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Alon Holdings Blue Square Israel Ltd : CORRECTION - Alon Holdings Blue Square Israel Ltd: Alon Holdings Blue Square - Israel Ltd. Announces Financial Results for the First Nine Months and Third Quarter of 2011

11/28/2011 | 08:32am US/Eastern

ROSH HA-AYIN, Israel, November 29, 2011 /PRNewswire/ --

In the news release, "Alon Holdings Blue Square - Israel Ltd. Announces Financial Results for the First Nine Months and Third Quarter of 2011" issued on 28 Nov 2011 12:32 GMT, by Alon Holdings Blue Square Israel Ltd NYSE:BSI over PR Newswire, we are advised by a representative of the company that the "Supermarket segment revenues" information sections now include the following sentences, "Sales per square meter amounted to NIS 13,691 (U.S. $3,688) in the first nine months of 2011, compared to NIS 13,998 in the comparable period last year." and "Sales per square meter amounted to NIS 4,524 (U.S. $1,219) in the third quarter of 2011 compared to NIS 4,898 in the comparable quarter last year." Complete, corrected release follows:

Alon Holdings Blue Square-Israel Ltd. (NYSE and TASE: BSI) today announced its financial results for the first nine months and third quarter ended September 30, 2011.

Highlights:

        
        - As a result of the inclusion of the results of Dor Alon, and the creation
          of the largest retail group in Israel, the Company's sales in the first nine months of
          2011 amounted to NIS 9,443 million (U.S. $2,544 million) (increase of 71%) and the
          operating profit amounted to NIS 270 million (U.S. $72.8 million) (increase of 40%
          compared to the comparable period last year).
        - In the Supermarket segment the same store sales (SSS) decreased in the first
          nine months of 2011 by 0.8% compared to the comparable period last year. In the third
          quarter of 2011 the same store sales decreased by 6.6%1 compared to the comparable
          quarter last year mainly due to the public protest in Israel that commenced at the end
          of the second quarter this year caused a decrease in selling prices to consumers and
          decrease in demands and due to the timing of the Tishrey Holidays2, the effect of
          which was reflected in the third and fourth quarter this year and were fully included
          in the third quarter last year. Dor Alon's operating profit increased by 7% in the
          third quarter of 2011 compared to the comparable quarter last year. Effective
          September, marketing margin was eroded as a result of the government decision.
        - As a result of an investment in option for the purchase of 49% of Diners
          Israel, The Company recorded in the first half of 2011 financial income from
          revaluation of the option. In the third quarter, once the agreement came into force
          and the option was exercised, the Company recorded a tax benefit.
        - The net income in the first nine months of 2011 amounted to NIS 150 million
          (U.S. $40.4 million) (increase of 145%).

1. Gross sales in stores that operated fully in both periods.

2. Tishrey Holidays - are the holidays during the first month of the Jewish calendar.

KEY FIGURES for the nine months and the third quarter compared to the comparable periods last year (the statements of Dor Alon were consolidated for the first time in the fourth quarter of 2010):

        
                                                   The                       The
                                                 rate of                   rate of
        Data in NIS (millions) 1-9 2010 1-9 2011 change  7-9/2010 7-9/2011 change

                  Net revenues  5,520    9,443    71.1%   1,921    3,227     68%
                  Gross profit  1,573    2,226    41.5%     546      745   36.4%
          Rate of gross profit   28.5%    23.6%            28.4%    23.1%
              Operating income
           (before other gains
        and losses and changes
              in fair value of
          investment property)    192      270    40.6%      57       72    26.3%
             Rate of operating
                        income    3.5%     2.9%             3.0%     2.2%
           Financial expenses,
                           net    107      135    26.2%      51       79    54.9%
            Net income for the
                        period     61      150   145.9%       3       40   1,233%

Results for the First Nine Months of 2011[3]

Gross revenues

Revenues (including government levies) for the first nine months of 2011 were NIS 11,555.6 million(U.S. $3,113.0 million), compared to NIS 5,520.3 million in the comparable period last year - an increase of 109.3 %. The main increase in revenues was due to the inclusion of the results of Dor Alon. Dor Alon's revenues in the first nine months, including government levies of NIS 2,112.4 million (U.S. $569.1 million) amounted to NIS 6,138.4 million (U.S. $1,653.7 million).

Revenues from sales, net

Supermarkets segment revenues, net - in the first nine months of 2011 amounted to NIS 5,076.1 million (U.S. $1,367.5 million) as opposed to NIS 5,155.0 million in the comparable period last year, a decrease of 1.5%. (Decrease in sales of SSS stores of 1.2% and decrease in the contribution of non SSS branches (8 openings less 4 closures during the last 12 months)). The main decrease was due to the public protest in Israel that commenced at the end of the second quarter this year that caused a decrease in selling prices to consumers and decrease in demands and impaired the sales in the Supermarkets segment due to the timing of the Tishrey Holidays, the effect of which was reflected in the third and fourth quarter this year and were fully included in the third quarter last year. Sales per square meter amounted to NIS 13,691 (U.S. $3,688) in the first nine months of 2011, compared to NIS 13,998 in the comparable period last year.

Revenues of the Commercial and Fueling sites segment in the first nine months of 2011 amounted to NIS 4,002.1 million (U.S. $1,078.1 million) as compared to NIS 3,177.6 million in the first nine months of 2010[4], an increase of 25.9%. The main increase stems from increase in the quantitative sales as a result of opening new fueling sites, an increase in sales in the convenience stores and an increase in the price of petrol between the periods.

Non-food segment - a decrease in revenues of approximately 1.3% from NIS 347.3 million in the first nine months of 2010 to NIS 342.9 million (U.S. $92.4 million) in the first nine months of 2011. The decrease in revenues was mainly due to a decrease in sales to franchisees stemming from increased competition in the sector and the relocation of the Naaman storage utilities to the new logistic center.

Real estate segment -increase in revenues of approximately 21.7% from NIS 18 million in the first nine months of 2010 to NIS 21.9 million (U.S. $5.9 million) in the first nine months of 2011. The increase in revenues is mainly due to the increase in leased premises and from the effect of the increase of CPI.

Gross Profit in the first nine months of 2011 amounted to approximately NIS 2,226.3 million (U.S. $ 599.8 million) (approximately 23.6% of revenues) compared to gross profit of approximately NIS 1,572.8 million (28.5% of revenues) in the first nine months of 2010. Excluding the effect of Dor Alon's results, the gross profit decreased by NIS 18.4 million (U.S. $4.9 million). The decrease in the gross profit is mainly due to a decrease in sales of the supermarkets segment (the gross operating profit amounted to 27.9% in the first nine months of 2011 compared to 27.6% in the first nine months of 2010) and a decrease in sales and the gross profit margin in the non food segment that was partly offset by an increase in revenues from the real estate segment.

Selling, general, and administrative expenses in the first nine months of 2011 amounted to approximately NIS 1,956.6 million (U.S. $ 527.1 million) compared to NIS 1,380.6 million in the comparable period last year, an increase of 41.7%.

Excluding the effect of Dor Alon's results the selling, general and administrative expenses increased by NIS 30.3 million (U.S. $8.2 million)(2.2%). The main increase was recorded in the supermarkets segment and was mainly due to an increase in rental fees affected by the change in CPI and updated lease agreements, an increase in municipal taxes and an increase in payroll expenses that was partly offset by a decrease in advertising expenses.

Operating profit (before other gains and losses and increase in the fair value of investment property) in the first nine months of 2011 amounted to approximately NIS 269.7 million (U.S $ 72.6 million) compared to operating income of NIS 192.2 million in the comparable period last year, an increase of 40.3%.

