Quarterly Report • Mar 29, 2017
Quarterly Report
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Washington, D.C. 20549
REPORT OF A FOREIGN ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE SECURITIES EXCHANGE ACT OF 1934
March 29, 2017
Commission File Number 001-36761
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.
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: March 29, 2017 By: /s/ Yoav Doppelt
Name: Yoav Doppelt Title: Chief Executive Officer
Exhibit 99.1

—IC Power continued to grow in 2016—
Growth driven by completion of three greenfield projects which added 1,269 MW of installed capacity and acquisition of distribution business
Singapore, March 29, 2017. Kenon Holdings Ltd. (NYSE: KEN, TASE: KEN) announces its results for 2016 and additional updates to its businesses.
Kenon's Annual Report on Form 20-F for the year ended December 31, 2016, which will contain additional information about Kenon and its businesses, will be filed with the U.S. Securities and Exchange Commission in April 2017.
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.
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.
See Exhibit 99.2 of Kenon's Form 6-K dated March 29, 2017, for summary Kenon consolidated financial information; summary IC Power consolidated financial information; the definition of IC Power's Adjusted EBITDA (which is a non-IFRS measure) and for a reconciliation to IC Power's, and each of its segments', net income; summary operational information of each of IC Power's generation businesses; summary financial information for each of IC Power's businesses; summary Qoros consolidated financial information; and the definition of Qoros' EBITDA (which is a non-IFRS measure) and for a reconciliation to Qoros' total losses.
1 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 \$12 million in 2016.
2 Adjusted EBITDA is a non-IFRS measure. See Exhibit 99.2 of Kenon's Form 6-K dated March 29, 2017 for the definition of IC Power's Adjusted EBITDA and a reconciliation to IC Power's, and each of its segments', net income.
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.
______________________________
| For the Year Ended December 31, 2016 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| (in USD millions) | ||||||||||
| Generation | Distribution | Adjustments | Total | |||||||
| Peru | Israel | Central America |
Other1 | Guatemala | ||||||
| Revenues | 528 | 356 | 326 | 157 | 509 | (2) | 1,874 | |||
| Cost of Sales2 | (323) | (282) | (252) | (101) | (403) | 2 | (1,359) | |||
| Net Income | 33 | 24 | 4 | (84) | 35 | 9 | 21 | |||
| Adjusted EBITDA | 189 | 67 | 60 | 22 | 82 | - | 420 | |||
| For the Year Ended December 31, 2015 | ||||||||||
| (in USD millions) | ||||||||||
| Distribution | Adjustments | Total | |||||
|---|---|---|---|---|---|---|---|
| Peru | Israel | America | Other1 | Guatemala | |||
| Revenues | 448 | 326 | 337 | 178 | - | - | 1,289 |
| Cost of Sales2 | (279) | (242) | (265) | (123) | - | - | (909) |
| Net Income | 31 | 22 | 23 | (31) | - | 8 | 53 |
| Adjusted EBITDA | 152 | 79 | 62 | 33 | - | - | 326 |
IC Power's Other segment includes the results of certain of IC Power's generation assets. In addition, IC Power's Other segment 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. 2. Excludes depreciation and amortization.
· Revenues—\$1,874 million in 2016, as compared to \$1,289 million in 2015. This increase was primarily due to the acquisition of IC Power's distribution business in January 2016, as well as the commencement of commercial operations of Kanan (Central America segment) in April 2016, Samay I (Peru segment) in May 2016, and CDA (Peru segment) in August 2016;
3 In March 2016, Kenon conducted an internal restructuring pursuant to which its subsidiary IC Power Ltd., which was a holding company with no material assets, acquired I.C. Power Asia Development Ltd., which held interests in power generation and distribution assets. As a result, IC Power Ltd. (formerly IC Power Pte. Ltd.) became the parent holding company of I.C. Power Asia Development Ltd. (formerly I.C. Power Ltd.) and the results of IC Power for 2015 are the results of IC Power Asia Development Ltd.

o a \$19 million decrease in net income of the Central America segment.
These decreases were partially offset by the \$35 million contribution from IC Power's distribution business.
IC Power's net income attributable to Kenon in 2016 was \$3 million (\$15 million excluding finance expenses due to intercompany loans owing to Kenon), as compared to \$36 million in 2015; and
· Adjusted EBITDA—\$420 million in 2016, as compared to \$326 million in 2015. The increase in 2016 was primarily the result of the Adjusted EBITDA recorded by IC Power's distribution business and an increase in the Adjusted EBITDA of the Peru segment, due to the commencement of commercial operations of Samay I in May 2016 and CDA in August 2016. These increases were partially offset by lower Adjusted EBITDA of Kallpa and OPC-Rotem, as discussed below.
A discussion of revenues, cost of sales, net income and Adjusted EBITDA for IC Power's generation business by segment for 2016, as compared to 2015 is as follows:
| For the Year Ended December 31, 2016 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Ownership Interest |
Cost of | Net | |||||||
| Entity | (%) | Revenues | Sales | Adjusted EBITDA | Income | ||||
| (\$ millions) | |||||||||
| Kallpa | 75 | \$ | 438 | \$ | 293 | \$ | 139 | \$ | 32 |
| Samay I | 75 | 40 | 16 | 19 | 1 | ||||
| CDA | 75 | 50 | 14 | 31 | - | ||||
| TOTAL | 75 | \$ | 528 | \$ | 323 | \$ | 189 | \$ | 33 |
| For the Year Ended December 31, 2015 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Ownership Interest |
Cost of | Net | |||||||
| Entity | (%) | Revenues | Sales | Adjusted EBITDA | Income | ||||
| (\$ millions) | |||||||||
| Kallpa | 75 | \$ | 448 | \$ | 279 | \$ | 152 | \$ | 43 |
| Samay I | 75 | - | - | - | (4) | ||||
| CDA | 75 | - | - | - | (8) | ||||
| TOTAL | \$ | 448 | \$ | 279 | \$ | 152 | \$ | 31 |
· Revenues—\$528 million in 2016, as compared to \$448 million in 2015, primarily as a result of the commencement of commercial operations of Samay I and CDA. The increase was partially offset by a \$10 million decrease in Kallpa's revenues, primarily as a result of a 4% decrease in Kallpa's average selling price, due to the current oversupply of capacity in the Peruvian power market;

| For the Year Ended December 31, 2016 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Entity OPC-Rotem OPC-Hadera |
Ownership Interest (%) 80 100 |
\$ | Revenues 311 45 |
\$ | Cost of Sales 239 43 |
(\$ millions) \$ |
Adjusted EBITDA 65 2 |
\$ | Net Income 24 - |
| TOTAL | \$ | 356 | \$ | 282 | \$ | 67 | \$ | 24 | |
| For the Year Ended December 31, 2015 | |||||||||
| Ownership Interest |
Cost of | Net | |||||||
| Entity | (%) | Revenues | Sales | Adjusted EBITDA | Income | ||||
| (\$ millions) | |||||||||
| OPC-Rotem | 80 | \$ | 318 | \$ | 235 | \$ | 79 | \$ | 20 |
| OPC-Hadera | 100 | 8 | 7 | - | 2 | ||||
| TOTAL | \$ | 326 | \$ | 242 | \$ | 79 | \$ | 22 |
· Revenues—\$356 million in 2016, as compared to \$326 million in 2015, primarily as a result of a \$37 million increase in revenues from OPC-Hadera (acquired in August 2015). The increase was offset by a \$7 million reduction in OPC-Rotem's revenues as a result of declines in the EA generation component tariff in August 2015;
