Ellomay Capital to sell Talmei Yosef, Israel, solar facility for $12.2M

Ellomay Capital it executed an agreement to sell its holdings in the 9 MW solar facility located in Talmei Yosef, Israel. The agreement provides for the sale of the company’s holdings in the Talmei Yosef Facility to Greenlight Fund and Doral Group Renewable Energy, in equal parts, in consideration for NIS 44.75M – approximately $12.2M, with an additional potential payment of up to NIS4M in the event the Talmei Yosef Facility will produce more than 18 million Kwh during 2024. The agreement provides for a cutoff date of June 30, 2023 and the company will be entitled to all revenues of the Talmei Yosef Facility up to such date, net of expenses for the period. The agreement includes customary representations and indemnification undertakings in connection with breaches of representations, which, other than with respect to customary exceptions, are subject to a cap of NIS9M and limited to a period of 18 months from the closing date. All conditions to closing are required to be fulfilled within a period of 90 days from execution of the Agreement, which can be extended to up to 150 days under certain circumstances. One of the conditions to closing is the end of the war in southern Israel and that the Talmei Yosef Facility will be physically accessible. In addition, the Agreement provides that in the event that due to the current war and hostilities in Israel the facility will be damaged or its output will decrease, the buyers will have the right not to consummate the acquisition of the facility. Following consummation of the sale, the company will maintain the rights to the two projects under development located in the vicinity of the Talmei Yosef Facility,