SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

 
FORM 6-K
 

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
 
September 2, 2020
 
Commission File Number 001-36761
 

 
Kenon Holdings Ltd.
 

 
1 Temasek Avenue #36-01
Millenia Tower
Singapore 039192
(Address of principal executive offices)
 
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
 
Form 20-F  ☒            Form 40-F  ☐
 
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
 
Yes  ☐            No  ☒

If ‘‘Yes’’ is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

EXHIBITS 99.1 AND 99.2 TO THIS REPORT ON FORM 6-K ARE INCORPORATED BY REFERENCE IN THE REGISTRATION STATEMENT ON FORM S-8 (FILE NO. 333-201716) OF KENON HOLDINGS LTD. AND IN THE PROSPECTUSES RELATING TO SUCH REGISTRATION STATEMENT.
 

Exhibits
 
 
   




SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
KENON HOLDINGS LTD.
 
       
Date: September 2, 2020
By:
/s/ Robert L. Rosen  
 
Name:
Robert L. Rosen
 
 
Title:
Chief Executive Officer
 




Exhibit 99.1
 
Kenon Holdings Reports Q2 2020 Results and Additional Updates

Singapore, September 2, 2020. Kenon Holdings Ltd. (NYSE: KEN, TASE: KEN) (“Kenon”) announces its results for Q2 2020 and additional updates to its businesses.
 
Key Highlights
 
Kenon
 

In September 2020, Kenon’s Board approved a cash dividend of approximately $120 million ($2.23 per share), subject to shareholder approval.
 

Kenon’s net profit was $278 million in Q2 2020, as compared to a net loss of $7 million in Q2 2019.

OPC
 

OPC’s revenue was $76 million in Q2 2020, as compared to revenue of $85 million in Q2 2019.
 

OPC’s net loss was $5 million in Q2 2020, as compared to zero in Q2 2019.
 

OPC’s EBITDA1 was $11 million in Q2 2020, as compared to $18 million in Q2 2019.
 
ZIM
 

ZIM's net profit was $25 million in Q2 2020, as compared to $5 million in Q2 2019.

Discussion of Results for the Three Months ended June 30, 2020
 
Kenon’s consolidated results of operations from its operating companies are essentially comprised of the consolidated results of OPC Energy Ltd. (OPC). The results of Qoros Automotive Co., Ltd. (Qoros) (until we reduced our stake in Qoros to 12% on April 29, 2020) and ZIM Integrated Shipping Ltd. (ZIM) are reflected under results from associates.
 
See Exhibit 99.2 of Kenon’s Form 6-K dated September 2, 2020 for summary Kenon consolidated financial information; summary OPC consolidated financial information; a reconciliation of OPC’s EBITDA (which is a non-IFRS measure) to net profit; and summary operational and financial information of OPC and its subsidiaries.
 
OPC
 
The following discussion of OPC’s results of operations is based on OPC’s consolidated financial statements, as translated into US dollars.
 
Summary Financial Information of OPC

     
Q2 2020
     
Q2 2019
 
   
$ millions
 
Revenue
   
76
     
85
 
Cost of sales (excluding depreciation and amortization)
   
59
     
64
 
Finance expenses, net
   
9
     
10
 
Net loss
   
5
     
-
 
EBITDA
   
11
     
18
 


1 EBITDA is a non-IFRS measure. See Exhibit 99.2 of Kenon’s Form 6-K dated September 2, 2020 for the definition of OPC’s EBITDA and a reconciliation to its net profit for the applicable period.


Revenue
   
For the three months
ended June 30,
 
   
2020
   
2019
 
   
$ millions
 
Revenue from energy generated by OPC and sold to private customers
   
52
     
56
 
Revenue from energy purchased by OPC and sold to private customers
   
3
     
5
 
Revenue from private customers in respect of infrastructures services
   
17
     
19
 
Revenue from energy sold to the System Administrator
   
-
     
1
 
Revenue from sale of steam
   
4
     
4
 
Total
   
76
     
85
 

OPC’s revenue from the sale of electricity to private customers derives from electricity sold at the generation component tariffs, as published by the EA, with some discount. The weighted-average generation component tariff for 2020, as published by the EA in January 2020, is NIS 0.2678 per KW hour. In 2019, the weighted-average generation component tariff was NIS 0.2909 per KW hour. OPC’s revenues from sale of steam are linked partly to the price of gas and partly to the Israeli Consumer Price Index (CPI).
 
