Report of Foreign Issuer (6-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of November 2014

Commission File Number: 001-35284

Ellomay Capital Ltd.

(Translation of registrant’s name into English)

9 Rothschild Blvd., Tel Aviv 6688112, Israel

(Address of principal executive office)

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

Form 20-F x Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________

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

99.1	Press Release: “Ellomay Capital Reports Publication of Financial Results of Dorad Energy Ltd.; Ellomay Capital Indirectly Holds 7.5% of Dorad Energy Ltd.,” dated November 26, 2014.

Signatures

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

	Ellomay Capital Ltd.

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

Dated: November 28, 2014

Exhibit 99.1

Ellomay Capital Reports Publication of Financial Results of Dorad Energy Ltd.

Ellomay Capital Indirectly Holds 7.5% of Dorad Energy Ltd.

Tel-Aviv, Israel, November 26, 2014 – Ellomay Capital Ltd. (NYSE MKT: ELLO; TASE: ELOM) (“Ellomay” or the “Company”), an emerging operator in the renewable energy and energy infrastructure sector, today reported the publication in Israel of financial statements of Dorad Energy Ltd. (“Dorad”), in which Ellomay indirectly holds 7.5%.

On November 25, 2014, U. Dori Group Ltd. (the “Dori Group”), an Israeli public company that holds 60% of U. Dori Energy Infrastructures Ltd. (“Dori Energy”), published its quarterly report in Israel based on the requirements of the Israeli Securities Law, 1968. Based on applicable regulatory requirements, the quarterly report of the Dori Group includes the financial statements of Dorad. Dorad’s power plant commenced operations during May 2014, and therefore the results for the period present the first full financial quarter of operations of the power plant.

The financial results of Dori Energy and of Dorad for the quarter ended September 30, 2014 were prepared in accordance with International Financial Reporting Standards. Ellomay will include its share of these results in the financial results of Ellomay for this period, whichare currently expected to be published on or about December 31, 2014. In an effort to provide Ellomay’s shareholders with access to Dorad’s financial results (which were published in Hebrew), Ellomay hereby provides a convenience translation of the Dorad financial results.

Dorad Financial Highlights

Dorad’s unaudited revenues for the quarter ended September 30, 2014 - approximately NIS 693 million (or approximately USD 188 million, based on the exchange rate on September 30, 2014).

Dorad’s unaudited operating profit for the quarter ended September 30, 2014 - approximately NIS 160 million (or approximately USD 43 million, based on the exchange rate on September 30, 2014).

Based on the information provided by Dorad, the demand for electricity by Dorad’s customers is seasonal and is affected by, inter alia, the climate prevailing in that season. The months of the year are split into three seasons as follows: the summer season – the months of July and August; the winter season - the months of December, January and February; and intermediate seasons – (spring and autumn), the months from March to September and from September to November. There is a higher demand for electricity during the winter and summer seasons, and the average electricity consumption is higher in these seasons than in the intermediate seasons and is even characterized by peak demands due to extreme climate conditions of heat or cold. In addition, Dorad’s revenues are affected by the change in load and time tariffs - TAOZ (an electricity tariff that varies across seasons and across the day in accordance with demand hour clusters), as, on average, TAOZ tariffs are higher in the summer season than in the intermediate and winter seasons. Therefore, the results presented, which include the summer months of July and August, are not indicative of full year results.

Ran Fridrich, CEO and a board member of Ellomay commented: “We are very pleased with the results of operations of the Dorad power plant in which we currently hold 7.5% with an option to increase our holdings to approximately 9.4%. The Dorad power plant is unique due to its ability to quickly adjust its capacity and operate based on the current demand and because it assists the Israeli energy market by backing up the Israeli electricity system, in addition to the fact that it sells cheaper electricity to the Israeli Ministry of Defense, the Israeli water company (Mekorot) and to the Israeli industry in general.”

A translation of the financial results for Dorad as of and for the year ended December 31, 2013 and as of and for the three and nine month periods ended September 30, 2014 is included at the end of this press release. Ellomay does not undertake to separately report Dorad’s financial results in a separate press release in the future. Neither Ellomay nor its independent public accountants have reviewed or consulted with the Dori Group, Dori Energy or Dorad with respect to the financial results included in this press release.

About Ellomay Capital Ltd.

Ellomay is an Israeli based company whose shares are registered with the NYSE MKT, under the trading symbol “ELLO” and with the Tel Aviv Stock Exchange under the trading symbol “ELOM.” Since 2009, Ellomay Capital focuses its business in the energy and infrastructure sectors worldwide. Ellomay (formerly Nur Macroprinters Ltd.) previously was a supplier of wide format and super-wide format digital printing systems and related products worldwide, and sold this business to Hewlett-Packard Company during 2008 for more than $100 million.

To date, Ellomay has evaluated numerous opportunities and invested significant funds in the renewable, clean energy and natural resources industries in Israel, Italy and Spain, including:

Approx. 22.6MW of photovoltaic power plants in Italy and approximately 5.6MW and 85% of 2.3MW of photovoltaic power plants in Spain;

7.5% indirect interest, with an option to increase its holdings to 9.375%, in Dorad Energy Ltd. Israel’s largest private power plant, with production capacity of approximately 800 MW, representing about 8% of Israel’s total current electricity consumption;

Ellomay Capital is controlled by Mr. Shlomo Nehama, Mr. Hemi Raphael and Mr. Ran Fridrich.

