance as at December 31, 2020 |  |  | 6,286 |  |  |  | - |  |  |  | 7,274 |  |  |  | 137 |  |  |  | - |  |  |  | 13,697 |
Balance as at January 1, 2021 |  |  | 6,286 |  |  |  | - |  |  |  | 7,274 |  |  |  | 137 |  |  |  | - |  |  |  | 13,697 |
Depreciation for the period |  |  | 5,028 |  |  |  | - |  |  |  | 1,459 |  |  |  | 7 |  |  |  | - |  |  |  | 6,494 |
Balance as at June 30, 2021 |  |  | 11,314 |  |  |  | - |  |  |  | 8,733 |  |  |  | 144 |  |  |  | - |  |  |  | 20,191 |
Carrying amounts |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
As at December 31, 2020 |  |  | 217,340 |  |  |  | 16,607 |  |  |  | 30,105 |  |  |  | 43 |  |  |  | - |  |  |  | 264,095 |
As at June 30, 2021 |  |  | 230,208 |  |  |  | 53,471 |  |  |  | 29,266 |  |  |  | 38 |  |  |  | - |  |  |  | 312,983 |

F - 21

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 9 - Operating Segments
The basis of segmentation and the measurement basis for the segment profit or loss are the same as that presented in Note 22 regarding operating segments in the annual financial statements.
Segment assets consist of current assets, fixed assets and intangible assets, as included in reports provided regularly to the chief operating decision maker.

|  | PV |  |  |  |  |  |  |  |  |  |  |  | Total |  |  |  |  |  |  |
|  |  |  |  |  |  |  | Ellomay |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | reportable |  |  |  |  |  | Total |
|  | Italy |  |  | Spain |  |  | Solar |  |  | Talasol |  |  | Israel |  |  | Bio Gas |  |  | Dorad |  |  | Manara |  |  | segments |  |  | Reconciliations |  |  | consolidated |
|  | For the six months ended June 30, 2021 |
|  | € in thousands |
Revenues |  |  | - |  |  |  | 1,534 |  |  |  | - |  |  |  | 11,202 |  |  |  | 2,130 |  |  |  | 6,129 |  |  |  | 22,940 |  |  |  | - |  |  |  | 43,935 |  |  |  | (24,480 | ) |  |  | 19,455 |
Operating expenses |  |  | - |  |  |  | (423 | ) |  |  | - |  |  |  | (1,988 | ) |  |  | (170 | ) |  |  | (4,925 | ) |  |  | (18,049 | ) |  |  | - |  |  |  | (25,555 | ) |  |  | 18,049 |  |  |  | (7,506 | )
Depreciation expenses |  |  | - |  |  |  | (451 | ) |  |  | - |  |  |  | (4,816 | ) |  |  | (1,151 | ) |  |  | (1,552 | ) |  |  | (2,685 | ) |  |  | - |  |  |  | (10,655 | ) |  |  | 3,599 |  |  |  | (7,056 | )
Gross profit (loss) |  |  | - |  |  |  | 660 |  |  |  | - |  |  |  | 4,398 |  |  |  | 809 |  |  |  | (348 | ) |  |  | 2,206 |  |  |  | - |  |  |  | 7,725 |  |  |  | (2,832 | ) |  |  | 4,893 |
Project development costs |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (1,119 | )
General and |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
administrative expenses |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (2,572 | )
Share of profits of equity |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
accounted investee |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (772 | )
Operating profit |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 430 |
Financing income |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 1,716 |
Financing expenses in connection |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
with derivatives and warrants, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (109 | )
Financing expenses, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (6,806 | )
Interest expenses on minority shareholder loan |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (939 | )
Loss before taxes |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
on Income |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (5,708 | )
Segment assets as at |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
June 30, 2021 |  |  | 833 |  |  |  | 15,130 |  |  |  | 5,589 |  |  |  | 242,224 |  |  |  | 35,548 |  |  |  | 34,903 |  |  |  | 106,164 |  |  |  | 90,300 |  |  |  | 530,691 |  |  |  | (34,904 | ) |  |  | 495,787 |