Generation - Central America Segment
| For the Year Ended December 31, 2016 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Entity (Country) | Ownership Interest (%) |
Revenues | Cost of Sales |
Adjusted EBITDA | Net Income |
||||
| (\$ millions) | |||||||||
| ICPNH (Nicaragua) | 61-65 | 90 | 59 | 28 | 8 | ||||
| Kanan (Panama) | 100 | 67 | 55 | 11 | (8) | ||||
| Nejapa and Cenérgica (El Salvador) | 100 | 107 | 82 | 16 | 6 | ||||
| Puerto Quetzal (Guatemala) | 100 | 55 | 52 | 5 | (2) | ||||
| Guatemel (Guatemala)1 | 100 | 7 | 4 | - | - | ||||
| TOTAL ______ |
\$ 326 |
\$ 252 |
\$ 60 |
\$ 4 |

| For the Year Ended December 31, 2015 | |||||||
|---|---|---|---|---|---|---|---|
| Entity (Country) | Ownership Interest (%) |
Revenues | Cost of Sales |
Adjusted EBITDA | Net Income |
||
| (\$ millions) | |||||||
| ICPNH (Nicaragua) | 61-65 | 111 | 73 | 36 | 17 | ||
| Kanan (Panama) | 100 | — | — | — | — | ||
| Nejapa and Cenérgica (El Salvador) | 100 | 117 | 98 | 16 | 4 | ||
| Puerto Quetzal (Guatemala) | 100 | 109 | 94 | 10 | 2 | ||
| TOTAL | \$ 337 |
\$ 265 |
\$ 62 |
\$ 23 |
· Revenues—\$326 million in 2016, as compared to \$337 million in 2015. The decrease in revenues was primarily due to (1) a \$54 million reduction in Puerto Quetzal's revenues due to the expiration of a short-term PPA, which resulted in a decrease in the volume of energy sold, and a decrease in Puerto Quetzal's average selling prices as a result of lower HFO prices, (2) a \$21 million reduction in ICPNH's revenues due to a decrease in the average selling price of the thermal plants (Corinto and Tipitapa) as a result of lower HFO prices and decreased energy sales for the wind farms (Amayo I and Amayo II) due to lower wind levels and (3) a \$10 million decrease in revenues of Nejapa and Cenérgica, primarily due to declines in both Nejapa's selling prices and volume sold. These decreases were offset by a \$67 million contribution in revenues from Kanan, which commenced commercial operations in April 2016;
______________________________
| For the Year Ended December 31, 2016 | ||||||
|---|---|---|---|---|---|---|
| Ownership Interest |
Cost of | Net | ||||
| Entity (Country) | (%) | Revenues | Sales | Adjusted EBITDA (\$ millions) |
Income | |
| COBEE (Bolivia) | 100 | 40 | 14 | 20 | 4 | |
| Central Cardones (Chile) | 87 | 13 | 1 | 9 | 2 | |
| Colmito (Chile) | 100 | 21 | 17 | 3 | - | |
| CEPP (Dominican Republic) | 97 | 29 | 24 | 3 | (1) | |
| JPPC (Jamaica) | 100 | 42 | 35 | 4 | (1) | |
| Surpetroil (Colombia) | 60 | 8 | 8 | - | (1) | |
| RECSA (Guatemala)1 | 100 | 1 | - | - | - | |
| IC Power Distribution Holdings (non-operating holdco) | 100 | - | - | - | (8) | |
| Inkia & Other (non-operating holdcos) | 100 | 1 | - | (5) | (48) | |
| IC Power, ICPI & Other (non-operating holdcos) | 100 | - | - | (12) | (31) | |
| TOTAL | \$ 155 |
\$ | 991 \$ 22 |
\$ (84) |

| For the Year Ended December 31, 2015 | ||||||
|---|---|---|---|---|---|---|
| Ownership Interest |
Cost of | Net | ||||
| Entity (Country) | (%) | Revenues | Sales | Adjusted EBITDA | Income | |
| (\$ millions) | ||||||
| COBEE (Bolivia) | 100 | 43 | 18 | 21 | 5 | |
| Central Cardones (Chile) | 87 | 14 | 2 | 10 | 3 | |
| Colmito (Chile) | 100 | 28 | 25 | 3 | 1 | |
| CEPP (Dominican Republic) | 97 | 39 | 31 | 6 | 2 | |
| JPPC (Jamaica) | 100 | 45 | 41 | 2 | (2) | |
| Surpetroil (Colombia) | 60 | 8 | 6 | 1 | (1) | |
| IC Power Distribution Holdings (non-operating holdco) | 100 | — | — | — | — | |
| Inkia & Other (non-operating holdcos) | 100 | 1 | — | (4) | (32) | |
| IC Power, ICPI & Other (non-operating holdcos) | 100 | — | — | (6) | (7) | |
| TOTAL | \$ 178 |
\$ 123 |
\$ 33 |
\$ (31) |
| For the Year Ended December 31, 2016 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Ownership Interest |
Cost of | Net | ||||||||
| Entity | (%) | Revenues | Sales | Adjusted EBITDA | Income | |||||
| (\$ millions) | ||||||||||
| DEORSA | 93 | \$ | 225 | \$ | 177 | \$ | 36 | \$ | 16 | |
| DEOCSA | 91 | 284 | 226 | 46 | 19 | |||||
| TOTAL | \$ | 509 | \$ | 403 | \$ | 82 | \$ | 35 |
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.
IC Power's capital expenditures were \$496 million in 2016, including (1) \$413 million in capital expenditures on construction projects in 2016, consisting of Samay I (\$66 million), CDA (\$72 million), Kanan (\$16 million), OPC-Hadera (\$53 million) and the acquisition of Energuate (\$206 million, net of cash acquired of \$60 million), (2) \$70 million in capital expenditures for maintenance of existing facilities (which included \$28 million for Energuate), and (3) \$13 million for new projects, facility recovery and capitalized interest expense.
As of December 31, 2016, IC Power had cash and cash equivalents of \$219 million, restricted cash of \$89 million, and total outstanding consolidated indebtedness of \$3,072 million (excluding IC Power's \$145 million note payable to Kenon), consisting of \$483 million of short-term indebtedness, including the current portion of long-term indebtedness, and \$2,589 million of long-term indebtedness.
IC Power's \$120 million ICDPH Credit Agreement and \$100 million Overseas Facility mature in June 2017 and November 2017, respectively. IC Power may seek to refinance or extend the maturity of such indebtedness.
OPC-Hadera is constructing a 140 MW co-generation power plant in Israel. IC Power expects that the total cost of completing the OPC-Hadera plant will be approximately \$250 million (including the acquisition price of NIS 60 million (approximately \$16 million) of OPC-Hadera).
Construction of the OPC-Hadera plant began in June 2016, and the plant is expected to commence commercial operations by early 2019. As of December 31, 2016, OPC-Hadera had invested an aggregate of \$70 million in the project and completed approximately 35% 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.
By February 2017, all four units of Samay I, IC Power's 632 MW cold-reserve thermoelectric project in Peru, had been declared available to the system. The four units had been declared unavailable to the system in July 2016 after inspections had revealed damage to the shafts in three of the plant's four units.
While the units were unavailable, Samay I continued to receive payments under its PPA, but such payments were subject to adjustments depending on the amount of time the plant was unavailable when called for dispatch. In 2016, Samay I was subject to (negative) revenue adjustments of approximately \$3 million as a result of Samay I's unavailability.
The cost of the repairs was paid by the EPC contractor. To the extent IC Power is required to incur costs relating to the outage, including repair costs and loss of profits, IC Power intends to seek coverage from the EPC contractor and/or the insurance coverage (subject to deductibles).
In March 2017, following the completion of CDA's acceptance tests, COES, the Peruvian system operator, declared that the installed capacity of CDA had tested at 545 MW, representing a 35 MW increase from CDA's planned installed capacity. CDA is under discussions with the EPC contractor regarding the final reconciliation of construction costs.
