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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
February 13, 2024
Commission File Number 001-36761
Kenon Holdings Ltd.
1 Temasek Avenue #37-02B
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
EXHIBIT 99.1 TO THIS REPORT ON FORM 6-K IS 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.
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Exhibits
99.1 Press Release, dated February 13, 2024: Kenon Holdings Ltd. Announces Favorable Arbitration
Award and Other Updates Relating to its Interest in Qoros Automotive Co., Ltd.
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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: February 13, 2024 By: /s/ Robert L. Rosen
Name: Robert L. Rosen
Title: Chief Executive Officer
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Exhibit 99.1
Kenon Holdings Ltd. Announces Favourable Arbitration Award and Other Updates
Relating to
its Interest
in Qoros Automotive Co., Ltd.
Singapore, February 13, 2024
. Kenon Holdings Ltd. (NYSE: KEN, TASE: KEN) ("
Kenon
") announces a favorable arbitration award relating to the 12% equity interest
in Qoros Automotive Co., Ltd. (
"Qoros"
) owned by Kenon's wholly-owned subsidiary Quantum (2007) LLC ("
Quantum
").
As previously disclosed, Quantum has entered into an agreement with an entity
related to Shenzhen Baoneng Investment Group Co., Ltd. ("
Baoneng Group
"), which holds 63% of Qoros (the "
Qoros Majority Shareholder
"), to sell Quantum's remaining 12% interest in Qoros to the Qoros Majority
Shareholder (the "
Sale Agreement
"), and Baoneng Group has provided a guarantee of the Qoros Majority
Shareholder's obligations under the Sale Agreement. The Qoros Majority
Shareholder had not made any of the required payments under the Sale
Agreement, and Quantum initiated arbitral proceedings against the Qoros
Majority Shareholder and Baoneng Group.
Kenon announces that the arbitral tribunal has issued a final award, not
subject to any conditions, in favor of Quantum. The tribunal ruled that the
Qoros Majority Shareholder and Baoneng Group are obligated to pay Quantum
approximately RMB 1.8 billion (approximately $250 million), comprising the
purchase price set forth in the Sale Agreement (as adjusted for inflation) of
approximately RMB 1.7 billion (approximately $236 million), together with
pre-award and post-award interest (which will accrue until payment of the
award), legal fees and expenses. Kenon intends to seek to enforce this award
against the Qoros Majority Shareholder and Baoneng Group if they fail to
perform their payment obligations under the award. Kenon has previously
obtained a court order freezing certain assets of Baoneng Group in connection
with this arbitration.
Any value that could be realized in respect of this award is subject to
significant risks and uncertainties, including risks relating to enforcement
and collection of the award and other risks and uncertainties.
Other Updates Relating to Qoros
Kenon is also providing updates on a separate proceeding relating to Qoros. As
previously disclosed, Qoros has been in default under certain loan facilities
for a number of years, including its RMB 1.2 billion loan facility. The
lenders under Qoros' RMB 1.2 billion loan facility have obtained a court order
in respect of a payment default by Qoros, subject to Baoneng Group's appeal
against such order. The court order (when effective) would, among other
things, enable the lenders to take steps to enforce pledges over Qoros' assets
and other security for the loan including the shares in Qoros pledged by its
shareholders to secure the loan, including Quantum's pledge of its 12%
interest in Qoros.
The Qoros Majority Shareholder has undertaken to take action to prevent
enforcement of the pledge over Quantum's shares in Qoros and to indemnify
Quantum against losses in connection with any such enforcement, and Baoneng
Group has provided a guarantee of this obligation. Kenon has filed a claim
against Baoneng Group in the Shenzhen Intermediate People's Court relating to
the breaches of this guarantee by Baoneng Group. These court proceedings are
ongoing.
For more information on the Sale Agreement and related arbitration and legal
proceedings, see Kenon's annual report on Form 20-F for the year ended
December 31, 2022.
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
statements with respect to the agreements and proceedings relating to
Quantum's 12% interest in Qoros, the arbitration award in favor of Quantum and
Quantum's intention to enforce the award, the court order in respect of the
payment default by Qoros and impact of such order and other non-historical
statements. These forward-looking 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
which could cause the actual results to differ materially from those indicated
in these forward-looking statements. Such risks include the risks related to
the arbitration award in favor of Quantum, including the risk that Quantum may
be unable to enforce the award or otherwise collect the amounts awarded or
otherwise owing to it, risks relating to any action that may be taken seeking
to challenge the award or enforcement of the award, risks relating to the
process for enforcement of judgments in this proceeding/jurisdiction, risks
relating to the financial condition of the parties subject to the award, risks
related to realizing value in respect of any frozen assets pursuant to court
orders, risks relating to Quantum's agreement and exercise of a put right to
sell its remaining interest in Qoros, risks relating to the ongoing litigation
described above and risks relating to the order in respect of the payment
default by Qoros and the pledge by Quantum of its 12% interest in Qoros
including the risk of enforcement of the pledge and impact thereof, risks
relating to the outcome of the legal proceedings described herein and other
risks including those set forth under the heading "Risk Factors" in Kenon's
most recent Annual Report on Form 20-F filed with the U.S. Securities and
Exchange Commission. 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.
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