Quarterly Report • Jun 1, 2017
Quarterly Report
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Washington, D.C. 20549
May 31, 2017
Commission File Number 001-36761
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.
99.1 Press Release, dated May 31, 2017: Kenon Holdings Reports Q1 2017 Results and Additional Updates 99.2 Q1 2017 Summary Financial Information for Kenon, IC Power and Qoros and Reconciliation of Certain non-IFRS Financial Information
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: May 31, 2017 By: /s/ Yoav Doppelt
Name:Yoav Doppelt Title: Chief Executive Officer
Exhibit 99.1

Driven by the completion of greenfield projects and the acquisition of distribution business
Singapore, May 31, 2017. Kenon Holdings Ltd. (NYSE: KEN, TASE: KEN) announces its results for Q1 2017 and additional updates on its businesses.
Kenon's consolidated results of operations from its operating companies essentially comprise the consolidated results of IC Power Ltd. ("IC Power"). The results of Qoros Automotive Co., Ltd. ("Qoros") and ZIM Integrated Shipping Ltd. ("ZIM") are reflected under results from associates.
1 Net income excluding finance expenses due to intercompany loans owing to Kenon is a non-IFRS measure. IC Power's finance expenses due to intercompany notes owing to Kenon were \$3 million and \$1 million in Q1 2017 and Q1 2016, respectively.
2 Adjusted EBITDA is a non-IFRS measure. See Exhibit 99.2 of Kenon's Form 6-K dated May 31, 2017 for the definition of IC Power's Adjusted EBITDA and a reconciliation to IC Power's, and each of its segments', net income.
See Exhibit 99.2 of Kenon's Form 6-K dated May 31, 2017, for summary consolidated financial information for Kenon, IC Power and Qoros and a reconciliation of non-IFRS measures to the nearest IFRS measure.
IC Power's segments are Generation and Distribution. IC Power's Generation business is further segmented by geography: Peru, Israel, Central America and Other.
The following discussion of IC Power's results of operations is derived from IC Power's consolidated financial statements.
| Three Months Ended March 31, 2017 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| (in USD millions) | |||||||||
| Generation | Distribution | Adjustments | Total | ||||||
| Central | |||||||||
| Peru | Israel | America | Other1 | Guatemala | |||||
| Revenues | 172 | 99 | 88 | 46 | 139 | - | 544 | ||
| Cost of Sales2 | (102) | (70) | (65) | (29) | (109) | - | (375) | ||
| Net Income (loss) | 22 | 11 | 6 | (31) | 12 | 2 | 22 | ||
| Adjusted EBITDA | 64 | 28 | 20 | 10 | 24 | - | 146 |
| Three Months Ended March 31, 2016 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| (in USD millions) | |||||||||
| Generation | Distribution | Adjustments | Total | ||||||
| Central | |||||||||
| Peru | Israel | America | Other1 | Guatemala | |||||
| Revenues | 121 | 90 | 75 | 35 | 101 | - | 422 | ||
| Cost of Sales2 | (79) | (65) | (57) | (22) | (79) | - | (302) | ||
| Net Income (loss) | 16 | 13 | 2 | (15) | 3 | 2 | 21 | ||
| Adjusted EBITDA | 39 | 22 | 15 | 8 | 15 | - | 99 |
1. IC Power's Other segment includes the results of certain of IC Power's generation assets. In addition, IC Power's Other segment also includes expenses and other adjustments relating to its headquarters and intermediate holding companies, including amortization of purchase price allocations recorded in connection with IC Power's acquisition of Energuate, which allocations were recorded by Inkia, one of IC Power's intermediate holding companies.
Excludes depreciation and amortization.
Revenues—\$544 million in Q1 2017, as compared to \$422 million in Q1 2016. The increase was primarily due to the commencement of commercial operations of Samay I (Peru segment) in May 2016, and CDA (Peru segment) in August 2016, as well as an increase in the revenue of IC Power's distribution business (as the Q1 2016 results of IC Power's distribution business only reflect the results since the consolidation of such business on January 22, 2016);
IC Power's net income attributable to Kenon in Q1 2017 was \$12 million (\$15 million excluding finance expenses due to intercompany loans owing to Kenon3), as compared to \$13 million (\$14 million excluding finance expenses due to intercompany loans owing to Kenon) in Q1 2016; and
• Adjusted EBITDA—\$146 million in Q1 2017, as compared to \$99 million in Q1 2016, primarily due to the commencement of commercial operations of CDA (\$18 million increase), Samay I (\$12 million increase) and Kanan (\$5 million increase) in Q2 and Q3 2016, and an increase of \$8 million in Energuate's Adjusted EBITDA (as the Q1 2016 results of IC Power's distribution business only reflect the results since the consolidation of such business on January 22, 2016).
A discussion of revenues, cost of sales, net income and Adjusted EBITDA for IC Power's generation business by segment for Q1 2017, as compared to Q1 2016 is as follows:
| Three Months Ended March 31, 2017 | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Entity | Ownership Interest (%) Revenues |
Cost of Sales |
Adjusted EBITDA |
Net Income |
|||||||||||
| (\$ millions) | |||||||||||||||
| Kallpa | 75 | \$ | 108 | \$ 70 |
\$ | 34 | \$ | 13 | |||||||
| CDA | 75 | 31 | 11 | 18 | 5 | ||||||||||
| Samay I | 75 | 33 | 21 | 12 | 4 | ||||||||||
| TOTAL | \$ | 172 | \$ 102 |
\$ | 64 | \$ | 22 |
| Three Months Ended March 31, 2016 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Entity | Ownership Interest (%) |
Revenues | Cost of Sales |
Adjusted EBITDA |
Net Income |
|||||||||||
| (\$ millions) | ||||||||||||||||
| Kallpa | 75 | \$ | 121 | \$ | 79 | \$ | 39 | \$ | 14 | |||||||
| CDA | 75 | - | - | - | 1 | |||||||||||
| Samay I | 75 | - | - | - | 1 | |||||||||||
| TOTAL | \$ | 121 | \$ | 79 | \$ | 39 | \$ | 16 |
3 Net income excluding finance expenses due to intercompany loans owing to Kenon is a non-IFRS measure. IC Power's finance expenses relating to intercompany notes owing to Kenon were \$3 million and \$1 million in Q1 2017 and Q1 2016, respectively.

| Three Months Ended March 31, 2017 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Entity | Ownership Interest (%) |
Revenues | Cost of Sales |
Adjusted EBITDA |
Net Income |
|||||||
| (\$ millions) | ||||||||||||
| OPC-Rotem | 80 | \$ | 87 | \$ | 59 | \$ | 28 | \$ | 12 | |||
| OPC-Hadera | 100 | 12 | 11 | - | (1) | |||||||
| TOTAL | \$ | 99 | \$ | 70 | \$ | 28 | \$ | 11 |
| Three Months Ended March 31, 2016 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Entity | Ownership Interest (%) |
Revenues | Cost of Sales |
Adjusted EBITDA |
Net Income |
||||||
| (\$ millions) | |||||||||||
| OPC-Rotem | 80 | \$ | 77 | \$ | 54 | \$ | 22 | \$ | 13 | ||
| OPC-Hadera | 100 | 13 | 11 | - | - | ||||||
| TOTAL | \$ | 90 | \$ | 65 | \$ | 22 | \$ | 13 |
• Adjusted EBITDA—\$28 million in Q1 2017, as compared to \$22 million in Q1 2016, primarily due to the increase in electricity tariffs, as well as exchange rate fluctuations of the Israeli Shekel against the US dollar.