In January 2017, Kenon and IC Power announced the commencement of a roadshow for an IPO for IC Power's ordinary shares. In February 2017, IC Power withdrew the IPO in light of market conditions, as the IPO was not deemed to be in the best interests of IC Power and Kenon at such time. Kenon is continuing to evaluate various strategic alternatives with respect to its interest in IC Power and its businesses, which may include a future listing, offering, distribution or monetization of IC Power or its subsidiaries.
The following discussion of Qoros' results of operations below is derived from Qoros' consolidated financial statements.
Revenues increased by 72% to RMB2,512 million (\$369 million) in 2016, as compared to RMB1,459 million (\$215 million) in 2015. Qoros' increased revenues in 2016 reflect an approximately 70% increase in car sales from approximately 14,000 cars in 2015 to approximately 24,000 cars in 2016. The launch of the Qoros 5 SUV in March 2016 was a major contributor to the increase in Qoros' car sales.
Cost of sales increased by 76% to RMB3,009 million (\$443 million) in 2016, as compared to RMB1,713 million (\$252 million) in 2015. The increase in cost of sales is primarily due to the increase in the number of cars sold, as well as an increase in amortization of capitalized research and development costs and an increase in depreciation of property, plant and equipment.
Cost of sales included depreciation and amortization expenses of RMB659 million (\$97 million) in 2016, as compared to RMB230 million (\$34 million) in 2015.
______________________________
Gross loss increased to RMB497 million (\$73 million) in 2016, as compared to RMB254 million (\$37 million) in 2015.
Excluding depreciation and amortization allocated to cost of sales, gross income was RMB162 million (\$24 million) in 2016, as compared to gross loss excluding depreciation and amortization allocated to cost of sales RMB24 million (\$4 million) in 2015.5
4 Convenience translations of RMB amounts into US Dollars use a rate of 6.8:1.
Selling, general and administrative expenses decreased by 51% to RMB763 million (\$112 million) in 2016, as compared to RMB1,560 million (\$229 million) in 2015. The decrease reflects cost-cutting measures implemented by Qoros in 2016, including a reduction in advertising, marketing and promoting, consulting fees and personnel expenses.
Net finance costs increased by 16% to RMB403 million (\$59 million) in 2016, as compared to RMB346 million (\$51 million) in 2015, primarily due to exchange rate effects.
For the reasons set forth above, loss for the period decreased to RMB1.9 billion (\$279 million) in 2016, as compared to RMB2.5 billion (\$368 million) in 2015.
Qoros' negative EBITDA improved by 58%, or RMB956 million (\$141 million), to negative RMB706 million (\$104 million) in 2016 from negative RMB1,662 million (\$244 million) in 2015. The improvement in EBITDA is mainly due to the increase in car sales, as well as cost-cutting measures implemented by Qoros in 2016.
As of December 31, 2016, Qoros had total loans and borrowings (excluding shareholder loans) of RMB5.5 billion (\$809 million) and current liabilities (excluding shareholder loans) of RMB4.0 billion (\$588 million), including trade and other payables of RMB2.7 billion (\$397 million), and current assets of RMB1.8 billion (\$265 million), including cash and cash equivalents of RMB465 million (\$68 million), of which RMB194 million (\$29 million) was used in January 2017 by Qoros to make payments under its RMB3 billion (\$441 million) facility. Qoros uses a portion of its liquidity to make debt service payments, including amortization payments on its RMB3 billion facility. Qoros is currently required to make amortizations payments on its RMB3 billion facility and will begin to make amortization payments on its RMB1.2 billion facility (\$176 million) and RMB700 million (\$103 million) facility in August 2017 and May 2018, respectively. Qoros' lenders have agreed in principle to reschedule amortization payments from 2017 and 2018 until 2019 through 2022, with the final payment schedule to be agreed. Qoros actively manages its trade payables, accrued expenses and other operating expenses in connection with the management of its liquidity requirements and resources.
Qoros' principal sources of liquidity are 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. The RMB3 billion syndicated credit facility contains financial covenants, including debt-to-asset and current ratio covenants, which covenants had been waived up to July 2017. Qoros' lenders have agreed to waive compliance with these financial covenants from July 2017 to July 2020.
In March 2017, Kenon agreed to fund up to RMB777 million (approximately \$114 million) to Qoros in two equal tranches. The first tranche of loans were provided to Qoros in March 2017 in the amount of RMB388.5 million (approximately \$57 million). The proceeds of the first tranche loans will be 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. The provision of the second tranche loans shall be at Kenon's discretion.
Car Sales
In the three months ended December 31, 2016 Qoros' sales increased by approximately 58% to approximately 7,600 vehicles, as compared to the three months ended December 31, 2015.
In 2016, Qoros' sales increased by approximately 70% to approximately 24,000 cars, as compared to approximately 14,000 cars in 2015, primarily as a result of the launch of the Qoros 5 SUV in March 2016.
5 Gross income (loss) excluding depreciation and amortization allocated to cost of sales is a non-IFRS measures. Qoros' depreciation and amortization allocated to cost of sales was RMB 659 million and RMB230 million in 2016 and 2015, respectively.
6 EBITDA is a non-IFRS measure. See Exhibit 99.2 of Kenon's Form 6-K dated March 29, 2017 for the definition of Qoros' EBITDA and a reconciliation to its total loss for the applicable period.
Qoros' strategy is to expand its dealer network and open new points of sales. As of December 31, 2016, Qoros' dealership network included 115 points of sales, 18 additional points of sales under construction and Memorandums of Understanding with respect to the potential development of 18 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 March 2017, the board of directors of Qoros appointed Mr. Leon Liu, who previously served as the Chief Operating Officer of Qoros, to serve as the Chief Executive Officer of Qoros.
ZIM carried approximately 2,429 thousand TEUs in 2016, representing a 5% increase as compared to 2015, in which ZIM carried approximately 2,308 thousand TEUs. Despite the increase in carried quantities in 2016, ZIM's revenues decreased by 15% in 2016 to approximately \$2.5 billion, as compared to approximately \$3.0 billion in 2015, due to the decline in container freight rates. The reduction in revenues was partially offset by an 11% reduction in ZIM's operating expenses and cost of services to approximately \$2.4 billion in 2016, as compared to \$2.7 billion in 2015, primarily as a result of a decrease in bunker prices, as well as a decrease in charter hire expenses and cargo handling expenses, as a result of steps implemented by ZIM to manage its costs.
ZIM's net loss attributable to ZIM's owners in 2016 was \$168 million, as compared to net income of \$2 million in 2015.
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.
In March 2017, ZIM announced personnel changes at the executive management level. ZIM's board of directors has nominated Eli Glickman to serve as President and Chief Executive Officer of the company, effective July 1, 2017. Mr. Glickman will replace Rafi Danieli, the current Chief Executive Officer, who in 2016 had advised ZIM that he would be stepping down from his role. In addition, ZIM's Chief Financial Officer Guy Eldar has requested to leave ZIM for personal reasons; at this time, a replacement has yet to be nominated.
In March 2017, Kenon agreed to fund up to RMB777 million (approximately \$114 million) to Qoros in two equal tranches in connection with the full release of its remaining RMB850 million (approximately \$125 million) back-to-back guarantee obligations (plus related interest and fees) to its joint venture partner Chery.
The first tranche of loans were provided to Qoros in March 2017 in the amount of RMB388.5 million (approximately \$57 million), reducing Kenon's back-to-back guarantee obligations to Chery by RMB425 million (approximately \$63 million). As part of the RMB388.5 million first tranche loans to Qoros, Kenon funded 50% of this amount on behalf of Chery in connection with 50% of the RMB425 million guarantee reduction discussed above and 50% of this amount on behalf of Kenon. Kenon's wholly-owned subsidiary Quantum (2007) LLC ("Quantum") also pledged Qoros shares to Chery as part of the transaction.
