Enlight Renewable Energy Ltd. [ENLT] Filings

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INTRODUCTION		1
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS		1
PRESENTATION OF FINANCIAL INFORMATION		3
PART I		5
ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS		5
ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE		5
ITEM 3. KEY INFORMATION		5
A.	[Reserved.]	5
B.	Capitalization and Indebtedness	5
C.	Reasons for the Offer and Use of Proceeds	5
D.	Risk Factors	5
ITEM 4. INFORMATION ON THE COMPANY		42
A.	History and Development of the Company	42
B.	Business Overview	43
C.	Organizational Structure	67
D.	Property, Plants and Equipment	68
ITEM 4A. UNRESOLVED STAFF COMMENTS		68
ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS		68
A.	Operating Results	75
B.	Liquidity and Capital Resources	80
C.	Research and Development, Patents and Licenses, Etc.	89
D.	Trend Information	89
E.	Critical Accounting Estimates	89

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES		90
A.	Directors and Senior Management	90
B.	Compensation	93
C.	Board Practices	99
D.	Employees	109
E.	Share Ownership	110
F.	Disclosure of a Registrant’s Action to Recover Erroneously Awarded Compensation	110
ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS		110
A.	Major Shareholders	110
B.	Related Party Transactions	112
C.	Interests of Experts and Counsel	112
ITEM 8. FINANCIAL INFORMATION		112
A.	Consolidated Statements and Other Financial Information	112
B.	Significant Changes	112
ITEM 9. THE OFFER AND LISTING		113
A.	Offer and Listing Details	113
B.	Plan of Distribution	113
C.	Markets	113
D.	Selling Shareholders	113
E.	Dilution	113
F.	Expenses of the Issue	113
ITEM 10. ADDITIONAL INFORMATION		113
A.	Share Capital	113
B.	Memorandum and Articles of Association	113
C.	Material Contracts	113
D.	Exchange Controls	113
E.	Taxation	113
F.	Dividends and Paying Agents	120
G.	Statement by Experts	120
H.	Documents on Display	120
I.	Subsidiary Information	120
J.	Annual Report to Security Holders	120

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	120
ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES	121
PART II	121
ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES	121
ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS	121
ITEM 15. CONTROLS AND PROCEDURES	122
ITEM 16. [RESERVED]	122
ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT	122
ITEM 16B. CODE OF ETHICS	122
ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES	123
ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES	123
ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS	123
ITEM 16F. CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT	123
ITEM 16G. CORPORATE GOVERNANCE	124
ITEM 16H. MINE SAFETY DISCLOSURE	124
ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS	124
ITEM 16J. INSIDER TRADING POLICIES	124
ITEM 16K. CYBERSECURITY	124
PART III	126
ITEM 17. FINANCIAL STATEMENTS	126
ITEM 18. FINANCIAL STATEMENTS	126
ITEM 19. EXHIBITS	127
SIGNATURES	129

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our ability to site suitable land for, and otherwise source, renewable energy projects and to successfully develop and convert them into Operational Projects;

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availability of, and access to, interconnection facilities and transmission systems;

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our ability to obtain and maintain governmental and other regulatory approvals and permits, including environmental approvals and permits;

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construction delays, operational delays and supply chain disruptions leading to increased cost of materials required for the construction of our projects, as well as cost overruns and delays related to disputes with contractors;

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our suppliers’ ability and willingness to perform both existing and future obligations;

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competition from traditional and renewable energy companies in developing renewable energy projects;

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potential slowed demand for renewable energy projects and our ability to enter into new offtake contracts on acceptable terms and prices as current offtake contracts expire;

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offtakers’ ability to terminate contracts or seek other remedies resulting from failure of our projects to meet development, operational or performance benchmarks;

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exposure to market prices in some of our offtake contracts;

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various technical and operational challenges leading to unplanned outages, reduced output, interconnection or termination issues;

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the dependence of our production and revenue on suitable meteorological and environmental conditions, and our ability to accurately predict such conditions;

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our ability to enforce warranties provided by our counterparties in the event that our projects do not perform as expected;

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government curtailment, energy price caps and other government actions that restrict or reduce the profitability of renewable energy production;

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electricity price volatility, unusual weather conditions (including the effects of climate change, could adversely affect wind and solar conditions), catastrophic weather-related or other damage to facilities, unscheduled generation outages, maintenance or repairs, unanticipated changes to availability due to higher demand, shortages, transportation problems or other developments, environmental incidents, or electric transmission system constraints and the possibility that we may not have adequate insurance to cover losses as a result of such hazards;