| Three Months Ended March 31, 2017 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Entity (Country) | Ownership Interest (%) |
Revenues | Cost of Sales |
Adjusted EBITDA |
Net Income |
||||||
| (\$ millions) | |||||||||||
| ICPNH (Nicaragua) | 61-65 | 25 | 16 | 9 | 3 | ||||||
| Kanan (Panama) | 100 | 19 | 14 | 5 | - | ||||||
| Nejapa and Cenérgica (El Salvador) | 100 | 32 | 27 | 4 | 3 | ||||||
| Puerto Quetzal (Guatemala) | 100 | 15 | 11 | 2 | 1 | ||||||
| Guatemel (Guatemala)1 | 100 | 2 | 2 | - | - | ||||||
| Eliminations | (5) | (5) | - | (1) | |||||||
| TOTAL | \$ 88 |
\$ 65 |
\$ 20 |
\$ 6 |
| Three Months Ended March 31, 2016 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Entity (Country) | Ownership Interest (%) |
Revenues | Cost of Sales |
Adjusted EBITDA |
Net Income |
|||||
| (\$ millions) | ||||||||||
| ICPNH (Nicaragua) | 61-65 | 23 | 13 | 10 | 4 | |||||
| Kanan (Panama) | 100 | 15 | 14 | - | (2) | |||||
| Nejapa and Cenérgica (El Salvador) | 100 | 21 | 16 | 3 | 2 | |||||
| Puerto Quetzal (Guatemala) | 100 | 15 | 13 | 2 | (1) | |||||
| Guatemel (Guatemala) | 100 | 1 | 1 | - | - | |||||
| Eliminations | (1) | |||||||||
| TOTAL | \$ 75 |
\$ 57 |
\$ 15 |
\$ 2 |
| Three Months Ended March 31, 2017 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Entity (Country) | Ownership Interest (%) |
Revenues | Cost of Sales |
Adjusted EBITDA |
Net Income |
||||
| (\$ millions) | |||||||||
| COBEE (Bolivia) | 100 | 12 | 4 | 7 | 4 | ||||
| Central Cardones (Chile) | 87 | 4 | - | 3 | 1 | ||||
| Colmito (Chile) | 100 | 6 | 5 | 1 | - | ||||
| CEPP (Dominican Republic) | 97 | 11 | 9 | 1 | - | ||||
| JPPC (Jamaica) | 100 | 11 | 10 | - | (1) | ||||
| Surpetroil (Colombia) | 60 | 2 | 1 | - | - | ||||
| IC Power Distribution Holdings (non-operating holdco) | 100 | - | - | 8 | |||||
| Inkia & Other (non-operating holdcos) | 100 | - | - | (1) | (33) | ||||
| IC Power, ICPI & Other (non-operating holdcos) | 100 | - | - | (1) | (9) | ||||
| RECSA (Guatemala)1 | 100 | - | - | - | - | ||||
| Eliminations | (1) | ||||||||
| TOTAL | \$ 46 |
\$ 29 |
\$ 10 |
\$ (31) |
| Three Months Ended March 31, 2016 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Entity (Country) | Ownership Interest (%) |
Revenues | Cost of Sales |
Adjusted EBITDA |
Net Income |
|||||
| COBEE (Bolivia) | 100 | 12 | 4 | (\$ millions) 7 |
4 | |||||
| Central Cardones (Chile) | 87 | 2 | — | 2 | — | |||||
| Colmito (Chile) | 100 | 6 | 5 | — | — | |||||
| CEPP (Dominican Republic) | 97 | 6 | 5 | — | (1) | |||||
| JPPC (Jamaica) | 100 | 7 | 7 | — | (1) | |||||
| Surpetroil (Colombia) | 60 | 2 | 1 | — | — | |||||
| IC Power Distribution Holdings (non-operating holdco) | 100 | — | — | — | (2) | |||||
| Inkia & Other (non-operating holdcos) | 100 | — | — | — | (10) | |||||
| IC Power, ICPI & Other (non-operating holdcos) | 100 | — | — | (1) | (4) | |||||
| Eliminations | (1) | |||||||||
| TOTAL | \$ 35 |
\$ 22 |
\$ 8 |
\$ (15) |
| Three Months Ended March 31, 2017 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Entity | Ownership Interest (%) |
Revenues | Cost of Sales |
Adjusted EBITDA |
Net Income |
||||||
| (\$ millions) | |||||||||||
| DEORSA | 93 | \$ | 61 | \$ | 48 | \$ | 10 | \$ | 5 | ||
| DEOCSA | 91 | 78 | 61 | 14 | 7 | ||||||
| TOTAL | \$ | 139 | \$ | 109 | \$ | 24 | \$ | 12 |
| Three Months Ended March 31, 20161 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Entity | Ownership Interest (%) |
Revenues | Cost of Sales |
Adjusted EBITDA |
Net Income |
|||||
| (\$ millions) | ||||||||||
| DEORSA | 93 | \$ | 43 | \$ | 34 | \$ | 6 | \$ | 2 | |
| DEOCSA | 91 | 58 | 45 | 9 | 1 | |||||
| TOTAL | \$ | 101 | \$ | 79 | \$ | 15 | \$ | 3 |
1. The results of IC Power's distribution segment reflect the results of such segment since January 22, 2016, the date on which IC Power's distribution business was acquired and consolidated.
• Revenues—\$139 million in Q1 2017, as compared to \$101 million in Q1 2016, as IC Power's distribution businesses' results for Q1 2016 only reflected the 69 days after such businesses were acquired and consolidated, and due to increased revenues from energy sales due to a higher tariff;
IC Power's capital expenditures were \$40 million in Q1 2017, including \$24 million in capital expenditures for maintenance of existing facilities (which included \$6 million for Energuate) and \$16 million in capital expenditures for construction of the OPC-Hadera plant.
As of March 31, 2017, IC Power had cash and cash equivalents of \$283 million, no short-term deposits, restricted cash of \$126 million (including long-term portion), and total outstanding consolidated indebtedness of \$3,145 million (excluding IC Power's \$145 million note payable to Kenon), consisting of \$501 million of short-term indebtedness, and \$2,644 million of long-term indebtedness.
In April 2017, IC Power loaned \$50 million to Kenon.
For information regarding the Energuate bond issuance, loan and repayment of the ICPDH credit facility, as well as IC Power Israel Ltd.'s ("ICPI") bond issuances and repayment of its credit facility, see "—Business Developments—Energuate Bonds" and "—Business Developments—ICPI Bonds and Restructuring."
OPC-Hadera is constructing a 140 MW co-generation power plant in Israel. IC Power expects that the total cost of the OPC-Hadera plant will be approximately \$250 million (including the acquisition price of NIS 60 million (approximately \$16 million)).
Construction of the OPC-Hadera plant began in June 2016, and the plant is expected to commence commercial operations by early 2019. As of March 31, 2017, OPC-Hadera had invested an aggregate of \$89 million in the project and completed approximately 50% of the project.
In March 2017, following the full investment of the project's equity contribution, OPC-Hadera made its first drawings under the NIS 1 billion (approximately \$261 million) loan agreement relating to the project.
In April 2017, IC Power entered into an agreement to acquire 95% of the shares of Zomet. Zomet is developing a project for the construction of a natural gas-powered power plant in Israel, with an installed capacity of 396 MW, using open-cycle conventional technology.
The consideration for the transaction is expected to be approximately \$24 million, subject to adjustments pertaining to the installed capacity of the Zomet project and subject to the payment milestones stipulated in the agreements.
The completion of the transaction is conditional upon the fulfillment of closing conditions, including receipt of the necessary regulatory approvals, including the approval of the EA for a new conditional license for electricity generation (the approval request was submitted in May 2017) and the approval of the Anti-Trust Commissioner (which approval was received in April 2017).
In April 2017, Kanan's 92 MW power plant experienced a fire. As a result, Kanan's 37 MW barge and 55 MW barge were placed off-line. Kanan has property and business interruption insurance for its power plant. Kanan is seeking coverage for the costs of the outage, including repair and replacement costs and loss of profits, as appropriate, from its insurance coverage.
Although Kanan's management is still assessing the impact of the damage and the resulting outage, IC Power does not expect the fire and outage to have a material adverse effect on its financial results.
In April 2017, IC Power sold its 60% interest in Surpetroil for \$1 million. As result of this transaction, IC Power identified impairment indicators in such assets and conducted an impairment analysis, which resulted in IC Power recording an asset impairment in the amount of \$20 million in Q1 2017.
In May 2017, Energuate issued senior notes in an aggregate principal amount of \$330 million. In connection with the issuance of the notes, Energuate also entered into a Guatemalan-quetzales denominated loan in the amount of approximately \$120 million. The proceeds of the notes and loan were used to repay in full Energuate indebtedness (representing approximately \$317 million as of December 31, 2016) and IC Power's \$120 million ICPDH Credit Agreement (which was entered in connection with IC Power's acquisition of Energuate in January 2016).
The notes accrue interest at a rate of 5.875%, and the loan accrues interest at the weighted average rate (TASA Activa Promedio Ponderada), as published by the Guatemalan Central Bank, less 6.0% (subject to a floor rate of 7.0%). Final maturity of the bonds and loan will occur in 2027.
The purchase price for IC Power's acquisition of Energuate was subject to a working capital adjustment. IC Power and Actis LLP ("Actis"), the prior owner of Energuate, disagreed as to the amount of this adjustment. Pursuant to the share purchase agreement, an accounting firm determined the amount of the adjustment. In April 2017, the accounting firm determined that Actis was required to pay \$10 million to IC Power in relation to the working capital adjustment. In May 2017, Actis made such payment to IC Power. Such payment is reflected in IC Power's Q1 2017 results.
