YAKUM, Israel, Aug. 27, 2014 /PRNewswire/ --

* Net cash flows provided by operating activities amounted to NIS 193.3 million in this quarter compared to NIS 140.9 million in the first quarter of this year and NIS 193.9 million in the corresponding quarter last year.

* Operating profit amounted to NIS 40.6 million in this quarter, an increase of 290% compared to the first quarter of this year and an increase of 123% compared to the corresponding quarter last year.

* Adjusted EBITDA amounted to NIS 108.1 million in this quarter compared to NIS 84.8 million in the first quarter of this year and NIS 103.2 million in the corresponding quarter last year.

* In the Fueling and Commercial sites segment- operating profit has improved and amounted to NIS 36.9 million compared to NIS 26.7 million in the first quarter this year and NIS 32.7 million in the corresponding quarter last year.

* In the Supermarkets segment- the Company continues to exercise the strategic plan, which includes the conversion of branches into You, the HD chain of the Company, while during the conversion of the branches they were partly closed thereby affecting the results of the Company and adjustments of Mega in Town and cessation of operation of branches that are not designated to be converted to You chain. Operating profit in this quarter amounted to NIS 17 million compared to NIS 3.7 million in the first quarter of this year and NIS 23.1 million in the corresponding quarter last year.

* In the Real Estate segment - an increase of approximately 42.3% in operating profit in this quarter compared to the corresponding quarter last year resulting from an increase in rented spaces to external parties. BSRE completed in this quarter two material projects, the logistic center in Kibbutz Eyal and the Givon parking lot in Tel Aviv as well as other projects which will contribute to the segment's profitability in the coming quarters.

* In the Houseware and textile segment - transition into operating profit of NIS 1.6 million in this quarter compared to operating loss of NIS 7.3 million in the corresponding quarter last year following the completion of measures in Na'aman and Vardinon which produce positive results.

* Other segments


    --  Diners - net income of approximately NIS 7.0 million in this quarter
        compared to NIS 11.0 million in the corresponding quarter last year.
    --  You Phone - continues to maintain its status as the largest MVNO in
        Israel and continues its marketing and takes actions to increase the
        brand awareness. An improvement in operating loss of 63% in this quarter
        compared to the corresponding quarter last year.

Segment Profits:



                                                2014     2013
                                                ----     ----

    Operating Profit[1] in millions of NIS  Q2        Q1      Q2
    -------------------------------------- ---       ---      ---

    Fueling and Commercial sites                36.9     26.7      32.7
    ----------------------------                ----     ----      ----

    Supermarkets                                17.0      3.7      23.1
    ------------                                ----      ---      ----

    Houseware and textile [2]                    1.6      5.8     (7.3)
    ------------------------                     ---      ---      ----

    Real Estate                                  6.9      5.2       4.9
    -----------                                  ---      ---       ---

    Adjusted EBITDA                            108.1     84.8     103.2
    ---------------                            -----     ----     -----




                                                               2014       2013
                                                               ----       ----

    Operating Profit in millions of NIS                        H1        H1
    -----------------------------------                       ---       ---

    Fueling and Commercial sites                               63.6       69.2
    ----------------------------                               ----       ----

    Supermarkets                                               20.7       35.1
    ------------                                               ----       ----

    Houseware and textile                                       7.4        2.6
    ---------------------                                       ---        ---

    Real Estate                                                12.1        9.6
    -----------                                                ----        ---

    Adjusted EBITDA                                           192.9      215.4
    ---------------                                           -----      -----

Comments of Management
Mrs. Limor Ganot, co-CEO

"Alon Blue Square presents during 2014 an improvement in all operating segments. Like the entire market in Israel, we have seen a decrease in consumption alongside an increased competition and despite that, we have been able to take correct measures, which together with the Passover timing that occurred in the second quarter of this year, had an impact on most of the Group companies.

"BSRE continues to grow and promotes projects so as to realize the great potential of existing assets such as the project for the establishment of 3,000 residential units, public areas and development plans in Seattle which was approved by a U.S. court, residential project above the branch in Yehuda Maccabi street in Tel Aviv, completing the logistic center in Kibbutz Eyal and completing the construction of Givon parking lot in Tel Aviv consisting of 1,000 parking spaces adjacent to the wholesale market project in Tel Aviv as well as other projects.

"Mega continues to implement the strategic plan and discount chain, YOU, is a success. The conversion of branches to the discount chain, YOU, has an impact on the results of these branches, which were partly closed throughout the conversion period. At the same time, adjustments are made in Mega in Town and the process of discontinuance of the activity of losing branches is implemented in the current format, after the balance sheet date Mega signed agreement in principle to transfer the activity of 8 branches with a total area of 25,000 sq.m. The agreement allows the purchaser to use the purchasing and supply services of Mega for the branches in respect of the transferred activity while utilizing the advantage of size and creating a win-win situation for both parties.

"Dor Alon continues to grow in the convenience stores segment and the fuel quantities sold. This increase alongside an effective and stringent management and decrease in inventory losses assisted in dealing with the increased competition and present an impressive growth in profitability compared to the first quarter of this year and compared to the corresponding period last year.

"We are pleased with the results of Na'aman and Vardinon, which took significant measures and positive results start to show in the sales of SSS and profitability.

"Diners continues to show good results and plans to take several actions so as to provide a significant value to the card from the standpoint of the customer as well as activities to increase the honoring of the card among business establishments.

"YouPhone maintains its status as the largest MVNO in Israel and has won the product of the year award in the communication segment and as a cellular company providing the best service. The company increases customer loyalty in Mega and Dor Alon chains and contributes to the companies' profitability. In addition, the company takes action to launch other services and products.

"In the course of 'Tzuk Eitan' operation which started after the end of the quarter, the group companies were harnessed for the benefit of the soldiers in Gaza and we are proud of the group employees who continued to provide service to our customers in this difficult period. We expect that the war period will have an impact on our results in the third quarter but it is not yet possible to quantify or assess the impact."

Results for the second quarter of 2014(3)

Gross revenues
Revenues (including government levies) in the second quarter of 2014 amounted to NIS 3,643.2 million (U.S. $1,059.7 million) as compared to revenues of NIS 3,695.1 million in the comparable quarter last year, a decrease of 1.4% mainly from decrease in sales of Dor Alon from decrease in fuel prices.

Revenues from sales, net

Revenues of the Fueling and Commercial sites segment - amounted in this quarter to NIS 1,247.0 million (U.S. $362.7 million) as compared to NIS 1,267.5 million in the corresponding quarter last year, a decrease of 1.6%. The main decrease was due to decrease in fuel prices and the transition by customers to the use of natural gas which price is lower and was partly offset by an increase in retail sales from the timing of the Passover holiday that occurred in the second quarter of this year and last year occurred in the first quarter and from increase in quantitative sales.

Revenues of the Supermarkets segment - amounted in this quarter to NIS 1,419.6 million (U.S. $412.9 million) as compared to NIS 1,456.2 million in the corresponding quarter last year, a decrease of 2.5%. The decrease in sales mainly derived from increased competition, decrease in consumption, conversion of branches to YOU chain which were partly closed during their conversion period and was partly offset by the Passover timing that occurred this year in the second quarter and last year occurred in the first quarter. The segment's revenues do not include branches which were resolved to cease their operations in their current layout and therefore are not included in the segment. Comparative figures were adjusted accordingly.

Revenues of the Houseware and textile segment - amounted in this quarter to NIS 71.5 million (U.S. $20.8 million) as compared to NIS 50.5 million in the corresponding quarter last year, an increase of 41.6%. The main increase derived from the Passover timing that occurred this year in the second quarter and last year occurred in the first quarter.

Revenues of the Real Estate segment - increase in rental income of 23.2% from NIS 9.9 million in the second quarter of 2013 to NIS 12.2 million (U.S. $3.5 million) in this quarter. The increase in rental income in this quarter mainly derives from increase in rented spaces to external parties compared to corresponding period last year.

Gross profit in the second quarter of 2014 amounted to NIS 644.2 million (U.S. $187.4 million) (22.3% of revenues) as compared to gross profit of NIS 631.0 million (21.4% of revenues) in the comparable quarter last year. The increase in the gross profit compared to the corresponding quarter last year was mainly due to the increase in the gross profit in the Houseware and textile segment.

In the Fueling and Commercial sites segment, gross profit amounted to NIS 202.0 million (U.S. $58.8 million), (16.2% of revenues) compared to NIS 196.8 million in the comparable quarter last year (15.5% of revenues), increase of 2.6%. The main increase derives from lower inventory losses in this quarter, increased quantities and was partly offset by increased competition.

In the Supermarkets segment, gross profit amounted to NIS 360.2 million (U.S. $104.8 million), (25.4% of revenues) compared to NIS 368.2 million in the second quarter of 2013 (25.3% of revenues), a decrease of 2.2%. The decrease in gross profit mainly derives from decrease in sales, as aforesaid.

In the Houseware and textile segment, gross profit amounted to NIS 42.1 million (U.S. $12.1 million), (58.8% of revenues) compared to NIS 28.2 million in the second quarter of 2013 (56.0% of revenues), an increase of 49.3%. The increase in gross profit mainly derives from a increase in sales due to the Passover timing and improvement in gross profit rate.

Selling, general and administrative expenses in the second quarter of 2014 amounted to NIS 619.1 million (U.S. $180.1 million) (21.4% of revenues), compared to expenses of NIS 617.9 million (20.9% of revenues) in the comparable quarter last year.

In the Fueling and Commercial sites segment, selling, general and administrative expenses amounted to NIS 165.1 million (U.S. $48.0 million) compared to NIS 164.1 million in the second quarter of 2013, an increase of 0.6%, mainly from opening new sites.

In the Supermarkets segment, selling, general and administrative expenses amounted to NIS 343.2 million (U.S. $99.8 million) compared to expenses of NIS 345.1 million in the second quarter of 2013, a decrease of 0.6% in expenses that mainly derives from decrease in expenses due to efficacy measures and was partly offset from increase in expenses following the launch of the YOU chain.