The provision of the second tranche loans, which will be made on substantially similar terms to the first tranche loans, shall be at Kenon's discretion. Kenon's remaining back-to-back guarantee obligations to Chery will be fully released upon its provision of the second tranche loans.
In the event that Chery's obligations under its guarantees are reduced, in whole or in part, through amortization of the loans or guarantee releases, Kenon is entitled to the proportionate return from Chery of the loans provided on Chery's behalf (i.e., up to RMB388.5 million (approximately \$57 million)) or a release of the shares pledged to Chery, as applicable.

The terms of these loans are described in Kenon's Report on Form 6-K furnished to the SEC on March 10, 2017.
Prior to the back-to-back guarantee releases discussed above, Kenon had outstanding guarantee obligations of RMB850 million in respect of Qoros' outstanding indebtedness. 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:
| Timing | Amount of Loans to Qoros |
Amount of Guarantee Obligations Prior to Loan |
Release of Kenon Guarantees to Chery |
Remaining Guarantee Obligations Post-Loan |
|
|---|---|---|---|---|---|
| First Tranche Loans |
Completed in March 2017 | RMB388.5 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 |
At Kenon's discretion | RMB388.5 million | RMB425 million (plus certain interest and fees)1 |
RMB425 million (plus certain interest and fees) |
— |
| Total | RMB777 million | — | RMB850 million (plus interest and fees) |
— |
As a result of pledges provided by Quantum in connection with these transactions and previous pledges of Qoros shares by Quantum, substantially all of Kenon's interest in Qoros will be pledged, or could be pledged.
_____________________________
As of December 31, 2016, cash, gross debt, and net debt7 (a non-IFRS financial measure, which is defined as gross debt minus cash) of Kenon (unconsolidated) were \$102 million, \$224 million and \$122 million, respectively.
In March 2017, Kenon funded \$57 million to Qoros, as discussed above, reducing Kenon's back-to-back guarantee obligations to Chery from RMB850 million (approximately \$125 million) to RMB425 million (approximately \$63 million).
Kenon has fully drawn its \$200 million credit facility from Israel Corporation Ltd. As of December 31, 2016, \$224 million was outstanding under the facility, including interest and fees of approximately \$24 million.
Kenon's management will host a conference call for investors and analysts on March 29, 2017. To participate, please call one of the following teleconferencing numbers:
| Singapore: | 3158-3851 |
|---|---|
| US: | 1-866-229-7198 |
| Israel: | 03-918-0691 |
| UK: | 0-800-917-9141 |
| 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.
7 Kenon's gross debt and net debt do not include Kenon's back-to-back guarantee obligations in respect of Qoros' indebtedness, discussed herein.
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's primary focus is to grow and develop its primary businesses, IC Power and Qoros. Following the growth and development of its primary businesses, Kenon intends to provide its shareholders with direct access to these businesses, when we believe it is in the best interests of its shareholders for it to do so based on factors specific to each business, market conditions and other relevant information. Kenon intends to support the development of its non-primary businesses, and to act to realize their value for its shareholders by distributing its interests in its nonprimary businesses to its shareholders or selling its interests in its non-primary businesses, rationally and expeditiously. 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 cost and timing of the completion of IC Power's OPC-Hadera project, IC Power's strategy with respect to recovering any costs it may be required to incur in connection with the Samay I outage, IC Power's plan to extend the maturity of or refinance certain indebtedness, and final reconciliation of construction costs in connection with the higher installed capacity at which the CDA plant tested in March 2017, (ii) with respect to Qoros, statements with respect to Qoros' liquidity requirements and sources of funding and plans to continue to seek financing, the use of the proceeds of the First Tranche Loans, the expected terms of the Second Tranche Loans, Kenon's backto-back guarantee obligations and the release of such obligations described above, the agreement by Qoros' lenders to waive certain financial covenants under Qoros' RMB3 billion facility and reschedule amortization payments under Qoros' debt facilities, and Qoros' strategy to expand its dealer network, (iii) with respect to ZIM, statements with respect to changes in ZIM's management team and the timing of such changes, (iv) with respect to Kenon, Kenon's strategy with respect to its interests in its businesses, including transactions Kenon may pursue in connection with such strategy, and the timing of such transactions, and Chery's obligation to return cash and Qoros shares to Kenon in certain circumstances and (v) 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 forwardlooking statements. Such risks include (i) with respect to IC Power, risks relating to IC Power's failure to complete the construction of the OPC-Hadera project on a timely basis, within expected budget, or at all, IC Power's ability to recover any costs and losses it may be required to incur in relation to the Samay I outage, including risks relating to IC Power's insurance coverage and IC Power's ability to extend the maturity of or refinance certain indebtedness, (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' agreements with its lenders as discussed above and Qoros' ability to execute its strategy to expand its dealer network (iii) with respect to Kenon, changes in the performance of Qoros and Qoros' financial condition and other events that could affect whether Qoros meets its obligations under its debt facilities or other events that could affect whether Kenon is required to make payments under the back-to-back guarantees described herein or whether Kenon receives a portion of the funds it provided to Qoros or shares it pledged to Chery in March 2017, Kenon's ability to provide the second tranche of loans to Qoros and changes in events and circumstances which may affect Kenon's strategy with respect to IC Power, and changes in events and circumstances which may affect Kenon's strategy, and its ability to execute its strategy in an expeditious manner or at all, 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.
Contact Info
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
| Appendix A: Summary Kenon consolidated financial information | 1 |
|---|---|
| Appendix B: Summary IC Power consolidated financial information | 7 |
| Appendix C: Definition of IC Power's Adjusted EBITDA and non-IFRS reconciliation | 9 |
| Appendix D: Summary operational information of IC Power's generation assets | 10 |
| Appendix E: Summary Financial Information of IC Power's Subsidiaries and Associate | 11 |
| Appendix F: Summary Qoros consolidated financial information | 15 |
| Appendix G: Definition of Qoros' EBITDA and non-IFRS Reconciliation | 17 |
Summary Kenon consolidated financial information
| As at December 31 | ||
|---|---|---|
| 2016 | 2015 | |
| \$ millions | ||
| Current assets | ||
| Cash and cash equivalents | 327 | 384 |
| Short-term investments and deposits | 90 | 309 |
| Trade receivables, net | 284 | 124 |
| Other current assets, including derivatives | 50 | 45 |
| Income tax receivable | 11 | 4 |
| Inventories | 92 | 50 |
| Total current assets | 854 | 916 |
| Non-current assets | ||