In May 2017, ICPI issued bonds in an aggregate principal amount of NIS320 million (approximately \$89 million). The bonds bear interest at a rate of 4.95%, which is payable semi-annually beginning in 2018, with final maturity occurring in December 2030. The proceeds of the bonds were partially used to repay in full ICPI's mezzanine loan (bearing interest at a rate of 7.75% per annum, linked to the Israeli consumer price index) in the amount of \$62 million (including an early prepayment cost of \$6 million).
In May 2017, IC Power completed a restructuring of ICPI, whereby ICPI, which is the holding company of OPC-Rotem, also became the holding company of OPC-Hadera.
IC Power is developing a 50 MW wind project in the Dominican Republic, which is expected to commence commercial operations in 2018. IC Power has entered into a PPA with a government entity for a period of 20 years, which is subject to the grant of a concession. In May 2017, IC Power was granted such concession.
IC Power is in the process of selecting an EPC contractor and lenders for the project. The total project cost is estimated to be approximately \$100 million, of which approximately 70% is expected to be debt-financed.
The following discussion of Qoros' results of operations below is derived from Qoros' consolidated financial statements.
Revenues decreased by 21% to RMB406 million (\$59 million) in Q1 2017, as compared to RMB512 million (\$74 million) in Q1 2016. The decrease in revenues in Q1 2017 reflects an approximately 24% decrease in car sales from approximately 4,900 cars in Q1 2016 to approximately 3,700 cars in Q1 2017.
Cost of sales decreased by 22% to RMB477 million (\$69 million) in Q1 2017, as compared to RMB611 million (\$89 million) in Q1 2016. The decrease in cost of sales is primarily due to the decrease in the number of cars sold in Q1 2017.
Selling, general and administrative expenses decreased by 32% to RMB100 million (\$14 million) in Q1 2017, as compared to RMB147 million (\$21 million) in Q1 2016. The decrease reflects cost-cutting measures implemented by Qoros, including a reduction in advertising, marketing and promoting and personnel expenses.
Net finance costs increased by 57% to RMB77 million (\$11 million) in Q1 2017, as compared to RMB49 million (\$7 million) in Q1 2016, primarily due to a decrease in finance income as a result of exchange rate effects.
4 Convenience translations of RMB amounts into US Dollars use a rate of 6.9:1.
Loss for the period decreased by 8% to RMB283 million (\$41 million) in Q1 2017, as compared to RMB308 million (\$45 million) in Q1 2016.
Qoros' EBITDA improved to negative RMB89 million (\$13 million) in Q1 2017 from negative RMB131 million (\$19 million) in Q1 2016. The improvement in EBITDA was mainly due to a reduction in advertising, marketing and promoting and personnel expenses in Q1 2017, as well as the improvement in Qoros' product mix.
As of March 31, 2017, Qoros had total loans and borrowings (excluding shareholder loans) of RMB5.2 billion (\$754 million) and current liabilities (excluding shareholder loans) of RMB3.6 billion (\$528 million), including trade and other payables of RMB2.4 billion (\$342 million), and current assets of RMB1.4 billion (\$203 million), including cash and cash equivalents of RMB65 million (\$9 million). Qoros uses a portion of its liquidity to make debt service payments. Qoros is currently required to make principal payments on its RMB3 billion facility and will be required to make principal payments on its RMB1.2 billion (\$174 million) facility and RMB700 million (\$101 million) facility beginning in August 2017 and May 2018, respectively. Qoros' lenders have agreed, subject to final documentation, to reschedule principal payments under the RMB3 billion and RMB1.2 billion originally scheduled to be made in 2017 and 2018, with principal payments now scheduled to be made between 2019 and 2022 (in the case of the RMB3 billion facility) and between 2019 and 2024 (in the case of the RMB1.2 billion facility).
Qoros' principal sources of liquidity have been cash inflows received from financing activities, including long term loans, short term facilities and capital contributions (in the form of equity contributions, or convertible or non-convertible shareholder loans), and cash flows from car sales. Qoros has fully utilized its RMB3 billion syndicated credit facility, RMB1.2 billion syndicated credit facility and its RMB700 million credit facility, and will require additional financing, including the renewal or refinancing of its working capital facilities, to fund its development and operations.
In March 2017, Kenon agreed to fund up to RMB777 million (\$114 million) to Qoros in two equal tranches, concurrently with a reduction in its back-to-back guarantees to Chery. The first tranche of loans were provided to Qoros in March 2017 in the amount of RMB388 million (\$57 million). In April 2017, Kenon funded a part of the second tranche in the amount of RMB100 million (\$15 million). The proceeds of these loans have been used to support Qoros' ordinary course working capital requirements, debt service requirements and investments in new initiatives, such as new-energy vehicles, while Qoros continues its fund raising efforts.
Qoros actively manages its trade payables, accrued expenses and other operating expenses in connection with the management of its liquidity requirements and resources.
In the three months ended March 31, 2017 Qoros' sales decreased by approximately 24% to approximately 3,700 vehicles, as compared to the three months ended March 31, 2016.
5 EBITDA is a non-IFRS measure. See Exhibit 99.2 of Kenon's Form 6-K dated May 31, 2017 for the definition of Qoros' EBITDA and a reconciliation to its total loss for the applicable period.
Qoros' strategy includes expanding its dealer network and opening new points of sales. As of March 31, 2017, Qoros' dealership network included 118 points of sales, 13 additional points of sales under construction and memorandums of understanding with respect to the potential development of 13 additional points of sales.
Qoros is seeking to increase the size of its dealer network by expanding into smaller Chinese cities (i.e., Tier 3 and Tier 4 cities) and creating incentives for its high-performing dealers to open additional points of sales.
In April 2017, Qoros, together with Chery and Yibin, signed a three-party agreement on strategic cooperation. In addition, Chery, Yibin (through its investment platform company), Quantum, and Qoros have signed an investment agreement that provides for joining Yibin as a strategic partner with Qoros and for a collaboration on conventional and new energy projects in Yibin, Sichuan Province, subject to certain conditions. According to the agreements, Yibin, through its investment platform company, will establish with Qoros an NEV manufacturing base in Yibin. To date, the conditions have not been met and the parties remain in discussions.
In Q1 2017, ZIM's revenues increased by 4% to approximately \$655 million, as compared to approximately \$630 million in Q1 2016. The increase was primarily driven by an increase in income from containerized cargo in an amount of approximately \$32 million, as ZIM carried approximately 598 thousand TEUs in Q1 2017, representing a 4% increase as compared to Q1 2016, in which ZIM carried approximately 577 thousand TEUs.
ZIM's operating expenses in Q1 2017 decreased by 5% to \$571 million, as compared to \$598 million in Q1 2016. The decrease was primarily driven by (i) a \$36 million, or 29%, decrease in lease expenses of vessels and containers, (ii) a \$9 million, or 3%, decrease in expenses related to cargo handling and (iii) a \$6 million, or 11%, decrease in port expenses, partially offset by a \$22 million, or 36%, increase in bunker expenses.
ZIM's net loss attributable to ZIM's owners in Q1 2017 was \$8 million, as compared to \$58 million in Q1 2016.
ZIM publishes its results on its website. For more information, see www.ZIM.com. This website, and any information referenced therein, is not incorporated by reference herein.
As of March 31, 2017, cash, gross debt, and net debt6 (a non-IFRS financial measure, which is defined as gross debt minus cash) of Kenon (unconsolidated) were \$43 million, \$228 million and \$185 million, respectively.
6 Kenon's gross debt and net debt do not include Kenon's back-to-back guarantee obligations in respect of Qoros' indebtedness as discussed herein and shareholder loans from Kenon's major shareholder Ansonia Holdings Singapore B.V.

Kenon has fully drawn its \$200 million credit facility from Israel Corporation Ltd. As of March 31, 2017, \$228 million was outstanding under the facility, including interest and fees.
In March 2017, Kenon funded RMB 388 million (approximately \$57 million) to Qoros, reducing Kenon's back-to-back guarantee obligations to Chery from RMB850 million (approximately \$125 million) to RMB425 million (approximately \$63 million).
In April 2017, Kenon funded an additional RMB100 million (approximately \$15 million) to Qoros, further reducing Kenon's back-to-back guarantee obligations to Chery from RMB425 million to approximately RMB320 million (approximately \$46 million).