In Q2 2020, the System Administrator instructed OPC-Rotem to lower its dispatch. In order to supply the full amount of electricity to customers, OPC-Rotem purchased electricity from IEC at the price of OPC-Rotem’s generation cost.
 
Revenue from energy generated by OPC and sold to private customers – decreased by $4 million in Q2 2020, as compared to Q2 2019. As OPC’s revenue is denominated in NIS, translation of its revenue into US Dollars had a positive impact of $3 million. Excluding the impact of exchange rate fluctuations, such revenues decreased by $7 million primarily as a result of (i) a $5 million decrease in revenues due to the decrease in electricity tariffs in January 2020, and (ii) a $3 million decrease due to a declined in availability as a result of technical inspection of the Rotem power plant, partially offset by a $2 million increase in revenues due to an increase in the average electricity selling price.
 
Revenue from energy purchased by OPC and sold to private customers – decreased by $2 million in Q2 2020, as compared to Q2 2019, primarily due to lower energy consumption.
 
Revenue from private customers in respect of infrastructures services – decreased by $2 million in Q2 2020, as compared to Q2 2019, primarily as a result of (i) a $1 million decrease due to a decrease in infrastructure services tariffs in January 2020, and (ii) a $1 million decrease due to lower energy consumption.
 
Cost of Sales (Excluding Depreciation and Amortization)
   
For the three months
ended June 30,
 
   
2020
   
2019
 
   
$ millions
 
Natural gas and diesel oil consumption
   
29
     
34
 
Payment to IEC for infrastructure services and purchase of electricity
   
24
     
24
 
Natural gas transmission
   
2
     
2
 
Operating expenses
   
4
     
4
 
Total
   
59
     
64
 
 
Natural gas and diesel oil consumption – decreased by $5 million in Q2 2020, as compared to Q2 2019, primarily as a result of (i) a $5 million decrease due to lower generation as a result of the lower dispatch by the System Administrator as discussed above, and technical inspection of the Rotem plant, and (ii) a $1 million decrease due to lower gas price as a result of the decrease in the generation component tariffs and exchange rate.
 

Liquidity and Capital Resources
 
As of June 30, 2020, OPC had cash and cash equivalents and short-term deposits of $145 million (including debt service reserves of $59 million), and total outstanding consolidated indebtedness of $736 million, consisting of $48 million of short-term indebtedness, including the current portion of long-term indebtedness, and $688 million of long-term indebtedness. All of OPC’s debt is denominated in NIS.
 
Business Developments
 
Update on the OPC-Hadera Plant
 
In July 2020, the Electricity Authority granted OPC-Hadera a generation license and a supply license with a capacity of 144MW, and the Hadera power plant began commercial operations. The licenses are for a period of 20 years, and can be extended by an additional 10 years. OPC-Hadera invested a total approximately NIS 0.9 billion (approximately $260 million) in the construction of the Hadera power plant (including the energy center).
 
During the upcoming year, the Hadera power plant’s EPC contractor is expected to replace or refurbish certain components of the Hadera power plant’s gas turbines, over a cumulative period of approximately one month. During this period, the power plant is expected to operate on a partial basis.
 
Update on Tzomet Project
 
Tzomet Energy Ltd. (“Tzomet”) is developing an open-cycle natural gas-fired power station with capacity of approximately 396 MW in Israel.
 
As of June 30, 2020, OPC had invested an aggregate of NIS 470 million (approximately $136 million) in the Tzomet project.
 
Due to the continued restrictions in Israel and worldwide as a result of the spread of COVID-19, and the need for teams and equipment from overseas, OPC estimates that the construction of the Tzomet power plant will be completed in the first quarter of 2023.
 
Bond Issuance
 
In April 2020, OPC issued NIS 400 million (approximately $115 million) of debentures (Series B).
 
Qoros
 
Qoros Sales
 
Qoros sold approximately 2,400 cars in Q2 2020, compared to approximately 6,500 cars in Q2 2019.
 