F - 22

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 9 - Operating Segments (cont’d)

|  | PV |  |  |  |  |  |  |  |  |  |  |  | Total |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | reportable |  |  |  |  |  | Total |
|  | Italy |  |  | Spain |  |  | Israel |  |  | Talasol |  |  | Bio Gas |  |  | Dorad |  |  | Manara |  |  | segments |  |  | Reconciliations |  |  | consolidated |
|  | For the six months ended June 30, 2020 |
|  | € in thousands |
Revenues |  |  | - |  |  |  | 1,241 |  |  |  | 2,060 |  |  |  | - |  |  |  | 2,437 |  |  |  | 28,836 |  |  |  | - |  |  |  | 34,574 |  |  |  | (30,360 | ) |  |  | 4,214 |
Operating expenses |  |  | - |  |  |  | (227 | ) |  |  | (154 | ) |  |  | - |  |  |  | (1,765 | ) |  |  | (22,841 | ) |  |  | - |  |  |  | (24,987 | ) |  |  | 22,841 |  |  |  | (2,146 | )
Depreciation expenses |  |  | - |  |  |  | (453 | ) |  |  | (1,174 | ) |  |  | (28 | ) |  |  | (726 | ) |  |  | (2,600 | ) |  |  | - |  |  |  | (4,981 | ) |  |  | 3,534 |  |  |  | (1,447 | )
Gross profit (loss) |  |  | - |  |  |  | 561 |  |  |  | 732 |  |  |  | (28 | ) |  |  | (54 | ) |  |  | 3,395 |  |  |  | - |  |  |  | 4,606 |  |  |  | (3,985 | ) |  |  | 621 |
Project development costs |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (2,338 | )
General and |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
administrative expenses |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (2,204 | )
Share of profits of equity |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
accounted investee |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 850 |
Other income, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | - |
Operating loss |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (3,071 | )
Financing income |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 886 |
Financing income in connection |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
with derivatives and warrants, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 1,099 |
Financing expenses, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (3,095 | )
Loss before taxes |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
on Income |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (4,181 | )
Segment assets as at |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
June 30, 2020 |  |  | 518 |  |  |  | 15,841 |  |  |  | 37,096 |  |  |  | 190,768 |  |  |  | 18,395 |  |  |  | 110,970 |  |  |  | 2,318 |  |  |  | 375,906 |  |  |  | (14,280 | ) |  |  | 361,626 |

F - 23

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 9 - Operating Segments (cont’d)

|  | PV |  |  |  |  |  |  |  |  |  |  |  | Total |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | reportable |  |  |  |  |  | Total |
|  | Italy |  |  | Spain |  |  | Israel |  |  | Talasol |  |  | Biogas |  |  | Dorad |  |  | Manara |  |  | segments |  |  | Reconciliations |  |  | consolidated |
|  | For the year ended December 31, 2020 |
|  | € in thousands |
Revenues |  |  | - |  |  |  | 2,577 |  |  |  | 4,089 |  |  |  | - |  |  |  | 6,002 |  |  |  | 57,495 |  |  |  | - |  |  |  | 70,163 |  |  |  | (60,518 | ) |  |  | 9,645 |
Operating expenses |  |  | - |  |  |  | (463 | ) |  |  | (379 | ) |  |  | - |  |  |  | (4,109 | ) |  |  | (44,489 | ) |  |  | - |  |  |  | (49,440 | ) |  |  | 44,489 |  |  |  | (4,951 | )
Depreciation and amortization expenses |  |  | - |  |  |  | (905 | ) |  |  | (2,310 | ) |  |  | - |  |  |  | (1,457 | ) |  |  | (5,674 | ) |  |  | - |  |  |  | (10,346 | ) |  |  | 7,371 |  |  |  | (2,975 | )
Gross profit (loss) |  |  | - |  |  |  | 1,209 |  |  |  | 1,400 |  |  |  | - |  |  |  | 436 |  |  |  | 7,332 |  |  |  | - |  |  |  | 10,377 |  |  |  | (8,658 | ) |  |  | 1,719 |
Project development costs |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (3,491 | )
General and |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
administrative expenses |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (4,512 | )
Share of profits (loss) of |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
equity accounted investee |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 1,525 |
Other income, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 2,100 |
Capital gain (loss) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | - |
Operating profit (loss) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (2,659 | )
Financing income |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 2,134 |
Financing income |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
(expenses) in connection |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
with derivatives, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 1,094 |
Financing expenses, net |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (6,862 | )
Profit (loss) before taxes |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
on Income |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | (6,293 | )
Segment assets as at |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
December 31, 2020 |  |  | 503 |  |  |  | 17,574 |  |  |  | 36,521 |  |  |  | 232,955 |  |  |  | 36,253 |  |  |  | 109,983 |  |  |  | 21,925 |  |  |  | 455,714 |  |  |  | 4,458 |  |  |  | 460,172 |