Set forth below is an overview of Kenon's back-to-back guarantee obligations, after giving effect to the reduction of the back-to-back guarantees discussed above.
| Amount of Guarantee |
Remaining Guarantee |
||||
|---|---|---|---|---|---|
| Amount of Loans to | Obligations Prior to | Release of Kenon | Obligations Post | ||
| Timing | Qoros | Loan | Guarantees to Chery | Loan | |
| First Tranche Loans | Completed in March 2017 |
RMB388 million | RMB850 million (plus interest and fees)1 |
RMB425 million (plus certain interest and fees) |
RMB425 million (plus certain interest and fees) |
| Second Tranche Loans | |||||
| April Disbursement | Completed in April 2017 |
RMB100 million | RMB425 million (plus interest and fees) |
RMB105 million (plus interest and fees) |
RMB 320 million (plus interest and fees) |
| Remaining Disbursements |
At Kenon's discretion |
RMB288 million | RMB320 million (plus interest and fees) |
RMB320 million (plus interest and fees) |
— |
| Total | RMB777 million | — | RMB850 million (plus interest and fees) |
— |
In April 2017, Kenon borrowed \$50 million from IC Power.
Kenon's management will host a conference call for investors and analysts on June 5, 2017. To participate, please call one of the following teleconferencing numbers:
| Singapore: | 3158-3851 |
|---|---|
| US: | 1-888-668-9141 |
| Israel: | 03-918-0609 |
| UK: | 0-800-917-5108 |
| International: | +65-3158-3851 |
The call will commence at 9:00 am Eastern Time, 6:00 am Pacific Time, 2:00 pm UK Time, 4:00 pm Israel Time and 9:00 pm Singapore Time.
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, ranging from established, cash-generating businesses to early stage development companies. Kenon's businesses consist of:
Kenon remains committed to its strategy to realize the value of its businesses for its shareholders. In connection with this strategy, Kenon may provide its shareholders with direct access to its businesses, which may include spin-offs, listings, offerings, distributions or monetization of its businesses. Kenon is actively exploring various ways to materialize this strategy in a rational and expeditious manner. For further information on Kenon's businesses and strategy, 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.
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 about (i) with respect to IC Power, statements with respect to the expected installed capacity and cost, financing, and timing of the completion of IC Power's OPC-Hadera and Agua Clara projects, statements with respect to the Zomet project, including the expected acquisition cost, installed capacity, fuel source and technology of the plant, the use of proceeds of IC Power's various bond issuances, IC Power's strategy to recoup the costs associated with the Kanan outage from its insurance coverage and the scope of such coverage, and the expected effect of the Kanan outage on IC Power's results, (ii) with respect to Qoros, statements with respect to Qoros' liquidity requirements and sources of funding and plans to continue to seek financing, the agreement by Qoros' lenders to waive certain financial covenants under Qoros' RMB3 billion facility and reschedule amortization payments under Qoros' debt facilities, Qoros' strategy to expand its dealer network, and statements with respect to the partnership with Yibin and Qoros' plans to collaborate on new energy and conventional projects and build an NEV manufacturing base, (iii) with respect to Kenon, statements with respect to Kenon's strategy and (iv) other non-historical matters. These statements are based on Kenon's management's 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 (i) with respect to IC Power, risks relating to IC Power's failure to complete the development of the OPC-Hadera and Agua Clara projects on a timely basis, within expected budget, or at all, IC Power's inability to complete the Zomet acquisition or complete the project as contemplated, IC Power's ability to recover the costs of the Kanan outage from its insurance coverage, the extent of the effect of the Kanan outage on IC Power's business, and IC Power's ability to use the proceeds of its bond issuances as contemplated, (ii) with respect to Qoros, risks relating to changes in events and circumstances with respect to Qoros and its ability to obtain financing, changes which may affect Qoros' ability to obtain the final documentation in connection with its agreements with its lenders as discussed above, Qoros' ability to execute its strategy to expand its dealer network and Qoros' ability to satisfy the closing conditions to its partnership with Yibin and complete its contemplated projects, as expected, (iii) with respect to Kenon, changes in events and circumstances which may affect its strategy and (iv) other risks and factors, including 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.
Kenon Holdings Ltd. Barak Cohen VP Business Development and IR [email protected] Tel: +65 6351 1780
Ehud Helft / Kenny Green GK Investor Relations [email protected] Tel: +1 646 201 9246
Jonathan Fisch Director, Investor Relations [email protected] Tel: +1 917 891 9855
15
Table of Contents
Appendix G: Definition of Qoros' EBITDA and non-IFRS Reconciliation
Summary Kenon consolidated financial information
| 2017 2016 \$ millions Current assets Cash and cash equivalents 328 Short-term investments and deposits 110 Trade receivables, net 285 Other current assets, including derivatives instruments 53 Income tax receivable 4 Inventories 89 Total current assets 869 Non-current assets Investments in associated companies 185 Deposits, loans and other receivables, including derivative instruments 186 Deferred taxes, net 26 Property, plant and equipment, net 3,553 Goodwill and intangible assets, net 366 Total non-current assets 4,316 Total assets 5,185 Current liabilities Loans and debentures 501 Trade payables 289 Other payables, including derivative instruments 113 Guarantee deposits from customers 61 Provisions 61 Income tax payable 16 Total current liabilities 1,041 Non-current liabilities Loans, excluding current portion 2,042 Debentures, excluding current portion 850 Derivative instruments 44 Deferred taxes, net 223 Trade payables 41 Other non-current liabilities 55 Total non-current liabilities 3,255 Total liabilities 4,296 Equity Share capital 1,267 Shareholder transaction reserve 27 Translation reserve (12) Capital reserve 11 Accumulated deficit (622) Equity attributable to owners of the Company 671 681 Non-controlling interests 218 213 Total equity 889 894 |
March 31, | December 31 | |
|---|---|---|---|
| 327 | |||
| 90 | |||
| 284 | |||
| 50 | |||
| 11 | |||
| 92 | |||
| 854 | |||
| 208 | |||
| 177 | |||
| 25 | |||
| 3,497 | |||
| 377 | |||
| 4,284 | |||
| 5,138 | |||
| 483 | |||
| 286 | |||
| 91 | |||
| 57 | |||
| 119 | |||
| 9 | |||
| 1,045 | |||
| 1,973 | |||
| 857 | |||
| 45 | |||
| 225 | |||
| 44 | |||
| 55 | |||
| 3,199 | |||
| 4,244 | |||
| 1,267 | |||
| 27 | |||
| (22) | |||
| 12 | |||
| (603) | |||
| Total liabilities and equity | 5,185 | 5,138 |
| For the three months ended March 31, | |||
|---|---|---|---|
| 2017 | 2016 | ||
| \$ millions | |||
| Revenue | 544 | 422 | |
| Cost of sales and services (excluding depreciation) | (374) | (302) | |
| Depreciation | (45) | (33) | |
| Gross profit | 125 | 87 | |
| Selling, general and administrative expenses | (34) | (31) | |
| Impairment of assets | (20) | - | |
| Other income | 13 | 2 | |
| Operating profit | 84 | 58 | |
| Financing expenses | (62) | (38) | |
| Financing income | 9 | 4 | |
| Financing expenses, net | (53) | (34) | |
| Share in losses of associated companies, net of tax | (22) | (40) | |
| Profit/(Loss) before income taxes | 9 | (16) | |
| Income taxes | (19) | (12) | |
| Loss for the year | (10) | (28) | |
| Attributable to: | |||
| Kenon's shareholders | (20) | (36) | |
| Non-controlling interests | 10 | 8 | |
| Loss for the period | (10) | (28) | |
| Basic/diluted loss per share attributable to Kenon's shareholders (in dollars): | |||
| Basic/diluted loss per share | (0.38) | (0.67) | |
| For the Three Months ended March 31 | ||
|---|---|---|
| 2017 | 2016 | |
| \$ millions | ||
| Cash flows from operating activities | ||
| Loss for the period | (10) | (28) |
| Adjustments: | ||
| Depreciation and amortization | 48 | 36 |
| Impairment of assets | 20 | — |
| Financing expenses, net | 53 | 34 |
| Share in losses of associated companies, net of tax | 22 | 40 |
| Capital loss, net | 1 | 5 |
| Income taxes | 19 | 12 |
| 153 | 99 | |
| Change in inventories | 3 | (3) |
| Change in trade and other receivables | (2) | (25) |
| Change in trade and other payables | (38) | (29) |
| Change in provisions and employee benefits | - | (40) |
| Cash generated from operating activities | 116 | 2 |
| Income taxes paid, net | (15) | (11) |
| Net cash provided by/(used in) operating activities | 101 | (9) |
| For the Three Months Ended March 31 | ||
|---|---|---|
| 2017 | 2016 | |
| \$ millions | ||
| Cash flows from investing activities | ||
| Proceeds from sale of property, plant and equipment | 2 | - |
| Short-term deposits and loans, net | (19) | 225 |
| Business combinations, less cash acquired | - | (182) |
| Investment in associated company | - | (43) |
| Sale of securities held for trade and available for sale, net | - | 6 |
| Acquisition of property, plant and equipment | (40) | (97) |
| Acquisition of intangible assets | (1) | (2) |
| Interest received | 1 | 2 |
| Payment of deferred acquisition consideration | - | (1) |
| Payment to release financial guarantee | (57) | - |
| Net cash used in investing activities | (114) | (92) |
| Cash flows from financing activities | ||
| Dividend paid to non-controlling interests | (7) | (3) |
| Proceeds from issuance of shares to holders of non-controlling interests in subsidiaries | - | 2 |
| Receipt of long-term loans and issuance of debentures | 78 | 104 |
| Repayment of long-term loans and debentures | (40) | (81) |
| Short-term credit from banks and others, net | 5 | 107 |
| Interest paid | (33) | (24) |
| Net cash provided by financing activities | 3 | 105 |
| (Decrease)/increase in cash and cash equivalents | (10) | 4 |
| Cash and cash equivalents at beginning of the period | 327 | 384 |
| Effect of exchange rate fluctuations on balances of cash and cash equivalents | 11 | 1 |
| Cash and cash equivalents at end of the period | 328 | 389 |
Information regarding activities of the reportable segments are set forth in the following table.