In the Houseware and textile segment, selling, general and administrative expenses amounted to NIS 40.5 million (U.S. $11.8 million) compared to NIS 35.5 million in the second quarter of 2013, an increase of 14.1% in expenses that mainly derives from increase in sales.

In the Real Estate segment, selling, general and administrative expenses amounted to NIS 5.3 million (U.S. $1.5 million) compared to NIS 5.0 million in the second quarter of 2013.

Operating profit (before other gains and losses and increase in fair value of real estate) in the second quarter of 2014 amounted to NIS 25.1 million (U.S. $7.3 million) (0.9% of revenues) as compared to operating profit of NIS 13.1 million (0.4% of revenues) in the comparable quarter last year, an increase of 91.6%. The increase in the operating profit mainly derives from improved operating profit in the Houseware and textile and Fueling and Commercial Sites segments.

In the Fueling and Commercial sites segment, operating profit in this quarter amounted to NIS 36.9 million (U.S. $10.7 million) compared to NIS 32.7 million in the corresponding quarter, an increase of 12.8%. The increase in operating profit mainly derives from lower inventory losses in this quarter compared to the corresponding quarter last and from the Passover timing.

In the Supermarkets segment, operating profit amounted to NIS 17.0 million (U.S. $4.9 million) compared to operating profit of NIS 23.1 million in the comparable quarter last year and operating profit of NIS 3.7 million in the first quarter of this year, a decrease of 26.4% compared to the corresponding period and an increase of 360% compared to the first quarter of this year.

In the Houseware and textile segment, operating profit amounted to NIS 1.6 million (U.S. $0.5 million) as compared to an operating loss of NIS 7.3 million in the comparable quarter. The transition into operating profit derives from increase in sales and was partly offset from increase in selling, general and administrative expenses.

In the Real Estate segment, the operating profit in this quarter amounted to NIS 6.9 million (U.S. $2.0 million) compared to NIS 4.9 million in the second quarter of 2013, an increase of 40.8%. The increase in the operating profit derives from increase in rental income and was partly offset from increase in selling, general and administrative expenses.

Changes in fair value of investment property in this quarter the Company recorded a profit in the amount of NIS 6.8 million (U.S. $2.0 million) compared to a profit of NIS 5.7 million in the second quarter of 2013.

Other expenses, net other expenses in this quarter amounted to NIS 3.4 million (U.S. $1.0 million) compared to other expenses of NIS 4.0 million in the second quarter of 2013.

Share in gains of associates in this quarter amounted to NIS 12.1 million (U.S. $3.5 million) compared to a share in gains of NIS 3.3 million in the corresponding quarter last year. The increase mainly derived from the revaluation of Tel Aviv mall.

Operating profit in this quarter amounted to NIS 40.6 million (U.S. $11.8 million) (1.4% of revenues) as compared to operating profit of NIS 18.2 million (0.6% of revenues) in the second quarter of 2013, an increase of 123.1%. The increase in operating profit derives mainly from improvement in operating profit and an increase in the Company's share in earnings of associates.

Finance costs, net in this quarter amounted to NIS 62.8 million (U.S. $18.3 million) as compared to net finance costs of NIS 74.9 million in the second quarter of 2013. The decrease in finance costs, net derives from a decrease in the prime interest rate and decrease in the CPI.

Taxes on income tax benefit in this quarter amounted to NIS 3.1 million (U.S. $0.9 million) as compared to tax benefit of NIS 10.9 million in the second quarter of 2013.

Net loss, the loss amounted in this quarter to NIS 19.1 million (U.S. $5.6 million) compared to a loss of NIS 53.8 million in the second quarter of 2013. The loss in this quarter attributed to the Company's shareholders amounted to NIS 28.8 million (U.S. $8.2 million) or NIS 0.44 per share (U.S. $0.13) and the income attributed to non-controlling interests amounted to NIS 9.7 million (U.S. $2.8 million).

Cash flows for the second quarter of 2014

Cash flows from operating activities: Net cash flows provided by operating activities amounted to NIS 193.3 million (U.S. $56.2 million) in the second quarter of 2014 compared to NIS 193.9 million provided by operating activities in the comparable quarter last year.

Cash flows used in investing activities: Net cash flows used in investing activities amounted to NIS 23.2 million (U.S. $6.7 million) in this quarter as compared to net cash flows used in investing activities of NIS 41.7 million in the comparable quarter. Cash flows used in investing activities in this quarter mainly included the purchase of investment property, property and equipment and intangible assets of total NIS 76.7 million (U.S. $22.3 million), offset by proceeds from realization of investment property of NIS 6.5 million (U.S. $1.9 million), proceeds from marketable securities, net, of NIS 33.3 million (U.S. $9.7 million) and interest received of NIS 3.4 million (U.S. $1.0 million). In the second quarter of 2013 the cash flows used in investing activities mainly included the purchase of investment property, property and equipment and intangible assets of NIS 60.6 million, and was offset by proceeds from realization of investment property of NIS 6.2 million, and interest received of NIS 4.2 million.

Cash flows used in financing activities: Net cash flows used in financing activities amounted to NIS 49.2 million (U.S. $14.3 million) in this quarter as compared to net cash flows used in financing activities of NIS 59.3 million in the corresponding quarter last year. The cash flows used in financing activities this quarter mainly included interest payment of NIS 70.6 million (U.S. $20.5 million) the repayment of debentures of NIS 142.2 million (U.S. $41.3 million), the repayment of long term loans of NIS 68.1 million (U.S. $19.8 million), and changes in short term bank credit of NIS 45.8 million (U.S. $13.3 million) offset by issuance of debentures of NIS 154.4 million (U.S. $44.9 million). The net cash flows used in financing activities in the second quarter of 2013 included mainly interest payments of NIS 66.3 million, repayment of debentures of NIS 141.2 million, repayment of long term loans of NIS 60.9 million, a dividend payment to non-controlling interests of NIS 15.2 million and was partly offset by issuance of debentures of NIS 87.9 million and increase in short term credit of NIS 51.1 million.

Results for the first six months of 2014

Gross revenues
Revenues (including government levies) in the first half of 2014 amounted to NIS 7,091.7 million (U.S. $2,062.7 million) as compared to revenues of NIS 7,487.9 million in the comparable period last year, a decrease of 5.3% mainly in the Supermarkets and Fueling and Commercial Sites Segments.

Revenues from sales, net

Revenues of the Fueling and Commercial sites segment - amounted in the first half of 2014 to NIS 2,441.2 million (U.S. $710.1 million) as compared to NIS 2,605.0 million in the corresponding period last year, a decrease of 6.3%. The main decrease was due to decrease in fuel prices and was partly offset from an increase in quantitative sales.

Revenues of the Supermarkets segment - amounted in the first half of 2014 to NIS 2,733.6 million (U.S. $795.1 million) as compared to NIS 2,931.3 million in the corresponding period last year, a decrease of 6.7%. The decrease in sales derived from decrease in selling spaces resulting from closing branches, decreasing selling spaces and conversion of 15 branches into YOU chain, which during the conversion period were partly closed, from increased competition and decrease in private consumption. The segment's revenues do not include branches which were resolved to cease their operations in their current layout and therefore are not included in the segment. Comparative figures were adjusted accordingly.

Revenues of the Houseware and textile segment - amounted in the first half of 2014 to NIS 142.5 million (U.S. $41.4 million) compared to NIS 142.3 million in the corresponding period last year, an increase of 0.1%.

Revenues of the Real Estate segment - amounted in first half of 2014 to NIS 22.5 million (U.S. $6.5 million) compared to NIS 19.3 million in the corresponding period last year, an increase of 16.6%. The increase in revenues in this period mainly derives from increase in rented spaces to external parties.

Gross profit in the first half of 2014 amounted to NIS 1,246.0 million (U.S. $362.4 million) (22.2% of revenues) as compared to gross profit of NIS 1,275.6 million (21.1% of revenues) in the comparable period last year, a decrease of 2.3%. The decrease in the gross profit compared to the corresponding period last year was mainly due to the decrease in the gross profit in the Supermarkets segment.

In the Fueling and Commercial sites segment, gross profit amounted to NIS 392.1 million (U.S. $114.0 million), (16.1% of revenues) compared to NIS 386.8 million in the comparable period last year (14.8% of revenues). The main increase in the gross profit mainly derived from lower inventory losses in this period and increase in quantitative sales. This increase was partly offset from the increased competition in the fuel segment compared to the corresponding period last year.

In the Supermarkets segment, gross profit amounted to NIS 698.4 million (U.S. $203.1 million), (25.5% of revenues) compared to NIS 734.9 million the comparable period last year (25.1% of revenues), a decrease of 5.0%. The decrease in the gross profit is due to decrease in sales, as aforesaid.

In the Houseware and textile segment, gross profit amounted to NIS 86.3 million (U.S. $25.1 million), (60.6% of revenues) compared to NIS 82.3 million the comparable period last year (57.8% of revenues), an increase of 4.9%.

Selling, general and administrative expenses in the first half of 2014 amounted to NIS 1,221.5 million (U.S. $355.3 million) (21.8% of revenues), compared to expenses of NIS 1,242.1 million (20.6% of revenues) in the comparable period last year, a decrease of 1.7%.

In the Fueling and Commercial sites segment, these expenses amounted to NIS 328.6 million (U.S. $95.6 million) compared to NIS 317.5 million the comparable period last year, an increase of 3.5%. The main increase derives from opening new sites and from decrease in the provision for doubtful accounts recorded the comparable period last year.

In the Supermarkets segment, selling, general and administrative expenses amounted to NIS 677.7 million (U.S. $197.1 million) compared to expenses of NIS 699.8 million in the first half of 2013, a decrease of 3.2% in expenses that mainly derives from decrease in selling spaces and efficacy measures and was partly offset from costs resulting from launching YOU chain and other real price increases.

In the Houseware and textile segment, these expenses amounted to NIS 78.9 million (U.S. $22.9 million) compared to NIS 79.7 million in the first half of 2013, a decrease of 1.0%.

