Ellomay Cap SEC Filings

Ellomay Capital Ltd. reports that the board of Dorad Energy Ltd. has approved planning and execution of the “Dorad 2 Project,” which involves constructing an additional turbine at Dorad’s existing power plant.

The Dorad board also approved a budget to advance the project until it reaches financial closing and authorized management to negotiate an agreement to secure a production slot with a turbine manufacturer, subject to further board approval of that agreement.

Ellomay Capital currently indirectly holds 16.875% of Dorad’s share capital through its 50% ownership in Ellomay Luzon Energy Infrastructures Ltd. The filing highlights that the project and related shareholdings are subject to ongoing and potential litigation, financing conditions, regulatory and permitting approvals, market conditions, and geopolitical and operational risks across the countries where Ellomay operates.

Ellomay Capital Ltd. submitted a Form 6-K as a foreign private issuer to provide materials for its 2025 Annual General Meeting of Shareholders. The filing attaches a press release announcing the meeting, a formal notice and proxy statement for the meeting, and a proxy card for shareholders. It also states that the text of Exhibit 99.2, the notice and proxy statement, is incorporated by reference into several of Ellomay Capital’s existing Form F-3 and Form S-8 registration statements, making it part of those registration documents from the submission date unless later superseded.

Ellomay Capital Ltd. filed a Form 6-K to inform investors that it has published a press release with the financial results of Dorad Energy Ltd. for the three and six months ended June 30, 2025, along with additional disclosure about Dorad. The company also released information and financial statements for Ellomay Luzon Energy Infrastructures Ltd. for the same periods, prepared under IFRS, with an English summary available.

The Dorad press release, the Ellomay Luzon Energy information published in Israel, and the English summary of Ellomay Luzon Energy’s financial statements are attached as Exhibits 99.1, 99.2 and 99.3. The report includes extensive forward-looking statement language, highlighting risks such as the war and hostilities in Israel and Gaza, regulatory changes, decisions of the Israeli Electricity Authority, legal proceedings involving Dorad and its shareholders, operational disruptions, resource price changes, inflation and interest rate changes, and financing risks for Dorad’s expansion.

Ellomay Capital Ltd. reported that Israeli rating agency Midroog Ltd., affiliated with Moody’s Investors Service, reaffirmed the Company’s local rating of Baa1.il with a Stable outlook. This means Midroog continues to view the Company’s credit profile as investment-grade on its Israeli scale, with no change in its medium-term expectations.

The Company noted that the full Midroog report, issued in Hebrew, is available on the Tel Aviv Stock Exchange website, and that an unofficial English translation will be posted in the Investors section of its own website. Ellomay also included standard cautionary language that its statements about plans and expectations are forward-looking and subject to risks such as changes in electricity prices and demand, ongoing war and hostilities in Israel and Gaza, regulatory changes, interest and inflation trends, commodity prices, legal proceedings at Dorad, impacts of the Russia–Ukraine conflict, operational disruptions at its power plants, and broader political and economic conditions in Israel, Spain, Italy and the United States.

Clal Insurance Enterprises Holdings Ltd filed an amendment to Schedule 13G reporting beneficial ownership of 1,940,045 ordinary shares of Ellomay Capital Ltd, equal to 14.58% of the class based on 12,852,585 shares outstanding as of June 30, 2025 (per the issuers Prospectus Supplement filed July 1, 2025). The filing reports shared voting and dispositive power of 1,940,045 shares.

Of the total, 41,204 shares (including 34,596 warrants exercisable within 60 days) are held for Clals own account ("Nostro Shares") and 1,898,841 shares (including 416,001 warrants exercisable within 60 days) are held for public clients through subsidiaries that operate under independent management and make independent voting and investment decisions. The filing includes a certification that the securities were not acquired to change or influence control. Signatures are dated 08/14/2025.

Menora Mivtachim Holdings Ltd., together with its subsidiary Menora Mivtachim Pensions & Gemel Ltd., filed a Schedule 13G reporting a passive, >5% position in Ellomay Capital Ltd. (ELLO).

The parent company discloses 972,346 ordinary shares, equal to 7.06 % of Ellomay’s 13,778,585 shares outstanding as of 28 Jul 2025. The pension subsidiary separately holds 856,779 shares (6.22 %). All voting and dispositive powers are shared; neither entity claims sole power over the shares and both expressly disclaim any intent to influence control of the issuer.

The stake is aggregated across several wholly- or majority-owned insurance, pension and portfolio-management units, with economic benefits ultimately accruing to policy-holders and fund members. The filing was signed 3 Aug 2025 by CFO Ran Kalmi and authorised signatory Lior Yochpaz and includes a joint-filing agreement as Exhibit 1.