| IC Power* | ||||||
|---|---|---|---|---|---|---|
| Generation** | Distribution | Qoros*** | Other | Adjustments | Total | |
| \$ Millions | ||||||
| For the three months ended March 31, 2017 | ||||||
| Total sales | 405 | 139 | - | - | - | 544 |
| Adjusted EBITDA**** | 122 | 24 | - | (4) | - | 142 |
| Depreciation and amortization | 43 | 5 | - | - | - | 48 |
| Financing income | (1) | (8) | - | (3) | 3 | (9) |
| Financing expenses | 48 | 8 | - | 9 | (3) | 62 |
| Other items: | ||||||
| Impairment of assets | 20 | - | - | - | - | 20 |
| Other income | (10) | - | - | - | - | (10) |
| Share in (profits)/losses of associated companies | - | - | 21 | 1 | - | 22 |
| 100 | 5 | 21 | 7 | - | 133 | |
| Profit/(loss) before taxes | 22 | 19 | (21) | (11) | - | 9 |
| Income taxes | 12 | 7 | - | - | - | 19 |
| Profit/(loss) for the period | 10 | 12 | (21) | (11) | - | (10) |
* The total assets and liabilities of IC Power are \$5.0 billion and \$4.1 billion at March 31, 2017, respectively.
** Includes holding company.
*** Associated company.
**** Adjusted EBITDA is a non-IFRS measure.
| IC Power* | ||||||
|---|---|---|---|---|---|---|
| Generation** | Distribution*** | Qoros**** | Other | Adjustments | Total | |
| \$ Millions | ||||||
| For the three months ended March 31, 2016 | ||||||
| Total sales | 321 | 101 | - | - | - | 422 |
| Adjusted EBITDA* | 84 | 15 | - | (5) | - | 94 |
| Depreciation and amortization | 31 | 5 | - | - | - | 36 |
| Financing income | - | (2) | - | (3) | 1 | (4) |
| Financing expenses | 24 | 8 | - | 7 | (1) | 38 |
| Other items: | ||||||
| Share in losses of associated companies | - | - | 26 | 14 | - | 40 |
| 55 | 11 | 26 | 18 | - | 110 | |
| Profit/(loss) before taxes | 29 | 4 | (26) | (23) | - | (16) |
| Income taxes | 10 | 2 | - | - | - | 12 |
| Profit/(loss) for the period | 19 | 2 | (26) | (23) | - | (28) |
* The total assets and liabilities of IC Power are \$4.9 billion and \$3.8 billion at March 31, 2016, respectively.
** Includes holding company.
*** Operating since January 22, 2016.
**** Associated company.
***** Adjusted EBITDA is a non-IFRS measure.
| Carrying amounts of investment in associated companies |
Equity in the net (losses) / earnings of associated companies |
||||
|---|---|---|---|---|---|
| as at | for the year ended | ||||
| March 31 2017 |
December 31 2016 |
March 31 2017 |
March 31 2016 |
||
| \$ millions | \$ millions | ||||
| ZIM | 80 | 82 | (1) | (15) | |
| Qoros | 96 | 117 | (21) | (26) | |
| Others | 9 | 9 | - | 1 | |
| 185 | 208 | (22) | (40) |
| Three Months Ended March 31, |
||
|---|---|---|
| 2017 | 2016 | |
| (US\$ millions) | ||
| IC Power | 12 | 14 |
| Qoros | (21) | (26) |
| ZIM | (1) | (16) |
| Other | (10) | (8) |
| Loss attributable to Kenon's shareholders | (20) | (36) |
Summary IC Power unaudited consolidated financial information
| For the Three Months ended March 31, | ||
|---|---|---|
| 2017 | 2016 US\$ million |
|
| US\$ million | ||
| Sales | 544 | 422 |
| Cost of sales (excluding depreciation and amortization) | (375) | (302) |
| Depreciation and amortization | (45) | (33) |
| Gross profit | 124 | 87 |
| General, selling and administrative expenses | (29) | (26) |
| Asset write-off | (20) | - |
| Other income | 13 | 2 |
| Operating income | 88 | 63 |
| Financing expenses | (56) | (32) |
| Financing income | 9 | 2 |
| Financing expenses, net | (47) | (30) |
| Share in income of associate | - | - |
| Income before taxes | 41 | 33 |
| Taxes on income | (19) | (12) |
| Net income for the period | 22 | 21 |
| Attributable to: | ||
| Equity holders of the company | 12 | 13 |
| Non-controlling interest | 10 | 8 |
| Net income for the period | 22 | 21 |
Summary Data from IC Power's Unaudited Consolidated Statement of Cash Flows
| Three Months Ended March 31, | |||
|---|---|---|---|
| 2017 | 2016 | ||
| (in millions of USD) | |||
| Cash flows provided by (used in) operating activities | 106 | (3) | |
| Cash flows used in investing activities | (56) | (56) | |
| Cash flows provided by financing activities | 2 | 65 | |
| Increase in cash and cash equivalents | 52 | 6 | |
| Cash and cash equivalents at end of the period | 283 | 367 | |
| Investments in property, plant and equipment1 | 40 | 99 | |
| Total depreciation and amortization | 48 | 36 | |
| As at | ||
|---|---|---|
| March 31 2017 |
December 31 2016 |
|
| (in millions of USD) | ||
| Total financial liabilities1 | 3,145 | 3,072 |
| Total monetary assets2 | 393 | 308 |
| Total equity attributable to the owners | 645 | 622 |
| Total assets | 4,972 | 4,840 |
Pertains to loans from banks and others and debentures
Pertains to cash and cash equivalents and short-term deposits
This press release, including the financial tables, presents Adjusted EBITDA, net debt and net financial liabilities, which are financial metrics considered to be "non-IFRS financial measures." Non-IFRS financial measures should be evaluated in conjunction with, and are not a substitute for, IFRS financial measures. The non-IFRS financial information presented herein should not be considered in isolation from or as a substitute for operating income, net income or per share data prepared in accordance with IFRS.
IC Power defines "Adjusted EBITDA" as for each period for each entity as net income before depreciation and amortization, financing expenses, net, income tax expense, impairment of assets and working capital adjustment. Adjusted EBITDA is not recognized under IFRS or any other generally accepted accounting principles as measures of financial performance and should not be considered as a substitute for net income or loss, cash flow from operations or other measures of operating performance or liquidity determined in accordance with IFRS. Adjusted 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. Adjusted EBITDA presents limitations that impair its use as a measure of our profitability since it does not take into consideration certain costs and expenses that result from our business that could have a significant effect on our net income, such as financial expenses, taxes, depreciation, capital expenses and other related charges.