In the Real Estate segment, these expenses amounted to NIS 10.4 million (U.S. $3.0 million) compared to NIS 9.7 million in the first half of 2013, an increase of 7.2%. The increase in costs derives mainly from costs relating to property maintenance and operation.

Operating profit (before other gains and losses) in the first half of 2014 amounted to NIS 24.5 million (U.S. $7.1 million) (0.4% of revenues) as compared to NIS 33.5 million (0.6% of revenues) in the comparable period last year, a decrease of 26.9%. The decrease in the operating profit was mainly due to decrease in operating profit of the Supermarkets segment and Fueling and Commercial Sites segments.

In the Fueling and Commercial sites segment, operating profit in this period amounted to NIS 63.6 million (U.S. $18.5 million) compared to operating profit of NIS 69.2 million in the first half of 2013, a decrease of 8.1%. The decrease in operating profit derives from increased competition and was partly offset from an increase of fuel quantities sold in this period.

In the Supermarkets segment, operating profit in the period amounted to NIS 20.7 million (U.S. $6.0 million) compared to operating profit of NIS 35.2 in the first half of 2013. The decrease in operating profit derives from decrease in sales and was partly offset from decrease in expenses due to the efficacy measures taken, as mentioned above.

In the Houseware and textile segment, operating profit amounted to NIS 7.4 million (U.S. $2.2 million) as compared to an operating profit of NIS 2.6 million in the first half of 2013, an increase of 185%. The increase in operating profit derived from increase in sales, increase in gross profit and decrease in selling, general and administrative expenses.

In the Real Estate segment, the operating profit in this period amounted to NIS 12.1 million (U.S. $3.5 million) compared to NIS 9.6 million in the first half of 2013. The increase in the operating profit derives from increase in rental income.

Changes in fair value of investment property in the first half of 2014 the Company recorded a profit in the amount of NIS 17.3 million (U.S. $5.0 million) compared to a profit of NIS 11.2 million in the corresponding period last year.

Other expenses, net other expenses in the first half of 2014 amounted to NIS 12.1 million (U.S. $3.5 million) and included costs relating to reducing the selling spaces in Supermarkets segment compared to other expenses of NIS 10.2 million in the first half of 2013.

Share in gains of associates in this period amounted to NIS 21.4 million (U.S. $6.2 million) compared to NIS 2.9 million in the corresponding period last year. The main increase derives from real estate revaluation along with progress of construction of the Tel Aviv mall in the wholesale market project.

Operating profit amounted to NIS 51.1 million (U.S. $14.9 million) (0.9% of revenues) in the first half of 2014 as compared to operating profit of NIS 37.4 million (0.6% of revenues) in the first half of 2013, an increase of 36.6%. The increase in operating profit in this quarter compared to the corresponding period last year mainly derives from increase in the Company's share in the gains of associates, as aforesaid.

Finance costs, net in the first half of 2014 amounted to NIS 95.5 million (U.S. $27.8 million) as compared to net finance costs of NIS 128.7 million in the first half of 2013. The decrease in finance costs, net derives from the impact of the CPI on the Company's financial liabilities some of which were CPI linked. In this period, CPI decreased at a rate of 0.2% compared to an increase of 0.7% in the corresponding period last year and from a decrease in the prime rate.

Taxes on income tax benefit in the first half of 2014 amounted to NIS 6.5 million (U.S. $1.9 million) as compared to tax benefit of NIS 13.5 million in the first half of 2013.

Loss from continuing operation in the first half of 2014 loss amounted to NIS 37.9 million (U.S. $11.0 million) compared to a loss of NIS 77.8 million in the first half of 2013. The loss from continuing operations in the first half of 2014 attributed to the Company's shareholders amounted to NIS 57.0 million (U.S. $16.6 million) or NIS 0.86 per share (U.S. $0.25) and the income from continuing operations attributed to non-controlling interests amounted to NIS 19.0 million (U.S. $5.5 million).

Net loss from discontinued operation in this period amounted to NIS 3.1 million (U.S. $0.9 million) or NIS 0.05 per share (U.S. $0.01) compared to a loss of NIS 10.0 million in the first half of 2013, which attributed in its entirely to the Company's shareholders.

Cash flows for the first half of 2014

Cash flows from operating activities: Net cash flow provided by operating activities amounted to NIS 334.2 million (U.S. $97.2 million) in the first half of 2014 compared to NIS 503.5 million from operating activities in the comparable period last year. The main decrease derives from a decrease in changes in working capital in the amount of NIS 101.4 million (U.S. $29.5 million), from measures taken by Dor Alon to reduce customer credit days and inventories and tax refunds of NIS 43.3 received in the comparable period last year.

Cash flows used in investing activities: Net cash flows used in investing activities amounted to NIS 136.9 million (U.S. $39.8 million) in this period as compared to net cash used in investing activities of NIS 88.9 million in the first half of 2013. Cash flows used in investing activities in this period mainly included the purchase of investment property, property and equipment and intangible assets of total NIS 158.3 million (U.S. $46.0 million), grant of long term loans, net of NIS 40.8 million (U.S. $11.9 million) and was offset by proceeds from realization of marketable securities, net of NIS 45.3 million (U.S. $13.2 million), and interest received of NIS 8.9 million (U.S. $2.6 million). In the first half of 2013 the cash flows used in investing activities mainly included the purchase of property and equipment, investment property and intangible assets of NIS 111.0 million, investment in marketable securities, net in the amount of NIS 31.7 million, net, grant of long term loans, net of NIS 5.8 million, and was offset by proceeds from realization of investment property of NIS 51.3 million and interest received of NIS 12.9 million.

Cash flows used in financing activities: Net cash flows used in financing activities amounted to NIS 51.9 million (U.S. $15.1 million) in this period as compared to net cash flows used in financing activities of NIS 157.3 million in the corresponding period last year. The cash flows used in financing activities this period mainly included repayment of long term loans of NIS 107.2 million (U.S. $31.2 million), repayment of debentures of NIS 144.6 million (U.S. $42.0 million), interest payments of NIS 112.4 million (U.S. $32.7 million) and a dividend payment to non-controlling interests of NIS 40.3 million (U.S. $11.7 million) and was offset by receiving long term loans of NIS 223.0 million (U.S. $64.9 million) and issuance of debentures of NIS 154.4 million (U.S. $44.9 million).

The net cash flows used in financing activities in the first half of 2013 included mainly repayment of debentures of NIS 143.5 million, interest payments of NIS 128.8 million, decrease in short term bank credit, net of NIS 121.1 million, dividend payment to non-controlling interests of NIS 15.2 million and was offset by issuance of debentures of NIS 240.2 million and receipt of long term loans of NIS 86.8 million.

Additional Information

Adjusted EBITDA (Earnings before Interest, Taxes, Depreciation, and Amortization)[4] in the first half of 2014 adjusted EBITDA was NIS 192.9 million (U.S. $56.1 million) (3.4% of revenues) compared to NIS 215.4 million (3.6% of revenues) in the comparable period of 2013.

In the second quarter of 2014 adjusted EBITDA was NIS 108.1 million (U.S. $31.4 million) (3.7% of revenues) compared to NIS 103.2 million (3.5% of revenues) in the second quarter of 2013 and compared to NIS 84.8 million in the first quarter of this year (3.1% of revenues).

Events during the reporting period

Fueling and Commercial sites segment

a. As of June 30, 2014, Dor Alon operated 209 fueling stations and 215 convenience stores in various formats.

b. In February 2014, in a joint company owned in equal shares by Dor Alon and a third party, an allocation of land was approved in the southern industrial region of Herzliya, which allows, under the approved urban building scheme, the establishment of a project at a scope of 52,000 square meters, a main area designated for employment. The allocation is subject to several conditions including a payment of capitalized lease fees. The joint company acts to submit an objection on the capitalization fee amount and the continued completion of the transaction with the Land Administration Office.

Supermarkets segment

a. As of June 30, 2014, Mega operated 211 supermarkets under different formats. The results of branches which were resolved to cease their operations in their current layout are included in the adjustments of segment reporting.

b. As of June 30, 2014, the Company operated branches in a total area of 347,700 sq.m. During the first half of 2014, three branches with a total area of 6,500 sq.m were closed and two branches with a total area of 3,800 sq.m were opened. In addition, during the first half, commercial spaces in branches at a total area of 9,500 sq.m were reduced.

Sales per square meter in the Supermarkets segment in the second quarter of 2014 amounted to NIS 4,823 (U.S. $1,402) compared to NIS 4,780 in the corresponding quarter last year.
Sales per square meter in the Supermarkets segment in the first half of 2014 amounted to NIS 9,264 (U.S. $2,695) compared to NIS 9,636 in the corresponding period last year.

c. In the reporting period, the Company classified costs of purchasing inventory and supply chain from selling, general and administrative expenses to cost of sales. Comparative figures were classified accordingly.

d. Following the strategic plan, Mega signed after the balance sheet date, agreement in principle to transfer the activity of 8 branches with a total area of 25,000 sq.m. Under the agreement, the purchaser will have the option to use the purchasing and supply services of Mega for the branches in respect of the transferred activity and Mega has the option to repurchase these branches at the end of the period defined in the MOU.

Houseware and textile segment

As of June 30, 2014, the Company operates 114 stores (of which 11 franchised) according to the following breakdown: Na'aman - 66 stores, Vardinon - 48 stores.

Real Estate segment

a. On February 23, 2014, an ordinary purchase offer of BSRE was completed for the purchase of 7.8% of its issued and outstanding share capital for NIS 160 million. The purchase offer was responded by 99.2% of BSRE shareholders including the Company. The Company's share in the purchase offer's consideration was NIS 120 million and the balance of NIS 40 million was paid to non-controlling interests and was included in the statements of cash flows used in financing activities under the line item "dividend paid to non-controlling interests". The holding rate of the Company in BSRE, after the purchase offer, is 74.71%.

b. Wholesale market complex

Sale agreements with apartment purchasers

On or about the date of issuing the report, the residence company entered into commitment for 684 sale agreements with a scope of NIS 1,690 million (including VAT) and received advances of NIS 1,065 million (including VAT).