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our dependence on certain operational projects for a substantial portion of our cash flows;

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our ability to continue to grow our portfolio of projects through successful acquisitions;

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changes and advances in technology that impair or eliminate the competitive advantage of our projects or upsets the expectations underlying investments in our technologies;

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our ability to effectively anticipate and manage cost inflation, interest rate risk, currency exchange fluctuations and other macroeconomic conditions that impact our business;

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our ability to retain and attract key personnel;

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our ability to manage legal and regulatory compliance and litigation risk across our global corporate structure;

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our ability to protect our business from, and manage the impact of, cyber-attacks, disruptions and security incidents, as well as acts of terrorism or war;

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changes to existing renewable energy industry policies and regulations that present technical, regulatory and economic barriers to renewable energy projects;

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the reduction, elimination or expiration of government incentives for, or regulations mandating the use of, renewable energy;

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our ability to effectively manage the global expansion of our scale of our business operations;

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our ability to perform to expectations in our new line of business involving the construction of PV systems for municipalities in Israel.

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our ability to effectively manage our supply chain and comply with applicable regulations with respect to international trade relations, tariffs, sanctions, export controls and anti-bribery and anti-corruption laws;

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our ability to effectively comply with Environmental Health and Safety (“EHS”) and other laws and regulations and receive and maintain all necessary licenses, permits and authorizations;

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our performance of various obligations under the terms of our indebtedness (and the indebtedness of our subsidiaries that we guarantee) and our ability to continue to secure project financing on attractive terms for our projects;

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limitations on our management rights and operational flexibility due to our use of tax equity arrangements;

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potential claims and disagreements with partners, investors and other counterparties that could reduce our right to cash flows generated by our projects;

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our ability to comply with increasingly complex tax laws of various jurisdictions in which we currently operate as well as the tax laws in jurisdictions in which we intend to operate in the future;

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the unknown effect of the dual listing of our ordinary shares on the price of our ordinary shares;

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various risks related to our incorporation and location in Israel, including the ongoing war in Israel, where our headquarters and some of our wind energy and solar energy projects are located;

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the costs and requirements of being a public company, including the diversion of management’s attention with respect to such requirements; and

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certain provisions in our Articles of Association and certain applicable regulations that may delay or prevent a change of control.

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obtaining financeable land rights, including land rights for the project site that allow for eventual construction and operation without undue burden, cost or interruption;

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entering into financeable arrangements for the sale of the electrical output, and, in certain cases, capacity, ancillary services and renewable energy attributes, generated by or attributable to the project;

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obtaining economically feasible interconnection positions with Independent System Operators (“ISOs”), regional transmission organizations and regulated utilities;

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accurately estimating, and where possible mitigating, costs arising from potential transmission grid congestion, limited transmission capacity and grid reliability constraints, which may contribute to significant interconnection upgrade costs that could render certain of our projects uneconomic;

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providing letters of credit or other forms of payment and performance security required in connection with the development of the project, which security requirements may increase over time;

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accurately estimating our costs and revenues over the life of the project years before its construction and operation, while taking into consideration the possibility that markets may shift during that time;

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receiving required environmental, land-use, and construction and operation permits and approvals from governmental agencies in a timely manner and on reasonable terms, which permits and approvals are governed by statutes and regulations that may change between issuance and construction;

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avoiding or mitigating impacts to protected or endangered species or habitats, migratory birds, wetlands or other water resources, and/or archaeological, historical or cultural resources;

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securing necessary rights-of-way for access, as well as water rights and other necessary utilities for project construction and operation;

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securing appropriate title coverage, including coverage for mineral rights and mechanics’ liens;

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negotiating development agreements, public benefit agreements and other agreements to compensate local governments for project impacts;

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negotiating tax abatement and incentive agreements, whenever applicable;

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obtaining financing, including debt, equity, and tax equity financing;

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negotiating satisfactory energy, procurement and construction (“EPC”) or balance of plant (“BoP”) agreements, including agreements with third-party EPC or BoP contractors; and

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completing construction on budget and on time.