Excluding the effect of Dor Alon's results the operating profit (before other gains and losses and increase in fair value of investment property) decreased by NIS 48.7 million (U.S. $13.1 million). The decrease in the operating profit was mainly due decrease in sales in the non-food and supermarkets and non-food segments and due to an increase in selling, general and administrative expenses mainly in the supermarkets segment.

Increase in fair value of investment property in the first nine months of 2011, the Company recorded profit from the increase in the value of investment property in the amount of NIS 28.1 million (U.S $ 7.6 million) including NIS 18.1 million (U.S $ 4.9 million) from revaluation of property in Kiryat Hasharon, Netanya, half of which was sold and NIS 7.0 million (U.S $ 1.9 million) from revaluation of "Hadar mall" in Jerusalem in the first nine months of 2010 the Company recorded a gain from increase in value of investment property in the amount of NIS 18.9 million.

Other income and expenses, net in the first nine months of 2011 the Company recorded other expenses, net in the amount of NIS 7.1 million (U.S $ 1.9 million) compared to net expenses of NIS 11.2 million in the comparable period last year. These expenses included costs relating to the relocation of part of the BEE group companies to the logistic center in Beer Tuvia and disposal of property and equipment.

Operating profit in the first nine months of 2011 was NIS 290.7 million (U.S. $ 78.3 million) compared to operating profit of NIS 199.8 million in the comparable period last year, an increase of 45.5%. Excluding the effect of Dor Alon's results the operating profit decreased by NIS 35.4 million (U.S. $ 9.5 million).

Financial Expenses, Net for the first nine months of 2011 were NIS 134.9 million (U.S. $36.3 million) compared to financial expenses, net of NIS 107.5 million in the comparable period last year. Excluding the effect of the results of Dor Alon the finance expenses decreased by NIS 24.5 million (U.S. $6.6 million). The decrease was mainly a result of finance income from the revaluation of the option to purchase shares of Diners and capitalization of borrowing costs of projects under construction in the real estate segment that was partly offset by an increase in the Company's indebtedness following the purchase of Dor Alon and the increase of the Israeli CPI (the CPI increased in first nine months of 2011 by 2.75% compared to increase of 1.62% in the comparable period last year).

Taxes on Income for the first nine months of 2011 were approximately NIS 12.1 million (U.S. $3.3 million) (7.5% effective tax rate compared to a statutory tax rate of 24%) compared to NIS 30.4 million (effective tax rate of 33% compared to a statutory tax rate of 25%) in the comparable period last year. The decrease in tax expenses in this period derives from recording liability for deferred income taxes in the statements of operations in the amount of NIS 37 million in the third quarter of this year with the consummation of the Diners transaction.

Net Income in first nine months of 2011 was NIS 149.8 million (U.S. $ 40.3 million) compared to net income of NIS 61.3 million in the comparable period last year. The increase in net income in this period compared to the corresponding period last year mainly derives from including Dor Alon's results, the impact of the option revaluation of Diners and tax benefit on exercising the option. The net income for the first nine months of 2011 attributable to the equity holders of the company was NIS 128.8 million (U.S. $34.7 million), or NIS 1.96 per share (U.S. $ 0.53), while the portion attributable to the non-controlling interests was NIS 20.9 million (U.S. $5.6 million).

Cash Flows in the First Nine Months of 2011

Cash Flows from Operating Activities: Net cash flows deriving from operating activities in the first nine months of 2011 amounted to NIS 486.2 million (U.S. $131.0 million) compared to cash flows from operating activities of NIS 204.7 million in the first nine months of 2010. The inclusion of Dor Alon's results contributed to the cash flow from operating activities in the first nine months of 2011 the amount of NIS 88.4 million.

The increase in cash flows from operating activities is mainly due to a decrease in working capital in the Supermarket segment, from advancing receipts from credit card companies and from the increase in advances from purchasers of apartments of NIS 98.3 million (U.S $26.5 million).

Cash Flows from Investing Activities: Net Cash flows used in investing activities in the first nine months of 2011 amounted to approximately NIS 477.4 million (U.S. $128.6 million) compared to net cash flows of NIS 463.2 million used in investing activities in the first nine months of 2010. Cash flows used in investing activities in the first nine months of 2011 included mainly purchases of property and equipment, investment property and intangible assets, in a total amount of NIS 272.9 million (U.S $ 73.5 million), the grant of long term loans of NIS 155.1 million, ($ 41.8 million), mainly to controlling shareholders and investment in restricted deposits in the amount of NIS 98.3 million (U.S $ 26.5 million), and an investment in an associate (Diners) of NIS 36.4 million (U.S $ 9.8 million). Cash flows used in investing activities in the first nine months of 2010 included mainly purchases of property and equipment, intangible assets, investment property and payments on account of real estate in a total amount of NIS 229.5 million, a net investment in marketable securities of NIS 220.7 million and the grant of a loan of NIS 27.4 million to a proportionally consolidated company.

Cash Flows from Financing Activities: Net Cash flows used in financing activities in the first nine months of 2011 amounted to NIS 16.8 million (U.S $4.5 million) compared to net cash flow used in financing activities of NIS 82.4 million in the first nine months of 2010. Cash flows used in financing activities in the first nine months of 2011 included mainly repayment of bonds in the amount of NIS 140.7 million (U.S $37.9 million), repayment of loans in the amount of NIS 181.7 million (U.S $48.9 million), and payments of interest in the amount of NIS 170.0 million (U.S $45.8 million), this was offset by an increase in short term bank credit in the amount of NIS 373.1 million (U.S $100.5 million) and receiving loans in the amount of NIS 132.5 million (U.S $35.7 million), . Net Cash flows used in financing activities in the first nine months of 2010 included mainly repayment of long term loans of NIS 99.6 million, the payment of interest of NIS 99.6 million, payment of dividends of NIS 75 million to the Company's shareholders and NIS 17.6 million to the non-controlling interests and acquisition of treasury shares of NIS 4.3 million. This was offset by issue of debentures in the amount of NIS 108.6 million and an increase in short term credit net in the amount of NIS 100.3 million.

Comments of Management

Mr. David Weisman Active Chairman and Chief Business manager - "the results of the first nine months of the year are characterized by a positive contribution of the organizational change in which the food chain "Mega", "Eden Teva" and the fuel company "Dor Alon" operate under one "umbrella". Another contribution is to the profitability is the exercise of the option into a full holding of 49% in Diners, which among others, strengthens the customers' club YOU which already has over one million customers and is doing it successfully.

In September of this year, the fuel administration, in a disproportionate action, reduced the marketing margin on supervised fuels in self service and full service by 18.4 and 11.5 Agorot per liter, respectively; this reduction may adversely and significantly affect the business results of Dor Alon.

The Company filed a petition with the high court of justice seeking to suspend and even cancel the reduction of the marketing margin. The court resolved to remand the case for hearing at the ministry of infrastructures and allotted a three month period to render a decision in this case. Until such decision is made, the reduction shall remain in force.

Dor Alon acts to reduce the effect on its profitability following the reduction of the marketing margin.

BSRE continues to expand its operations and presents an increase of approximately 12% in income from rental fees and an improvement in NOI of approximately 12.1% in the first nine months of 2011 compared to the corresponding period last year.

Currently, we continue our preparations to launch a virtual operator (MVNO) and act to install and assimilate computerized system (billing). We intend to commence deployment in the fourth quarter in points of sale and service in Mega and Dor Alon branches and offer the customer club members of the Company a unique range of services and mobile phones. The launch of the network is expected to take place in the second quarter of 2012."