ZIM
 
Discussion of ZIM’s Results for Q2 2020
 
ZIM’s revenue decreased by 5% in Q2 2020 to $795 million, as compared to $834 million in Q2 2019. ZIM carried approximately 641 thousand TEUs in Q2 2020, representing a 12% decrease as compared to Q2 2019, in which ZIM carried approximately 731 thousand TEUs. The average freight rate per TEU in Q2 2020 was $1,071 per TEU, as compared to $993 per TEU in Q2 2019, representing an 8% increase. ZIM’s operating expenses decreased by 13% to $624 million in Q2 2020, as compared to $719 million in Q2 2019, primarily as a result of (i) a $38 million decrease in cargo handling expenses, (ii) a $30 million decrease in bunker expenses and (iii) a $25 million decrease in vessel lease expenses and slot purchases. ZIM's net profit was $25 million in Q2 2020, as compared to $5 million in Q2 2019.
 

Additional Kenon Updates

Kenon’s Net Profit
 
Kenon’s net profit was $278 million in Q2 2020, largely as a result of gains following completion of the sale of half of its remaining interest in Qoros in April 2020.
 
Sale of Primus Green Energy Assets
 
On August 8, 2020 Primus Green Energy Inc. (“PGE”) sold substantially all of its assets to Bluescape Clean Fuels LLC for $1.6 million.
 
Kenon’s (Unconsolidated) Liquidity and Capital Resources
 
As of June 30, 2020, Kenon’s unconsolidated cash balance was $251 million. There is no material debt at the Kenon level.
 
In September 2020, Kenon’s Board approved a cash dividend of approximately $120 million, or $2.23 per share, subject to shareholder approval. Accordingly, Kenon will be convoking an extraordinary general meeting (“EGM”) at which Kenon’s shareholders will be asked to approve the distribution of the dividend to its shareholders. A notice of EGM will be published, and a proxy solicitation will be commenced, on or about September 22, 2020. The EGM will be held on or about October 21, 2020. Further information on the proposed dividend will be included in a Proxy and Information Statement. Following payment of the dividend, Kenon will retain cash of approximately $131 million.
 
Kenon is the beneficiary of a four-year deferred payment agreement, effective December 28, 2017, reflecting deferred consideration from the sale of its Inkia power businesses, accruing 8% interest, payable in kind (total receivable as at June 30, 2020 including principal and accrued interest is $212 million). The deferred payment is subject to tax.
 
About Kenon
 
Kenon is a holding company that operates dynamic, primarily growth-oriented businesses. The companies it owns, in whole or in part, are at various stages of development:


OPC Energy (70% interest) – a leading owner, developer and operator of power generation facilities in the Israeli power market;

Qoros (12% interest) – a China-based automotive company; and

ZIM (32% interest) – an international shipping company.

For further information on Kenon’s businesses, see Kenon’s publicly available filings, which can be found on the SEC’s website at www.sec.gov. Please also see http://www.kenon-holdings.com for additional information.
 
Caution Concerning Forward-Looking Statements
 
This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements relating to the declaration of a dividend and about the convocation of an EGM, as well as statements relating to the Tzomet project, including expected installed capacity, cost, and expected timing for completion of the project and the expected impact on the project of the COVID-19 pandemic and measures taken to address the pandemic and other non-historical matters. These statements are based on current expectations or beliefs and are subject to uncertainty and changes in circumstances. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond Kenon’s control, which could cause the actual results to differ materially from those indicated in such forward-looking statements. Such risks include risks relating to a potential failure to complete the development and reach commercial operation of the Tzomet project on a timely basis, within the expected budget, or at all, including risks related to costs associated with delays in reaching commercial operation and other risks and factors including the impact of the COVID-19 outbreak and those risks set forth under the heading “Risk Factors” in Kenon’s Annual Report on Form 20-F filed with the SEC and other filings. Except as required by law, Kenon undertakes no obligation to update these forward-looking statements, whether as a result of new information, future events, or otherwise.
 
Contact Info
 
Kenon Holdings Ltd.
 