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the availability of, or inability to obtain, sufficient land suitable for solar energy and wind energy project development. In many markets, topography, existing land use and/or transmission constraints limit the availability of sites for solar energy and wind energy development. For these reasons, attractive and commercially feasible sites may become a scarce commodity, and we may be unable to site our projects at all or on terms as favorable as those applicable to our current projects;

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the presence or potential presentence of waking or shadowing effects caused by neighboring activities, which reduce potential energy production by decreasing wind speeds or reducing available insolation; and

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due to the large amount of land required to site solar energy and wind energy projects, there may be greater risk of the presence or occurrence of one or more of the following: (i) pollution, contamination or other wastes at the project site; (ii) protected plant or animal species; (iii) archaeological or cultural resources; or (iv) local opposition to wind energy and solar energy projects in certain markets due to concerns about noise, health, environmental or other alleged impacts of such projects due to the presence or potential presence of land use restrictions and other environment-related siting factors.

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timely implementation and satisfactory completion of construction;

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obtaining and maintaining required governmental permits and approvals, including making appeals of, and satisfying obligations in connection with, approvals obtained;

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permit and litigation challenges from project stakeholders, including local residents, environmental organizations, labor organizations, tribes and others who may oppose the project;

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grants of injunctive relief to stop or prevent construction of a project in connection with any permit or litigation challenges;

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delivery of modules, wind turbines or battery energy storage systems on-budget and on-time;

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discovery of unknown impacts to protected or endangered species or habitats, migratory birds, wetlands or other jurisdictional water resources, and/or cultural resources at project sites;

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discovery of title defects or environmental conditions that are not currently known, unforeseen engineering problems, construction delays, contract performance shortfalls and work stoppages;

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material supply shortages, failures or disruptions of labor, equipment or supplies;

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increases to labor costs beyond our expectation upon entering into construction agreements as a result of enhanced local or national requirements regarding the use of union labor on-site;

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insolvency or financial distress on the part of our service providers, contractors or suppliers;

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cost overruns and change orders;

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cost or schedule impacts arising from changes in federal, state, or local land-use or regulatory policies;

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changes in electric utility procurement practices;

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project delays that could adversely affect our ability to secure or maintain interconnection rights;

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unfavorable tax treatment or adverse changes to tax policy;

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adverse environmental and geological or weather conditions, including water shortages and climate change, which may in some cases force work stoppages due to the risk of heat, fire or other extreme weather events;

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force majeure and other events outside of our control;

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changes in laws affecting the project;

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accidents on constructions sites; and

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damage to consumers triggered by blackouts caused by damage to transmission infrastructure during construction.

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Events beyond our control or the control of an offtaker that may temporarily or permanently excuse the offtaker from its obligation to accept and pay for delivery of energy generated by a project. These events could include a system emergency, a transmission failure or curtailment, adverse weather condition, a change in law, a change in permitting requirements or conditions, or a labor dispute.

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The ability of our offtakers to fulfill their contractual obligations to us depends on their creditworthiness. Due to the long-term nature of our offtake contracts, we are exposed to the credit risk of our offtakers over an extended period of time. Any of these counterparties could become subject to insolvency or liquidation proceedings or otherwise suffer a deterioration of its creditworthiness, including when it has not yet paid for energy delivered, any of which could result in a default under their agreements with us, and an insolvency or liquidation of any of these counterparties could result in the termination of any applicable agreements with such counterparty.

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The ability of any of our offtakers to extend, renew or replace its existing offtake contract with us depends on a number of factors beyond our control, including: whether the offtaker has a continued need for energy or capacity at the time of expiration, which could be affected by, among other things, the presence or absence of governmental incentives or mandates, prevailing market prices or the availability of other energy sources; the satisfactory performance of our delivery obligations under such offtake contracts; the regulatory environment applicable to our offtakers at the time; and macroeconomic factors present at the time, such as population, business trends and related energy demand.