In regards to the supermarket and non-food segments, Mr. Zeev Vurembrand, CEO, said: "Deepening competition and the public protest were two trends that significantly impacted the retail food segment in the first nine months of the year. Deepening competition was reflected in accelerated opening of commercial spaces and converting branches into hard discount formats. The public protest impacted consumption habits, in general, and food consumption, in particular, which is shown in decline of sales in the supermarkets segment in the third quarter. In addition, the increase in expenses related to minimum wages and rental fees caused an erosion of the operating income in the supermarkets segment.

The Company commenced taking efficiency measures cutting back on headquarters expenses and selling expenses including downsizing personnel in the headquarters and other expenses. These measures are taken as part of the Company's response to the new competitive situation.

We intend to open under the multi annual development plan, that was presented earlier this year, approximately 15 branches in a total area of some 18 thousand sq.m until the end of 2012, where most of the branches are in "Mega in Town" format.

Eden Teva shall conclude at the beginning of 2012 the second stage of the chain's deployment which shall consist 20 branches - 11 independent branches and 9 Eden branches in Mega. In 2011, we shall bring Eden Teva to operating balance and in 2012, we expected to show operating profitability.

The private brand represents a major step in the Company's operations and its sales will reach at the end of the year 14% of the total chain's sales. The private brand Mega confers upon us flexibility and dynamics in prices and product range and we intend to continue developing new, innovative and breakthrough products."

Results for the third quarter of the year 2011

Gross Revenues (including government levies) for the third quarter of 2011 were NIS 3,956.1 million(U.S. $1,065.8 million) compared to revenues of approximately NIS 1,920.8 million in the comparable quarter last year, an increase of 106.0 %. The majority of the increase in revenues derives from including the results of Dor Alon. Excluding the effect of Dor Alon's results the revenues this quarter decreased by NIS 118.9 million (U.S. $ 32.0 million) (6.1%) compared to the comparable quarter last year.

The decrease in the revenues compared to the comparable quarter last year is mainly due to the public protest in Israel that commenced at the end of the second quarter this year and caused a decrease in selling prices to consumers and a decrease in demand and impaired the sales in the supermarkets segment and due to the timing of the Tishrey Holidays, the sales of which were mainly included in the third and fourth quarter this year and were fully included in the third quarter of last quarter.

Supermarket segment revenues, net -a decrease in revenues of 6.5% from NIS 1,790.5 million in the third quarter of 2010 to NIS 1,673.1 million (U.S $450.7 million) in the current quarter. The decrease in revenues was mainly due to a decrease in same store sales (SSS) at a rate of 6.7%, as explained above. Sales per square meter amounted to NIS 4,524 (U.S. $1,219) in the third quarter of 2011 compared to NIS 4,898 in the comparable quarter last year.

Revenues of the Commercial and Fueling sites segment for the third quarter of 2011 amounted to NIS 1,425.6 million (U.S. $384.0 million) as compared to NIS 1,107.5 million in the comparable quarter of 2010[5]. The increase in revenues derives from the same reasons described in the analysis of the first nine months of 2011 results.

Non - Food segment revenues - a decrease in revenues of 1.3% from NIS 123.1 million in the third quarter of 2010 to NIS 121.5 million (U.S. $32.7 million) in the current quarter. The decrease mainly derived from the reasons described in the analysis of the results for the first nine months of 2011.

Real Estate segment revenues - rental fees from external parties of NIS 7.2 million in the third quarter of 2010 compared to NIS 7.2 million (U.S. $1.9 million) in the current quarter, with no change.

Gross Profit of the third quarter of 2011 amounted to approximately NIS 744.8 million (U.S. $ 200.6 million) compared to gross profit of approximately NIS 546.1 million in the comparable quarter of 2010. Excluding the effect of Dor Alon's results, gross profit decreased by NIS 31.8 million (U.S. $ 8.6 million). The decrease in the gross profit derives from a decrease in sales of the supermarkets and non - food segments and was partly offset by an increase in the gross profit rate mainly in the Supermarkets segments due to the a different mixture in sales among the formats "Mega Boo"l and "Zol Beshefa" compared "Mega in Town" and "Eden" (the gross profit rate amounted to 28.1% in the current quarter compared to gross profit rate of 27.7% in the comparable quarter last year).

Selling, General and Administrative Expenses in the third quarter of 2011 amounted to NIS 672.9 million (U.S. $ 181.2 million) compared to approximately NIS 489.0 million in the comparable quarter, an increase of approximately 37.6%. Excluding the effect of Dor Alon's results, selling, general and administrative expenses decreased by NIS 1.9 million (U.S. $ 0.5 million).

Operating Profit (before other gains and losses and increases in the fair value of investment property) in the third quarter of 2011 amounted to NIS 71.9 million (U.S $ 19.3 million) compared to NIS 57.1 million in the third quarter of 2010, an increase of 25.9%. Excluding the effect of Dor Alon's results, Operating Profit (before other gains and losses and increases in the fair value of investment property) decreased by NIS 29.9 million (U.S $ 8.0 million). The decrease is explained mainly from the same reasons described above in the analysis of the first nine months of 2011 results.

Increase in the Fair Value of Investment Property In the third quarter of 2011, the Company recorded gain from appreciation of investment property in the amount of NIS 8.7 million (U.S $ 2.3 million). The majority of the profit stems from revaluation of "Hadar Mall", in Jerusalem . In the third quarter of 2010, the Company recorded a gain from increase in value of investment property amounting to NIS 5.7 million.

Other income and expenses, Net In the third quarter of 2011, the Company recorded other expenses, net of NIS 1.5 million (U.S. $ 0.4 million), compared to net expenses of NIS 4.1 million in the comparable quarter. The expenses this quarter included costs relating to the transfer of certain BEE Group companies to the new logistic center in Beer Tuvia and the disposal of the property and equipment.

Operating Profit amounted to approximately NIS 79.8 million (U.S. $ 21.5 million) compared to operating profit of NIS 58.7 million in the third quarter of 2010. Excluding the effect of Dor Alon's results, Operating Profit decreased by NIS 23.6 million (U.S $ 6.4 million).

Financial Expenses, net, for the third quarter of 2011 were NIS 79.0 million (U.S. $21.3 million) compared to financial expenses, net of NIS 50.8 million in the comparable quarter last year. Excluding the effect of Dor Alon, the financial expenses decreased by NIS 5.3 million (U.S. $1.4 million). The decrease in net financial expenses this quarter compared with comparable quarter last year derives mainly from decrease of the CPI (the CPI increased in the third quarter of 2011 by 0.58% compared to an increase of 1.23% in the comparable period last year) and from capitalization of financial costs in the real estate segment and was partially offset from an increase in the Company's indebtedness from the purchase of Dor Alon.

Taxes on Income for the third quarter of 2011 tax benefit amounted to NIS 34.7 million (U.S. $ 9.3 million) compared to tax expenses of NIS 4.8 million (effective tax rate of 61% compared to a statutory tax rate of 25%) in the comparable quarter last year. The decrease in tax expenses this quarter derived from recording liability for deferred income taxes in the statements of income of NIS 37 million (U.S. $ 10.0 million) in the third quarter this year with the consummation of the Diners transaction.

Net Income for the third quarter of 2011 amounted to NIS 40.3 million (U.S. $ 10.8 million) compared to a net income of NIS 3.0 million in the third quarter of 2010. The increase in the net income in this quarter compared to the corresponding quarter last year derived mainly from including the results of Dor Alon and the effect of Diners option on tax revenues in the taxes on income. The net income for the third quarter of 2011 attributable to equity holders of the Company, was NIS 33.8 million (U.S. $9.1 million), or NIS 0.54 per share (U.S. $ 0.14), while the portion attributable to the non-controlling interests was NIS 6.4 million (U.S. $1.7 million).