Commercial spaces in the mall

As of June 30, 2014, lease agreements were signed or are to be signed for 40% of the commercial spaces.

c. On March 31, 2014, BSRE entered into an agreement with Harel Investments, Insurance and Financial Services Ltd. for obtaining a credit of up to NIS 105 million to finance the BSRE's share in the establishment of the office building in Ra'nana. The amounts used from the credit line will be considered as a loan and will bear variable interest linked to the prime rate. The loan principal is payable in 15 years effective from May 2015. To secure the loan, BSRE pledged its rights in the office building including related rights. The agreement prescribed terms allowing the lenders to put up the loan for immediate repayment, including financial covenants with respect to the project.

d. Logistic center in Kibbutz Eyal

In June 2014, the construction of the logistic center in Kibbutz Eyal was completed with an area of 28,000 sq.m.

The logistic center was established by a company jointly controlled by BSRE and a third party. At the beginning of July 2014 Mega commenced the operation of the logistic center according to the lease agreement between them.

e. Point Wells

On April 10, 2014, the Supreme Court of Washington State approved for BSRE's subsidiary a vested right to develop real estate according to "Urban Center" zoning in a scope of 3,000 residential units, public areas and development plans.

f. Givon Parking Lot - Tel Aviv

The parking lot was established by BSRE and a third party via a jointly controlled company and it includes 1,000 parking spaces. The parking lot obtained a temporary form 4 and is expected to open in the third quarter of this year.

General

Cash balances deposit agreement between the Company and BSRE

In April 2014, monetary balances agreement for three years between the Company and BSRE was approved. Under the agreement, the Company may receive or deposit in BSRE up to NIS 150 million on ON-CALL terms. The Company will provide BSRE, as collateral, a fixed charge on BSRE shares owned by the Company such that the total value of collaterals will not fall below 2. If the rating of the Company's bonds will be lowered by three rating levels, the maximum loan amount that BSRE may deposit in the Company will be reduced.

Sale of Kfar Hasha'shuim

In February 2014, BEE group completed the sale of 65% of its holdings in Kfar Hasha'shuim ,which was classified as discontinued operations, for NIS 13 million which will be payable under the terms of the agreement. BEE group granted the purchaser an option to purchase in two years from consummating the transaction its remaining holdings in Kfar and the purchaser granted an option to sell him the remaining investment at the end of the two years and for six months.

The Company will continue to provide in favor of Bank Hapoalim a comfort letter for the balance of the credit facility of Kfar Hasha'shuim and at the same time the purchaser signed the collateral in respect of the account. In addition, the purchaser committed to decrease every year the debt to the bank and upon the completion of the purchase of all shares by the purchaser, the comfort letter in favor of the bank will expire.

Following is the Company's share in the results of Kfar until the consummation date of the transaction. No gain or loss resulted to the Company from the realization of operations.



                    Operating results          Six months            Year
                        until the                 ended              ended
                  consummation date of           June 30          December 31
                     the transaction
                     ---------------

                                          2014               2013                   2013
                                          ----               ----                   ----

                    NIS in thousands
                    ----------------

    Sales                               22,155             61,040                114,837

     Gross
     profit                              3,329             13,003                 23,829

     Operating
     income
     (loss)                            (2,092)             (472)               (8,375)

     Loss
     included
     in
     loss
     from
     discontinued                      (3,065)          (10,000)              (29,994)
        operation
        in
        profit
        and
        loss

Cash flows used in sale of Kfar:



                                      NIS in thousands
                                      ----------------

    Investments accounted for
     using equity method                                     (7,000)

    Other long-term receivables                              (9,000)

    Assets of disposal groups
     classified as held for sale                              93,680

    Liabilities of disposal groups
     classified as held for sale                            (79,769)
                                                             -------

    Cash flows used in sale of
     Kfar                                                    (2,089)
                                                              ======

New Director Appointments

Alon Blue Square announced the appointment of Dan Weiss, Yonel Cohen and Oded Rubinstein to its board of directors effective today.

Mr. Weiss has been a faculty member at the Faculty of Management of Tel Aviv University since 2003 and is a certified CPA. He received a B.Sc.I.E. in Industrial Engineering and Management from Technion - Israel Institute of Technology, an MBA from Tel Aviv University, and a PhD in managerial economics from Tel Aviv University.

Mr. Cohen was Group Chief Executive Officer of Migdal Insurance and Financial Holdings Ltd. from 2008 until 2013 and holds a Bachelor of Sciences in Mathematics and Computer Sciences from Tel-Aviv University.

Mr. Rubinstein Oded serves as Chief Executive Officer of the Mishkey Hanegev Aguda Shitufit Merkazit l'haklaut ltd. and holds a Bachelor in economics and management from Ruppin Academic Center and MBA from Ben Gurion- Beer Sheva University.

Issuance of bonds

a. On January 27, 2014, BSRE completed the exchange of NIS 200 million par value of bonds (Series B) (recorded in the books at a liability value of NIS 238 million) pursuant to a partial exchange tender offer against an expansion of bonds (Series E) at a par value of NIS 265 million. The exchange had no effect on the statement of profit or loss.

b. On March 18, 2014, Midroog ratified the rating of P-1 for commercial securities of the Company and also lowered the rating of bonds Series A and C of the Company to A3 stable. In addition, Midroog approved for the Company the issuance of bonds at a scope of NIS 150 million by expanding Series C or a new series.

c. On April 3, 2014, bonds (Series C of the Company) were expanded by way of a private placement of NIS 150 million par value of bonds (Series C) to institutional investors at a price of 101.3% of their par value, reflecting a return of 3.8%.

NOTE A: Convenience Translation to Dollars

The convenience translation of New Israeli Shekel (NIS) into U.S. dollars was made at the exchange rate prevailing at June 30, 2014: U.S. $1.00 equals NIS 3.438. The translation was made solely for the convenience of the reader.

Alon Blue Square Israel Ltd. (hereinafter: "Alon Blue Square") operates in four reportable operating segments and is the largest retail company in the State of Israel. In the Fueling and Commercial Sites segment, Alon Blue Square through its 78.43% subsidiary, which is listed on the Tel Aviv stock exchange ("TASE"), Dor Alon Energy in Israel (1988) Ltd is one of the four largest fuel retail companies in Israel based on the number of petrol stations and a leader in the field of convenience stores operating a chain of 209 petrol stations and 215 convenience stores in different formats in Israel. In its supermarket segment, Alon Blue Square, as a pioneer in the modern food retail, through its 100% subsidiary, Mega Retail Ltd., currently operates 211 supermarkets under different formats, each offering a wide range of food products, "Near Food" products and "Non-Food" products at varying levels of service and pricing. In its "Housware and textile" segment, Alon Blue Square, through its TASE traded 77.51% subsidiary, Na'aman Group (NV) Ltd. operates specialist outlets in self-operation and franchises and offers a wide range of "Non-Food" products as retailer and wholesaler. In the Real Estate segment, Alon Blue Square, through its TASE traded 74.71% subsidiary Blue Square Real Estate Ltd., owns, leases and develops income producing commercial properties and projects. In addition, Alon Blue Square through its 100% subsidiary, Alon Cellular Ltd, operates an MVNO network in Israel, through Diners Club Israel Ltd., an associate held at 49%, which operates in the sector of issuance and clearance of YOU credit cards to the customer club members of the group and through Dr. Baby Marketing and Distribution 888 Ltd. 100 % held subsidiary as a retailer and wholesaler in the baby products sector.

Forward-looking statements

This press release contains forward-looking statements within the meaning of safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may include, but are not limited to, plans or projections about our business, our future revenues, expenses and profitability. Forward-looking statements may be, but are not necessarily, identified by the use of forward-looking terminology such as "may," "anticipates," "estimates," "expects," "intends," "plans," "believes," and words and terms of similar substance. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual events, results, performance, circumstance and achievements to be materially different from any future events, results, performance, circumstance and achievements expressed or implied by such forward-looking statements. These risks, uncertainties and other factors include, but are not limited to, the following: the effect of the economic conditions in Israel on the sales in our stores and of our products and on our profitability; our ability to compete effectively against low-priced supermarkets, large fuel companies and our other competitors; enactment of new laws and regulations, including the enactment of recommendations of governmental appointed committees and regulations with respect to the procurement of petroleum products by fuel companies and the price of petroleum products that are subject to regulation; quarterly fluctuations in our operating results that may cause volatility of our ADS and share price; fluctuations in the price of petroleum products and increases in excise tax rates imposed on the sale of petroleum products in Israel; risks associated with our dependence on a limited number of key suppliers for products that we sell in our stores; the effect of an increase in the minimum wage in Israel on our operating results; the effect of any actions taken by the Israeli Antitrust Authority on our ability to execute our business strategy and on our profitability; the effect of increases in oil, raw material and product prices in recent years; the effects of damage to our reputation or to the reputation of our store brands due to reports in the media or otherwise; government policies with respect to residential building may have a negative impact on our operations in residential building, and other risks, uncertainties and factors disclosed in our filings with the U.S. Securities and Exchange Commission (SEC), including, but not limited to, risks, uncertainties and factors identified under the heading "Risk Factors" in our annual report on Form 20-F for the year ended December 31, 2013. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Except for our ongoing obligations to disclose material information under the applicable securities laws, we undertake no obligation to update the forward-looking information contained in this press release.

(1 )Operating profit (before other gains and losses, changes in fair value of investment property and share in gains of associates) (hereinafter - Operating profit before gains and losses).

(2) Effective from this quarter, the Company presents in Houseware and textile segment Na'aman Group's houseware and textile activity. Other activities which were included in this segment are presented in others. Comparative figures were classified accordingly.

(3 )The Company operates in four reportable segments: Fueling and Commercial sites, Supermarkets, Houseware and textile and Real Estate. Segmental information is included in this report below.