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greater or earlier than expected degradation, or in some cases failure, of solar panels, inverters, transformers, turbines, gear boxes, blades and other equipment (including quality issues and defects we have experienced related to turbines at some of our renewable energy projects in Sweden);

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technical performance below projected levels, including the failure of solar panels, inverters, wind turbines, gear boxes, blades and other equipment to produce energy as expected, whether due to incorrect measures of performance provided by equipment suppliers, improper operation and maintenance, or other reasons;

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design or manufacturing defects or failures, including defects or failures that are not covered by warranties or insurance;

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insolvency or financial distress on the part of any of our service providers, contractors or suppliers, or a default by any such counterparty for any other reason under its warranties or other obligations to us;

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increases in the cost of Operational Projects, including costs relating to labor, equipment, unforeseen or changing site conditions, insurance, regulatory compliance, and taxes;

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loss of interconnection capacity, and the resulting inability to deliver power under our offtake contracts, due to grid or system outages or curtailments beyond our or our counterparties’ control;

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breaches by us and certain events, including force majeure events, under certain offtake contracts and other contracts that may give rise to a right of the applicable counterparty to terminate such contract;

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catastrophic events, such as fires, earthquakes, severe weather, tornadoes, ice or hail storms or other meteorological conditions, landslides, and other similar events beyond our control, which could severely damage or destroy a project, reduce its energy output, result in property damage, personal injury or loss of life, or increase the cost of insurance even if these impacts are suffered by other projects as is often seen following events like high-volume wildfire and hurricane seasons;

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storm water or other site challenges;

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the discovery of unknown impacts to protected or endangered species or habitats, migratory birds, wetlands or other jurisdictional water resources, and/or cultural resources at project sites;

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the discovery or release of hazardous or toxic substances or wastes and other regulated substances, materials or chemicals;

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errors, breaches, failures, or other forms of unauthorized conduct or malfeasance on the part of operators, contractors or other service providers;

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cyber-attacks targeted at our projects as a way of attacking the broader grid, or a failure by us or our operators or contractual counterparties to comply with cyber-security regulations aimed at protecting the grid from such attacks;

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failure to obtain or comply with permits, approvals and other regulatory authorizations and the inability to renew or replace permits or consents that expire or are terminated in a timely manner and on reasonable terms;

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the inability to operate within limitations that may be imposed by current or future governmental permits and consents;

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changes in laws, particularly those related to land use, environmental or other regulatory requirements;

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disputes with government agencies, special interest groups, or other public or private owners of land on which our projects are located, or adjacent landowners;

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changes in tax, environmental, health and safety, land use, labor, trade, or other laws, including changes in related governmental permit requirements;

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government or utility exercise of eminent domain power or similar events;

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existence of liens, encumbrances, or other imperfections in title affecting real estate interests; and

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failure to obtain or maintain insurance or failure of our insurance to fully compensate us for repairs, theft or vandalism, and other actual losses.

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construction of new, lower-cost power generation plants, including plants utilizing renewable energy or other generation technologies;

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relief of transmission constraints that enable lower-cost and/or geographically distant generation to access transmission lines less expensively or in greater quantities;

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reductions in the price of natural gas or other fuels;

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the amount of excess generating capacity relative to load in a particular market;

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decreased electricity demand, including from energy conservation technologies and public initiatives to reduce electricity consumption;

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development of smart-grid technologies that reduce peak energy requirements;

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development of new or lower-cost customer-sited energy storage technologies that have the ability to reduce a customer’s average cost of electricity by shifting load to off-peak times;

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changes in the cost of controlling emissions of pollution, including the cost of emitting carbon dioxide and the prices for renewable energy certificates;

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the structure of the electricity market;

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weather conditions and seasonal fluctuations that impact electrical load; and

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development of new energy generation technologies which could allow our competitors and their customers to offer electricity at costs lower than those that can be achieved by us and our facilities.

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limited relationships with international customers;

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difficulty in managing multinational operations;

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competitors in overseas markets who have stronger ties with local customers and greater resources;

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fluctuations in currency exchange rates;

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challenges in providing appropriate products and services and support in these markets;

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challenges in managing our overseas sales strategies effectively;

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unexpected transportation delays or interruptions or increases in international transportation costs;

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difficulties in operating products overseas while complying with the different commercial, legal and regulatory requirements of the overseas markets in which we offer our products and services;

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regulations, changes to regulation, regulatory uncertainty in or inconsistent regulations across various jurisdictions;

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inability to effectively enforce contractual or legal rights or intellectual property rights in certain jurisdictions under which we operate;

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changes in a specific country or region’s political or economic conditions or policies; and

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governmental policies favoring domestic companies in certain foreign markets or imposing trade barriers including tariffs, taxes and other restrictions and charges.