Jonathan Fisch
Director, Investor Relations
jonathanf@kenon-holdings.com
Tel: +44 20 7659 4186
 




Exhibit 99.2
 
Financial Information for the Three Months and Six Months Ended June 30, 2020 of Kenon and OPC and
 Reconciliation of Certain non-IFRS Financial Information

Table of Contents

Appendix A: Summary Kenon consolidated financial information

Appendix B: Summary OPC consolidated financial information

Appendix C: Definition of OPC’s EBITDA and non-IFRS reconciliation

Appendix D: Summary financial information of OPC’s subsidiaries

Appendix E: Summary operational information of OPC


Appendix A
 
Summary Kenon consolidated financial information
 
Kenon Holdings Ltd and subsidiaries
Consolidated Statement of Financial Position as of June 30, 2020 and December 31, 2019

   
As of
June 30,
   
As of
December 31,
 
   
2020
   
2019
 
   
(Unaudited)
       
   
$ millions
 
Current assets
           
Cash and cash equivalents
   
398
     
147
 
Short-term deposits and restricted cash
   
16
     
33
 
Trade receivables
   
31
     
39
 
Other current assets
   
19
     
40
 
Asset held for sale
   
-
     
70
 
Total current assets
   
464
     
329
 
Non-current assets
               
Investments in associated companies
   
91
     
120
 
Long-term investment
   
220
     
-
 
Long-term deposits and restricted cash
   
99
     
77
 
Long-term derivative instruments
   
1
     
2
 
Other non-current assets
   
39
     
88
 
Deferred payment receivable
   
212
     
204
 
Deferred taxes, net
   
2
     
2
 
Property, plant and equipment, net
   
699
     
668
 
Intangible assets, net
   
1
     
1
 
Right-of-use assets, net
   
85
     
17
 
Total non-current assets
   
1,449
     
1,179
 
Total assets
   
1,913
     
1,508
 
Current liabilities
               
Current maturities of loans from banks and others
   
47
     
46
 
Short-term derivative instruments
   
7
     
6
 
Current tax liabilities
   
4
     
-
 
Trade and other payables
   
54
     
52
 
Current maturities of lease liabilities
   
16
     
1
 
Total current liabilities
   
128
     
105
 
Non-current liabilities
               
Long-term loans from banks and others
   
507
     
504
 
Debentures
   
181
     
73
 
Deferred taxes, net
   
80
     
79
 
Non-current tax liabilities
   
31
     
29
 
Other non-current liabilities
   
-
     
1
 
Long-term derivative instruments
   
8
     
-
 
Long-term lease liabilities
   
5
     
5
 
Total non-current liabilities
   
812
     
691
 
Total liabilities
   
940
     
796
 
Equity
               
Share capital
   
602
     
602
 
Translation reserve
   
(4
)
   
18
 
Capital reserve
   
6
     
14
 
Accumulated profit/(loss)
   
287
     
(11
)
Equity attributable to owners of the Company
   
891
     
623
 
Non-controlling interests
   
82
     
89
 
Total equity
   
973
     
712
 
Total liabilities and equity
   
1,913
     
1,508
 

 

 Kenon Holdings Ltd and subsidiaries
Consolidated Statement of Profit & Loss
 
   
For the six months ended
June 30,
   
For the three months ended
June 30,
 
   
2020
   
2019
   
2020
   
2019
 
   
$ millions
   
$ millions
 
Revenue
   
165
     
182
     
76
     
85
 
Cost of sales and services (excluding depreciation and amortization)
   
(118
)
   
(126
)
   
(59
)
   
(64
)
Depreciation and amortization
   
(13
)
   
(15
)
   
(7
)
   
(8
)
Gross profit
   
34
     
41
     
10
     
13
 
Selling, general and administrative expenses
   
(18
)
   
(18
)
   
(10
)
   
(8
)
Other income
   
-
     
1
     
-
     
1
 
Operating profit
   
16
     
24
     
-
     
6
 
Financing expenses
   
(14
)
   
(16
)
   
(9
)
   
(10
)
Financing income
   
9
     
9
     
3
     
5
 
Financing expenses, net
   
(5
)
   
(7
)
   
(6
)
   
(5
)
Net gains/(losses) related to changes of interest in Qoros
   
294
     
(8
)
   
278
     
(3
)
Share in (losses)/profits of associated companies, net of tax
   
(1
)
   
(16
)
   
6
     
(3
)
Profit/(loss) before income taxes
   
304
     
(7
)
   
278
     
(5
)
Income taxes
   
(5
)
   
(7
)
   
-
     
(2
)
Profit/(loss) for the period from continuing operations
   
299
     
(14
)
   
278
     
(7
)
Loss for the period from discontinued operations
   
-
     
(1
)
   