| Investments in associated companies | 208 | 369 |
| Deposits, loans and other receivables, including derivative instruments | 177 | 88 |
| Deferred taxes, net | 25 | 3 |
| Property, plant and equipment, net | 3,497 | 2,960 |
| Intangible assets, net | 377 | 147 |
| Total non-current assets | 4,284 | 3,567 |
| Total assets | 5,138 | 4,483 |
| Current liabilities | ||
| Loans and debentures | 483 | 353 |
| Trade payables | 286 | 145 |
| Other payables, including derivative instruments | 91 | 108 |
| Guarantee deposits from customers | 57 | — |
| Provisions | 119 | 42 |
| Income tax payable | 9 | 5 |
| Total current liabilities | 1,045 | 653 |
| Non-current liabilities | ||
| Loans, excluding current portion | 1,973 | 1,709 |
| Debentures, excluding current portion | 857 | 656 |
| Derivative instruments | 45 | 36 |
| Deferred taxes, net | 225 | 138 |
| Trade payables | 44 | — |
| Other non-current liabilities | 55 | 27 |
| Total non-current liabilities | 3,199 | 2,566 |
| Total liabilities | 4,244 | 3,219 |
| Equity | ||
| Share capital | 1,267 | 1,267 |
| Shareholder transaction reserve | 27 | — |
| Translation reserve | (22) | (17) |
| Capital reserve | 12 | 2 |
| Accumulated deficit | (603) | (191) |
| Equity attributable to owners of the Company | 681 | 1,061 |
| Non-controlling interests | 213 | 203 |
| Total equity | 894 | 1,264 |
| Total liabilities and equity | 5,138 | 4,483 |
| For the year ended December 31, | |||
|---|---|---|---|
| 2016 | 2015 | ||
| \$ millions | |||
| Revenue | 1,874 | 1,289 | |
| Cost of sales and services (excluding depreciation) | (1,359) | (863) | |
| Depreciation | (160) | (111) | |
| Gross profit | 355 | 315 | |
| Selling, general and administrative expenses | (147) | (104) | |
| Gain from distribution of dividend in kind | - | 210 | |
| Impairment of assets and investments | (72) | (7) | |
| Dilution gains from reductions in equity interest held in associates | - | 33 | |
| Other expenses | (5) | (7) | |
| Other income | 21 | 15 | |
| Operating profit | 152 | 456 | |
| Financing expenses | (190) | (124) | |
| Financing income | 19 | 13 | |
| Financing expenses, net | (171) | (111) | |
| Provision of financial guarantee | (130) | - | |
| Share in losses of associated companies, net of tax | (186) | (187) | |
| Profit (Loss) before income taxes | (335) | 158 | |
| Income taxes | (59) | (62) | |
| (Loss)/Profit for the year | (394) | 96 | |
| Attributable to: | |||
| Kenon's shareholders | (412) | 73 | |
| Non-controlling interests | 18 | 23 | |
| (Loss)/Profit for the year | (394) | 96 | |
| Basic/diluted (loss)/profit per share attributable to Kenon's shareholders (in dollars): | |||
| Basic/diluted profit/(loss) per share | (7.67) | 1.36 | |
| For the year ended December 31 | ||
|---|---|---|
| 2016 | 2015 | |
| \$ millions | ||
| Cash flows from operating activities | ||
| (Loss)/Profit for the year | (394) | 96 |
| Adjustments: | ||
| Depreciation and amortization | 172 | 120 |
| Impairment of assets and investments | 72 | 7 |
| Financing expenses, net | 171 | 111 |
| Share in losses of associated companies, net | 186 | 187 |
| Capital gains, net | 3 | 4 |
| Gain from changes in interest held in associates | - | (33) |
| Gain from distribution of dividend in kind | - | (210) |
| Provision for financial guarantee | 130 | - |
| Bad debt expense | 5 | - |
| Share-based payments | 1 | 1 |
| Income taxes | 59 | 62 |
| 405 | 345 | |
| Change in inventories | (40) | 4 |
| Change in trade and other receivables | (70) | 36 |
| Change in trade and other payables | 23 | (30) |
| Change in provisions and employee benefits | (41) | (33) |
| Cash generated from operating activities | 278 | 322 |
| Income taxes paid, net | (116) | (36) |
| Dividends received from investments in associates | 1 | 4 |
| Net cash provided by operating activities | 162 | 290 |
| For the year ended December 31 | |||
|---|---|---|---|
| 2016 | 2015 | ||
| \$ millions | |||
| Cash flows from investing activities | |||
| Proceeds from sale of property, plant and equipment and intangible assets | - | 1 | |
| Short-term deposits and loans, net | 222 | (83) | |
| Cash paid for businesses purchased, less cash acquired | (206) | (9) | |
| Disposal of subsidiary, net of cash disposed of and exit from combination | - | - | |
| Investment in associates | (111) | (129) | |
| Sale of securities held for trade and available for sale, net | 17 | 13 | |
| Acquisition of property, plant and equipment | (280) | (517) | |
| Acquisition of intangible assets | (10) | (17) | |
| Interest received | 6 | 8 | |
| Payment of consideration retained | (2) | (4) | |
| Payment to release financial guarantee | (36) | - | |
| Net cash used in investing activities | (400) | (737) | |
| Cash flows from financing activities | |||
| Dividend paid to non-controlling interests | (33) | (12) | |
| Proceeds from issuance of shares to holders of non-controlling interests in subsidiaries | 9 | 6 | |
| Receipt of long-term loans and issuance of debentures | 799 | 334 | |
| Repayment of long-term loans and debentures | (444) | (138) | |
| Short-term credit from banks and others, net | (5) | 123 | |
| Contribution from former parent company | - | 34 | |
| Purchase of non-controlling interest | - | (20) | |
| Interest paid | (151) | (94) | |
| Net cash provided by financing activities | 175 | 233 | |
| Decrease in cash and cash equivalents | (63) | (214) | |
| Cash and cash equivalents at beginning of the year | 384 | 610 | |
| Effect of exchange rate fluctuations on balances of cash and cash equivalents | 6 | (12) | |
| Cash and cash equivalents at end of the year | 327 | 384 | |
| Significant non-cash investing transactions: | |||
| Purchase of fixed assets on credit and others | (25) | (46) |
Information regarding activities of the reportable segments are set forth in the following table.
| I.C. Power | I.C. Power | |||||
|---|---|---|---|---|---|---|
| Generation | Distribution | Qoros* | Other | Adjustments | Total | |
| \$ millions | ||||||
| 2016 | ||||||
| Total sales | 1,365 | 509 | - | - | - | 1,874 |
| Adjusted EBITDA | 343 | 77 | - | (24) | - | 396 |
| Depreciation and amortization | 157 | 15 | - | - | - | 172 |
| Financing income | (10) | (4) | - | (17) | 12 | (19) |
| Financing expenses | 166 | 19 | - | 17 | (12) | 190 |
| Other items: | ||||||
| Share in losses (income) of associated companies | (1) | - | 143 | 44 | - | 186 |
| Provision of financial guarantee | - | - | - | 130 | - | 130 |
| Impairment of investments | - | - | - | 72 | - | 72 |
| 312 | 30 | 143 | 246 | - | 731 | |
| Income (loss) before taxes | 31 | 47 | (143) | (270) | - | (335) |
| Income Taxes | 45 | 12 | - | 2 | - | 59 |
| Income (loss) from continuing operations | (14) | 35 | (143) | (272) | - | (394) |
| Segment assets | 4,217 | 600 | - | 113 | - | 4,930 |
| Investments in associated companies | 8 | - | 118 | 82 | - | 208 |
| 5,138 | ||||||
| Segment liabilities | 3,462 | 542 | - | 240 | - | 4,244 |
| Capital expenditure | 262 | 28 | - | - | - | 290 |
* Associated company.
| I.C. Power | Qoros* | Other | Adjustments | Total |
|---|---|---|---|---|
| \$ millions | ||||
| 1,284 | — | — | — | 1,284 |
| 5 | — | 1 | — | 6 |
| 1,290 | ||||
| (5) | — | (1) | 5 | (1) |
| 1,284 | — | — | 5 | 1,289 |
| 373 | ||||
| 120 (13) |
||||
| 124 | ||||
| 187 | ||||
| (210) | ||||
| 7 | ||||
| 215 | ||||
| 158 | ||||
| 62 | ||||
| 87 | (196) | 205 | — | 96 |
| 4,114 | ||||
| 369 | ||||
| 4,483 | ||||
| 3,219 | ||||
| 533 | — | — | — | 533 |
| 1,289 372 119 (11) 115 — — — 223 149 62 4,069 9 3,063 |
— — — — — 196 — — 196 (196) — — 159 — |
1 1 1 (2) 9 (9) (210) 7 (204) 205 — 45 201 156 |
— — — — — — — — — — — — — — |
* Associated company.
