Angel Shlomo: How Much of the U.S. Profit Actually Reaches Shareholders
In 2025 the U.S. pita segment generated almost all of group operating profit, but the listed company owns only 55% of ABUSA, ARE and PITA, while the minority side holds veto rights in part of the structure. That means Angel Shlomo's strongest profit engine still does not turn automatically into fully accessible shareholder value.
The main article already established that Angel Shlomo's 2025 profit came mainly from frozen pitas in the U.S., while Israel remained loss-making at segment level. This follow-up isolates a different question: how much of that profit is actually accessible to shareholders of the listed company. The answer is much narrower than the first number that jumps out of the segment table.
The U.S. segment ended 2025 with NIS 65.3 million of revenue and NIS 26.0 million of segment profit. This is not a side activity getting too much attention. It is the activity holding up the report. It is already selling across all Whole Foods operating regions, it is running at about 80% utilization, and it is built around a New Jersey plant that can produce roughly 1.5 million pitas per week. That is exactly why the gap matters: the listed company owns only 55% of ABUSA, ARE and PITA, and the 45% side has veto rights in ABUSA and ARE. Anyone reading U.S. segment profit as if it all belongs to Angel Shlomo is looking at the wrong layer of the system.
From U.S. Segment Profit To What Shareholders Actually Keep
The easiest way to see the gap is through four different numerical layers of the same profit engine:
| Layer | 2025 | What it means |
|---|---|---|
| U.S. segment profit | NIS 26.0 million | The operating strength of the U.S. business before the accessibility question |
| 55% of segment profit | NIS 14.3 million | An analytical approximation of the listed company's economic share before other frictions |
| ANA profit | NIS 10.3 million | Profit at the fully owned U.S. holding-company layer |
| Profit attributable to Angel Shlomo shareholders | NIS 1.4 million | What remained for shareholders of the listed company across the whole group |
The first drop, from NIS 26.0 million to NIS 14.3 million, comes only from the minority stake. The next drop, from NIS 14.3 million to NIS 10.3 million, is a reminder that the U.S. pocket itself sits across several entities and contractual layers, so not everything that looks like segment profit turns into clean profit at the holding layer in the same way. The final step is even sharper: group net profit stood at NIS 13.0 million, but only NIS 1.4 million was attributable to Angel Shlomo shareholders, while NIS 11.6 million was attributed to non-controlling interests.
This is not just a thought exercise about ownership percentages. It already appears in cash movement. In 2025 the company also recorded NIS 11.3 million of dividends paid to a non-controlling shareholder in a subsidiary. In other words, even after the U.S. profit is created in practice, part of the value already exits sideways. On top of that, comprehensive income attributable to shareholders remained negative, minus NIS 3.8 million, because of translation losses. That is another reminder that a good foreign operating engine can still leave the listed shareholder layer with a much weaker reported outcome in the same year.
The Issue Is Not Just A 45% Minority, But A Multi-Layer Ownership Wall
Anyone looking only at ABUSA sees a 45% minority stake. Anyone looking at the full structure sees something broader: the operating company, the real-estate company that owns the plant, and the know-how and production-line company all sit on the same basic 55% versus 45% split.
| Entity | Role | What the company owns | Why it matters to shareholders |
|---|---|---|---|
| ABUSA | U.S. pita production, sales and distribution | 55% of capital, 55% of voting rights and 66.67% of director-appointment power | This is the profit layer, but the 45% side has veto rights over certain decisions |
| ARE | Owner of the New Jersey building leased to ABUSA | 55% of capital, 55% of voting rights and 66.67% of director-appointment power | Even the asset holding the plant is not fully owned by the listed company, and the 45% side also has veto rights here |
| PITA | Know-how and production-line layer licensed exclusively to ABUSA against royalties | 55% of capital, 55% of voting rights and 66.67% of director-appointment power | Even the know-how and equipment layer is not fully owned, so the U.S. engine rests on a split structure rather than on a clean single asset |
The practical point is straightforward: Angel Shlomo does not solely own the operating company, the building, or the know-how layer that the U.S. pita line depends on. So even if the U.S. activity keeps growing, the path from operating improvement to accessible shareholder value still runs through a tighter partnership structure than the phrase "subsidiary" would normally suggest.
And it does not stop at equity percentages. The minority side is not just a passive financial holder. ABUSA renewed a management agreement for 2026 through 2028 with a company owned by Yossi Angel, under which it pays a monthly management fee of $15,000 plus an annual bonus equal to 15% of ABUSA's annual profit, capped at $225 thousand. For 2025 the full $225 thousand bonus was recorded. That is not an argument that the agreement itself is improper. It is a reminder that the 45% side also sits in the management layer, not only in the capital layer.
The Wall Matters Precisely Because The U.S. Activity Is Good
If the U.S. business were weak, the accessibility debate would be theoretical. Here the opposite is true. The U.S. activity has profitability, a credible national-customer anchor and room to grow without an immediate new line. The company says ABUSA has already been recognized as a national supplier to Whole Foods and that its products are sold across all Whole Foods operating regions. At the same time, line utilization is about 80%, so there is still room to push more volume without an immediate new industrial investment.
But that profit engine also sits on meaningful customer concentration. Bagel Bites accounted for 33% of U.S. segment sales, and Tony's Fine Foods, which buys for Whole Foods, accounted for another 20%. The company explicitly says it is not dependent on each of those customers. That still does not change the fact that inside the segment generating almost all of group profit, two customers account for 53% of sales.
That is also why the argument that "the U.S. already solves the story" is too early. The U.S. does solve the question of where operating profit is being produced. It still does not solve the question of how much of that profit actually stays with shareholders of the listed company, and how much is cut back by minority ownership, veto rights, contractual structure and customer concentration inside a relatively small segment.
What Has To Change For The Value To Become More Accessible
The first thing the market needs to see in the next reports is not just more U.S. profit, but more of it rising to the attributable line. As long as U.S. segment profit looks large while profit attributable to shareholders stays narrow, the market will keep viewing the engine through an accessibility filter, not just a growth filter.
The second is customer breadth. Whole Foods is a real commercial achievement, and 80% utilization means there is still headroom. But for the market to give the U.S. activity more weight, it will need to see that the profit pool is not resting on only two axes. A partial, profitable and concentrated segment is still a good engine. It is just not automatically an engine the market will fully price at the shareholder layer.
The third item sits back in Israel. As long as the Israel segment keeps losing money, even strong U.S. profit is first needed to plug other holes in the group. In that situation the U.S. minority wall is not the only issue. It simply sharpens the underlying fact: the shareholder layer is left with the residual of several moving pieces, not with the full success of the U.S. pita business.
Conclusion
This continuation does not change the direction of the main article. It sharpens it. Angel Shlomo's U.S. activity is real, profitable and still has room to grow. But the listed company does not own 100% of the operating company, 100% of the real-estate company, or 100% of the know-how and equipment layer, and in two key layers the minority side also has veto rights.
So the right question is not whether value is being created in the U.S. Clearly it is. The right question is at which layer it is being created, how much of it actually rises to the shareholder layer, and how much remains stuck behind a partnership structure that narrows accessible value. As long as that gap remains wide, even an impressive U.S. segment profit will still look like a partial engine, not a complete solution.
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