-
     
(1
)
Profit/(loss) for the period
   
299
     
(15
)
   
278
     
(8
)
Attributable to:
                               
Kenon's shareholders
   
295
     
(20
)
   
279
     
(8
)
Non-controlling interests
   
4
     
5
     
(1
)
   
-
 
Profit/(loss) for the period
   
299
     
(15
)
   
278
     
(8
)
Basic/Diluted profit/(loss) per share attributable to Kenon’s shareholders (in dollars):
                               
Basic/Diluted profit/(loss) per share
   
5.47
     
(0.37
)
   
5.19
     
(0.13
)
Basic/Diluted profit/(loss) per share from continuing operations
   
5.47
     
(0.35
)
   
5.19
     
(0.12
)
Basic/diluted loss per share from discontinued operations
   
-
     
(0.02
)
   
-
     
(0.01
)


Kenon Holdings Ltd and subsidiaries
Consolidated Statement of Cash Flows
For the six months ended June 30, 2020 and 2019
 
 
 
For the six months
ended June 30,
 
 
 
2020
   
2019
 
 
 
$ millions
 
Cash flows from operating activities
           
Profit/(loss) for the period
   
299
     
(15
)
Adjustments:
               
Depreciation and amortization
   
14
     
15
 
Financing expenses, net
   
5
     
7
 
Share in losses of associated companies, net
   
1
     
16
 
Net (gains)/losses related to changes of interest in Qoros
   
(294
)
   
8
 
Share-based payments
   
1
     
1
 
Income taxes
   
5
     
8
 
 
   
31
     
40
 
Change in trade and other receivables
   
17
     
12
 
Change in trade and other payables
   
-
     
10
 
     
48
     
62
 
Income taxes paid, net
   
-
     
(7
)
Net cash provided by operating activities
   
48
     
55
 


Kenon Holdings Ltd and subsidiaries
Consolidated Statement of Cash Flows, continued
For the six months ended June 30, 2020 and 2019
 
 
 
For the six months
ended June 30,
 
 
 
2020
   
2019
 
 
 
$ millions
 
Cash flows from investing activities
           
Short-term deposits and restricted cash, net
   
17
     
(26
)
Investment in long-term deposits, net
   
(21
)
   
(14
)
Sale of subsidiary, net of cash disposed off
   
-
     
1
 
Acquisition of property, plant and equipment
   
(39
)
   
(19
)
Long-term advance deposits and prepaid expenses
   
(54
)
   
-
 
Proceeds from sale of interest in Qoros
   
220
     
-
 
Payment of transactions in derivatives, net
   
(1
)
   
-
 
Net cash provided by/(used in) investing activities
   
122
     
(58
)
 
               
Cash flows from financing activities
               
Proceeds from/(repayment of) long-term loans, debentures, derivative financial instruments and lease liabilities, net
   
2
     
(8
)
Proceeds from issuance of share capital by a subsidiary to non-controlling interests
   
-
     
33
 
Proceeds from issuance of debentures, less issuance expenses
   
111
     
-
 
Short-term credit from banks and others, net
   
(6
)
   
(2
)
Acquisition of non-controlling interests
   
(8
)
   
-
 
Payment in respect of derivative financial instruments, net
   
(3
)
   
-
 
Dividends paid to holders of non-controlling interests
   
(6
)
   
(7
)
Interest paid
   
(10
)
   
(11
)
Net cash provided by financing activities
   
80
     
5
 
 
               
Increase in cash and cash equivalents
   
250
     
2
 
Cash and cash equivalents at beginning of the period
   
147
     
131
 
Effect of exchange rate fluctuations on balances of cash and cash equivalents
   
1
     
5
 
Cash and cash equivalents at end of the period
   
398
     
138
 
 

Information regarding reportable segments

The following table sets forth selected financial data for Kenon’s reportable segments for the periods presented:

 
 
For the six months ended June 30, 2020
 
   
OPC
   
Quantum1
   
Other2
   
Consolidated Results
 
   
$ millions
 
Revenue          
   
165
     
-
     
-
     
165
 
Depreciation and amortization
   
(13
)
   
-
     
-
     
(13
)
Financing income          
   
1
     
-
     
8
     
9
 
Financing expenses          
   
(14
)
   