Mr. Nehama is one of Israel’s prominent businessmen and the former Chairman of Israel’s leading bank, Bank Hapohalim, and Messrs. Raphael and Fridrich both have vast experience in financial and industrial businesses. These controlling shareholders, along with Ellomay’s dedicated professional management, accumulated extensive experience in recognizing suitable business opportunities worldwide. The expertise of Ellomay’s controlling shareholders and management enables the company to access the capital markets, as well as assemble global institutional investors and other potential partners. As a result, Ellomay is capable of considering significant and complex transactions, beyond its immediate financial resources.

For more information about Ellomay, visit http://www.ellomay.com.

Information Relating to Forward-Looking Statements

This press release contains forward-looking statements that involve substantial risks and uncertainties, including statements that are based on the current expectations and assumptions of the Company’s management. All statements, other than statements of historical facts, included in this press release regarding the Company’s plans and objectives, expectations and assumptions of management are forward-looking statements. The use of certain words, including the words “estimate,” “project,” “intend,” “expect,” “believe” and similar expressions are intended to identify forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The Company may not actually achieve the plans, intentions or expectations disclosed in the forward-looking statements and you should not place undue reliance on the Company’s forward-looking statements. Various important factors could cause actual results or events to differ materially from those that may be expressed or implied by our forward-looking statements. These and other risks and uncertainties associated with the Company’s business are described in greater detail in the filings the Company makes from time to time with Securities and Exchange Commission, including its Annual Report on Form 20-F. The forward-looking statements are made as of this date and the Company does not undertake any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

Contact:

Kalia Weintraub

CFO

Tel: +972 (3) 797-1111

Email: anatb@ellomay.com

Dorad Energy Ltd.

Condensed Interim Statement of Financial Position

	September 30		September 30			December 31
	2014		2013			2013
	(Unaudited)		(Unaudited)			(Audited)
	NIS thousands		NIS thousands			NIS thousands

Current assets
Cash and cash equivalents		371,641		665			4,199
Accounts receivable		247,663		-			-
Other accounts receivables		20,496		23,566			36,529
Pledged deposit		68,124		94,399			78,637
Firm commitment		-		19,339			5,101
Financial derivatives		4,179		-			-
Total current assets		712,103		137,969			124,466

Non-current assets
Prepaid expenses		49,426		50,166			50,165
Fixed assets		4,471,253		3,706,889			3,939,647
Advances to suppliers		-		109,519			56,978
Intangible assets		8,677		6,325			7,657
Total non-current assets		4,529,356		3,872,899			4,054,447

Total assets		5,241,459		4,010,868			4,178,913

Current liabilities
Current maturities of loans from banks		311,300		133,461			145,926
Trade payables and other accounts payable		675,598		149,173			123,313
Financial derivatives		-		25,613			7,894
Total current liabilities		986,898		308,247			277,133

Non-current liabilities
Loans from banks		3,063,207		2,745,783			2,918,579
Loans from related parties and others		454,644		404,559			369,212
Provision for dismantling and restoration		28,341		-			-
Deferred tax liabilities		17,815		-			-
Liabilities for employee benefits		62		79			57
Total non-current liabilities		3,564,069		3,150,421			3,287,848

Equity
Share capital		11		10			11
Share premium		642,199		573,633			642,199
Capital reserve from activities with controlling shareholders		3,748		3,748			3,748
Retained loss		44,536		(25,191	)		(32,026	)
Total equity		690,494		552,200			613,932

Total liabilities and equity		5,241,459		4,010,868			4,178,913

Dorad Energy Ltd.

Condensed Interim Statement of Earnings

	For the nine months ended						For the three months ended						Year ended
	September 30						September 30						December 31
	2014			2013			2014			2013			2013
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)			(Audited)
	NIS thousands			NIS thousands			NIS thousands			NIS thousands			NIS thousands

Revenues		901,178			-			692,705			-			-

Operating costs of the power
plant
Energy costs		196,258			-			140,269			-			-
Electricity purchase and infrastructure services		394,909			-			300,213			-			-
Depreciation and amortization		73,618			-			50,029			-			-
Other operating costs		49,264			-			35,732			-			-

Total cost of power plant		714,049			-			526,243			-			-

Profit from operating the
power plant		187,129			-			166,462			-			-

General & Administrative
expenses		(8,057	)		-			6,334			-			-
Other expenses		(5,771	)		(5,000	)		-			(3,750	)		(7,813	)
		(13,828	)		(5,000	)		6,334			(3,750	)		(7,813	)

Operating profit (loss) for
the period		173,301			(5,000	)		160,128			(3,750	)		(7,813	)

Financing income		22,415			-			21,062			-			-
Financing expenses		(101,338	)		11,858			(68,799	)		2,843			(15,880	)
Financing expenses, net		(78,924	)		(11,858	)		(47,737	)		(2,843	)		(15,880	)

Profit (loss) before taxes on income		94,377			(16,858	)		112,637			(6,593	)		(23,693	)

Taxes on income		17,815			-			(28,637	)		-			-

Profit (loss) for the period		76,562			(16,858	)		83,752			(6,593	)		(23,693	)

Dorad Energy Ltd.