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the protection of wildlife, including migratory birds, bats, and threatened and endangered species, such as desert tortoises, or protected species such as eagles, and other protected plants or animals whose presence or movements often cannot be anticipated or controlled;

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water use, and discharges of silt-containing or otherwise polluted waters into nearby wetlands or navigable waters;

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hazardous or toxic substances or wastes and other regulated substances, materials or chemicals, including those existing on a project site prior to our use of the site or the releases thereof into the environment;

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land use, zoning, building, and transportation laws and requirements, which may mandate conformance with sound levels, radar and communications interference, hazards to aviation or navigation, or other potential nuisances such as the flickering effect, known as shadow flicker, caused when rotating wind turbine blades periodically cast shadows through openings such as the windows of neighboring properties;

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the presence or discovery of archaeological, historical, religious, or cultural artifacts at or near our projects;

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the protection of workers’ health and safety; and

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the proper decommissioning of the site at the end of its useful life.

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if our subsidiaries are unable to fulfill payment or other obligations or comply with their covenants under the agreements governing our indebtedness, such subsidiaries could default under such agreements or be rendered insolvent, or lenders may exercise rights and remedies under the terms of such agreements, such as foreclosure on us, our subsidiaries, or our and their projects or other assets, which could materially adversely affect our business, financial condition and results of operations;

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our subsidiaries’ substantial indebtedness could limit our ability to fund operations of future acquisitions and our financial flexibility, which could reduce our ability to plan for and react to unexpected opportunities and contingencies;

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our subsidiaries’ substantial debt service obligations and maturities make us vulnerable to adverse changes in general economic, industry and competitive conditions, credit markets, capital markets, and government regulation that could place us at a disadvantage compared to competitors with less debt or more capital resources;

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the financing arrangements of certain of our subsidiaries are subject to cross-collateralization or other similar credit support arrangements that could heighten the risks associated with defaults under our and their debt obligations, increase the potential that adverse events relating to individual projects could materially affect our financing arrangements on a broader scale, or limit our ability to freely sell or finance some or all of our projects; and

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our subsidiaries’ substantial indebtedness could limit our ability to obtain financing for working capital, including collateral postings, capital expenditures, debt service requirements, acquisitions, and general corporate or other purposes.

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changes in laws or regulations applicable to our industry or offerings;

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speculation about our business in the press or investment community;

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investor interests in environmental, social and governance-focused companies;

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price and volume fluctuations in the overall stock market;

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volatility in the market price and trading volume of companies in our industry or companies that investors consider comparable;

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sales of our ordinary shares by us or our principal shareholders, officers and directors;

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the expiration of contractual lock-up agreements;

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the development and sustainability of an active trading market for our ordinary shares;

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success of competitive products or services;

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the public’s response to press releases or other public announcements by us or others, including our filings with the SEC, announcements relating to litigation or significant changes in our key personnel;

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the effectiveness of our internal controls over financial reporting;

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changes in our capital structure, such as future issuances of debt or equity securities;

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our entry into new markets;

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tax developments in the United States or other countries;

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strategic actions by us or our competitors, such as acquisitions or restructurings; and

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changes in accounting principles.

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fluctuations in demand for solar energy or wind energy;

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our ability to complete our wind energy and solar energy projects in a timely manner;

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the availability, terms and costs of suitable financing;

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our ability to continue to expand our operations and the amount and timing of expenditures related to this expansion;

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announcements by us or our competitors of significant acquisitions, strategic partnerships, joint ventures, or capital-raising activities or commitments;

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expiration or initiation of any governmental rebates or incentives;

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actual or anticipated developments in our competitors’ businesses, technology or the competitive landscape;

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general economic and political conditions and government regulations in the countries where we currently operate or may expand in the future;

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natural disasters or other weather or meteorological conditions, or pandemics, epidemics or global health emergencies.

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the Companies Law regulates mergers and requires that a tender offer be effected when more than a specified percentage of shares in a company are purchased;

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the Companies Law requires special approvals for certain transactions involving directors, officers or significant shareholders and regulates other matters that may be relevant to these types of transactions;

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the Companies Law does not provide for shareholder action by written consent for public companies, thereby requiring all shareholder actions to be taken at a general meeting of shareholders;

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our Articles of Association generally do not permit a director to be removed from office except by a vote of the holders of at least (65%) of our outstanding shares entitled to vote at a general meeting of shareholders, except that a simple majority will be required if a single shareholder holds more than 50% of the voting rights in the Company; and

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our Articles of Association provide that director vacancies may be filled by unanimous resolution of our board of directors.