-
     
-
     
(14
)
Net gains related to changes of interest in Qoros
   
-
     
294
     
-
     
294
 
Share in (losses) / profit of associated companies
   
-
     
(6
)
   
5
     
(1
)
Profit before taxes          
   
11
     
288
     
5
     
304
 
Income taxes          
   
(5
)
   
-
     
-
     
(5
)
Profit from continuing operations
   
6
     
288
     
5
     
299
 
____________________________________
(1)
Quantum is a wholly-owned subsidiary of Kenon which holds Kenon's interest in Qoros.
(2)
Includes the results of Primus; the results of ZIM, as an associated company; as well as Kenon’s and IC Green’s holding company and general and administrative expenses.

 
 
For the six months ended June 30, 2019
 
   
OPC
   
Quantum1
   
Other2
   
Consolidated Results
 
                         
Revenue          
   
182
     
-
     
-
     
182
 
Depreciation and amortization
   
(15
)
   
-
     
-
     
(15
)
Financing income          
   
-
     
-
     
9
     
9
 
Financing expenses          
   
(15
)
   
-
     
(1
)
   
(16
)
Net losses related to changes of interest in Qoros
   
-
     
(8
)
   
-
     
(8
)
Share in losses of associated companies
   
-
     
(9
)
   
(7
)
   
(16
)
Profit / (Loss) before taxes
   
19
     
(17
)
   
(9
)
   
(7
)
Income taxes          
   
(5
)
   
-
     
(2
)
   
(7
)
Profit / (Loss) from continuing operations
   
14
     
(17
)
   
(11
)
   
(14
)
____________________________________
(1)
Quantum is a wholly-owned subsidiary of Kenon which holds Kenon's interest in Qoros.
(2)
Includes the results of Primus; the results of ZIM, as an associated company; as well as Kenon’s and IC Green’s holding company and general and administrative expenses.


 
 
For the three months ended June 30, 2020
 
   
OPC
   
Quantum1
   
Other2
   
Consolidated Results
 
   
$ millions
 
Revenue          
   
76
     
-
     
-
     
76
 
Depreciation and amortization
   
(7
)
   
-
     
-
     
(7
)
Financing income          
   
-
     
-
     
3
     
3
 
Financing expenses          
   
(9
)
   
-
     
-
     
(9
)
Net gains related to changes of interest in Qoros
   
-
     
278
     
-
     
278
 
Share in (losses) / profits of associated companies
   
-
     
(2
)
   
8
     
6
 
(Loss) / Profit before taxes
   
(5
)
   
276
     
7
     
278
 
Income taxes          
   
-
     
-
     
-
     
-
 
(Loss) / profit from continuing operations
   
(5
)
   
276
     
7
     
278
 
____________________________________
(1)
Quantum is a wholly-owned subsidiary of Kenon which holds Kenon's interest in Qoros.
(2)
Includes the results of Primus; the results of ZIM, as an associated company; as well as Kenon’s and IC Green’s holding company and general and administrative expenses.

 
 
For the three months ended June 30, 2019
 
   
OPC
   
Quantum1
   
Other2
   
Consolidated Results
 
   
$ millions
 
Revenue          
   
85
     
-
     
-
     
85
 
Depreciation and amortization
   
(8
)
   
-
     
-
     
(8
)
Financing income          
   
-
     
-
     
5
     
5
 
Financing expenses          
   
(10
)
   
-
     
-
     
(10
)
Net losses related to changes of interest in Qoros
   
-
     
(3
)
   
-
     
(3
)
Share in (losses) / profits of associated companies
   
-
     
(4
)
   
1
     
(3
)
(Loss) / Profit before taxes
   
-
     
(6
)
   
1
     
(5
)
Income taxes          
   
-
     
-
     
(2
)
   
(2
)
Loss from continuing operations
   
-
     
(6
)
   
(1
)
   
(7
)
____________________________________
(1) Quantum is a wholly-owned subsidiary of Kenon which holds Kenon's interest in Qoros.
(2) Includes the results of Primus; the results of ZIM, as an associated company; as well as Kenon’s and IC Green’s holding company and general and administrative expenses.


