Veridis: behind the revaluation gains, the Hadera land, and OPC's real contribution

What The Main Article Already Established, And What This Follow-Up Is Isolating

The main article already established that Veridis's 2025 improvement did not all come from the same place. This continuation isolates the two items that most distort a quick read of the bottom line: the Hadera land valuation and OPC's contribution. Both add economic weight to the story, but they sit in very different layers of value.

The number that makes the distinction unavoidable is simple. Veridis reported net profit of NIS 206.6 million in 2025. In the same presentation, the company described the Hadera and Nahariya real-estate value update at about NIS 200 million net of tax. In other words, almost the entire reported net profit of the year can be explained by property revaluation rather than by cash that actually came in.

The OPC layer looks very different. The company's share in profits of associates and joint ventures rose to NIS 88.1 million from NIS 52.0 million, energy segment profit rose to NIS 50 million from NIS 18 million, and energy EBITDA rose to NIS 134.8 million from NIS 87.5 million, mainly because of dividends and shareholder-loan repayments from OPC Rotem and OPC Israel. That is much closer to accessible value, but even here not every shekel is free surplus for shareholders.

The Big Number Sits On One Plot In Hadera

If you look for the center of the revaluation story, it is barely diversified. Note 11 shows investment property rising to NIS 422.8 million from NIS 161.5 million, with a fair-value adjustment of NIS 261.0 million. Most of that increase did not come from Nahariya, and not even from the land under the existing power plant. It came from the Hadera plot held under the Hadera 2 option arrangement.

It is important to separate the two Hadera assets. The older asset, about 26.8 dunams leased to OPC Energy for the existing power plant, rests on a long-term lease already in force since 2015 and running through the end of 2043. Its value rose to NIS 70.5 million from NIS 39.3 million, and the company tied that value to rent capitalization at a 5.25% discount rate plus industrial-land value at the end of the lease term. The 2025 effect was about NIS 31 million. That is still a revaluation, but one anchored in an operating lease contract.

The real jump sits in the second asset, about 68 dunams in Hadera intended for Hadera 2. Here the gap is much sharper: fair value rose to NIS 277 million from NIS 57.5 million, and the company booked about NIS 220 million of value uplift on that asset. Against that, the recurring 2025 income recognized from the option agreement on the same plot was only NIS 6 million. That is the number to keep in mind: the asset that added roughly NIS 220 million to revaluation added only NIS 6 million to actual income.

The company explains clearly what changed enough to justify that jump. In August 2025, the government approved National Infrastructure Plan 20B for a gas-fired power station with estimated capacity of about 850 megawatts on that land. Following that approval, the group concluded there was high certainty that the lease arrangement would be realized, and the valuation shifted to an income-capitalization approach based on pre-agreed lease economics: about NIS 20 million of annual rent, CPI linked, for 24 years and 11 months, together with option receipts and industrial-land value at the end of the lease.

What matters is the kind of value created here. This was not a signed and paid transaction. It was a valuation built on future lease cash flows, with a 20% deduction for uncertainty and a delay until actual realization. The note also says that a 0.25% change in the discount rate changes the asset's value by about NIS 10 million. So this is level 3 accounting value, not cash already sitting on the balance sheet.

And here is the practical blocker. As of the financial-statement approval date, Infinia was already negotiating with OPC Israel to sell the rights in the Hadera 1 and Hadera 2 land for expected consideration of about NIS 450 million, but it explicitly said there was no certainty over completion, terms, or final consideration. So even the more direct path to monetization was still a negotiation, not a deal.

On the other side of the story, Hadera 2 itself had already stopped being only a planning option. After the balance-sheet date, in February 2026, Hadera 2 signed a main-equipment agreement and a maintenance agreement with GE Vernova. Project cost was estimated at NIS 4.8 billion to NIS 5.2 billion, total consideration under the equipment agreement at about 20% of that cost, and amounts in the tens of millions of euros had already been paid. The practical implication is that the assumption underlying the land revaluation did move one step closer to execution, but at the same time it became attached to a capital-heavy project rather than to an easy monetization path.