(4) Use of financial measures that are not in accordance with Generally Accepted Accounting Principles

Adjusted EBITDA is a measure that is not in accordance with Generally Accepted Accounting Principles (Non-GAAP) and is defined as income before financial income (expenses) net, other gains (losses) net, changes in fair value of investment property, taxes, share in gains of associates, depreciation and amortization in addition to share in adjusted EBITDA of equity accounted investees and share in EBITDA of branches which were resolved to cease their operation under their current layout. It is an accepted ratio in the retail industry. It is presented as an additional performance measure, since it enables comparisons of operating performances between periods and companies while neutralizing potential differences resulting from changes in capital structures, taxes, age of property and equipment and its related depreciation expenses. Adjusted EBITDA, however, should not be related to as a single measure or as an alternative to operating income, another performance indicator and to cash flow information, which are prepared using Generally Accepted Accounting Principles (GAAP) as indicators of profit or liquidity. Adjusted EBITDA does not take the costs of servicing debt and other liabilities into account, including capital expenditures and therefore it does not necessarily indicate the amounts that may be available to the use of the company and in addition Adjusted EBITDA should not be compared to other indicators with similar names reported by other companies because of differences in the calculation of these indicators. See the reconciliation between our net income and Adjusted EBITDA which is presented in this press release.

Contact:
Alon Blue Square Israel Ltd.
Limor Ganot, co-CEO
Yehuda van der Walde, CFO
Toll-free telephone from U.S. and Canada: 888-572-4698
Telephone from rest of world: 972-9-961-8504
Fax: 972-9-961-8636
Email: cfo@bsi.co.il


                               ALON BLUE SQUARE ISRAEL LTD.

                       CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

                                    AS OF JUNE 30, 2014

                                        (UNAUDITED)


                                                                             Convenience
                                                                             translation

                                               December 31,      June 30,      June 30,
                                               ------------      --------

                                                        2013           2013           2014              2014
                                                        ----           ----           ----              ----

                                                               NIS                      U.S. dollars
                                                               ---                      ------------

                                                                   In thousands
                                                                   ------------

                 A s s e t s


    CURRENT ASSETS:

    Cash and cash
     equivalents                                     322,579        524,828        468,382           136,237

    Investment in
     securities                                      498,779        360,270        454,586           132,224

    Short-term bank
     deposits                                         93,803         95,533         86,074            25,036

    Trade receivables                              1,221,932      1,306,080      1,187,824           345,499

    Other accounts
     receivable including
     current                                         286,661        294,515        400,438           116,474
      maturities of loans receivable

    Derivative financial
     instruments                                         792              -           801               233

    Assets classified as
     held for sale                                         -        45,600          8,706             2,532

    Assets of disposal
     groups classified as
     held for sale                                    99,166        127,517              -                -

    Income taxes
     receivable                                       25,223         28,525          9,579             2,786

    Inventories                                      602,013        576,442        569,651           165,692
                                                     -------        -------        -------           -------

                                                   3,150,948      3,359,310      3,186,041           926,713
                                                   ---------      ---------      ---------           -------


    NON-CURRENT ASSETS:

    Investments accounted
     for using equity
     method                                          962,767        949,806        992,799           288,772

    Derivative financial
     instruments                                       5,517          3,401          6,503             1,892

    Real estate
     inventories                                     106,780        106,557        109,750            31,923

    Investments in
     securities                                       60,259         47,582         62,746            18,251

    Loans receivable, net
     of current maturities                           166,926        200,083        127,549            37,100

    Property and
     equipment, net                                2,535,084      2,578,213      2,517,319           732,204

    Investment property                              770,490        603,010        817,595           237,811

    Intangible assets, net                         1,203,725      1,230,702      1,182,103           343,834

    Other long-term
     receivables                                      32,612         35,735         29,111             8,467

    Deferred taxes                                   167,376        146,212        202,563            58,919
                                                     -------        -------        -------            ------

                                                   6,011,536      5,901,301      6,048,038         1,759,173
                                                   ---------      ---------      ---------         ---------

    Total assets                                   9,162,484      9,260,611      9,234,079         2,685,886
                                                   =========      =========      =========         =========




                                     ALON BLUE SQUARE ISRAEL LTD.

                             CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

                                          AS OF JUNE 30, 2014

                                              (UNAUDITED)


                                                                                                   Convenience
                                                                                                   translation

                                                                           December 31, June 30,     June 30,
                                                                                                        ------------                  ------------

                                                                                   2013       2013          2014           2014
                                                                                   ----       ----          ----           ----

                                                                                                            NIS          U.S. dollars
                                                                                                            ---          ------------

                                                                                                        In thousands
                                                                                                        ------------

                                 Liabilities and shareholders' equity


    CURRENT LIABILITIES:

    Credit and loans from
     banks and others                                                           829,812  1,007,909       801,619        233,164

    Current maturities of
     debentures and                                                             610,354    590,234       548,083        159,419
      convertible debentures

    Current maturities of
     long-term loans from
     banks                                                                      251,089    253,612       284,351         82,708

    Trade payables                                                            1,235,627  1,353,150     1,305,380        379,691

    Other accounts payable
     and accrued expenses                                                       637,258    644,094       719,424        209,255

    Customers' deposits                                                          28,469     28,455        27,881          8,110

    Derivative financial
     instruments                                                                  6,484      8,414         9,261          2,694

    Income taxes payable                                                          3,199      4,552         6,353          1,848

    Provisions                                                                   59,190     57,697        51,619         15,014

    Liabilities of disposal
     groups classified as                                                        85,556     88,284             -             -
      held for sale


                                                                              3,747,038  4,036,401     3,753,971      1,091,903
                                                                              ---------  ---------     ---------      ---------


    NON CURRENT LIABILITIES:

    Long-term loans from
     banks and others, net
     of                                                                       1,273,571  1,107,182     1,345,346        391,316
      current maturities

    Convertible debentures,
     net of current
     maturities                                                                  61,486     90,578        60,748         17,670

    Debentures, net of
     current maturities                                                       2,208,228  2,133,100     2,284,158        664,386

    Other liabilities                                                           129,292    139,826       122,291         35,570

    Derivative financial
     instruments                                                                  2,847      3,510         1,737            505

    Liabilities in respect
     of employee benefits,
     net of                                                                      71,304     69,484        58,483         17,011
      amounts funded

    Deferred taxes                                                              183,703    155,476       199,413         58,003
                                                                                -------    -------       -------         ------

                                                                              3,930,431  3,699,156     4,072,176      1,184,461
                                                                              ---------  ---------     ---------      ---------

    Total liabilities                                                         7,677,469  7,735,557     7,826,147      2,276,364
                                                                              ---------  ---------     ---------      ---------


    EQUITY:


    Ordinary shares of NIS 1
     par value                                                                   79,881     79,881        79,881         23,235

    Additional paid-in
     capital                                                                  1,219,279  1,219,279     1,219,279        354,648

    Other reserves                                                               34,575     28,444        35,086         10,205

    Accumulated deficit                                                       (279,611) (227,333)     (339,650)      (98,792)
                                                                               --------   --------      --------        -------

                                                                              1,054,124  1,100,271       994,596        289,296

         Non-controlling
          interests                                                             430,891    424,783       413,336        120,226
                                                                                -------    -------       -------        -------

    Total equity                                                              1,485,015  1,525,054     1,407,932        409,522
                                                                              ---------  ---------     ---------        -------

    Total liabilities and
     equity                                                                   9,162,484  9,260,611     9,234,079      2,685,886
                                                                              =========  =========     =========      =========



                                                       ALON BLUE SQUARE ISRAEL LTD.
                                                     CONSOLIDATED STATEMENTS OF INCOME

                                          FOR THE SIX AND THREE MONTH PERIOD ENDED JUNE 30, 2014

                                                                (UNAUDITED)


                                                                                                                      Convenience

                                                                                                  translation for

                                                                 Year ended        Six months       Three months    the six months
                                                                December 31,     ended June 30,   ended June 30,    ended June  30,
                                                                ------------     --------------

                                                                          2013              2013               2014               2013         2014               2014
                                                                          ----              ----               ----               ----         ----               ----

                                                                                                  NIS                                       U.S. dollars
                                                                                                  ---                                       ------------

                                                                                         In thousands (except per share data)
                                                                                          -----------------------------------

    Revenues                                                        14,860,869         7,487,944          7,091,650          3,695,142    3,643,232          2,062,725

    Less - government levies                                         2,974,529         1,448,577          1,489,929            745,043      756,382            433,371
                                                                     ---------         ---------          ---------            -------      -------            -------

    Net revenues                                                    11,886,340         6,039,367          5,601,721          2,950,099    2,886,850          1,629,354

    Cost of sales                                                  * 9,312,832   * 4,763,764            4,355,697    * 2,319,088       2,242,651          1,266,927
                                                                   -----------   -----------            ---------    -----------       ---------          ---------

    Gross profit                                                     2,573,508         1,275,603          1,246,024            631,011      644,199            362,427

    Selling, general and
     administrative expenses                                        *2,472,855    *1,242,112            1,221,539          * 617,888     619,107            355,306
                                                                    ----------   ----------             ---------          ---------     -------            -------

    Operating profit before other
     gains and losses and changes in                                   100,653            33,491             24,485             13,123       25,092              7,121
      fair value of investment property

    Other gains                                                          3,049               111              4,748                 81          692              1,381

    Other losses                                                      (24,567)         (10,347)          (16,866)           (4,043)     (4,069)           (4,905)

    Increase in fair value of
     investment property, net                                           47,589            11,246             17,332              5,687        6,781              5,041

    Share in gains of associates                                        27,211             2,919             21,361              3,308       12,058              6,213
                                                                        ------             -----             ------              -----       ------              -----

    Operating  profit                                                  153,935            37,420             51,060             18,156       40,554             14,851

    Finance income                                                      78,168            37,117             33,256             20,328       17,170              9,673

    Finance expenses                                                 (332,184)        (165,852)         (128,766)          (95,213)    (79,949)          (37,454)
                                                                      --------          --------           --------            -------      -------            -------

    Finance expenses, net                                            (254,016)        (128,735)          (95,510)          (74,885)    (62,779)          (27,781)
                                                                      --------          --------            -------            -------      -------            -------

    Loss  before taxes on income                                     (100,081)         (91,315)          (44,450)          (56,729)    (22,225)          (12,930)