Cash Flows in the third quarter of 2011

Cash Flows from Operating Activities: Net cash flows deriving from operating activities, amounted to NIS 50.0 million (U.S. $ 13.5 million) in the third quarter of 2011 compared to NIS 118.9 million in the comparable quarter last year. The decrease in cash flows from operating activities was mainly due to a decrease in sales in the supermarkets segment and decrease in working capital and was partly offset from the inclusion of Dor Alon results that contributed in the quarter NIS 31.2 million (U.S $ 8.4 million) and from advancing proceeds from credit card companies.

Cash Flows from Investing Activities: Net Cash flows used in investing activities in the third quarter of 2011 amounted to NIS 177.0 million (U.S. $47.7 million) compared to net cash flows of NIS 86.3 million from investing activities in the corresponding quarter of last year. The cash flows used in investing activities in the third quarter of 2011 mainly included the purchase of property and equipment, intangible assets investment property of NIS 96.2 million (U.S. $25.9 million), investments in restricted deposits of NIS 2.9 million (U.S. $0.8 million), investment in short term deposits, net in the amount of NIS 8.2 million (U.S. $2.2 million) and investment in affiliate of NIS 36.4 million (U.S. $13.6 million) and was offset by proceeds received from realizing investment property amounting to NIS 50.6 million (U.S. $13.6 million). Cash used in investing activities in the third quarter of 2010 mainly included the purchase of property and equipment, intangible assets investment property and payments on account of real estate in a total amount of NIS 78.5 million and net investment in marketable securities of NIS 3.7 million and grant of loans to a proportionally consolidated company of NIS 8.4 million net of interest received amounting to NIS 3.9 million.

Cash Flows used in Financing Activities: Net Cash flows deriving from financing activities amounted to NIS 108.2 million (U.S $ 29.6 million) in the third quarter of 2011 as compared to net cash used in financing activities of NIS 24.1 million in the comparable quarter last year. Cash flows deriving from financing activities in the third quarter of 2011 included mainly long term loans received of NIS 23.0 million (U.S. $6.1 million), change in short term credit of NIS 203.0 million (U.S. $54.7 million) and was offset by repayment of bonds of NIS 2.2 million (U.S. $0.6 million), repayment of long term loans of NIS 55.6 million (U.S. $14.9 million) and interest paid of NIS 59.6 million (U.S. $16.1 million). Cash flows used in financing activities in the third quarter of 2010 included mainly a decrease in short term credit net in the amount of NIS 66.0 million, repayment of long term loans amounting to NIS 26.2 million, interest paid of NIS 41.1 million net of consideration for the issue of debentures amounting to NIS 108.6 million.

Additional Information

1. As of September 30, 2011, the Company operated 211 supermarkets divided as follows: Mega In Town -119; Mega Bool - 69; Zol BeShefa - 12 and Eden Teva Market -16 of which 5 Eden within Mega. Dor Alon operated 193 fueling stations and 195 convenience stores in various formats and in the Non-food segment, the Company operated 253 branches (most are franchised).

2. EBITDA (Earnings before Interest, Taxes, Depreciation, and Amortization)[6] in the first nine months of 2011 was NIS 476.0 million (U.S. $ 128.2 million) (5.0% of revenues) compared to NIS 333.9 million (6.0% of revenues) in the first nine months of 2010.

EBITDA in the third quarter of 2011 was NIS 140.5 million (U.S. $ 37.8 million) (4.4 % of revenues) compared to NIS 107.6 million (5.6% of revenues)in the comparable quarter of 2010.

3. Diners transaction

In May 2011, Alon Holdings and Dor Alon (thereafter - the buyers) and Cal (thereafter - Cal) signed an exercise of the agreement to purchase 49% of Diners held by Cal in exchange for a loan granted by Cal to the buyers.

In July, the Company completed the conditions and the buyers paid the loan in the amount of NIS 36 million which Cal granted them.

Alon Holdings and Dor Alon handled their financial statements by an agreement to buy Diners as option for purchasing stock options and recorded in the period income before taxes from revaluation of approximately NIS 102 million (U.S. $ 27.5 million). In the third quarter, upon the consummation of the purchase, the Company recorded in the statements of income liability in respect of deferred income taxes of NIS 37 million (U.S $ 9.7 million) attributed to the revaluation gains from the option.

As of the date of this report, the Company has not yet completed the attribution of the purchase cost to the portion purchased in identifiable assets and liabilities of Diners. The attribution of the purchase cost, as above, was performed on the basis of an initial recognition and therefore, in the following reporting periods some adjustments may be necessary for this attribution.

4. Legislative amendments

Reduction of marketing margin on supervised fuels: In September of this year, the fuel administration reduced the marketing margin on supervised fuels by 11.5 - 18.4 Agorot per liter; this reduction is expected to adversely and significantly affect the business results of Dor Alon.

5. Proposals for legislative amendments

a. Amendments in Corporate tax rates

At the beginning of November 2011, a memorandum of law for economic and social change was published (legislative amendments) (taxes) - 2011 (the memo of law). Under this memo of law, it is proposed, inter alia, to cancel effective 2012 the reduction outline of corporate taxes. It is also proposed to raise the corporate tax to 25% in 2012. In view of the proposal to raise the corporate tax rates to 25% in 2012, the tax rates on capital gain and real appreciation shall be raised respectively. The deferred tax balances included in the financial statements as of September 30, 2011, are calculated according to the tax rates in effect as of the date of the financial statements and do not take into account the effects that may derive from the memo of law. Said effects shall be included in the financial statements to be published effective with the date on which the law will be substantively enacted. The Company estimates that based on the deferred tax balances as of September 30, 2011, the effect on income following the memo of law shall be reflected by a decrease of NIS 19 million (U.S $ 5.1 million), the decrease attributed to the Company's shareholders would amount to NIS 13 million (U.S $ 3.5 million) and the portion attributed to non controlling interests would amount to NIS 6 million (U.S $ 1.3 million). The effect on the capital reserve shall be reflected by a decrease of NIS 6 million (U.S $ 1.6 million), attributed to the Company's shareholders, an amount that may decrease or increase according to the approval of the memo of law.

b. Recommendations submitted to the government

On September 26, 2011, the committee for economic and social change, aiming to review and propose solutions for the high cost of living in Israel, submitted its recommendations for the government's review, the essence of which as to fueling sites and direct trade and marketing of Liquefied petroleum gas relating to the Company.

The encouragement of competition in the fueling and commercial sites.

        
        - To initiate legislative procedures that will release immediately private
          gas stations from exclusivity agreements with the retail fuel companies.
        - To give priority, by planning procedures for individuals, to entities that are
          not one of the large four retail fuel companies and instruct the planning bodies to
          plan plots of land for 40 new fueling stations within 2 years and market them to
          individuals.
        - To expedite applying universal fueling device standards.
        - To implement immediate supervision on diesel fuel at the door of refineries
          and fueling stations.
        - To impose on the national infrastructures ministry to map geographic areas in
          which the competition is low and oblige sale of stations in these areas to individuals
          to encourage competition.

The encouragement of competition in the area of direct marketing of Liquefied petroleum gas.

        
        - To supervise the price at the door of the refinery and the price for the
          consumer.
        - To reform the area of securing free access for carriers to increase
          competition.

It is indicated that the implementation of legislative amendments and the proposal for legislative amendments may have an adverse effect in part, on the business results of per Alon at this stage it is impossible to estimate the extent of the effect.

