TEL AVIV, Israel, March 12, 2019 /PRNewswire/ -- Ellomay
Capital Ltd. (NYSE American: ELLO) (TASE:
ELLO) ("Ellomay" or
the "Company"), a renewable energy and power
generator and developer of renewable energy and power projects in
Europe and Israel, today
announced that four of its Spanish indirect wholly-owned
subsidiaries, Rodríguez I Parque Solar, S.L.U., Rodríguez II Parque
Solar, S.L.U., Seguisolar, S.L.U. and Ellomay Spain, S.L.
(together, the "Subsidiaries") entered into a facility
agreement governing the procurement of project financing in the
aggregate amount of approximately euro 18.4
million (the "Project Finance") with Bankinter,
S.A.
The Project Finance amount consists of the following
tranches:
A. in an amount of approximately
euro 3.6 million, granted to
Rodríguez I Parque Solar, S.L.U.;
B. in an amount of approximately
euro 6 million, granted to Rodríguez
II Parque Solar, S.L.U.;
C. in an amount of approximately
euro 3 million, granted to
Seguisolar, S.L.U.;
D. in an amount of approximately
euro 5 million, granted to Ellomay
Spain, S.L.; and
E. a revolving credit facility to
attend the debt service if needed, for a maximum amount of
euro 0.8 million granted to any of
the Subsidiaries.
The termination date of the Project Finance is December 31, 2037 and an annual interest at the
rate of Euribor 6 months plus a margin of 2% (with a zero interest
floor) is repaid semi-annually on June
20 and December 20. The
principal is repaid on a semi-annual basis based on a
pre-determined sculptured repayment schedule.
The Facility Agreement provides for mandatory prepayment upon
the occurrence of certain events and includes various customary
representations, warranties and covenants, including covenants to
maintain a DSCR on an aggregate basis not lower than 1.05:1, and
not to make distributions unless, among other things: (i) the DSCR,
on an aggregate basis, is equal to or higher than 1.15:1.0, (ii)
the first instalment of the Project Finance has been repaid, (iii)
no amount under the revolving credit tranche has been withdrawn and
not fully repaid and no drawdowns of the revolving credit tranche
are expected within the next six months, and (iv) the Subsidiaries'
net debt to regulatory value (as such terms are defined in the
Facility Agreement) ratio is equal to or higher than 0.7:1. The
regulatory value of the photovoltaic plants owned by the
Subsidiaries is approximately euro 23.5
million, compared to their aggregate nominal purchase price,
which was approximately euro 14.85
million and their aggregate book value, which was
approximately euro 14.6 million as of
September 30, 2018.
The Facility Agreements includes a cash-sweep payment mechanism
and obligation that applies in the event the Subsidiaries' net debt
to regulatory value ratio is equal to or higher than
0.7:1.
The Project Finance documentation requires the Subsidiaries to
enter into interest swap agreements for an amount equal to at least
70% of the amount of the Facility Agreement. The Subsidiaries
entered into the swap agreements on March
12, 2019 with respect to approximately Euro 17.6 million (with a decreasing notional
principal amount based on the amortization table) until
December 2037, replacing the Euribor
6 month rate with a fixed 6 month rate of approximately 1%,
resulting in a fixed annual interest rate of approximately 3%.
The Project Finance documents require that security interests be
provided in connection with the following: (i) the Subsidiaries'
shares (held by the Company's wholly-owned subsidiary, Ellomay
Luxemburg Holdings S.àr.l. ("Ellomay Lux"), (ii) pledges
over accounts, (iii) pledges over relevant agreements including
hedging agreements; and (iv) promissory equipment mortgage.
About Ellomay Capital Ltd.
Ellomay is an Israeli based company whose shares are registered
with the NYSE American and with the Tel Aviv Stock Exchange under
the trading symbol "ELLO". Since 2009, Ellomay Capital focuses
its business in the renewable energy and power sectors in
Europe and Israel.
To date, Ellomay has evaluated numerous opportunities and
invested significant funds in the renewable, clean energy and
natural resources industries in Israel, Italy
and Spain, including:
- Approximately 22.6MW of photovoltaic power plants in
Italy, approximately 7.9MW of
photovoltaic power plants in Spain
and a photovoltaic power plant of approximately 9 MW in
Israel;
- 9.375% indirect interest in Dorad Energy Ltd., which owns
and operates one of Israel's
largest private power plants with production capacity of
approximately 850 MW, representing about 6%-8% of Israel's total current electricity
consumption;
- 75% of Chashgal Elyon Ltd., Agira Sheuva Electra, L.P. and
Ellomay Pumped Storage (2014) Ltd., all of which are involved in a
project to construct a 156 MW pumped storage hydro power plant in
the Manara Cliff, Israel;
- 51% of Groen Gas Goor B.V. and of Groen Gas Oude-Tonge B.V.,
project companies operating or developing anaerobic digestion
plants with a green gas production capacity of approximately 375
Nm3/h, in Goor, the Netherlands
and 475 Nm3/h, in Oude Tonge, the
Netherlands, respectively.
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. Ellomay
believes 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, we believe 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
the Company's forward-looking statements, including the occurrence
of any of the default events set forth in the Facility
Agreement. 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: hilai@ellomay.com
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SOURCE Ellomay Capital Ltd