    Taxes  benefit                                                    (12,667)         (13,508)           (6,522)          (10,870)     (3,090)           (1,897)
                                                                       -------           -------             ------            -------       ------             ------


    Loss from continued operations                                    (87,414)         (77,807)          (37,928)          (45,859)    (19,135)          (11,033)

    Loss from discontinued operation                                  (29,994)         (10,000)           (3,065)           (7,982)           -             (892)
                                                                       -------           -------             ------             ------          ---              ----

                                                                     (117,408)         (87,807)          (40,993)          (53,841)    (19,135)          (11,925)
                                                                      ========           =======            =======            =======      =======            =======

    Attributable to:

    Equity holders of the Company                                    (145,695)         (97,513)          (60,040)          (55,858)    (28,801)          (17,463)
                                                                      --------           -------            -------            -------      -------            -------

    Non-controlling interests                                           28,287             9,706             19,047              2,017        9,666              5,540
                                                                        ------             -----             ------              -----        -----              -----


    Loss per ordinary share or ADS attributable to equity
      holders of the company

    Basic and fully diluted

    Continuing operations                                               (1.75)           (1.33)            (0.86)            (0.73)      (0.44)            (0.25)

    Discontinued operations                                             (0.45)           (0.15)            (0.05)            (0.12)           -            (0.01)
                                                                         -----             -----              -----              -----          ---             -----

                                                                        (2.20)           (1.48)            (0.91)            (0.85)      (0.44)            (0.26)
                                                                         =====             =====              =====              =====        =====              =====

    Weighted average number of shares or ADSs used
      for  computation of earnings per share:

    Basic and fully diluted                                             65,954            65,954             65,954             65,954       65,954             65,954
                                                                        ======            ======             ======             ======       ======             ======


    * Reclassified - see event during the reporting period in Supermarkets segment.




                                             ALON BLUE SQUARE ISRAEL LTD.

                                         CONSOLIDATED STATEMENTS OF CASH FLOWS

                                FOR THE SIX AND THREE MONTH PERIOD ENDED JUNE 30, 2014

                                                      (UNAUDITED)


                                                                                                         Convenience

                                                                                                         translation

                                                 Year  ended     Six months ended   Three months ended   for the six
                                                                                       months ended

                                                 December 31,       June  30,           June  30,         June  30,
                                                 ------------       ---------

                                                          2013                2013                  2014           2013         2014              2014
                                                          ----                ----                  ----           ----         ----              ----

                                                                                  NIS                                       U.S. dollars
                                                                                  ---                                       ------------

                                                                                      In thousands
                                                                                      ------------

    CASH FLOWS FROM OPERATING
      ACTIVITIES:

    Loss  before  taxes  on
     income from                                     (100,081)           (91,315)             (44,450)      (56,729)    (22,225)         (12,930)
      continuing operations

    Net loss from discontinued
     operation (before taxes)                         (29,994)           (10,000)              (3,065)       (7,982)           -            (892)

    Income tax  received, net                           44,258              43,303                 3,775            475        8,260             1,098

    Adjustments for cash
     generated from                                    690,511             561,509               377,958        258,158      207,221           109,935
      operations
                                                                                                                                              ---

    Net cash provided by
     operating activities                              604,694             503,497               334,218        193,922      193,256            97,211
                                                       -------             -------               -------        -------      -------            ------

    CASH FLOWS FROM INVESTING
      ACTIVITIES:

    Purchase of property and
     equipment                                       (140,007)           (55,764)            (107,543)      (31,572)    (55,449)         (31,281)

    Purchase of investment
     property                                         (91,041)           (46,558)             (41,341)      (25,696)    (14,638)         (12,025)

    Purchase of intangible
     assets                                           (12,556)            (8,704)              (9,433)       (3,370)     (6,600)          (2,744)

    Proceeds from collection of
     short-term bank                                     2,343                 613                 7,729          7,954        8,302             2,248
      deposits, net

    Proceeds from sale of
     property and equipment                             21,186               2,174                   631            360          276               184

    Proceeds from sale of
     investment property                                51,279              51,279                 6,500          6,189        6,500             1,891

    Proceeds from sale of
     marketable securities                             220,264             114,842               120,840         80,762       85,487            35,148

    Investment in marketable
     securities                                      (379,150)          (146,501)             (75,550)      (78,832)    (52,224)         (21,975)

    Investment and loans to
     associates                                       (36,685)            (7,366)              (4,696)       (5,134)     (4,005)          (1,366)

    Grant of long term loans                          (24,258)           (22,840)             (64,287)           (5)        (38)         (18,699)

    Collection of long-term
     loans                                              99,435              16,996                23,497          3,483        5,731             6,834

    Discontinuance of
     consolidation                                           -                  -              (2,089)             -           -            (608)

    Interest received                                   18,923              12,905                 8,879          4,171        3,449             2,583
                                                        ------              ------                 -----          -----        -----             -----

    Net cash used in investing
     activities                                      (270,267)           (88,924)            (136,863)      (41,690)    (23,209)         (39,810)
                                                      --------             -------              --------        -------      -------           -------



                                               ALON BLUE SQUARE ISRAEL LTD.

                                           CONSOLIDATED STATEMENTS OF CASH FLOWS

                                  FOR THE SIX AND THREE MONTH PERIOD ENDED JUNE 30, 2014

                                                        (UNAUDITED)


                                                                                                         Convenience

                                                                                                         translation

                                                  Year ended     Six months ended   Three months ended   for the six
                                                                                       months ended

                                                 December 31,       June  30,           June  30,        June  30,
                                                 ------------       ---------

                                                          2013                2013                  2014           2013          2014              2014
                                                          ----                ----                  ----           ----          ----              ----

                                                                                   NIS                                       U.S. dollars
                                                                                   ---                                       ------------

                                                                                      In thousands
                                                                                      ------------

    CASH FLOWS FROM FINANCING
      ACTIVITIES:

    Dividend paid to non-
     controlling interests                            (30,723)           (15,218)             (40,286)      (15,218)            -         (11,717)

    Issuance of debentures                             732,185             240,180               154,397         87,917       154,397            44,909

    Repayment of debentures                          (601,147)          (143,534)            (144,568)     (141,157)    (142,162)         (42,050)

    Receipt of long-term
     loans                                             392,000              86,853               223,014         46,200       123,014            64,867

    Repayment of long-term
     loans                                           (263,151)          (114,678)            (107,176)      (60,871)     (68,092)         (31,174)

    Short-term credit from
     banks and others, net                           (301,789)          (121,059)             (24,938)        51,097      (45,792)          (7,254)

    Transactions with non-
     controlling interests                              50,338              48,711                     -        48,711             -                -
      in subsidiary without loss of control

    Settlement of forward
     contracts                                         (9,768)            (9,717)                    -       (9,717)            -                -

    Interest paid                                    (250,417)          (128,801)            (112,396)      (66,306)     (70,610)         (32,692)
                                                      --------            --------              --------        -------       -------           -------

    Net cash used in
     financing activities                            (282,472)          (157,263)             (51,953)      (59,344)     (49,245)         (15,111)
                                                      --------            --------               -------        -------       -------           -------

                                                        51,955             257,310               145,402         92,888       120,802            42,290

    INCREASE  IN CASH AND CASH
      EQUIVALENTS AND BANK OVERDRAFTS

    Translation differences
     on cash and cash                                      (9)                (1)                  (1)             1           (6)                -
      equivalents

    BALANCE OF CASH AND CASH
     EQUIVALENTS                                       259,045             259,045               310,991        423,465       335,596            90,458
      AND BANK OVERDRAFTS AT BEGINNING OF
      PERIOD
                                                                                                                                               ---

    BALANCE OF CASH AND CASH
     EQUIVALENTS                                       310,991             516,354               456,392        516,354       456,392           132,748
      AND BANK OVERDRAFTS AT END OF PERIOD
                                                                                                                                               ===



                                                                                       ALON BLUE SQUARE ISRAEL LTD.

                                                                                  CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                          FOR THE SIX AND THREE MONTH PERIOD ENDED JUNE 30, 2014

                                                                                               (UNAUDITED)


                                                                                                                                                                 Convenience

                                                                                                                                                               translation

                                                                                                                                                               for the six

                                                     Year ended                       Six months                Three months           months ended

                                                    December 31,                    ended June 30,             ended June 30,            June 30,
                                                                                    ------------              --------------

                                                                        2013                        2013                        2014                    2013                      2014         2014
                                                                        ----                        ----                        ----                    ----                      ----         ----

                                                        NIS                          U.S. dollars
                                                        ---                          ------------

                                                                In thousands
                                                                ------------


    (a)  Net cash provided by operating activities:

        Adjustments for:

        Depreciation and amortization                                  269,141                     135,109                     134,427                  67,827                    68,213       39,100

        Increase in fair value of investment                          (47,589)                   (11,246)                   (17,332)                (5,687)                  (6,781)     (5,041)
          property, net

        Share in profit of associates                                 (27,211)                    (2,919)                   (21,360)                (3,308)                 (12,057)     (6,213)

        Dividend received                                               10,030                       4,519                       6,184                     400                     3,459        1,799

        Share based payment                                              (151)                      (151)                          -                      -                        -           -

         Loss (gain) from sale and disposal of
         property                                                      (2,631)                      5,732                       2,497                   5,579                     (811)         726
          and equipment, net

        Provision for impairment of property                            20,912                       6,412                           -                  6,412                         -           -
          and equipment, net

        Loss (gain) from changes in fair value of                      (8,675)                    (3,437)                      1,631                     133                     3,358          474
          derivative financial instruments

         Linkage differences on monetary assets,
         debentures,                                                    59,929                      21,633                     (8,988)                 19,770                    11,962      (2,614)
          loans and other long term liabilities

        Employee benefit liability, net                                (7,631)                         68                     (9,363)                  (131)                      238      (2,723)

         Decrease (increase)  in value of
         investment in                                                (11,265)                      (644)                        978                   (557)                      505          284
          securities, deposits and long-term
           receivables, net

        Interest paid, net                                             224,462                     115,434                      99,659                  59,408                    67,161       28,987

         Changes in operating assets and
         liabilities:

        Investment in real estate inventories                          (2,717)                    (1,022)                    (1,771)                  (467)                  (1,199)       (515)

         Decrease in trade receivables and other
         accounts                                                      169,936                      68,574                      14,041                 402,475                   242,023        4,084

        Increase (decrease) in trade payables                          (9,850)                    154,726                     141,899               (327,995)                (252,191)      41,274
        and other accounts payable

        Decrease  in inventories                                        53,821                      68,721                      35,456                  34,299                    83,341       10,313
                                                                      ------                      ------                      ------                  ------                    ------       ------

                                                                     690,511                     561,509                     377,958                 258,158                   207,221      109,935
                                                                     =======                     =======                     =======                 =======                   =======      =======


         (b) Supplementary information on investing
         and
          financing activities not involving cash
           flows:

        Purchase of property and equipment                              48,249                      14,255                       8,842                  14,255                     8,842        2,572
          on credit
                                                                         ===



                          ALON BLUE SQUARE ISRAEL LTD.