| Carrying amounts of investment in associated companies as at |
Equity in the net (losses) / earnings of associated companies for the year ended |
||||
|---|---|---|---|---|---|
| December 31 2016 |
December 31 2015 |
December 31 2016 |
December 31 2015 |
||
| \$ millions | \$ millions | ||||
| ZIM | 82 | 201 | (44) | 10 | |
| Tower | — | — | — | (1) | |
| Qoros | 118 | 159 | (143) | (196) | |
| Others | 8 | 9 | 1 | — | |
| 208 | 369 | (186) | (187) |
Summary IC Power consolidated financial information
IC Power's Consolidated Statement of Income
| For the year ended December 31, | |||
|---|---|---|---|
| 2016 | |||
| US\$ million | US\$ million | ||
| Continuing Operations | |||
| Sales | 1,874 | 1,289 | |
| Cost of sales (excluding depreciation and amortization) | (1,359) | (909) | |
| Depreciation and amortization | (160) | (111) | |
| Gross profit | 355 | 269 | |
| General, selling and administrative expenses | (122) | (71) | |
| Other expenses | (5) | (6) | |
| Other income | 20 | 11 | |
| Operating income | 248 | 203 | |
| Financing expenses | 185 | 115 | |
| Financing income | (14) | (11) | |
| Financing expenses, net | 171 | 104 | |
| Share in income of associate | 1 | — | |
| Income before taxes from continuing operations | 78 | 99 | |
| Taxes on income | (57) | (50) | |
| Net income from continuing operations | 21 | 49 | |
| Discontinued operations | |||
| Net income from discontinued operations, net of tax | — | 4 | |
| Net income for the period | 21 | 53 | |
| Attributable to: | |||
| Equity holders of the company | 3 | 36 | |
| Non-controlling interest | 18 | 17 | |
| Net income for the period | 21 | 53 |
| Year ended December 31, | |||
|---|---|---|---|
| 2016 | 2015 | ||
| (in millions of USD) | |||
| Cash flows provided by operating activities | 186 | 320 | |
| Cash flows used in investing activities | (270) | (621) | |
| Cash flows provided by (used in) financing activities | (62) | 89 | |
| Increase (decrease) in cash and cash equivalents | (146) | (212) | |
| Cash and cash equivalents at end of the period | 219 | 360 | |
| Investments in property, plant and equipment | (290) | (518) | |
| Total depreciation and amortization | 172 | 119 |
Summary Data from IC Power's Consolidated Statement of Financial Position
| As at | ||||
|---|---|---|---|---|
| December 31 2016 |
December 31 2015 (in millions of USD) |
|||
| Total financial liabilities1 | 3,072 | 2,565 | ||
| Total monetary assets2 | 308 | 662 | ||
| Total equity attributable to the owners | 622 | 826 | ||
| Total assets | 4,840 | 4,091 |
Including loans from banks and others and debentures
Including cash and cash equivalents, short-term deposits and restricted cash.
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 and share of income of associate. 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.
| Year Ended December 31, 2016 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (in USD millions) | |||||||||||
| Generation Distribution |
|||||||||||
| Peru | Israel | Central America | Other | Guatemala | Total | ||||||
| Net income for the period | 33 | 24 | 7 | (78) | 35 | 21 | |||||
| Depreciation and amortization | 60 | 27 | 35 | 31 | 19 | 172 | |||||
| Financing expenses, net | 63 | 16 | 12 | 65 | 15 | 171 | |||||
| Income tax expense | 33 | — | 6 | 5 | 13 | 57 | |||||
| Share in income of associate | — | — | — | (1) | — | (1) | |||||
| Adjusted EBITDA | 189 | 67 | 60 | 22 | 82 | 420 |
| Year Ended December 31, 2015 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| (in USD millions) | ||||||||||
| Peru | Israel | Central America | Other | Total | ||||||
| Net income for the period | 31 | 22 | 25 | (25) | 53 | |||||
| Depreciation and amortization | 50 | 26 | 18 | 25 | 119 | |||||
| Financing expenses, net | 42 | 23 | 11 | 28 | 104 | |||||
| Income tax expense | 29 | 8 | 8 | 5 | 50 | |||||
| Adjusted EBITDA | 152 | 79 | 62 | 33 | 326 |

____________________________
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 the date of this report, according to segment:
| Ownership | Installed | ||||||
|---|---|---|---|---|---|---|---|
| Segment | Country | Entity | Percentage (Rounded) |
Fuel | Capacity (MW)1 |
Proportionate 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 | 440 | 352 Greenfield | ||
| and Diesel | |||||||
| Israel | OPC-Hadera3 | 100% Natural Gas | 18 | 18 Acquired | |||
| Nicaragua | Corinto | 65% HFO | 71 | 46 Acquired | |||
| Nicaragua | Tipitapa | 65% HFO | 51 | 33 Acquired | |||
| Power | |||||||
| Central | Nicaragua | Amayo I | 61% Wind | 40 | 24 Acquired | ||
| America | Nicaragua | Amayo II | 61% Wind | 23 | 14 Acquired | ||
| Guatemala | Puerto Quetzal | 100% HFO | 179 | 179 Acquired | |||
| El Salvador | Nejapa | 100% HFO | 140 | 140 Original Inkia | |||
| Asset | |||||||
| Panama | Kanan | 100% HFO | 92 | 92 Greenfield | |||
| Bolivia | COBEE | 100% Hydroelectric, Natural Gas |
228 | 228 Original Inkia Asset |
|||
| Chile | Central | 87% Diesel | 153 | 133 Acquired | |||
| Cardones | |||||||
| Chile | Colmito | 100% Natural Gas | 58 | 58 Acquired | |||
| and Diesel | |||||||
| Dominican | CEPP | 97% HFO | 67 | 65 Original Inkia | |||
| Other | Republic | Asset | |||||
| Jamaica | JPPC | 100% HFO | 60 | 60 Original Inkia | |||
| Asset | |||||||
| Acquired / | |||||||
| Greenfield / | |||||||
| Colombia | Surpetroil | 60% Natural Gas | 31 | 19 | Acquired | ||
| Panama | Pedregal4 | 21% HFO | 54 | 11 Original Inkia | |||
| Asset | |||||||
| Total Operating Capacity | 3,945 | 3,152 |
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.
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 Financial Information of IC Power's Subsidiaries and Associate
| Year Ended December 31, 2016 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Entity | Ownership Interest (%) |
Sales | Cost of Sales |
Adjusted EBITDA1 (\$ millions) |
Outstanding Debt2 |
Net Debt3 |
|||||||
| GENERATION | |||||||||||||
| Peru segment | |||||||||||||
| Kallpa | 75 | \$ | 438 | \$ | 293 | \$ 139 |
\$ | 414 | \$ | 393 | |||
| CDA | 75 | 50 | 14 | 31 | 593 | 556 | |||||||
| Samay I | 75 | 40 | 16 | 19 | 339 | 321 | |||||||
| Israel segment | |||||||||||||
| OPC-Rotem | 80 | 311 | 239 | 65 | 365 | 328 | |||||||
| OPC-Hadera | 100 | 45 | 43 | 2 | — | (1) | |||||||
| Central America segment | |||||||||||||
| ICPNH4 | 61-65 | 90 | 59 | 28 | 88 | 79 | |||||||
| Puerto Quetzal | 100 | 55 | 52 | 5 | 18 | 13 | |||||||
| Nejapa | 100 | 83 | 67 | 12 | 4 | 3 | |||||||
| Cenérgica | 100 | 24 | 15 | 4 | — | (1) | |||||||
| Kanan | 100 | 67 | 55 | 11 | 46 | 44 | |||||||
| Guatemel | 100 | 7 | 4 | — | — | (1) | |||||||
| Other segment | |||||||||||||
| COBEE | 100 | 40 | 14 | 20 | 88 | 51 | |||||||
| Central Cardones | 87 | 13 | 1 | 9 | 35 | 32 | |||||||
| Colmito | 100 | 21 | 17 | 3 | 17 | 16 | |||||||
| CEPP | 97 | 29 | 24 | 3 | 11 | 9 | |||||||
| JPPC | 100 | 42 | 35 | 4 | 1 | (2) | |||||||
| Surpetroil | 60 | 8 | 8 | — | 2 | 1 | |||||||
| RECSA | 100 | 1 | — | — | 5 | 3 | |||||||
| Holdings5 | |||||||||||||
| IC Power Distribution Holdings | 100 | — | — | — | 119 | 119 | |||||||
| Inkia & Other6 | 100 | 1 | — | (5) | 448 | 394 | |||||||
| IC Power, ICPI & Other7 | 100 | — | — | (12) | 162 | 106 | |||||||
| DISTRIBUTION | |||||||||||||
| DEORSA | 93 | 225 | 177 | 36 | 125 | 118 | |||||||
| DEOCSA | 91 | 284 | 226 | 46 | 192 | 183 | |||||||
| TOTAL | \$ | 1,874 | \$ | 1,359 | \$ 420 |
\$ | 3,072 | \$ | 2,764 |
"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) and share in income of associate.