 Information regarding associated companies

 
 
Asset held for sale
   
Carrying amounts of investment in
associated companies
   
Equity in the net (losses) / earnings of associated companies
 
   
as at
   
as at
   
For the six months ended
    for the three months ended  
 
 
December 31,
2019
   
June 30,
2020
   
December 31,
2019
   
June 30,
2020
   
June 30,
2019
   
June 30,
2020
   
June 30,
2019
 
   
$ millions
   
$ millions
   
$ millions
   
$ millions
 
ZIM
   
-
     
91
     
84
     
5
     
(7
)
   
8
     
1
 
Qoros
   
70
     
-
     
36
     
(6
)
   
(9
)
   
(2
)
   
(4
)
 
   
70
     
91
     
120
     
(1
)
   
(16
)
   
6
     
(3
)


Appendix B

Summary OPC consolidated financial information1

 OPC’s Consolidated Statement of Profit
 
 
For the six months ended
June 30,
   
For the three months ended
June 30,
 
 
 
2020
   
2019
   
2020
   
2019
 
 
 
$ millions
   
$ millions
 
Revenue
   
165
     
182
     
76
     
85
 
Cost of sales (excluding depreciation and amortization)
   
(118
)
   
(126
)
   
(59
)
   
(64
)
Depreciation and amortization
   
(13
)
   
(15
)
   
(7
)
   
(8
)
Gross profit
   
34
     
41
     
10
     
13
 
Selling, general and administrative expenses
   
(8
)
   
(7
)
   
(5
)
   
(4
)
Business development expenses
   
(2
)
   
(1
)
   
(1
)
   
-
 
Other income, net
   
-
     
1
     
-
     
1
 
Financing expenses, net
   
(13
)
   
(15
)
   
(9
)
   
(10
)
Profit/(loss) before taxes
   
11
     
19
     
(5
)
   
-
 
Taxes on income
   
(5
)
   
(5
)
   
-
     
-
 
Net profit/(loss) for the period
   
6
     
14
     
(5
)
   
-
 
Attributable to:
                               
Equity holders of the company
   
3
     
11
     
(6
)
   
-
 
Non-controlling interest
   
3
     
3
     
1
     
-
 
Net profit for the period
   
6
     
14
     
(5
)
   
-
 

 (1)
Translations of NIS amounts into US Dollars use a rate of 3.50: 1 for 2020 and 3.62: 1 for 2019.


Summary Data from OPC’s Consolidated Statement of Cash Flows

 
 
For the six months ended
June 30,
   
For the three months ended
June 30,
 
 
 
2020
   
2019
   
2020
   
2019
 
 
 
$ millions
   
$ millions
 
Cash flows provided by operating activities
   
51
     
73
     
27
     
21
 
Cash flows used in investing activities
   
(99
)
   
(58
)
   
(10
)
   
(46
)
Cash flows provided by / (used in) financing activities
   
81
     
(1
)
   
46
     
7
 
Increase / (decrease) in cash and cash equivalents
   
33
     
14
     
63
     
(18
)
Cash and cash equivalents at end of the period
   
145
     
106
     
145
     
106
 
Investments in property, plant and equipment
   
25
     
18
     
11
     
10
 
Total depreciation and amortization
   
13
     
15
     
7
     
8
 

Summary Data from OPC’s Consolidated Statement of Financial Position
 
 
 
As of
 
 
 
June
30, 2020
   
December
31, 2019
 
 
 
$ millions
 
Total financial liabilities1
   
736
     
622
 
Total monetary assets2
   
204
     
152
 
Total equity attributable to the owners
   
217
     
228
 
Total assets
   
1,142
     
1,011
 
 
1.
Including loans from banks and others and debentures.
2.
Including cash and cash equivalents, short-term deposits and restricted cash.
 

Appendix C
 
Definition of OPC’s EBITDA and non-IFRS reconciliation
 
This press release, including the financial tables, presents EBITDA, which is considered to be a “non-IFRS financial measure.”
 
OPC defines “EBITDA” for each period as net profit before depreciation and amortization, financing expenses, net, and income tax expense. EBITDA is not recognized under IFRS or any other generally accepted accounting principles as a measure of financial performance and should not be considered as a substitute for net profit or loss, cash flow from operations or other measures of operating performance determined in accordance with IFRS. EBITDA is not intended to represent funds available for dividends or other discretionary uses because those funds may be required for debt service, capital expenditures, working capital and other commitments and contingencies. There are limitations that impair the use of EBITDA as a measure of OPC's profitability since it does not take into consideration certain costs and expenses that result from OPC's business that could have a significant effect on net profit, such as financial expenses, taxes, depreciation, capital expenses and other related items.
 