6. Blue square Real Estate - Givon Parking , Tel Aviv

On October 11, 2011, BSRE received a notice from Tel Aviv municipality (the municipality and the notice) pursuant to which, all of the conditions to approve the BOT agreement of "Givon Parking" in Tel Aviv were fulfilled, in which BSRE shall hold in equal parts with its partners in the wholesale market companies. "Givon Parking" will be composed of approximately 1,000 parking lots adjacent to the wholesale market project. On November 13, 2011, the authority for use of property was delivered for the purpose of construction work. As per BSRE, construction works shall commence in the coming weeks. In return for constructing the parking lot, BSRE and its partners shall be entitled to operate and collect rental fees for parking for a period of 23 years from delivering the authority for use of property. The total establishment cost of the parking lot including related costs is estimated at NIS 144 million (U.S $ 38.8 million), the share of BSRE is approximately NIS 72 million (U.S $ 19.4 million).

7. Naaman

In November 2011, BEE group issued a full tender offer to purchase 4.8 million shares of Naaman that are not held by the group for NIS 6.53 (U.S $ 1.8) per share. The last date for accepting the tender offer was on November 22, 2011, and up to date, an acceptance notice of 1.48 million shares (10.2%) was received in return for NIS 9.7 million (U.S $ 2.6 million). As of the date of this report, BEE group holds 77% of Naaman.

8. Dividend distribution On November 28, 2011 the Board of directors of the Company decided on interim dividend distribution for the year 2011, in the amount of NIS 75 million (U.S $20.2 million), NIS 1.13 per share (U.S.$ 0.30 per share/ADS). The ex-div date for this dividend distribution is on December 15, 2011 and the dividend will be payable on or about December 29, 2011.

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 September 30, 2011: U.S. $1.00 equals NIS 3.712. The translation was made solely for the convenience of the reader.

Alon Holdings Blue Square- Israel Ltd. (hereinafter: "Alon Holdings") is the leading retail company in the State of Israel and operates in four reporting segments: In its supermarket segment, Alon Holdings, 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 "Non-Food" segment, Alon Holdings, through its 100% subsidiary BEE Group Retail Ltd., operates specialist outlets in self operation and franchises and offers a wide range of "Non-Food" products as retailer and wholesaler. In the Commercial and Fueling Sites segment, through its 78.38% 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. Dor Alon operates a chain of 193 petrol stations and 195 convenience stores in different formats in Israel. In its Real Estate segment, Alon Holdings, through its TASE traded 78.26% subsidiary Blue Square Real Estate Ltd., owns, leases and develops yield generating commercial properties and projects.

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 and 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, uncertaintiesand other factors include, but are not limited to, the following: the effect of the recession in Israel on the sales in our stores and on our profitability; our ability to compete effectively against low-priced supermarkets and other competitors; quarterly fluctuations in our operating results that may cause volatility of our ADS and share price; 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; 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, 2010. 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.

        
                               ALON HOLDINGS BLUE SQUARE - ISRAEL LTD.
                        INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
                                       AS OF SEPTEMBER 30, 2011

        
                                                                        Convenience
                                                                        translation(A)
                               Dec 31           September 30,            September 30,
                               2010         2010            2011             2011
                              Audited            Unaudited
                                        NIS                           U.S. dollars
                                               In thousands
          Assets
        CURRENT ASSETS:
        Cash and cash
        equivalents         125,956        270,823       101,063              27,226
        Investment in
        securities          310,237        439,335       286,041              77,058
        Short-term
        deposits             98,084              -       103,449              27,869
        Trade
        receivables       1,731,747        908,026     1,856,038             500,010
        Other accounts
        receivable including
        current maturities
        of long term loans
        granted             162,599        195,438       494,777             133,291
        Derivative
        financial instruments     -          8,559         5,165               1,391
        Assets classified
        as held for sale          -              -         3,610                 973
        Income taxes
        receivable           64,094         54,911       110,795              29,848
        Inventories         680,296        523,179       682,463             183,853
                          3,173,013      2,400,271     3,643,401             981,519
        NON-CURRENT
        ASSETS:
        Investments in
        associates            6,012          4,303       203,050              54,701
        Derivative 
        financial
        instruments          56,078         17,885         1,124                 303
        Real estate
        inventories          83,337         83,733        95,470              25,719
        Payments on account 
        of real estate      164,132        156,465       180,786              48,703
        Investments in
        securities           30,327              -        25,618               6,901
        Loans receivable,
        net of current
        maturities          176,043              -       147,471              39,728
        Property and
        equipment, net    2,928,515      1,990,441     2,959,410             797,255
        Investment
        property            546,870        460,791       554,656             149,422
        Intangible
        assets, net       1,486,744        412,294     1,462,555             394,007
        Other long-term
        receivables          47,098         28,916       155,627              41,925
        Deferred taxes       66,018         40,201        79,919              21,530
                          5,591,174      3,195,029     5,865,686           1,580,194
        Total assets      8,764,187      5,595,300     9,509,087           2,561,713

        
                               ALON HOLDINGS BLUE SQUARE - ISRAEL LTD.
                        INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
                                       AS OF SEPTEMBER 30, 2011

        
                                                                   Convenience
                                                                   translation(A)
                           December 31,       September 30,         September 30,
                              2010         2010          2011             2011
                            Audited                     Unaudited
                                          NIS                       U.S. dollars
                                                In thousands
        Liabilities and equity
        CURRENT LIABILITIES:
        Credit and loans from 
        banks and others    470,284      242,883       828,642             223,233
        Current maturities 
        of debentures and
        convertible 
        debentures          202,769       19,724       213,781              57,592
        Current maturities 
        of long-term loans
        from banks          297,771      117,792       336,768              90,724
        Trade payables    1,342,763    1,026,533     1,474,970             397,352
        Other accounts
        payable and
        accrued expenses    686,447      689,522       948,844             255,615
        Customers' deposits  30,405            -        28,097               7,569
        Derivative financial
        instruments           7,700            -         1,249                 336
        Income taxes payable  7,431           77         4,809               1,295
        Provisions           71,870       60,435        75,983              20,469
                          3,117,440    2,156,966     3,913,143           1,054,185
        NON CURRENT LIABILITIES:
        Long-term loans
        from banks and
        others, net of
        current
        maturities        1,399,159      521,157     1,262,632             340,149
        Convertible
        debentures, net
        of current
        maturities          117,801      117,205       119,305              32,140
        Debentures, net
        of current
        maturities        2,183,093    1,466,570     2,071,174             557,967
        Other
        liabilities         199,983       13,026       265,415              71,502
        Derivative
        financial
        instruments           9,151        7,909        15,520               4,181
        Liabilities in
        respect of employee
        benefits, net of
        amounts funded       51,492       46,855        52,429              14,124
        Deferred taxes      103,929       56,289       106,790              28,769
                          4,064,608    2,229,011     3,893,265           1,048,832
        Total liabilities 7,182,048    4,385,977     7,806,408           2,103,017
        EQUITY:
        Equity attributable 
        to equity holders
        of the Company:
        Ordinary shares
        of NIS 1 par value   79,712       58,486        79,878              21,519
        Additional
        paid-in capital   1,218,409    1,042,364     1,219,282             328,470
        Other reserves     (12,539)        6,978      (20,362)             (5,485)
        Accumulated
        earnings (deficit) (85,760)     (85,679)        41,601              11,207
                          1,199,822    1,022,149     1,320,399             355,711
        Non-controlling
        interests           382,317      187,174       382,280             102,985
        Total equity      1,582,139    1,209,323     1,702,679             458,696
        Total liabilities 
        and equity        8,764,187    5,595,300     9,509,087           2,561,713