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Project and business development: We maintain a high-caliber project and business development team of 59 employees across the United States, Europe and Israel. Our in-house greenfield project development team provides us with the expertise to source greenfield projects in our largest individual markets: the United States, Southern Europe and Israel. Our greenfield development team specializes in identifying locations where there is available interconnection capacity, which is one of the main development obstacles for utility-scale renewables. In markets where we have strategically elected not to develop in-house greenfield development teams largely due to their smaller size, we have established and cultivated co-development partnerships with leading local developers. This gives us access to projects which we believe many of our competitors (both strategic and financial investors) either could not access or could not access at an attractive cost. In addition, our business development team sources project acquisition opportunities across various stages of development. In collaboration with our project development team, we can then create value through project optimization and the completion of the development.

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Engineering and design: Once projects are sourced, our internal engineering teams leverage our design expertise to optimize each project. We take an active role in the design and planning of our projects, enabling us to standardize the design to accommodate a wide range of equipment alternatives. Our procurement teams can then focus on acquiring equipment at an optimal cost without triggering the need to reconfigure the project design.

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Procurement: Our global operations have required us to establish, maintain and continuously grow our supply chain as we have expanded our geographic footprint across three continents and 11 different countries. Today, our supply chain function is overseen by a global team that works seamlessly to align project needs across geographies with the available supply of inverters, solar panels, wind turbines and energy storage systems among other components. Our global approach to procurement allows us to approach suppliers with significant scale and negotiate attractive pricing. Moreover, our global presence gives us the flexibility to distribute and reallocate resources as needed between geographies.

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Construction: Our construction management team is crucial to supporting the quality of our projects, which reduces our O&M expenses once a project is operational and supports higher project uptimes. Our experienced construction managers closely monitor our EPC contractors’ progress, quality of work and performance testing before we release the final payment to the contractor.

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Asset management: We possess a top rate asset management team that is strategically located across markets to efficiently provide ongoing asset monitoring and maintenance services. The team is comprised of experts in commercial and technical project management, electricity trading (for projects where we sell electricity under a Merchant Model) and environmental management. In addition to our Operational Projects, we provide asset management services for 1.2 GW of projects developed by Clēnera and sold to third parties prior to the Clēnera Acquisition. The scale of our asset management activity provides us with a steady feedback loop on optimal project design and components for future projects.

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Finance: Our operational expertise is complemented by a finance function that is focused on maximizing project equity returns and is comprised of a team with decades of corporate and project finance experience in the renewables sector. We leverage our global footprint and scale to secure non-recourse project finance from local banking partners across our target markets. Our network enables us to also source bespoke financing packages. For example, in 2023 we secured $211 million of bespoke project finance from a series of Israeli banks for our Solar and Storage Cluster of projects in Israel, which will sell electricity under corporate PPAs, with some underlying exposure to the Merchant Model, reflecting 73% leverage. In the United States we have deep relationships with several major tax equity providers. In 2023 the Company raised approximately $198 million of tax equity commitments from Bank of America for Atrisco Solar. We have also cultivated deep relationships with Israeli institutional investors, who have helped finance our growth to date through corporate equity, unsecured debt and project level equity at a competitive cost.

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Development Projects, which includes projects in various stages of development that are not expected to commence construction within 24 months of February 26, 2024;

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Advanced Development Projects, which includes projects that are expected to commence construction within 13 to 24 months of February 26, 2024; and

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Mature Projects, which includes projects that are operational, under construction or in pre-construction (meaning, that such projects are expected to commence construction within 12 months of February 26, 2024).

		Mature Projects				Advanced Development Projects				Development Projects				Total Portfolio
Generation capacity (GW)			5.4				4.7				10.5				20.6
Storage capacity (GWh)			5.6				12.5				12.6				30.7

Segment

Country

Project name

Technology

Operational year

Sales Tariff (USD per MWh)

Approximate Enlight share

PPA/FIT duration

Inflation indexed PPA

Capacity

Israel

Israel

Emek Habacha

Wind

2022

108

41%

2042

Yes

109 MW

Halutziot

Solar

2015

190

90%

2035

Yes

55 MW

Sunlight1+2

Solar

2018-2020

61

50%-100%

2041-2042

Yes

42 MW

Israel Solar Projects

Solar

2013-2015

344

98%(2)