OPC believes that the disclosure of EBITDA provides transparent and useful information to investors and financial analysts in their review of the company’s, or its subsidiaries’ operating performance and in the comparison of such operating performance to the operating performance of other companies in the same industry or in other industries that have different capital structures, debt levels and/or income tax rates.
 
Set forth below is a reconciliation of OPC’s net profit to EBITDA for the periods presented. Other companies may calculate EBITDA differently, and therefore this presentation of EBITDA may not be comparable to other similarly titled measures used by other companies.

   
For the six months
ended June 30,
 
 
 
2020
   
2019
 
 
 
$ millions
 
Net profit for the period
   
6
     
14
 
Depreciation and amortization
   
13
     
15
 
Financing expenses, net
   
13
     
15
 
Income tax expense
   
5
     
5
 
EBITDA
   
37
     
49
 

   
For the three months
ended June 30,
 
 
 
2020
   
2019
 
 
 
$ millions
 
Net loss for the period
   
(5
)
   
-
 
Depreciation and amortization
   
7
     
8
 
Financing expenses, net
   
9
     
10
 
EBITDA
   
11
     
18
 


Appendix D
 
Summary Financial Information of OPC’s Subsidiaries
 
The table below sets forth debt, cash and cash equivalents, deposits and debt service reserves for OPC’s subsidiaries as of June 30, 2020 (in $ millions):

As at June 30, 2020
 
OPC-Rotem
   
OPC-Hadera
   
OPC Energy
   
Other
   
Total
 
 
                             
Debt (including accrued interest)
   
330
     
206
     
192
     
8
     
736
 
Cash and cash equivalents and short-term deposits
   
39
     
16
     
89
     
1
     
145
 
Debt service reserves (out of restricted cash)
   
40
     
-
     
19
     
-
     
59
 

The table below sets forth debt, cash and cash equivalents, deposits and debt service reserves for OPC’s subsidiaries as of December 31, 2019 (in $ millions): 

As at December 31, 2019
 
OPC-Rotem
   
OPC-Hadera
   
OPC Energy
   
Other
   
Total
 
 
                             
Debt (including accrued interest)
   
346
     
194
     
82
     
-
     
622
 
Cash and cash equivalents and short-term deposits
   
33
     
3
     
74
     
1
     
111
 
Debt service reserves (out of restricted cash)
   
22
     
-
     
19
     
-
     
41
 


Appendix E
 
Summary Operational Information of OPC
 
The tables below set forth details of sales, generation and purchases of electricity by OPC and net generation of OPC split by the Rotem plant and the Hadera energy center (kWh in millions):

 
 
For the six months ended
June 30,
   
For the three months ended
June 30,
 
 
 
2020
   
2019
   
2020
   
2019
 
Sales to private customers
   
1,857
     
1,991
     
957
     
1,022
 
Sales to the system administrator
   
108
     
48
     
11
     
5
 
Total sales
   
1,965
     
2,039
     
968
     
1,027
 

 
 
 
For the six months ended
June 30,
   
For the three months ended
June 30,
 
 
 
2020
   
2019
   
2020
   
2019
 
Net generation of electricity and purchases during dispatch reduction
   
1,910
     
1,932
     
923
     
948
 
Purchase of electricity from the system administrator
   
55
     
107
     
45
     
79
 
Total volume of electricity generated and purchases from the system administrator
   
1,965
     
2,039
     
968
     
1,027
 

 
 
 
For the six months ended
June 30,
   
For the three months ended
June 30,
 
 
 
2020
   
2019
   
2020
   
2019
 
Net generation of electricity and purchases during dispatch reduction – OPC Rotem
   
1,866
     
1,890
     
901
     
929
 
Net generation – OPC Hadera (energy center)
   
44
     
42
     
22
     
19
 
Total volume of electricity generated and purchases from the system administrator
   
1,910
     
1,932
     
923
     
948
 

 
 
 
For the six months ended
June 30,
   
For the three months ended
June 30,
 
 
 
2020
   
2019
   
2020
   
2019
 
Steam Generation (in thousands of tonnes)
   
384
     
388
     
175
     
188