                                NET LIABILITIES

                                  (UNAUDITED)


                                                                                  Convenience

                                                                                  translation

                                            December 31,          June 30,       June 30,
                                            ------------          --------

                                              2013           2013          2014              2014
                                              ----           ----          ----              ----

                                                      NIS                    U.S. dollars
                                                      ---                    ------------

                                                          In thousands
                                                          ------------

                                                       Alon Blue Square*
                                                        ----------------


    Cash
     and
     cash
     equivalence                            36,974          4,414       191,615            55,734

     Investment
     in
     securities                            135,322         68,674       133,812            38,921
                                           -------         ------       -------            ------

    Total
     assets                                172,296         73,088       325,427            94,655
                                           =======         ======       =======            ======

    Short term and Long-term debt:

    Short
     term
     loans
     from
     banks                                 167,748        169,381       117,676            34,228

     Current
     maturities
     of
     debentures                            112,641         92,801       130,011            37,816

     Commercial
     papers                                120,403        132,611       120,377            35,014

    Long
     term
     loans
     from
     banks                                 141,894        157,756       141,604            41,188

    Debentures                             226,147        182,811       361,798           105,235
                                           -------        -------       -------           -------

    Total
     debt                                  768,833        735,360       871,466           253,481
                                           =======        =======       =======           =======

    Equity:

    Equity
     attributable
     to
     equity
     holders
     of                                  1,054,124      1,100,271       994,596           289,296
      the company:
                                                                                           ---

    Total
     debt,
     net                                 (596,537)     (662,272)    (546,039)        (158,826)
                                          ========       ========      ========          ========


    * Net of grant of loans or loans received from subsidiaries



                                        ALON BLUE SQUARE ISRAEL LTD.

                    RECONCILIATION BETWEEN NET INCOME FOR THE PERIOD AND ADJUSTED EBITDA

                           FOR THE SIX AND THREE MONTH PERIOD ENDED JUNE 30, 2014

                                                 (UNAUDITED)



                                                                                           Convenience

                                                                                           translation

                                          Year ended       Six months      Three months    for the six
                                                                           months ended

                                         December 31,    ended June 30,   ended June 30,    June 30,
                                         ------------    --------------

                                                  2013              2013              2014           2013         2014              2014
                                                  ----              ----              ----           ----         ----              ----

                                                                 NIS in thousands                             U.S. dollars
                                                                                                                in thousands
                                                                           ------------


    Net loss from
     continuing
     operations                               (87,414)         (77,807)         (37,928)      (45,859)    (19,135)         (11,033)

    Tax benefit                               (12,667)         (13,508)          (6,522)      (10,870)     (3,090)          (1,897)

    Share in gains
     of associates                            (27,211)          (2,919)         (21,361)       (3,308)    (12,058)          (6,213)

    Share in
     adjusted EBITDA
     of equity                                  51,125            28,772            22,125         14,732       12,024             6,435
      accounted investees

    Share in EBITDA
     of branches
     which were                                 29,460            18,141            11,860          7,526        2,752             3,450
      resolved to cease their
       operation under their
      current layout

    Finance
     expenses, net                             254,016           128,735            95,510         74,885       62,779            27,781

    Other losses,
     net                                        21,518            10,236            12,118          3,962        3,377             3,524

    Changes in fair
     value of
     investment
     property                                 (47,589)         (11,246)         (17,332)       (5,687)     (6,781)          (5,041)

    Depreciation and
     amortization                              269,141           135,109           134,427         67,827       68,213            39,100

    Share based
     payment                                     (151)            (151)                -             -           -                -
                                                  ----              ----               ---           ---         ---              ---

    Adjusted EBITDA                            450,228           215,362           192,897        103,208      108,081            56,106
                                               =======           =======           =======        =======      =======            ======

ALON BLUE SQUARE ISRAEL LTD.
FOR THE THREE AND SIX MONTH PERIOD ENDED JUNE 30, 2014
(UNAUDITED)

Note 1 - Segment reporting

The Company includes segment information according to IFRS 8. The reporting is based on the Company's organizational structure, the internal reporting, the allocation of resources and the decision-making process. The Company presents four reporting segments: Supermarkets - food retail, Fueling and Commercial sites, Houseware and textile, Real Estate in addition to other segment which includes mainly Cellular activity, the Company's share in the issuance and clearance activity of credit cards and the baby products sector. The segments' results, as reviewed by the Chief Operating Decision Maker (CODM) include the operating profit before financial expenses from continuing operations, including the company's share in gains of associates and excluding impairment of goodwill. The segments' results for prior periods were adjusted in order to reflect the segment's results and the adjustment to the results in the consolidated report for those periods from continuing operations.

The Company's operating segments consist of the following:

(1) Fueling and commercial sites - Through its subsidiary Dor-Alon the Company is engaged in the development, construction and operation of vehicle fueling stations, adjacent commercial centers and independent convenience stores, marketing of fuel products and other products through the fueling stations and convenience stores and direct marketing of distillates to customers. The fueling and commercial sites segment is presented according to the published financial statements of Dor-Alon, with reclassification of credit card fees and with the amortization of the excess of cost arising at the time of acquisition allocated to the reconciliation between the operating profit of the segment and the consolidated operating profit.

(2) Supermarkets - The Company operates the second largest food retail chain in Israel. Through its subsidiary, Mega Retail Ltd. ("Mega Retail"), which operates Supermarket branches, the Company offers a wide range of food and beverage products and "Non-food" items, such as houseware, toys, small electrical appliances, computers and computer accessories, entertainment and leisure products and textile products and "Near-Food" products, such as health and beauty aids, products for infants, cosmetics and hygiene products. As of June 30, 2014, Mega Retail operated 211 supermarkets including branches which were resolved to cease their operation under their current layout. This segment also includes properties owned through Blue Square Real Estate ("BSRE"), in connection with the supermarket operation of Mega Retail's stores (including warehouses and offices). The results of branches which were resolved to cease their operation under their current layout including comparative figures that were restated are included in the adjustments of segment results to consolidated profit or loss since the CODM reviews the Supermarkets segment without these branches. The allocation of costs attributed to the branches which were resolved to cease their operation under their current layout was made based on direct costs and joint expenses that will be saved.

(3) Houseware and textile -through its subsidiary, Na'aman Group (NV) Ltd. ("Na'aman), the Company is engaged as retailer and wholesaler in houseware and textile activities. As of June 30, 2014, Na'aman operated 114 stores, some through franchisees. Effective from this quarter, the Company presents in Houseware and textile segment Na'aman Group's houseware and textile activity. Other activities which were included in this segment are presented in others. Comparative figures were classified accordingly.

(4) Real Estate - Through its subsidiary BSRE the Company is engaged in generating yield from commercial centers, logistics centers and offices, land for the purpose of capital appreciation and deriving long-term yield as well as in the development of the "Wholesale Market" residency project.

(5) Others - Alon Blue Square through its 100% subsidiary, Alon Cellular Ltd, operates an MVNO network in Israel and through Diners Club Israel Ltd., an associate held at 49%, which operates in the sector of issuance and clearance of YOU credit cards to the customer club members of the group, by Dr. Baby Marketing and Distribution 888 Ltd. 100 % held subsidiary as a retailer and wholesaler in the baby products sector and by Bee Group Ltd 100% held subsidiary which operates the logistic center in Beer Tuvia.


                                                                                                      ALON BLUE SQUARE ISRAEL LTD.

                                                                                         FOR THE THREE AND SIX MONTH PERIOD ENDED JUNE 30, 2014

                                                                                                               (UNAUDITED)


    Note 1 - Segment reporting (continued):


                                                     Three months ended June 30, 2014
                                                     --------------------------------

                                                                                                                                                                             Adjustments
                                                                                                                                                                             -----------

                                            Fueling and                            Supermarkets                            Houseware               Real         Others           Branches              Other                   Total
                                            Commercial                                                                    and textile             Estate                       resolved to          adjustments             consolidated
                                               sites                                                                                                                           cease their
                                                                                                                                                                             operation in
                                                                                                                                                                            their current
                                                                                                                                                                                layout
                                                                                                                                                                    ---                                                                         ---

                                                             NIS in thousands
                                                             ----------------


    Net segment revenues                                 1,246,961                                  1,419,560                              71,544        12,232      30,189                 106,364                       -                     2,886,850

    Inter segment revenues                                  11,265                                          -                              3,174             -        942                       -               (15,381)                             -

    Gross profit (loss)                                    201,973                                    360,166                              42,066        12,232       1,691                  25,344                     727                        644,199

    Depreciation and
     amortization                                           22,523                                     35,253                               1,700             -      2,591                   4,044                   2,102                         68,213

    Operating profit (loss)
     before                                                 36,864                                     16,976                               1,589         6,949     (7,610)                (6,796)                (8,430)                        39,542
      other gains and losses net, share
      in gains (losses) of associates and
      changes in fair value of investment
      property

    Segment profit                                          38,400                                     15,754                               1,739        22,467     (3,257)                (9,555)               (10,544)                        55,004