        
                               ALON HOLDINGS BLUE SQUARE - ISRAEL LTD.
                              CONDENSED CONSOLIDATED STATEMENTSOF INCOME
                    FOR THE NINE AND THREE MONTHS PERIODS ENDED SEPTEMBER 30, 2011

        
                                                                           Convenience
                                                                           translation
                                                                          (A) for the      
                         Year           For the              For the       nine months
                         ended         nine months         three months       ended
                       December 31,  ended September 30, ended September 30, September 30,
                         2010         2010       2011       2010      2011       2011
                        Audited                  Unaudited                  Unaudited
                                               NIS                        U.S. dollars
                                    In thousands (except per share data)
        Revenues       9,227,453 5,520,276  11,155,604 1,920,789 3,956,136   3,113,040
        Less -
        government
        levies           723,709         - (2,112,439)         - (728,554)   (569,084)
        Net revenues   8,503,744 5,520,276   9,443,165 1,920,789 3,227,582   2,543,956
        Cost of sales  6,192,352 3,947,497   7,216,831 1,374,722 2,482,719   1,944,189
        Gross profit   2,311,392 1,572,779   2,226,334   546,067   744,863     599,767
        Selling, general 
        and administrative
        expenses       2,069,970 1,380,598   1,956,614   488,957   672,924     527,105
        Operating
        profit before
        other gains
        and losses and
        changes in fair 
        value of 
        investment
        property         241,422   192,181     269,720    57,110    71,939      72,662
        Other gains        3,258     1,892       1,637        89       637         441
        Other losses    (28,188)  (13,086)       8,752   (4,175)   (1,468)     (2,358)
        Increase in
        fair value of
        investment
        property, net     32,917    18,857      28,132     5,670     8,687       7,579
        Operating profit 249,409   199,844     290,737    58,694    79,795      78,324
        Finance income    85,852    28,791     145,889     9,742    14,575      39,302
        Finance
        expenses       (235,847) (136,325)   (280,858)  (60,566)  (93,593)    (75,663)
        Finance
        expenses, net  (149,995) (107,534)   (134,969)  (50,824)    79,018    (36,361)
        Share of loss
        of associates      (518)       575       6,153         -     4,836       1,658
        Income before
        taxes on income   98,896    91,735     161,921     7,870     5,613      43,621
        Taxes on income   36,287    30,478      12,135     4,821  (34,670)       3,269
        Net income        62,609    61,257     149,786     3,049    40,283      40,352
        Attributable to:
        Equity holders
        of the Company    47,839    49,838     128,796     2,113    33,849      34,697
        Non - controlling
        interests         14,770    11,419      20,990       936     6,434       5,655
        Earnings per
        ordinary share
        or ADS attributed 
        to equity holders
        of the Company
        Basic               0.96      1.12        1.95      0.05      0.51        0.53
        Fully diluted       0.96      1.11        1.84      0.05      0.42        0.50
        Weighted
        average number
        of shares or
        ADSs used for
        computation of
        income per share:
        Basic             49,590    44,405      65,935    44,643    65,954      65,935
        Fully diluted     49,814    44,893      66,202    44,906    66,072      66,202

        
                               ALON HOLDINGS BLUE SQUARE - ISRAEL LTD.
                            INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
                    FOR THE NINE AND THREE MONTHS PERIODS ENDED SEPTEMBER 30, 2011

        
                                                                         Convenience
                                                                       translation(A)
                        Year          For the           For the         for the nine
                        ended       nine months        three months         months
                    December 31, ended September 30, ended September 30, ended September 30,
                          2010      2010      2011      2010     2011          2011
                       Audited                         Unaudited
                                            NIS                          U.S. dollars
                                                In thousands
        CASH FLOWS FROM
        OPERATING ACTIVITIES:
        Income before
        taxes on income  98,896    91,735   161,921    7,870     5,613           43,621
        Income tax (paid)
        received, net     5,741     1,594  (61,053)    9,566  (20,427)         (16,447)
        Adjustments
        for cash
        generated from
        operations (a)  101,192   111,391   385,287  101,422    66,459          103,794
        Net cash
        provided by
        operating
        activities      205,829   204,720   486,155  118,858    51,465          130,968
        CASH FLOWS FROM
        INVESTING ACTIVITIES:
        Purchase of
        property and
        equipment     (193,474) (122,156) (214,259) (41,566)  (78,947)         (57,721)
        Purchase of
        investment
        property       (20,720)   (7,600)  (42,466)  (3,960)   (9,607)         (11,440)
        Purchase of
        intangible
        assets         (34,133)  (22,049)  (16,156)  (8,707)   (7,680)          (4,352)
        Proceeds from
        collection
        (realization)
        of short-term
        deposits and
        other receivables,
        net              12,401        67   (5,365)        -   (8,246)          (1,445)
        Proceeds from
        sale of property 
        and equipment     1,306       556    12,592      504     1,209            3,393
        Proceeds from
        sale of investment
        property              -         -    50,600        -    50,600           13,361
        Investment in
        restricted deposits   -         -  (98,309)        -   (2,903)         (26,484)
        Proceeds from
        sale of marketable
        securities      373,040   127,310    77,404   10,970    28,980           20,852
        Investment in
        marketable
        securities    (365,091) (347,993)  (71,399) (14,701)  (24,599)         (19,235)
        Acquisition of
        subsidiaries     87,219         -         -        -         -                -
        Acquisition
        of equity
        accounted
        investees             -         -  (36,405)        -  (36,405)          (9,808)
        Grant of loans 
        to jointly
        controlled
        companies      (31,442)  (27,389)     (200)  (8,456)     (200)             (54)
        Grant of loans 
        to controlling
        shareholders          -         - (155,163)        -  (92,821)         (41,800)
        Payments on
        account of
        real estate    (76,884)  (77,729)   (1,117) (24,263)   (1,117)            (301)
        Collection of
        long-term loans
        receivable        1,565         -     6,838        -     1,724            1,842
        Interest
        received         18,331    13,780    16,030    3,920     2,948            4,318
        Net cash
        provided by
        (used in)
        investing
        activities    (227,882) (463,203) (477,375) (86,259) (177,064)        (128,604)

        
                                ALON HOLDINGS BLUE SQUARE - ISRAEL LTD
                            INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
                    FOR THE NINE AND THREE MONTHS PERIODS ENDED SEPTEMBER 30, 2011