2033-2035

Yes

31 MW

PV+ storage cluster 1.1

Solar

2023

Confidential

79%

—

No

116 MW + 222 MWh

Haluziot 2

Solar

2023

61

90%

2043

Yes

32 MW + 55 MW

Genesis Wind + Expansion

Wind

2023

99

54%

2043

Yes

207 MW

Total Israel

592 MW + 277 MWh

Western Europe

Sweden

Picasso

Wind

2021

Confidential

69%

2033(3)

No

116 MW

Sweden

Björnberget

Wind

2022

Confidential

55%

2032

No

372 MW

Ireland

Tully

Wind

2017

96

50%

2032

Yes

14 MW

Spain

Gecama

Wind

2022

—

72%

Merchant

NA

329 MW

Total Western Europe

831 MW

CEE

Kosovo

Selac

Wind

2021

101

60%

2034

Yes

105 MW

Serbia

Blacksmith

Wind

2019

119

50%

2031

Yes

105 MW

Croatia

Lukovac

Wind

2018

136

50%

2032

Yes

49 MW

Hungary

Attila

Solar

2019

127

50%

2039

Yes(4)

57 MW

Hungary

AC/DC

Solar

2023

85

100%

2037

Yes

26 MW

Total CEE

342 MW

Total USA

U.S.

Apex Solar

Solar

2023

Confidential

100%

2042

No

106 MW

Total consolidated projects

1,871 MW + 277 MWh

Israel (not consolidated)

Israel

Unconsolidated Projects at share

Solar

2020-2021

68(2)

50%

2042-2046

Yes

12 MW

Total consolidated and unconsolidated JVs at share

1,883 MW + 277 MWh

Geographic sector		Country		Project name		Technology		Sales tariff (USD per MWh)			Expected approximate Enlight share			PPA/FIT duration		Inflation indexed PPA		Storage capacity MWh			Capacity MWdc
US(2)		New Mexico		Atrisco		Solar		Confidential			90%			20 years		No		1,200			364
Total US																		1,200			364
Israel		Israel		PV+ storage cluster		Solar		—			64%			—		No		316			100
Total Israel																		316			100
CEE		Hungary		Tapolca		Solar		—			100%			Merchant		NA		—			60
		Serbia		Pupin		Wind		73			100%			15 Years		Yes		—			94
Total CEE																					154
Total consolidated projects																		1,516			618
Israel (not consolidated)		Israel		Unconsolidated Projects at share		Solar		—			50%			—		PPA to be signed		87			19
Total consolidated and consolidated JVs at share																		1,603			637

(1)	The figures in this chart are rounded to whole numbers or the nearest hundredth decimal, as applicable.

(2)	While we own 90.1% of Clēnera, we invest 100% of the equity requirements for our U.S.-based projects. In return, we receive 100% of the distributable cash flow until we return our capital investment, plus a high single-digit preferred return.

Geographic sector

Country

Project name

Technology

Expected approximate Enlight share

PPA/FIT duration

Inflation indexed PPA

Storage capacity MWh

Capacity MWdc

Israel

Israel

Israel Storage

Stand Alone Storage

83%

—

PPA to be signed

293

Israel

Yatir

Wind

50%

—

PPA to be signed

—

38

Total Israel

293

38

US(2)

Iowa

Coggon

Solar

100%

20 years

No

—

127

Michigan

Gemstone

Solar

100%

20 years

No

—

185

Indiana

Rustic hills 1+2

Solar

100%

20-25 years

No

—

256

Arizona

Co bar Complex

Solar

100%

20 years

No

824

1,211

Arizona

Roadrunner

Solar

100%

20 years

No

940

294

California

Country Acres

Solar

100%

20-30 years

No

688

392

New Mexico

Quail Ranch

Solar

100%

20 years

No

400

120

Total US

2,852

2,585

Western Europe

Spain

Gecama Solar

Solar

72%

Merchant

NA

200

225

Italy

Nardo Storage 1

Stand Alone Storage

100%

Merchant

NA

400

—

Total consolidated projects

3,745

2,848

Israel (not consolidated)

Israel

Unconsolidated Projects at share

Solar

50%

—

PPA to be signed

25

8

Total consolidated and consolidated JVs at share

3,770

2,856

(1)	The figures in this chart are rounded to whole numbers.

(2)	While we own 90.1% of Clēnera, we invest 100% of the equity requirements for our U.S.-based projects. In return, we receive 100% of the distributable cash flow until we return our capital investment, plus a high single-digit preferred return.