    Unallocated corporate expenses                                                                                                                                                                                                       (14,450)

    Financial expenses, net                                                                                                                                                                                                              (62,779)
                                                                                                                                                                                                                                          -------

    Loss before taxes on income                                                                                                                                                                                                          (22,225)
                                                                                                                                                                                                                                          =======




                                                                    Three months ended June 30, 2013
                                                                    --------------------------------

                                                                                                                                                                              Adjustments
                                                                                                                                                                              -----------

                                                         Fueling and                            Supermarkets            Houseware           Real         Others                Branches                 Other                    Total
                                                         Commercial                                                    and textile         Estate                            resolved to             adjustments              consolidated
                                                            sites                                                                                                            cease their
                                                                                                                                                                           operation in
                                                                                                                                                                          their current
                                                                                                                                                                              layout
                                                                                                                                                                  ---                                                                             ---

                                                                          NIS in thousands
                                                                          ----------------


    Net segment revenues                                              1,267,522                              1,456,199              50,459         9,900           26,157                    139,862                        -                     2,950,099

    Inter segment revenues                                                9,503                                      -              5,599             -               -                         -                (15,102)                             -

    Gross profit (loss)                                                 196,785                               *368,187             28,247         9,900          (1,783)                    29,749                     (74)                       631,011

    Depreciation and
     amortization                                                        21,947                                 35,437               1,382             -           2,711                      4,599                    1,751                         67,827

    Operating profit
     (loss) before                                                       32,684                                 23,126             (7,285)        4,881         (12,165)                  (12,124)                 (8,398)                        20,719
      other gains and losses net, share
      in gains (losses) of associates and
      changes in fair value of investment
      property

    Segment profit                                                       34,847                                 21,313             (7,685)        6,260          (5,790)                  (12,379)                (10,817)                        25,749

    Unallocated corporate expenses                                                                                                                                                                                                          (7,593)

    Financial expenses, net                                                                                                                                                                                                                (74,885)
                                                                                                                                                                                                                                            -------

    Loss before taxes on income                                                                                                                                                                                                            (56,729)
                                                                                                                                                                                                                                            =======


    * Reclassified - see events during the reporting period in Supermarkets segment.



                                                                                                       ALON BLUE SQUARE ISRAEL LTD.

                                                                                          FOR THE THREE AND SIX MONTH PERIOD ENDED JUNE 30, 2014

                                                                                                                (UNAUDITED)


                                                                                                                  Six months ended June 30, 2014
                                                                                                                  ------------------------------

                                                                                                                                                                                               Adjustments
                                                                                                                                                                                               -----------

                                                                                     Fueling and                Supermarkets                Houseware                           Others             Branches                   Other                    Total
                                                                                     Commercial                                            and textile                                           resolved to               adjustments              consolidated
                                                                                        sites                                                                     Real                           cease their
                                                                                                                                                               Estate                          operation in
                                                                                                                                                                                              their current
                                                                                                                                                                                                  layout
                                                                                                                                                                                      ---                                                                               ---

                                                                                                                       NIS in thousands
                                                                                                                       ----------------


    Net segment revenues                                                                          2,441,161          2,733,619                         142,502        22,519           57,757                  204,163                            -                     5,601,721

    Inter segment revenues                                                                           18,621                  -                         12,600             -           2,044                        -                    (33,265)                             -

    Gross profit (loss)                                                                             392,145            698,421                          86,304        22,519          (1,184)                  47,758                           61                      1,246,024

    Depreciation and
     amortization                                                                                    44,013             69,896                           3,111             -           5,209                    7,995                        4,203                        134,427

    Operating profit (loss)
     before                                                                                          63,588             20,733                           7,381        12,082         (20,877)                (19,854)                    (17,766)                        45,287
       other gains and losses net, share
       in gains (losses) of associates and
       changes in fair value of investment
       property

    Segment profit                                                                                   65,485              9,218                           7,531        46,506          (9,767)                (25,118)                    (21,993)                        71,862

    Unallocated corporate expenses                                                                                                                                                                                                                               (20,802)

    Financial expenses, net                                                                                                                                                                                                                                      (95,510)

    Loss before taxes on income                                                                                                                                                                                                                                  (44,450)
                                                                                                                                                                                                                                                                  =======


                                                                                                                Six months ended June 30, 2013
                                                                                                                ------------------------------

                                                                                                                                                                                                                       Adjustments
                                                                                                                                                                                                                       -----------

                                                                                     Fueling and                Supermarkets                Houseware             Real          Others             Branches                   Other                    Total
                                                                                     Commercial                                            and textile           Estate                          resolved to               adjustments              consolidated
                                                                                        sites                                                                                                    cease their
                                                                                                                                                                            operation in
                                                                                                                                                                            their current
                                                                                                                                                                                layout
                                                                                                                                                                                ------

                                                                                                                       NIS in thousands
                                                                                                                       ----------------


    Net segment revenues                                                                          2,604,972          2,931,266                         142,294        19,347           49,068                  292,420                            -                     6,039,367

    Inter segment revenues                                                                           16,514                  -                         12,463             -               -                       -                    (28,977)                             -

    Gross profit (loss)                                                                             386,821           *734,943                         82,289        19,347          (5,875)                  57,849                          229                      1,275,603

    Depreciation and
     amortization                                                                                    43,426             70,960                           2,839             -           5,357                    9,016                        3,511                        135,109

    Operating profit (loss)
     before                                                                                          69,247             35,108                           2,593         9,611         (26,929)                (27,156)                    (16,773)                        45,701
       other gains and losses net, share
       in gains (losses) of associates and
       changes in fair value of investment
       property

    Segment profit                                                                                   71,958             28,826                           2,065        13,234         (16,022)                (28,027)                    (22,404)                        49,630

    Unallocated corporate expenses                                                                                                                                                                                                                               (12,210)

    Financial expenses, net                                                                                                                                                                                                                                     (128,735)
                                                                                                                                                                                                                                                                 ========

    Loss before taxes on income                                                                                                                                                                                                                                  (91,315)
                                                                                                                                                                                                                                                                  =======


    * Reclassified - see events during the reporting period in Supermarkets segment.



                                                                                   ALON BLUE SQUARE ISRAEL LTD.

                                                                      FOR THE THREE AND SIX MONTH PERIOD ENDED JUNE 30, 2014

                                                                                            (UNAUDITED)


    Note 1 - Segment reporting (continued):


                                                                             Year ended December 31, 2013
                                                                             ----------------------------

                                                                                                                                          Adjustments
                                                                                                                                          -----------

                                            Fueling and  Supermarkets                 Houseware                 Real         Others           Branches          Other                        Total
                                             Commercial                              and textile               Estate                       resolved to      adjustments                 consolidated
                                               sites                                                                                        cease their
                                                                                                                                           operation
                                                                                                                                                 in
                                                                                                                                              their
                                                                                                                                               current
                                                                                                                                             layout
                                                                                                                                      ---                                                              ---

                                                                                   NIS in thousands
                                                                                   ----------------


    Net segment revenues                       5,140,486       5,773,632                             273,084        38,369            104,932        555,837                           -              11,886,340

    Inter segment revenues                        39,385               -                             27,467             -             2,577              -                   (69,429)                       -

    Gross profit (loss)                          788,619      1,481,685*                            158,163        38,369           (13,408)       119,010                       1,070                2,573,508

    Depreciation and
     amortization                                 88,142         138,930                               5,935             -            10,436         18,675                       7,023                  269,141

    Operating profit (loss)
     before                                      134,751         108,572                             (1,065)       18,604           (54,258)      (48,135)                   (33,792)                 124,677
      other gains and losses net, share
      in gains (losses) of associates and
      changes in fair value of investment
      property

    Segment profit                               138,566          99,245                             (1,955)       75,015           (31,029)      (55,308)                   (46,575)                 177,959

    Unallocated corporate expenses                                                                                                                                        (24,024)

    Financial expenses, net                                                                                                                                              (254,016)
                                                                                                                                                                          --------

    Loss before taxes on income                                                                                                                                          (100,081)
                                                                                                                                                                          ========


                                                                                                  Six months ended June 30, 2014
                                                                                                  ------------------------------

                                                                                                                                                                             Adjustments
                                                                                                                                                                             -----------

                                                                                     Fueling and  Supermarkets                    Houseware          Real         Others         Branches          Other                  Total
                                                                                      Commercial                                 and textile        Estate                     resolved to      adjustments            consolidated
                                                                                        sites                                                                                  cease their
                                                                                                                                                                              operation
                                                                                                                                                                                    in
                                                                                                                                                                                 their
                                                                                                                                                                                  current
                                                                                                                                                                                layout
                                                                                                                                                                         ---                                                               ---

                                                                                                   U.S dollars in thousands
                                                                                                   ------------------------


    Net segment revenues                                                                  710,053                    795,119                 41,449         6,550         16,799         59,384                      -                     1,629,354

    Inter segment revenues                                                                  5,416                          -                 3,665             -           595              -               (9,676)                             -

    Gross profit (loss)                                                                   114,062                    203,147                 25,103         6,550          (344)        13,891                     18                        362,427

    Depreciation and
     amortization                                                                          12,802                     20,330                    905             -         1,515          2,326                  1,222                         39,100

    Operating profit (loss)
     before                                                                                18,496                      6,031                  2,147         3,514        (6,073)       (5,775)               (5,169)                        13,171
      other gains and losses net, share
      in gains (losses) of associates and
      changes in fair value of investment
      property

    Segment profit                                                                         19,047                      2,681                  2,191        13,527        (2,842)       (7,306)               (6,397)                        20,901

    Unallocated corporate expenses                                                                                                                                                                                                   (6,050)

    Financial expenses, net                                                                                                                                                                                                         (27,781)
                                                                                                                                                                                                                                     -------

    Loss before taxes on income                                                                                                                                                                                                     (12,930)
                                                                                                                                                                                                                                     =======


    * Reclassified - see events during the reporting period in Supermarkets segment.

SOURCE Alon Blue Square Israel Ltd.