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.
_______________________
The following tables set forth a reconciliation of income (loss) to Adjusted EBITDA for IC Power's subsidiaries for year ended December 31, 2016:
| Kallpa | CDA | Samay I | OPC-Rotem (\$ millions) |
OPC-Hadera | ICPNH | Puerto Quetzal |
|||
|---|---|---|---|---|---|---|---|---|---|
| Net income (loss) | \$ 32 |
\$ | — \$ | 1 | \$ 24 |
\$ | — \$ | 8 | \$ (2) |
| Depreciation and amortization | 45 | 7 | 8 | 25 | 2 | 11 | 3 | ||
| Finance expenses, net | 37 | 17 | 9 | 16 | — | 8 | 2 | ||
| Income tax expense (benefit) | 25 | 7 | 1 | — | — | 1 | 2 | ||
| Adjusted EBITDA | \$ 139 |
\$ 31 |
\$ | 19 | \$ 65 |
\$ 2 |
\$ | 28 | \$ 5 |
| Nejapa | Cenérgica | Kanan | Guatemel (\$ millions) |
COBEE | Central Cardones |
Colmito | ||
|---|---|---|---|---|---|---|---|---|
| Net income (loss) | \$ 6 |
\$ 3 |
\$ (8) |
\$ | — \$ | 9 | \$ 2 |
\$ — |
| Depreciation and amortization | 3 | — | 18 | — | 4 | 5 | 1 | |
| Finance expenses, net | — | — | 2 | — | 4 | 1 | 2 | |
| Income tax expense | 3 | 1 | (1) | — | 3 | 1 | — | |
| Adjusted EBITDA | \$ 12 |
\$ 4 |
\$ 11 |
\$ | — \$ | 20 | \$ 9 |
\$ 3 |
| IC Power | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| CEPP | JPPC | Surpetroil | RECSA | Distribution Holdings |
Inkia & Other |
IC Power & Other |
||||||||
| (\$ millions) | ||||||||||||||
| Net income (loss) | \$ | — \$ | (1) | \$ | (1) | \$ | — \$ | (8) | \$ | (48) | \$ | (31) | ||
| Depreciation and amortization | 3 | 4 | 1 | — | — | 13 | — | |||||||
| Finance expenses, net | — | 1 | — | — | 8 | 30 | 19 | |||||||
| Share in income of associate | — | — | — | — | — | (1) | ||||||||
| Income tax expense (benefit) | — | — | — | — | — | 1 | — | |||||||
| Adjusted EBITDA | \$ | 3 | \$ | 4 | \$ | — \$ | — \$ | — \$ | (5) | \$ | (12) |
| IC Power | |||||
|---|---|---|---|---|---|
| DEOCSA | DEORSA | Total | |||
| (\$ millions) | |||||
| Net income (loss) | \$ | 19 | \$ | 16 | \$ 21 |
| Depreciation and amortization | 11 | 8 | 172 | ||
| Finance expenses, net | 9 | 6 | 171 | ||
| Share in income of associate | — | — | (1) | ||
| Income tax expense | 7 | 6 | 57 | ||
| Adjusted EBITDA | \$ | 46 | \$ | 36 | \$ 420 |
The tables below set forth a reconciliation of net debt to total debt for IC Power's subsidiaries as of December 31, 2016.
| Kallpa | CDA | Samay I | OPC Rotem |
OPC Hadera (\$ millions) |
ICPNH | Puerto Quetzal |
Nejapa | Cenérgica | Kanan | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Total debt | \$ 414 |
\$ 593 |
\$ 339 |
\$ 365 |
\$ — \$ |
88 | \$ 18 |
\$ 4 |
\$ | — \$ | 46 |
| Cash | 21 | 37 | 18 | 37 | 1 | 9 | 5 | 1 | 1 | 2 | |
| Net Debt | \$ 393 |
\$ 556 |
\$ 321 |
\$ 328 |
\$ (1) |
\$ 79 |
\$ 13 |
\$ 3 |
\$ (1) |
\$ | 44 |
| Central | IC Power Distribution |
Inkia & | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Guatemel | COBEE | Cardones | Colmito | CEPP | JPPC (\$ millions) |
Surpetroil | RECSA | Holdings | Other | |||||||
| Total debt | \$ | — \$ | 88 | \$ 35 |
\$ 17 |
\$ 11 |
\$ | 1 | \$ 2 |
\$ | 5 | \$ | 119 | \$ | 448 | |
| Cash | 1 | 37 | 3 | 1 | 2 | 3 | 1 | 2 | — | 54 | ||||||
| Net Debt | \$ | (1) | \$ 51 |
\$ 32 |
\$ 16 |
\$ 9 |
\$ | (2) | \$ 1 |
\$ | 3 | \$ | 119 | \$ | 394 | |
| IC Power & Other |
DEOCSA | DEORSA | Total IC Power |
|||||||||||||
| (\$ millions) | ||||||||||||||||
| Total debt | \$ | 162 | \$ | 192 | \$ | 125 | \$ | 3,072 | ||||||||
| Cash | 56 | 9 | 7 | 308 | ||||||||||||
| Net debt | \$ | 106 | \$ | 183 | \$ | 118 | \$ | 2,764 |
The following table sets forth summary financial information for IC Power's generation subsidiaries and associates for the year ended December 31, 2015:
| Year Ended December 31, 2015 | ||||||
|---|---|---|---|---|---|---|
| Entity | Ownership Interest (%) |
Sales | Cost of Sales |
Adjusted EBITDA1 |
Outstanding debt2 |
Net debt3 |
| (\$ millions) | ||||||
| Peru segment | ||||||
| Kallpa | 75 | \$ 448 |
\$ 279 |
\$ 152 |
\$ 416 |
\$ 388 |
| Assets in advance stages of construction | ||||||
| CDA | 75 | — | — | — | 536 | 519 |
| Samay I | 75 | — | — | — | 285 | 253 |
| Israel segment | ||||||
| OPC-Rotem OPC-Hadera |
80 100 |
318 8 |
235 7 |
79 — |
383 — |
255 — |
| Central America segment | ||||||
| ICPNH4 | 61-65 | 111 | 73 | 36 | 99 | 76 |
| Puerto Quetzal | 100 | 109 | 94 | 10 | 15 | 7 |
| Nejapa | 100 | 100 | 85 | 12 | 6 | (3) |
| Cenérgica | 100 | 17 | 13 | 4 | 1 | (1) |
| Assets in advance stages of construction | ||||||
| Kanan | 100 | — | — | — | — | (3) |
| Other segment | ||||||
| COBEE | 100 | 43 | 18 | 21 | 69 | 50 |
| Central Cardones | 87 | 14 | 2 | 10 | 44 | 39 |
| Colmito | 100 | 28 | 25 | 3 | 16 | 15 |
| CEPP | 97 | 39 | 31 | 6 | 13 | 8 |
| JPPC | 100 | 45 | 41 | 2 | 5 | 1 |
| Surpetroil | 60 | 8 | 6 | 1 | 3 | 2 |
| Holdings | ||||||
| Inkia & Other5 | 100 | 1 | — | (4) | 565 | 273 |
| IC Power, ICPI & Other6 | 100 | — | — | (6) | 109 | 24 |
| Total | \$ 1,289 |
\$ 909 |
\$ 326 |
\$ 2,565 |
\$ 1,903 |
"Adjusted EBITDA" for each entity for the period is defined as income (loss) before depreciation and amortization, finance expenses, net, income tax expense (benefit) and share in income of associate.