        
                                                                              Convenience
                                                                            translation(A)
                                                                             for the nine
                        Year ended     For the              For the              months
                         December      nine months         three months   ended September 30,
                           31,     ended September 30,  ended September 30         2011
                           2010      2010       2011      2010      2011 
                        Audited                   Unaudited
                                                NIS                           U.S. dollars
        CASH FLOWS FROM
        FINANCING ACTIVITIES:
        Purchase of
        treasury shares    (4,295)   (4,295)    (4,035)         -         -          (1,087)
        Dividend paid
        to Company
        shareholders     (875,000)  (75,000)          -         -         -                -
        Dividend paid
        to non-controlling
        interests         (17,619)  (17,619)   (16,821)         -         -          (4,531)
        Repayment of
        debentures         (2,155)      (27)  (140,749)         -   (2,190)         (37,917)
        Transactions with
        non-controlling
        interests without 
        loss of control     17,195         -          -         -         -                -
        Issuance of
        debentures         205,035   108,550          -   108,550         -                -
        Receipt of
        long-term loans    470,600     5,500    132,547     1,000    23,000           35,708
        Repayment of
        long-term loans  (165,014)  (99,597)  (181,714)  (26,187)  (55,604)         (48,953)
        Repayment of
        long term credit 
        from payables      (1,740)   (1,305)    (1,285)     (435)     (415)            (346)
        Short-term
        credit from
        banks and
        others, net       (52,404)   100,290    373,058  (65,983)   203,068          100,500
        Receipt of loans 
        from controlling
        shareholders        90,000         -          -         -         -                -
        Proceeds from
        exercise of
        options in the
        Company and a
        subsidiary             759       759        140        43         -               38
        Acquisition of
        shares from
        non- controlling
        interests         (24,557)         -    (7,927)         -         -          (2,136)
        Settlement of
        forward contracts   21,248         -          -         -         -                -
        Interest paid    (147,532)  (99,609)  (169,972)  (41,123)  (59,624)         (45,789)
        Net cash provided 
        by (used in)
        financing
        activities       (485,479)  (82,352)   (16,758)  (24,135)   108,235          (4,513)
        INCREASE
        (DECREASE) IN
        CASH AND CASH
        EQUIVALENTS AND
        BANK OVERDRAFTS  (507,532) (340,835)    (7,978)     8,464  (17,184)          (2,149)
        Translation
        differences on
        cash and cash
        equivalents           (71)      (76)          2     (158)         4                -
        BALANCE OF CASH
        AND CASH EQUIVALENTS 
        AND BANK OVERDRAFTS 
        AT BEGINNING OF
        PERIOD             611,734   611,734    104,131   262,517   113,335           28,053
        BALANCE OF CASH
        AND CASH EQUIVALENTS 
        AND BANK OVERDRAFTS 
        AT END OF PERIOD   104,131   270,823     96,155   270,823    96,155           25,904

        
                                ALON HOLDINGS BLUE SQUARE - ISRAEL LTD
                            INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
                    FOR THE NINE AND THREE MONTHS PERIODS ENDED SEPTEMBER 30, 2011

        
                                                                                 Convenience
                                                                                translation(A)
                            Year         For the             For the              for the 
                           ended      nine months          three months         nine months
                      December 31, ended September 30, ended September 30, ended September 30,
                            2010       2010       2011      2010        2011          2011
                          Audited                       Unaudited
                                                  NIS                           U.S. dollars
            Net cash provided 
            by operating
            (a) activities:
            Adjustment for:
            Depreciation and
            amortization   206,945   136,367      203,588    49,075    67,716            54,846
            Increase in
            fair value of
            investment
            property, net (32,917)  (18,857)     (28,132)   (5,670)   (8,687)           (7,579)
            Share in gains
            (losses) of
            associates, net 
            of dividends
            received           518       575      (5,716)         -   (4,836)           (1,540)
            Share based
            payment          6,834     5,302        2,688     1,435       810               724
            Loss from
            sale and
            disposal of
            property and
            equipment, net   5,962     1,649          129       782     (483)                35
            Provision for
            impairment of
            property and
            equipment, net     946       532        1,341       163        36               361
            Loss (gain)
            from changes
            in fair value
            of derivative
            financial
            instruments    (8,029)     1,855    (112,906)     1,299   (9,381)          (30,416)
            Linkage
            differences
            on monetary
            assets,
            debentures,
            loans and
            other long term
            liabilities     57,626    36,651       80,379    26,025    10,952            21,654
            Employee benefit
            liability, net   2,371     (671)          501     (877)     (817)               135
            Decrease
            (increase) in
            value of
            investment in
            securities,
            deposits and
            long-term
            receivables,
            net           (15,013)   (3,055)        3,264   (1,488)       911               879
            Interest
            paid, net      118,311    85,829      135,537    37,202    51,427            36,513
            Changes in
            operating
            assets and
            liabilities:
            Investment in
            real estate
            inventories   (87,092)  (87,308)      (4,917)   (4,823)     (817)           (1,325)
            Payments on
            account of
            real estate
            inventories   (71,564)  (70,352)      (6,367)  (31,164)   (2,693)           (1,715)
            Decrease
            (increase) 
            in trade
            receivables
            and other
            accounts
            receivable    (53,264) (225,255)    (397,789) (218,554) (261,759)         (107,163)
            Decrease
            (increase) in
            inventories   (49,910)   (8,321)      (2,167)    14,162     2,521             (584)
            Increase in
            advances from
            purchasers of
            apartments           -         -       98,309         -     2,903            26,484
            Increase
            (decrease) in
            trade payables 
            and other
            accounts
            payable         19,468   256,450      417,545   233,855   218,656           112,485
                           101,192   111,391      385,287   101,422    66,459           103,794
            Supplementary
            information
            on investing
            and financing
            activities
            not involving
            (b) cash flows:
            Issuance of
            shares upon
            conversion of
            convertible
            debentures of
            the Company     43,895    12,394          901         -         -               243
            Purchase of
            property and
            equipment and
            investment
            properties on
            credit          37,084    53,143       11,588    53,143    11,588             3,122
            Advances from
            customers
            deposited in
            restricted
            use deposit     22,428         -          465         -       465               125
            Issue of
            shares against
            acquisition
            of shares in
            subsidiary     965,770         -            -         -         -                 -
            Exercise of
            options to
            purchase shares 
            in equity
            accounted investee   -         -      154,434         -   154,434            41,604

        
                               ALON HOLDINGS BLUE SQUARE - ISRAEL LTD.
                      RECONCILIATION BETWEEN NET INCOME FOR THE PERIOD TO EBITDA
                    FOR THE NINE AND THREE MONTHS PERIODS ENDED SEPTEMBER 30, 2011
                                             (UNAUDITED)

        
                                                                    Convenience
                                                                  translation(A)
                        Year        For the          For the          for the
                       ended      nine months      three months     nine months
                      December  ended September  ended September  ended September
                        31,           30,               30              30,
                        2010     2010     2011    2010     2011         2011
                                          NIS                       U.S. dollars
                                              In thousands
         Net income for 
         the period    62,609   61,257  149,786   3,049   40,283       40,352
         Taxes on
         income        36,287   30,478   12,135   4,821  (34,670)      3,269
         Share in
         losses of
         associates     518      576    (6,153)     -    (4,836)      (1,658)
         Finance
         expenses,
         net          149,995  107,533  134,969  50,824   79,018       36,361
         Other
         losses, net   24,930   11,194    7,115   4,086      831        1,917
         Increase in
         fair value of
         investment
         property     (32,917) (18,857) (28,132) (5,670) (8,687)      (7,579)
         Depreciation
         and
         amortization 206,945  136,367  203,588  49,075   67,717       54,846
         Share based
         payment        6,834    5,302    2,688    1,435    810         1,540
         EBITDA       455,201  333,850  475,996  107,620 140,466      128,232

        
                               ALON HOLDINGS BLUE SQUARE - ISRAEL LTD.
                    FOR THE NINE AND THREE MONTHS PERIODS ENDED SEPTEMBER 30, 2011
                                             (UNAUDITED)

Note 1 - Segment reporting

The Company includes segment information according to IFRS 8. Company's management has set the operating segments based on the internal reports.

The Company presents four reportable segments: Supermarkets, Commercial and fueling sites, Non-food (Retail and Wholesale) and Real estate

The Company's four operating segments consist of the following:

1. 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 September 30, 2011, Mega Retail operated 211 supermarkets. 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).

2. Commercial and fueling 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 commercial and fueling 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 total operating profit.

3. Non-food (Retail and Wholesale) -Mostly through its subsidiary, BEE Group Retail Ltd. ("BEE Group"), the Company is engaged in non-food retail and wholesale activities. As of September 30, 2011, the Company operated 253 non-food retail outlets, mostly through franchisees, with specialties in houseware and home textile, toys, leisure, and infant. This segment also includes properties owned through Blue Square Real Estate ("BSRE") which are used by the segment.