Condensed Interim Statement of Changes in Shareholders’ Equity

					Capital reserve
					for activities
	Share		Share		with controlling		Retained
	capital		premium		shareholders		earnings (losses)			Total Equity
	NIS thousands		NIS thousands		NIS thousands		NIS thousands			NIS thousands

For the nine months ended
September 30, 2014 (Unaudited)
Balance as at
January 1, 2014 (Audited)		11		642,199		3,748		(32,026	)		613,932
Profit for the period		-		-		-		76,562			76,562
Balance as at September 30,
2014 (Unaudited)		11		642,199		3,748		44,536			690,494

For the nine months ended
September 30, 2013 (Unaudited)
Balance as at
January 1, 2013 (Audited)		6		373,731		3,748		(8,333	)		369,152
Loss for the period		-		-		-		(16,858	)		(16,858	)
Issuance of ordinary shares		4		199,902		-		-			199,906
Balance as at September 30,
2013 (Unaudited)		10		573,633		3,748		(25,191	)		552,200

For the three months ended
September 30, 2014 (Unaudited)
Balance as at
July 1, 2014 (Unaudited)		11		642,199		3,748		(39,216	)		752
Profit for the period		-		-		-		83,752			83,769
Balance as at September 30,
2014 (Unaudited)		11		642,199		3,748		44,536			690,494

For the three months ended
September 30, 2013 (Unaudited)
Balance as at
July 1, 2013 (Unaudited)		8		503,137		3,748		(18,598	)		488,295
Loss for the period		-		-		-		(6,593	)		(6,593	)
Issuance of shares		2		70,496		-		-			70,498
Balance as at September 30,
2013 (Unaudited)		10		573,633		3,748		(25,191	)		552,200

For the year ended
December 31, 2013 (Audited)
Balance as at
January 1, 2013 (Audited)		6		373,731		3,748		(8,333	)		369,152
Loss for the year		-		-		-		(23,693	)		(23,693	)
Issuance of ordinary shares		5		268,468		-		-			268,473
Balance as at December 31,
2013 (Audited)		11		642,199		3,748		(32,026	)		613,932

Dorad Energy Ltd.

Condensed Interim Statement of Cash Flows

	For the nine months ended						For the three months ended						Year ended
	September 30						September 30						December 31
	2014			2013			2014			2013			2013
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)			(Audited)
	NIS thousands			NIS thousands			NIS thousands			NIS thousands			NIS thousands

Cash flows from operating activities:
Profit (loss) for the period		76,562			(16,858	)		83,752			(6,593	)		(23,693	)

Adjustments:
Depreciation and amortization		73,871			-			50,201			-			-
Taxes on income		171,815			-			28,637			-			-
Compensation for customers		5,771			5,000			-			3,750			7,813
Financing expenses, net		78,924			11,858			47,737			2,843			15,880
		176,381			16,858			126,576			6,593			23,693

Change in trade receivables		(247,610	)		-			(80,297	)		-			-
Change in other receivables		(20,265	)		-			(51,380	)		-			-
Change in trade payables and		335,273						224,146
other accounts payable					-						-			-
Change in employee benefits, net		5			-			-			-			-
		67,403			-			92,469			-			-
Net cash flows used in
operating activities		320,346			-			302,797			-			-

Net cash flows used in
investing activities
Payments of settlement of
financial derivatives		10,134			(57,440	)		21,801			(15,807	)		(83,496	)
Repayment of pledged deposit		44,627			72,554			14,345			29,527			89,263
Investment in pledged deposit		(33,716	)		-			-			-			-
Long-term prepaid expenses		-			(11,690	)		-			(11,690	)		(11,690	)
Investment in fixed assets		(207,469	)		(623,094	)		(64,700	)		(245,533	)		(782,557	)
Investment in intangible assets		(1,705	)		(2,686	)		(189	)		(487	)		(4,018	)
Interest received		155			-			100			-			-
Net Cash flows used in
investing activities		(187,974	)		(622,356	)		(28,643	)		(243,990	)		(792,498	)

Cash flows from financing
activities:
Receipt of long-term loans
from related parties		60,491			84,953			8,606			33,593			110,806
Receipt of loans from banks		174,764			529,059			57,547			199,848			676,882
Interest paid		(922	)		-			(500	)		-			-
Net cash flows provided by
financing activities		234,334			614,012			62,654			233,441			787,688
Effect of exchange rate
fluctuations on cash and cash
equivalents		736			-			690			-			-
Net increase (decrease) in
cash and cash equivalents for
the period		366,706			(8,344	)		339,807			(10,549	)		(4,810	)
Cash and cash equivalents at
beginning of period		4,199			9,009			31,144			11,214			9,009
Cash and cash equivalents at
end of period		371,641			665			371,641			665			4,199