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 and \$117 million for IC Power Distribution Holdings.
Includes \$12 million of outstanding IC Power debt and \$97 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 year ended December 31, 2015:
| Kallpa | CDA | Samay I | OPC- Rotem (\$ millions) |
OPC-Hadera | ICPNH | Puerto Quetzal |
||
|---|---|---|---|---|---|---|---|---|
| Income (loss) | \$ 43 |
\$ (8) |
\$ (4) |
\$ | 20 | \$ 2 |
\$ 17 |
\$ 2 |
| Depreciation and amortization | 50 | — | — | 26 | — | 10 | 3 | |
| Finance expenses, net | 36 | 3 | 3 | 26 | (3) | 9 | 2 | |
| Income tax expense (benefit) | 23 | 5 | 1 | 7 | 1 | — | 3 | |
| Adjusted EBITDA | \$ 152 |
\$ — \$ |
— \$ | 79 | \$ — \$ |
36 | \$ 10 |
| Central | ||||||||
|---|---|---|---|---|---|---|---|---|
| Nejapa | Cenérgica | Kanan | COBEE | Cardones | Colmito | |||
| (\$ millions) | ||||||||
| Income (loss) | \$ | 4 | \$ | 2 | \$ — \$ |
10 | \$ 3 |
\$ 1 |
| Depreciation and amortization | 4 | 1 | — | 4 | 4 | 1 | ||
| Finance expenses, net | — | — | 5 | 2 | 1 | |||
| Income tax expense (benefit) | 4 | 1 | — | 2 | 1 | — | ||
| Adjusted EBITDA | \$ | 12 | \$ | 4 | \$ — \$ |
21 | \$ 10 |
\$ 3 |
| CEPP | JPPC | Surpetroil | Inkia & Other |
IC Power & Others |
Total | ||||
|---|---|---|---|---|---|---|---|---|---|
| (\$ millions) | |||||||||
| Income (loss) | \$ 3 |
\$ | (2) | \$ | (1) \$ | (32) \$ | (7) \$ | 53 | |
| Depreciation and amortization | 3 | 4 | 3 | 6 | — | 119 | |||
| Finance expenses, net | (1) | 1 | — | 20 | — | 104 | |||
| Income tax expense (benefit) | 1 | (1) | (1) | 2 | 1 | 50 | |||
| Adjusted EBITDA | \$ 6 |
\$ | 2 | \$ | 1 | \$ | (4) \$ | (6) \$ | 326 |
The tables below set forth a reconciliation of net debt to total debt for IC Power's generation subsidiaries as of December 31, 2015.
| Kallpa | CDA | Samay I | OPC- Rotem | OPC Hadera (\$ millions) |
ICPNH | Puerto Quetzal |
Nejapa | Cenérgica | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total debt | \$ 416 |
\$ | 536 | \$ 285 |
\$ | 383 | \$ | — \$ | 99 | \$ | 15 | \$ | 6 | \$ | 1 | ||
| Cash | 28 | 17 | 32 | 128 | — | 23 | 8 | 9 | 2 | ||||||||
| Net Debt | \$ 388 |
\$ | 519 | \$ 253 |
\$ 255 |
\$ | — \$ | 76 | \$ | 7 | \$ | (3) \$ | (1) | ||||
| Kanan | COBEE | Central Cardones |
Colmito | CEPP (\$ millions) |
JPPC | Surpetroil | Inkia & Other |
ICP& Other |
Total | ||||||||
| Total debt | — \$ | 69 | \$ 44 |
\$ 16 |
\$ | 13 | \$ | 5 | \$ | 3 | \$ | 565 | \$ 109 |
\$ 2,565 |
|||
| Cash | 3 | 19 | 5 | 1 | 5 | 4 | 1 | 292 | 85 | 662 | |||||||
| Net Debt | \$ | (3) \$ |
50 | \$ 39 |
\$ 15 |
\$ | 8 | \$ | 1 | \$ | 2 | \$ | 273 | \$ 24 |
\$ 1,903 |
| In millions of RMB | 2016 | 2015 |
|---|---|---|
| Revenue | 2,512 | 1,459 |
| Cost of sales | (3,009) | (1,713) |
| Gross loss | (497) | (254) |
| Other income | 77 | 37 |
| Research and development expenses | (204) | (278) |
| Selling and distribution expenses | (370) | (820) |
| Administrative expenses | (393) | (740) |
| Other expenses | (107) | (74) |
| Operating loss | (1,494) | (2,129) |
| Finance income | 17 | 13 |
| Finance costs | (420) | (359) |
| Net finance costs | (403) | (346) |
| Loss before tax | (1,897) | (2,475) |
| Income tax expense | — | (1) |
| Loss for the year | (1,897) | (2,476) |
| As of December 31 |
||||||
|---|---|---|---|---|---|---|
| In millions of RMB | 2016 | 2015 | ||||
| Assets | ||||||
| Property, plant and equipment | 4,219 | 4,275 | ||||
| Intangible assets | 4,323 | 4,657 | ||||
| Prepayments for purchase of equipment | 1 | 59 | ||||
| Lease prepayments | 199 | 204 | ||||
| Trade and other receivables | 92 | 92 | ||||
| Pledged deposits | 8 | — | ||||
| Equity-accounted investee | 2 | 2 | ||||
| Non-current assets | 8,844 | 9,289 | ||||
| Inventories | 322 | 245 | ||||
| VAT recoverable | 808 | 833 | ||||
| Trade and other receivables | 60 | 43 | ||||
| Prepayments | 13 | 36 | ||||
| Available for sale financial assets | 100 | — | ||||
| Pledged deposits | 36 | 113 | ||||
| Cash and cash equivalents | 465 | 257 | ||||
| Current assets | 1,804 | 1,527 | ||||
| Total assets | 10,656 10,648 |
10,816 | ||||
| Equity | ||||||
| Paid-in capital | 10,426 | 8,332 | ||||
| Reserves | 53 | — | ||||
| Accumulated losses | (10,033) | (8,136) | ||||
| Total equity | 446 | 196 | ||||
| Liabilities | ||||||
| Loans and borrowings | 4,249 | 4,660 | ||||
| Deferred income | 412 | 169 | ||||
| Trade and other payables | 112 | — | ||||
| Provisions | 56 | 21 | ||||
| Non-current liabilities | 4,829 | 4,850 | ||||
| Loans and borrowings | 2,641 | 2,829 | ||||
| Trade and other payables | 2,685 | 2,616 | ||||
| Deferred income | 47 | 325 | ||||
| Current liabilities | 5,373 | 5,770 | ||||
| Total liabilities | 10,202 | 10,620 | ||||
| Total equity and liabilities | 10,648 | 10,816 | ||||
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, income tax expense, depreciation, and amortization of intangible assets and lease prepayments. 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.
| In millions of RMB | 2016 | 2015 |
|---|---|---|
| Net loss for the year | (1,897) | (2,476) |
| Net finance costs | 403 | 346 |
| Income tax expense | — | 1 |
| Depreciation | 362 | 227 |
| Amortisation of | ||
| - Intangible assets |
422 | 236 |
| - Lease prepayments |
4 | 4 |
| EBITDA | (706) | (1,662) |
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