IC Power believes that the disclosure of Adjusted EBITDA and net debt provides transparent and useful information to investors and financial analysts in their review of the company's, or its subsidiaries' and associate's 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 IC Power's, and each of its segments', net income to Adjusted EBITDA for the periods presented. Other companies may calculate Adjusted EBITDA differently, and therefore this presentation of Adjusted EBITDA may not be comparable to other similarly titled measures used by other companies.
| Three Months Ended March 31, 2017 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (in USD millions) | |||||||||||||
| Generation | Distribution | ||||||||||||
| Peru | Israel | Central America | Other | Guatemala | Total | ||||||||
| Net income (loss) for the period | 22 | 11 | 7 | (30) | 12 | 22 | |||||||
| Depreciation and amortization | 18 | 8 | 8 | 9 | 5 | 48 | |||||||
| Financing expenses, net | 18 | 6 | 2 | 21 | - | 47 | |||||||
| Income tax expense | 6 | 3 | 3 | - | 7 | 19 | |||||||
| Impairment of assets | - | - | - | 20 | - | 20 | |||||||
| Working capital adjustment | - | - | - | (10) | - | (10) | |||||||
| Adjusted EBITDA | 64 | 28 | 20 | 10 | 24 | 146 |
| Three Months Ended March 31, 2016 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (in USD millions) (unaudited) | |||||||||||
| Generation | Distribution | Adjustments | Total | ||||||||
| Central | |||||||||||
| Peru | Israel | America | Other | Guatemala | |||||||
| Net income (loss) for the period | 16 | 13 | 2 | (15) | 3 | 2 | 21 | ||||
| Depreciation and amortization1 | 12 | 6 | 7 | 8 | 5 | (2) | 36 | ||||
| Financing expenses, net | 5 | 2 | 4 | 13 | 6 | — | 30 | ||||
| Income tax expense | 6 | 1 | 2 | 2 | 1 | — | 12 | ||||
| Adjusted EBITDA | 39 | 22 | 15 | 8 | 15 | — | 99 |
The following table sets forth summary operational information regarding each of IC Power's operating companies and associate in its power generation business as of May 31, 2017, according to segment:
| Ownership | Installed | ||||||
|---|---|---|---|---|---|---|---|
| Percentage | Capacity | Proportionate | |||||
| Segment | Country | Entity | (Rounded) | Fuel | (MW)1 | Capacity2 | Type of Asset |
| Peru | Peru | Kallpa | 75% Natural Gas | 1,063 | 797 Greenfield | ||
| Peru | Samay I | 75% Diesel and Natural Gas | 632 | 474 Greenfield | |||
| Peru | CDA | 75% Hydroelectric | 545 | 409 Greenfield | |||
| Israel | Israel | OPC-Rotem | 80% Natural Gas and Diesel | 440 | 352 Greenfield | ||
| Israel | OPC-Hadera3 | 100% Natural Gas | 18 | 18 Acquired | |||
| Nicaragua | Corinto | 65% HFO | 71 | 46 Acquired | |||
| Nicaragua | Tipitapa Power | 65% HFO | 51 | 33 Acquired | |||
| Central | Nicaragua | Amayo I | 61% Wind | 40 | 24 Acquired | ||
| Nicaragua | Amayo II | 61% Wind | 23 | 14 Acquired | |||
| America | Guatemala | Puerto Quetzal | 100% HFO | 179 | 179 Acquired | ||
| El Salvador | Nejapa | 100% HFO | 140 | 140 Original Inkia Asset | |||
| Panama | Kanan4 | 100% HFO | 92 | 92 Greenfield | |||
| Bolivia | COBEE | 100% Hydroelectric, Natural Gas | 228 | 228 Original Inkia Asset | |||
| Chile | Central Cardones | 87% Diesel | 153 | 133 Acquired | |||
| Chile | Colmito | 100% Natural Gas and Diesel | 58 | 58 Acquired | |||
| Other | Dominican Republic | CEPP | 97% HFO | 67 | 65 Original Inkia Asset | ||
| Jamaica | JPPC | 100% HFO | 60 | 60 Original Inkia Asset | |||
| Panama | Pedregal5 | 21% HFO | 54 | 11 Original Inkia Asset | |||
| Total Operating Capacity | 3,914 | 3,133 |
Reflects 100% of the capacity of each of IC Power's assets, regardless of ownership interest in the entity that owns each such asset.
Reflects the proportionate capacity of each of IC Power's assets, as determined by IC Power's ownership interest in the entity that owns each such asset.
OPC-Hadera also holds a conditional license for the construction of a cogeneration power station in Israel. This station is being developed as a greenfield project (at an expected cost of \$250 million, including the NIS 60 million (approximately \$16 million) acquisition price of OPC-Hadera), based upon a plant with 140 MW of capacity. Construction commenced in June 2016 and commercial operations are expected to commence by early 2019.
Kanan's barges (representing 92 MW) have been placed offline as a result of a fire that occurred in April 2017.
Although Pedregal is located in Central America, it is a minority investment. Therefore, from an income statement perspective, it is not part of the Central America segment and Pedregal is only reflected in IC Power's share in income of associate.
Summary Unaudited Financial Information of IC Power's Subsidiaries and Associated Company
| Three Months Ended March 31, 2017 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Entity | Ownership Interest (%) |
Sales | Cost of Sales |
Adjusted EBITDA1 (\$ millions) |
Outstanding Debt2 |
Net Debt3 |
|||||||
| GENERATION | |||||||||||||
| Peru segment | |||||||||||||
| Kallpa | 75 | \$ | 108 | \$ | 70 | \$ 34 |
\$ | 413 | \$ | 382 | |||
| CDA | 75 | 31 | 11 | 18 | 589 | 557 | |||||||
| Samay I | 75 | 33 | 21 | 12 | 349 | 330 | |||||||
| Israel segment | |||||||||||||
| OPC-Rotem | 80 | 87 | 59 | 28 | 379 | 312 | |||||||
| OPC-Hadera | 100 | 12 | 11 | — | 70 | 36 | |||||||
| Central America segment | |||||||||||||
| ICPNH4 | 61-65 | 25 | 16 | 9 | 84 | 73 | |||||||
| Puerto Quetzal | 100 | 10 | 11 | 2 | 18 | 13 | |||||||
| Nejapa | 100 | 24 | 20 | 3 | 3 | (7) | |||||||
| Cenérgica | 100 | 8 | 2 | 1 | — | (4) | |||||||
| Kanan | 100 | 19 | 14 | 5 | 43 | 36 | |||||||
| Guatemel | 100 | 2 | 2 | — | — | (2) | |||||||
| Other segment | |||||||||||||
| COBEE | 100 | 12 | 4 | 7 | 84 | 59 | |||||||
| Central Cardones | 87 | 4 | — | 3 | 33 | 31 | |||||||
| Colmito | 100 | 6 | 5 | 1 | 17 | 15 | |||||||
| CEPP | 97 | 11 | 9 | 1 | 12 | 10 | |||||||
| JPPC | 100 | 11 | 10 | — | 2 | — | |||||||
| Surpetroil | 60 | 2 | 1 | — | 2 | 1 | |||||||
| Recsa | 100 | — | — | — | 5 | 3 | |||||||
| Holdings5 | |||||||||||||
| IC Power Distribution Holdings | 100 | — | — | — | 120 | 120 | |||||||
| Inkia & Other6 | 100 | — | — | (1) | 448 | 381 | |||||||
| IC Power, ICPI & Other7 | 100 | — | — | (1) | 164 | 108 | |||||||
| DISTRIBUTION | |||||||||||||
| DEORSA | 93 | 61 | 48 | 10 | 123 | 117 | |||||||
| DEOCSA | 91 | 78 | 61 | 14 | 187 | 181 | |||||||
| TOTAL | \$ | 544 | \$ | 375 | \$ 146 |
\$ | 3,145 | \$ | 2,752 |
1. "Adjusted EBITDA" for each entity for the period is defined as net income (loss) before depreciation and amortization, finance expenses, net, income tax expense (benefit), impairment of assets and working capital adjustment.
Includes short-term and long-term debt and excludes loans and notes owed to Kenon.
Net debt is defined as total debt attributable to each of IC Power's subsidiaries, excluding debt owed to Kenon, minus the cash and short term deposits and restricted cash of such companies. Net debt is not a measure of liabilities in accordance with IFRS. The tables below set forth a reconciliation of net debt to total debt for IC Power's subsidiaries.
Through ICPNH, IC Power indirectly holds 65% interests in Corinto and Tipitapa Power and 61% interests in Amayo I and Amayo II.
5 In addition to the results of certain of IC Power's generation assets, IC Power's Other segment also includes expenses and other adjustments relating to its headquarters and intermediate holding companies, including purchase price allocations recorded in connection with IC Power's acquisition of Energuate, which allocations were recorded by Inkia, one of IC Power's intermediate holding companies.
Outstanding debt includes \$448 million for Inkia.
Includes \$12 million of IC Power's outstanding debt, \$54 million of ICPI's debt and \$98 million of Overseas Investment Peru's debt.