OPC's Contribution Is Real, But It Needs To Be Broken Down

OPC's contribution does not sit in one clean bucket, which is why a flat reading can mislead. In the energy segment, revenue actually fell to NIS 67 million from NIS 74 million. Even so, segment profit rose to NIS 50 million from NIS 18 million, and the presentation ties that mainly to the group's share in OPC Israel's results.

That chart matters because it shows where the contribution did not come from. If revenue falls while segment profit rises, the improvement is not coming from ordinary growth in the segment's consolidated operating activity. It is coming much more from the financial-holding layer in OPC Israel and the way its results flow into Veridis.

You can see the same pattern in the broader line of share in profits of associates and joint ventures, which rose to NIS 88.1 million from NIS 52.0 million. That is already a much more real economic contribution than property revaluation, but it is still equity income, not necessarily cash that already reached Veridis's shareholder layer.

The layer that is actually closest to cash is energy EBITDA. There the company explicitly says the increase to NIS 134.8 million came mainly from higher dividends and shareholder-loan repayments received from OPC Rotem and OPC Israel, about NIS 121 million in 2025 versus about NIS 76 million in 2024. In the fourth quarter alone, amounts received from OPC Israel were about NIS 22 million versus about NIS 8 million in the comparable quarter. This is no longer theoretical value. It is cash that already moved up the chain.

OPC Cash Is More Accessible, But It Still Passes Through A Financing Layer

The next step is to ask how much of that flow is actually free. Here the report gives a nuanced but clear answer. Veridis Power Plants took the institutional loan used to acquire the 20% stake in OPC Israel, and the outstanding balance at year-end 2025 was about NIS 350 million. The security package includes the OPC shares themselves and the bank account receiving proceeds from OPC Israel. So OPC flows are much more accessible than revaluation gains, but they still pass first through the financing architecture built around the holding.

That table matters because it prevents an extreme conclusion in either direction. On the one hand, it would be wrong to say OPC cash is currently trapped. These ratios are comfortable, and at the company solo level the coverage ratio based on dividends and shareholder-loan repayments stood at 3.57 versus a minimum requirement of 1.2. On the other hand, it would also be wrong to say every part of OPC's contribution is clean free cash. Part of the economic job of that flow is to support the financing structure wrapped around the stake itself.

Put more simply, OPC gave Veridis far more real cash in 2025 than the Hadera land did, but that cash still arrives through a pipe that has a use before it becomes fully free. It serves the holding and financing layer first, and only then can it translate into broader flexibility for Veridis shareholders.

Where Created Value Stops And Accessible Value Starts

This table holds the whole story. Hadera 2 created the biggest number, but not the biggest cash flow. OPC created a smaller earnings headline, but it contributed the layer that looks most like accessible value already today. Anyone reading 2025 only through net profit gets a picture tilted too heavily toward revaluation. Anyone reading 2025 through dividends, shareholder-loan repayments, and the financing cushion around the OPC holding sees that more of the real quality sits there.

That is also why "OPC's contribution" has to be written carefully. Not all of it is the same thing. Part comes through equity earnings, part through dividends and loan repayments, and part of its future importance depends on Hadera 2 actually moving from approved project to financed, built, and operating asset. Anyone collapsing all of those into one clean accessible-value number is skipping layers the filing explicitly lays out.

Conclusion

Veridis's 2025 was not a one-type-of-value year. It was a year of three different layers. The Hadera land produced a large accounting jump, OPC Israel improved the associate-earnings layer, and dividends plus shareholder-loan repayments already moved cash upward. If you mix those three layers together, you get a picture that is too rosy.

The more accurate read is that the market saw a lot of value created in 2025, but only part of it became accessible. The accounting value of Hadera 2 still rests on future lease realization or on a land-rights sale that was not yet closed. OPC's contribution, by contrast, already crossed the line from earnings into cash, but part of it is still needed to support the financing structure built around the stake.

That sets up the next test. If the Hadera rights negotiation turns into a binding transaction, and if OPC keeps sending up dividends and shareholder-loan repayments at the pace seen in 2025 without eroding financing flexibility, a bigger part of the value will move from paper into pocket. If not, 2025 will mostly be remembered as the year in which Veridis booked far more value than it actually unlocked.