Ellomay Capital, a developer of renewable energy projects across Europe, the USA, and Israel, has sealed a significant agreement to divest its holdings in the 9 MW Talmei Yosef solar facility situated in Israel.
The transaction involves the sale of Ellomay Capital’s stake in the Talmei Yosef Facility to Greenlight Fund Limited Partnership and Doral Group Renewable Energy Resources, each holding an equal share.
The consideration for this transfer stands at NIS 44.75 million (approximately $12.2 million), with a potential additional payment of up to NIS 4 million contingent upon the facility surpassing 18 million Kwh of production during 2024.
The agreement stipulates a cutoff date of June 30, 2023, allowing Ellomay Capital to retain all revenues from the Talmei Yosef Facility until that date, after adjusting for expenses.
Standard provisions, including representations and indemnification clauses, are part of the agreement to address breaches of representations, capped at NIS 9 million and enforceable for 18 months post-closing, barring customary exceptions.
The successful completion of this sale hinges on customary closing conditions, such as regulatory approvals and consent from the financing entity linked to the Talmei Yosef Facility. These conditions must be met within 90 days from the agreement’s execution, extendable up to 150 days under specific circumstances.
Notably, the sale is contingent upon certain conditions, including the cessation of hostilities in southern Israel, ensuring physical accessibility to the Talmei Yosef Facility. Furthermore, in the event of damage or decreased output due to the ongoing regional conflict, the buyers retain the right to opt-out of the acquisition.
Post-sale, Ellomay Capital will retain ownership of two projects under development near the Talmei Yosef Facility: a 10 MW solar facility with 22 MW/hour batteries and a battery storage facility designed for approximately 400 MW/hour.
Despite navigating regional challenges, Ellomay Capital remains committed to its renewable energy ventures, strategically positioning itself to advance future projects in the vicinity of the Talmei Yosef Facility, underscoring its dedication to sustainable energy initiatives in the region.