OPC’s share of profit of associated companies, net decreased by $21 million in 2024 as compared in 2023, primarily as a result of (i) an increase in interest expense from the financing of the energy transition segment of $6 million; (ii) an increase in depreciation and financing expenses of $13 million from commercial operation of the Three Rivers power plant in Q3 2023; and (iii) deconsolidation of CPV Renewable in November 2024 and the increase in interests of the CPV Shore (as defined below) and Maryland power plants in Q4 2024.

Interim Dividend for the Year Ending December 31, 2025

In connection with the Guarantee Award (and in addition to the asset freeze order obtained in connection with the CIETAC Award), Kenon has obtained a court order freezing assets of Baoneng Group, primarily comprising equity interests in entities owning directly and indirectly listed and unlisted equity interests in various businesses; such assets are also subject to freezing orders by other creditors and the orders obtained by Kenon are at various rankings as among creditors. As Baoneng Group had failed to uphold its obligations under the Guarantee Award, and Kenon initiated enforcement proceedings before the Shanghai Court to enforce this award. The enforcement proceedings are currently ongoing. There is no assurance as to the outcome of these proceedings. There is also no assurance that Baoneng Group will pay or has the ability to pay the judgements against it in our favor. The Court has directed the parties to engage in discussions.

This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include statements relating to (i) the dividend announced by Kenon and statements with respect to Kenon’s share repurchase plan, (ii) the CIETAC Award and the Guarantee Award and actions taken to enforce these awards and (iii) other non-historical matters. These statements are based on current expectations or beliefs and are subject to uncertainty and changes in circumstances. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond Kenon’s control, which could cause the actual results to differ materially from those indicated in such forward-looking statements. Such risks include (i) risks relating to payment of Kenon’s announced dividend and its repurchase plan, including the amount of shares ultimately purchased under the share repurchase plan,(ii) risks related to the CIETAC Award and the Guarantee Award, including the risk that Quantum may be unable to enforce the CIETAC Award and/or the Guarantee Award or otherwise collect the amounts awarded or otherwise owing to it, and (iii) other risks and factors including those risks set forth under the heading “Risk Factors” in Kenon’s most recent 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.

 

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OPC’s EBITDA is defined for each period as net profit/(loss) before depreciation and amortization, financing expenses, net, share of depreciation and amortization and financing expenses, net, included within share of profit of associated companies, net and income tax expense. OPC’s Adjusted EBITDA including proportionate share in Adjusted EBITDA of associated companies is defined as net profit/(loss) before depreciation and amortization, financing expenses, net, share of depreciation and amortization and financing expenses, net, included within share of profit of associated companies, net, income tax expense, changes in net expenses, not in the ordinary course of business, other income/(expenses) and share of changes in fair value of derivative financial instruments. EBITDA and Adjusted EBITDA including proportionate share in Adjusted EBITDA of associated companies are not recognized under IFRS as a measure of financial performance and should not be considered as a substitute for net profit or loss, cash flow from operations or other measures of operating performance determined in accordance with IFRS. EBITDA and Adjusted EBITDA including proportionate share in Adjusted EBITDA of associated companies are not intended to represent funds available for dividends or other discretionary uses because those funds may be required for debt service, capital expenditures, working capital and other commitments and contingencies. There are limitations that impair the use of EBITDA and Adjusted EBITDA including proportionate share in Adjusted EBITDA of associated companies as measures of OPC’s profitability since it does not take into consideration certain costs and expenses that result from OPC’s business that could have a significant effect on net profit, such as financial expenses, taxes, and depreciation and amortization.