The following tables set forth a reconciliation of income (loss) to EBITDA for IC Power's subsidiaries for three months ended March 31, 2017:
| Kallpa | CDA | Samay I | OPC-Rotem (\$ millions) |
OPC-Hadera | ICPNH | Puerto Quetzal |
|
|---|---|---|---|---|---|---|---|
| Net income (loss) | \$ 13 |
\$ 5 |
\$ 4 |
\$ 12 |
\$ (1) |
\$ 3 |
\$ 1 |
| Depreciation and amortization | 10 | 4 | 4 | 7 | 1 | 3 | — |
| Finance expenses, net | 5 | 10 | 3 | 5 | 1 | 2 | — |
| Income tax expense (benefit) | 6 | (1) | 1 | 4 | (1) | 1 | 1 |
| Impairment of assets | — | — | — | — | — | — | — |
| Working capital adjustment | — | — | — | — | — | — | — |
| EBITDA | \$ 34 |
\$ 18 |
\$ 12 |
\$ 28 |
\$ — \$ |
9 | \$ 2 |
| Nejapa | Cenérgica | Kanan | Guatemel | COBEE | Central Cardones |
Colmito | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (\$ millions) | ||||||||||||||||||||
| Net income (loss) | \$ | 2 | \$ | 1 | \$ | — \$ | — \$ | 4 | \$ | 1 | \$ | — | ||||||||
| Depreciation and amortization | — | — | 5 | — | 1 | 1 | — | |||||||||||||
| Finance expenses, net | — | — | — | — | 1 | — | 1 | |||||||||||||
| Income tax expense | 1 | — | — | — | 1 | 1 | — | |||||||||||||
| Impairment of assets | — | — | — | — | — | — | — | |||||||||||||
| Working capital adjustment | — | — | — | — | — | — | — | |||||||||||||
| EBITDA | \$ | 3 | \$ | 1 | \$ | 5 | \$ | — \$ | 7 | \$ | 3 | \$ | 1 |
| IC Power | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Distribution | Inkia & | IC Power, ICPI | |||||||||||
| CEPP | JPPC | Surpetroil | RECSA | Holdings | Other | & Other | |||||||
| (\$ millions) | |||||||||||||
| Net income (loss) | \$ | — \$ | (1) | \$ | — \$ | — \$ | 8 | \$ | (33) | \$ | (9) | ||
| Depreciation and amortization | 1 | 1 | — | — | — | 5 | — | ||||||
| Finance expenses, net | — | — | — | — | 2 | 9 | 8 | ||||||
| Income tax expense (benefit) | — | — | — | — | — | (2) | — | ||||||
| Impairment of assets | — | — | — | — | — | 20 | — | ||||||
| Working capital adjustment | — | — | — | — | (10) | — | — | ||||||
| EBITDA | \$ 1 |
\$ | — \$ | — \$ | — \$ | — \$ | (1) | \$ | (1) |
| IC Power | |||
|---|---|---|---|
| DEOCSA | DEORSA | Total | |
| (\$ millions) | |||
| Net income (loss) | \$ 7 |
\$ 5 |
\$ 22 |
| Depreciation and amortization | 3 | 2 | 48 |
| Finance expenses, net | — | — | 47 |
| Income tax expense | 4 | 3 | 19 |
| Impairment of assets | — | — | 20 |
| Working capital adjustment | — | — | (10) |
| EBITDA | \$ 14 |
\$ 10 |
\$ 146 |
The tables below set forth a reconciliation of net debt to total debt for IC Power's subsidiaries as of March 31, 2017.
| Kallpa | CDA Samay I |
OPC Rotem |
OPC Hadera (\$ millions) |
ICPNH | Puerto Quetzal |
Nejapa | Cenérgica | Kanan | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total debt | \$ 413 |
\$ | 589 | \$ | 349 | \$ | 379 | \$ | 70 | \$ | 84 | \$ | 18 | \$ | 3 | \$ | — \$ | 43 | |
| Cash | 31 | 32 | 19 | 67 | 34 | 11 | 5 | 10 | 4 | 7 | |||||||||
| Net Debt | \$ 382 |
\$ | 557 | \$ | 330 | \$ | 312 | \$ | 36 | \$ | 73 | \$ | 13 | \$ | (7) | \$ | (4) | \$ | 36 |
| Guatemel | COBEE | Central Cardones |
Colmito | CEPP | JPPC (\$ millions) |
Surpetroil | Recsa | IC Power Distribution Holdings |
Inkia & Other |
||||||||||
| Total debt | \$ | — \$ | 84 | \$ | 33 | \$ | 17 | \$ | 12 | \$ | 2 | \$ | 2 | \$ | 5 | \$ | 120 | \$ | 448 |
| Cash | 2 | 25 | 2 | 2 | 2 | 2 | 1 | 2 | — | 67 | |||||||||
| Net Debt | \$ (2) |
\$ | 59 | \$ | 31 | \$ | 15 | \$ | 10 | \$ | - | \$ | 1 | \$ | 3 | \$ | 120 | \$ | 381 |
| IC Power, ICPI & Other |
DEOCSA (\$ millions) |
DEORSA | Total IC Power |
||||||||||||||||
| Total debt | \$ | 164 | \$ | 187 | \$ | 123 | \$ | 3,145 | |||||||||||
| Cash | 56 | 6 | 6 | 393 | |||||||||||||||
| Net debt | \$ | 108 | \$ | 181 | \$ | 117 | \$ | 2,752 | |||||||||||
The following table sets forth summary financial information for IC Power's generation subsidiaries and associates for the three months ended March 31, 2016:
| Three Months Ended March 31, 2016 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Entity | Ownership Interest (%) |
Sales | Cost of Sales |
Adjusted EBITDA1 |
Outstanding Debt2 |
Net Debt3 |
||
| (\$ millions) | ||||||||
| GENERATION BUSINESS | ||||||||
| Peru segment | ||||||||
| Kallpa | 75 | \$ | 121 | \$ | 79 | \$ 39 |
\$ 401 |
\$ 379 |
| Assets in advance stages of construction | ||||||||
| CDA | 75 | — | — | — | 582 | 544 | ||
| Samay I | 75 | — | — | — | 333 | 309 | ||
| Israel segment | ||||||||
| OPC | 80 | 77 | 54 | 22 | 387 | 282 | ||
| AIE | 100 | 13 | 11 | — | — | (4) | ||
| Central America segment | ||||||||
| ICPNH4 | 61-65 | 23 | 13 | 10 | 97 | 82 | ||
| Puerto Quetzal | 100 | 15 | 13 | 2 | 17 | 10 | ||
| Nejapa | 100 | 17 | 13 | 3 | — | (14) | ||
| Cenergica | 100 | 4 | 3 | — | — | (2) | ||
| Guatemel | 100 | 1 | 1 | — | — | (1) | ||
| Assets in advance stages of construction | ||||||||
| Kanan | 100 | 15 | 14 | — | 61 | 60 | ||
| Other segment | ||||||||
| COBEE | 100 | 12 | 4 | 7 | 67 | 48 | ||
| Central Cardones | 87 | 2 | — | 2 | 40 | 39 | ||
| Colmito | 100 | 6 | 5 | — | 17 | 15 | ||
| CEPP | 97 | 6 | 5 | — | 11 | 7 | ||
| JPPC | 100 | 7 | 7 | — | 4 | 1 | ||
| Surpetroil | 60 | 2 | 1 | — | 3 | 3 | ||
| Recsa | 100 | — | — | — | 3 | 2 | ||
| TOTAL GENERATION BUSINESS | 321 | 223 | 85 | 2,023 | 1,760 | |||
| DISTRIBUTION BUSINESS | ||||||||
| DEORSA | 93 | 43 | 34 | 6 | 107 | 84 | ||
| DEOCSA | 91 | 58 | 45 | 9 | 164 | 149 | ||
| TOTAL DISTRIBUTION BUSINESS | 101 | 79 | 15 | 271 | 233 | |||
| IC Power Distribution Holdings | 100 | — | — | — | 118 | 118 | ||
| Inkia & Other5 | 100 | — | — | — | 448 | 362 | ||
| IC Power, ICPI & Other6 | 100 | — | — | (1) | 95 | 31 | ||
| TOTAL HOLDINGS | — | — | (1) | 661 | 511 | |||
| TOTAL | \$ | 422 | \$ | 302 | \$ 99 |
\$ 2,955 |
\$ 2,504 |
"Adjusted EBITDA" for each entity for the period is defined as income (loss) before depreciation and amortization, finance expenses, net and income tax expense (benefit).
Includes short-term and long-term debt.
Net debt is defined as total debt attributable to each of IC Power's subsidiaries, minus the cash and short term deposits and restricted cash of such companies. Net debt is not a measure of liabilities in accordance with IFRS. The tables below set forth a reconciliation of net debt to total debt for IC Power's subsidiaries.
Through ICPNH, IC Power indirectly holds 65% interests in Corinto and Tipitapa Power and 61% interests in Amayo I and Amayo II.
Outstanding debt includes Inkia for \$448 million.