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 in Tal Aviv.

        
                               ALON HOLDINGS BLUE SQUARE - ISRAEL LTD.
                    FOR THE NINE AND THREE MONTHS PERIODS ENDED SEPTEMBER 30, 2011
                                             (UNAUDITED)

        
        Note 1 - Segment reporting (continued):
                         Supermarkets   Non-food        Commercial
                                        Retail            and                   
                                          and    Real   fueling                 Total
                                       wholesale estate   sites   Adjustments consolidated
                                                 NIS in thousands
        Nine months ended
        September 30, 2011:
        Net segment
        revenues       5,076,148     342,919   21,940 4,002,158           - 9,443,165
        Inter segment
        revenues               -      27,881        -    23,856    (51,737)         -
        Depreciation and
        amortization     120,414       9,399        -    69,272       4,503   203,588
        Operating
        profit (loss)
        before other
        gains and losses 
        net and changes
        in fair value, 
        of investment
        property         151,543      (7,138)   10,388  156,141    (23,633)   287,301
        Segment profit   150,310      (12,993)  38,520  156,113    (23,633)   308,317
        Unallocated
        corporate expenses                                                   (17,580)
        Financial
        expenses, net                                                       (134,969)
        Share in gains 
        of associates, net                                                      6,153
        Income before 
        taxes on income                                                       161,921

        
                                  Non-food         Commercial
                                   Retail             and                    Total
                                     and     Real   fueling
                     Supermarkets wholesale estate   sites    Adjustments consolidated
                                             NIS in thousands
        Nine months
        ended September
        30, 2010:
        Net segment
        revenues       5,155,019    347,276   17,981        -         -      5,520,276
        Inter segment
        revenues               -     38,907        -        -   (38,907)             -
        Depreciation
        and amortization 126,297     10,070        -        -         -        136,367
        Operating profit
        before other
        gains and
        losses net
        and changes
        in fair value 
        of investment
        property         189,360     13,253    5,045        -     1,331        208,989
        Segment profit   183,979      7,439   23,902        -     1,331        216,651
        Unallocated
        corporate
        expenses                                                              (16,807)
        Financial
        expenses, net                                                        (107,534)
        Share in
        losses of
        associates, net                                                          (575)
        Income before 
        taxes on income                                                         91,735
                                  Non-food        Commercial
                                   Retail             and                    Total
                                     and     Real   fueling
                     Supermarkets wholesale estate   sites    Adjustments consolidated

                                             NIS in thousands
        Three months
        ended September
        30, 2011:
        Net segment
        revenues       1,673,149    121,545   7,227  1,425,661          -   3,227,582
        Inter segment
        revenues               -      7,514       -      9,248   (16,762)           -
        Depreciation and
        amortization      40,233      2,528       -     23,454      1,501      67,716
        Operating
        profit (loss)
        before other
        gains and losses
        net and changes in
        fair value of
        investment
        property          33,942     (5,516)  4,084     55,168    (9,814)      77,864
        Segment profit    34,023     (6,466) 12,772     55,205    (9,814)      85,720
        Unallocated
        corporate expenses                                                    (5,925)
        Financial
        expenses, net                                                        (79,018)
        Share in gains of
        associates, net                                                         4,836
        Income before taxes
        on income                                                               5,613

        
                               ALON HOLDINGS BLUE SQUARE - ISRAEL LTD.
                    FOR THE NINE AND THREE MONTHS PERIODS ENDED SEPTEMBER 30, 2011
                                             (UNAUDITED)

        
                                    Non-food        Commercial
                                   Retail              and
                                     and     Real    fueling                  Total
                     Supermarkets wholesale estate    sites    Adjustments Consolidated

                                              NIS in thousands
        Three months
        ended September
        30, 2010:
        Net segment
        revenues       1,790,491    123,070   7,228       -          -      1,920,789
        Inter segment
        sales                  -     11,297       -       -   (11,297)              -
        Depreciation
        and
        amortization      45,523      3,552       -       -          -         49,075
        Operating
        profit (loss)
        before other
        gains and losses 
        net and changes
        in fair value of
        investment
        property          59,126        631     701       -      1,246         61,704
        Segment
        profit            57,645    (1,974)   6,371       -      1,246         63,288
        Unallocated
        corporate
        expenses                                                              (4,594)
        Financial
        expenses, net                                                        (50,824)
        Share in gains of
        associates, net                                                            -
        Income before 
        taxes on income                                                         7,870
                                  Non-food           Commercial
                                   Retail              and
                                     and     Real    fueling                  Total
                     Supermarkets wholesale estate    sites    Adjustments Consolidated
                                              NIS in thousands
        Year ended
        December 31, 2010:
        Net segment
        revenues        6,894,978   438,623  25,162  1,144,981           -    8,503,744
        Inter segment
        revenues                -    43,444       -      8,339    (51,783)            -
        Depreciation
        and
        amortization      163,020    15,156       -     27,328       1,441      206,945
        Operating
        profit (loss)
        before other
        gains and
        losses net
        and changes
        in fair value of
        investment
        property          241,942   (7,189) (4,843)     42,936     (9,424)      263,422
        Segment profit    232,944  (19,519)  28,073     39,335     (9,424)      271,409
        Unallocated
        corporate
        expenses                                                               (22,000)
        Financial
        expenses, net                                                         (149,995)
        Share in
        losses of
        associates, net                                                           (518)
        Income before 
        taxes on income                                                          98,896

        
                                  Non-food          Commercial
                                   Retail             and
                                     and     Real   fueling                      Total
                     Supermarkets wholesale estate   sites      Adjustments   Consolidated
                              Convenience translation to U.S dollar in thousands
        Nine months
        ended September
        30, 2011:
        Net segment
        revenues     1,367,497    92,381    5,911   1,078,168          -        2,543,957
        Inter segment
        revenues             -     7,511        -       6,427   (13,938)                -
        Depreciation
        and
        amortization    32,439     2,532        -      18,662      1,213           54,846
        Operating
        profit (loss)
        before other
        gains and
        losses net
        and changes
        in fair value of
        investment
        property        40,825    (1,932)    2,798     42,064    (6,367)           77,397
        Segment profit  40,493    (3,500)   10,377     42,056    (6,367)           83,059
        Unallocated
        corporate
        expenses                                                                  (4,736)
        Financial
        expenses, net                                                            (36,361)
        Share of losses of
        associates, net                                                             1,658
        Income before 
        taxes on income                                                            43,621

1. Gross sales in stores that operated fully in both periods.

2. Tishrey Holidays - are the holidays during the first month of the Jewish calendar.

3. The Company operates in four segments: Supermarkets, Commercial and fueling sites, Non Food retail and wholesale and Real Estate. Segmental information is included in this report below.

4. The results of Dor Alon were included effective October 3, 2010 in the results of Alon Holdings. The data for the first nine months of 2010 were included in this report in order to enable analysis and trends of the segment performance.

5. The results of Dor Alon were included effective with October 3, 2010 with the results of Alon Holdings. The data for the third quarter of 2010 were included in this report in order to enable analysis capability and trends in segment performance.

6. Use of financial measures that are not in accordance with Generally Accepted Accounting Principles

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, depreciation and amortization. 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. 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. 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 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 EBITDA which is presented in this press release.

        
        Contact:

        Alon Holdings Blue Square-Israel Ltd.
        Dror Moran, CFO
        Toll-free telephone from U.S. and Canada:  888-572-4698
        Telephone from rest of world: +972-3-928-2220
        Fax: +972-3-928-2299
        Email: cfo@bsi.co.il

SOURCE Alon Holdings Blue Square Israel Ltd

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