F - 24

Ellomay Capital Ltd. and its Subsidiaries
Notes to the Condensed Consolidated Unaudited Interim Financial Statements

Note 10 - Leases

| 1. | Material lease agreements entered into during the period The Company leases land in Israel from private lessors for a period of approximately 25 years, on which is constructing the Manara PSP. A right-of-use asset in the amount of €10,629 thousand has been recognized in the statement of financial positon in April 2021 in respect of leases of land. A lease liability in the amount of €10,629 thousand has been recognized in the statement of financial positon in April 2021 in respect of such leases of land, out of which an amount of €7,616 thousand has been recognized in short term liabilities, as it is expected to be paid at the first withdrawal of the Manara PSP project finance, which closed on February 11, 2021.

| 2. | Right-of-use assets

|  | Gelderland |  |  | Manara |  |  | Spain |  |  | Ellomay Solar |  |  | Talasol |  |  | Talmei Yosef |  |  | Total |
|  | € in thousands |
Cost |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Balance as at January 1, 2021 |  |  | 355 |  |  |  | - |  |  |  | 1,235 |  |  |  | 1,789 |  |  |  | 12,686 |  |  |  | 1,672 |  |  |  | 17,737 |
Additions |  |  | - |  |  |  | 10,666 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 10,666 |
Disposals |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (4,526 | ) |  |  | (17 | ) |  |  | (4,543 | )
Effect of changes in exchange rates |  |  | - |  |  |  | 100 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 25 |  |  |  | 125 |
Balance as at June 30, 2021 |  |  | 355 |  |  |  | 10,766 |  |  |  | 1,235 |  |  |  | 1,789 |  |  |  | 8,160 |  |  |  | 1,680 |  |  |  | 23,985 |
Depreciation |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Balance as at January 1, 2021 |  |  | - |  |  |  | - |  |  |  | 150 |  |  |  | - |  |  |  | 169 |  |  |  | 209 |  |  |  | 528 |
Depreciation for the period |  |  | 93 |  |  |  | 106 |  |  |  | 37 |  |  |  | 22 |  |  |  | 202 |  |  |  | 53 |  |  |  | 513 |
Additions |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Disposals |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Balance as at June 30, 2021 |  |  | 93 |  |  |  | 106 |  |  |  | 187 |  |  |  | 22 |  |  |  | 371 |  |  |  | 262 |  |  |  | 1,041 |
Carrying amounts |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
As at December 31, 2020 |  |  | 355 |  |  |  | - |  |  |  | 1,085 |  |  |  | 1,789 |  |  |  | 12,517 |  |  |  | 1,463 |  |  |  | 17,209 |
As at June 30, 2021 |  |  | 262 |  |  |  | 10,660 |  |  |  | 1,048 |  |  |  | 1,767 |  |  |  | 7,789 |  |  |  | 1,418 |  |  |  | 22,944 |

| 3. | Lease liability

Maturity analysis of the company's lease liabilities

|  | June 30, 2021 |
|  | € in thousands |
Less than one year |  |  | 8,288 |
One to five years |  |  | 2,584 |
More than five years |  |  | 12,940 |
Total |  |  | 23,812 |
Current maturities of lease liability |  |  | 8,288 |
Long-term lease liability |  |  | 15,524 |

F - 25