Includes \$38 million of outstanding IC Power debt and \$57 million of ICPI debt.
The following tables set forth a reconciliation of income (loss) to Adjusted EBITDA for IC Power's generation subsidiaries for the three months ended March 31, 2016:
| Kallpa | CDA | Samay I | OPC (\$ millions) |
AIE | ICPNH | Puerto Quetzal |
|||
|---|---|---|---|---|---|---|---|---|---|
| Income (loss) | \$ | 14 \$ |
1 | \$ 1 |
\$ 13 |
\$ | — \$ 4 |
\$ (1) |
|
| Depreciation and amortization | 12 | — | — | 6 | — | 3 | 1 | ||
| Finance expenses, net | 6 | — | (1) | 2 | — | 2 | 1 | ||
| Income tax expense (benefit) | 7 | (1) | — | 1 | — | 1 | 1 | ||
| Adjusted EBITDA | \$ | \$ 39 |
— \$ | — \$ | 22 | \$ | — \$ 10 |
\$ 2 |
|
| Nejapa | Cenérgica | Kanan | Guatamel (\$ millions) |
COBEE | Central Cardones |
Colmito | |||
| Income (loss) | \$ | 2 \$ |
— \$ | (2) | \$ | — \$ 4 |
— \$ \$ |
— | |
| Depreciation and amortization | 1 | — | 1 | — | 1 | 1 | — | ||
| Finance expenses, net | — | — | 1 | — | 1 | 1 | — | ||
| Income tax expense (benefit) | — | — | — | — | 1 | — | — | ||
| Adjusted EBITDA | \$ | \$ 3 |
— \$ | — \$ | — \$ 7 |
\$ 2 |
\$ — |
||
| CEPP | JPPC | Surpetroil | RECSA (\$ millions) |
IC Power Distribution Holdings |
Inkia & Other |
IC Power, ICPI & Other |
| Income (loss) | \$ (1) \$ |
(1) \$ |
— \$ | — \$ | (2) \$ |
(10) \$ |
(4) |
|---|---|---|---|---|---|---|---|
| Depreciation and amortization | 1 | 1 | — | — | — | 3 | — |
| Finance expenses, net | — | — | — | — | 2 | 6 | 3 |
| Income tax expense (benefit) | — | — | — | — | — | 1 | — |
| Adjusted EBITDA | \$ — \$ |
— \$ | — \$ | — \$ | — \$ | — \$ | (1) |
| IC Power | |||||
|---|---|---|---|---|---|
| DEOCSA | DEORSA | Total | |||
| (\$ millions) | |||||
| Income (loss) | \$ 1 |
\$ | 2 | \$ 21 |
|
| Depreciation and amortization | 3 | 2 | 36 | ||
| Finance expenses, net | 4 | 2 | 30 | ||
| Income tax expense (benefit) | 1 | - | 12 | ||
| Adjusted EBITDA | \$ 9 |
\$ | 6 | \$ 99 |
|
The tables below set forth a reconciliation of net debt to total debt for IC Power's subsidiaries for the three months ended March 31, 2016:
| Puerto | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Kallpa | CDA | Samay I | OPC | AIE | ICPNH | Quetzal | Nejapa | Cenérgica | Kanan | |||||||
| (\$ millions) | ||||||||||||||||
| Total debt | \$ 401 |
\$ | 582 | \$ 333 |
\$ 387 |
\$ — \$ |
97 | \$ | 17 | \$ | — \$ | — \$ | 61 | |||
| Cash | 22 | 38 | 24 | 105 | 4 | 15 | 7 | 14 | 2 | 1 | ||||||
| Net Debt | \$ 379 |
\$ | 544 | \$ 309 |
\$ 282 |
\$ (4) |
\$ | 82 | \$ | 10 | \$ | (14) | \$ | (2) | \$ | 60 |
| IC Power | ||||||||||||||||
| Central | Distribution | Inkia & | ||||||||||||||
| Guatemel | COBEE | Cardones | Colmito | CEPP | JPPC | Surpetroil | Recsa | Holdings | Other | |||||||
| (\$ millions) | ||||||||||||||||
| Total debt | \$ | — \$ | 67 | \$ 40 |
\$ 17 |
\$ 11 |
\$ | 4 | \$ | 3 | \$ | 3 | \$ | 118 | \$ | 448 |
| Cash | 1 | 19 | 1 | 2 | 4 | 3 | — | 1 | — | 86 | ||||||
| Net Debt | \$ (1) |
\$ | 48 | \$ 39 |
\$ 15 |
\$ 7 |
\$ | 1 | \$ | 3 | \$ | 2 | \$ | 118 | \$ | 362 |
| IC Power, ICPI & | ||||||||||||||||
| Other | DEOCSA | DEORSA | Total IC Power | |||||||||||||
| (\$ millions) | ||||||||||||||||
| Total debt | \$ | 95 | \$ | 164 | \$ | 107 | 2,955 | |||||||||
| Cash | 64 | 15 | 23 | 451 | ||||||||||||
| Net debt | 31 | 149 | 84 | 2,504 |
| For the Three Months Ended | |||||
|---|---|---|---|---|---|
| In millions of RMB | 2017 | 2016 | |||
| Revenue | 406 | 512 | |||
| Cost of sales | (477) | (611) | |||
| Gross loss | (71) | (99) | |||
| Other income | 10 | 20 | |||
| Research and development expenses | (37) | (30) | |||
| Selling, general and administrative expenses | (100) | (147) | |||
| Other expenses | (8) | (3) | |||
| Operating loss | (206) | (259) | |||
| Finance income | 4 | 27 | |||
| Finance costs | (81) | (76) | |||
| Net finance costs | (77) | (49) | |||
| Loss before tax | (283) | (308) | |||
| Income tax expense | — | — | |||
| Loss for the year | (283) | (308) | |||
| In millions of RMB 2017 2016 Assets Property, plant and equipment 4,159 Intangible assets 4,311 Prepayments for purchase of equipment 7 Lease prepayments 198 Trade and other receivables 92 Pledged deposits — Equity -accounted investee 2 Non -current assets 8,769 Inventories 343 VAT recoverable 845 Trade and other receivables 59 Prepayments 48 Available for sale financial assets — Pledged deposits 49 Cash and cash equivalents 65 Current assets 1,409 Total assets 10,178 Equity Paid -in capital 10,426 Reserves 53 Accumulated losses (10,316 ) Total equity 163 Liabilities Loans and borrowings 4,014 Deferred income 402 Trade and other payables 111 |
At December 31 |
|---|---|
| 4,219 | |
| 4,323 | |
| 1 | |
| 199 | |
| 92 | |
| 8 | |
| 2 | |
| 8,844 | |
| 322 | |
| 808 | |
| 60 | |
| 13 | |
| 100 | |
| 36 | |
| 465 | |
| 1,804 | |
| 10,648 | |
| 10,426 | |
| 53 | |
| (10,033 ) |
|
| 446 | |
| 4,249 | |
| 412 | |
| 112 | |
| Provisions 58 |
56 |
| -current liabilities Total Non 4,585 |
4,829 |
| Loans and borrowings 3,025 |
2,641 |
| Trade and other payables 2,358 |
2,685 |
| Deferred income 47 |
47 |
| Total Current liabilities 5,430 |
5,373 |
| Total liabilities 10,015 |
10,202 |
| Total equity and liabilities 10,178 |
10,648 |
This press release presents the EBITDA of Qoros, which is a financial metrics considered to be a "non-IFRS financial measure." Non-IFRS financial measures should be evaluated in conjunction with, and are not a substitute for, IFRS financial measures. The non-IFRS financial information presented herein should not be considered in isolation from or as a substitute for operating income, net income or per share data prepared in accordance with IFRS.
Qoros defines "EBITDA" for each period for as net loss for the year, excluding net finance costs and depreciation and amortization. EBITDA is not recognized under IFRS or any other generally accepted accounting principles as measures of financial performance and should not be considered as a substitute for net income or loss, cash flow from operations or other measures of operating performance or liquidity 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. EBITDA presents limitations that impair its use as a measure of our profitability since it does not take into consideration certain costs and expenses that result from our business that could have a significant effect on our net income, such as financial expenses, taxes, depreciation, capital expenses and other related charges.
Qoros believes that the disclosure of EBITDA provides transparent and useful information to investors and financial analysts in their review of Qoros' 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 Qoros' net loss 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.
| March 31 | ||
|---|---|---|
| In millions of RMB | 2017 | 2016 |
| Net loss for the year | (283) | (308) |
| Net finance costs | 77 | 49 |
| Depreciation and Amortization | 117 | 128 |
| EBITDA | (89) | (131) |
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