Kenon (KEN) 6-K Current report (foreign)

Exhibit 99.2

Financial Information for the Three Months and Nine Months Ended September 30, 2024 and 2023 of Kenon and OPC

and

Reconciliation of Certain non-IFRS Financial Information

Table of Contents

Appendix A

Summary Kenon consolidated financial information

Kenon Holdings Ltd. and its subsidiaries
Consolidated Statements of Financial Position (Unaudited)

	September 30,			December 31,
	2024			2023
	$ millions
Current assets
Cash and cash equivalents		615			697
Short-term deposits and restricted cash		2			1
Trade receivables		97			68
Short-term derivative instruments		1			3
Other investments		156			216
Other current assets		40			111
Total current assets		911			1,096
Non-current assets
Investment in ZIM (associated company)		29			-
Investment in OPC’s associated companies		664			703
Long-term restricted cash		15			16
Long-term derivative instruments		15			14
Deferred taxes, net		9			16
Property, plant and equipment, net		1,894			1,715
Intangible assets, net		307			321
Long-term prepaid expenses and other non-current assets		53			52
Right-of-use assets, net		214			175
Total non-current assets		3,200			3,012
Total assets		4,111			4,108
Current liabilities
Current maturities of loans from banks and others		103			170
Trade and other payables		129			182
Short-term derivative instruments		2			2
Current maturities of lease liabilities		7			5
Total current liabilities		241			359
Non-current liabilities
Long-term loans from banks and others		919			906
Debentures		448			454
Deferred taxes, net		138			137
Other non-current liabilities		152			110
Long-term derivative instruments		26			16
Long-term lease liabilities		54			56
Total non-current liabilities		1,737			1,679
Total liabilities		1,978			2,038
Equity
Share capital		50			50
Translation reserve		(10	)		(4	)
Capital reserve		73			70
Accumulated profit		1,051			1,087
Equity attributable to owners of the Company		1,164			1,203
Non-controlling interests		969			867
Total equity		2,133			2,070
Total liabilities and equity		4,111			4,108

A - 1

Kenon Holdings Ltd. and its subsidiaries
Consolidated Statements of Profit or Loss (Unaudited)

	For the nine months ended September 30,						For the three months ended September 30,
	2024			2023			2024			2023
	$ millions						$ millions
Revenue		592			541			237			229
Cost of sales and services (excluding depreciation and amortization)		(403	)		(382	)		(157	)		(151	)
Depreciation and amortization		(66	)		(57	)		(24	)		(25	)
Gross profit		123			102			56			53
Selling, general and administrative expenses		(67	)		(71	)		(25	)		(25	)
Other (expenses)/income, net		(3	)		3			6			4
Operating profit		53			34			37			32
Financing expenses		(104	)		(55	)		(52	)		(23	)
Financing income		38			35			18			11
Financing expenses, net		(66	)		(20	)		(34	)		(12	)
Gains/(losses) related to ZIM		111			(1	)		-			-
Dividend income		6			-			-			-
Share in profit/(losses) of associated companies, net
-          ZIM		40			(266	)		40			(223	)
-          OPC’s associated companies		41			49			17			22
Profit/(loss) before income taxes		185			(204	)		60			(181	)
Income tax expense		(14	)		(19	)		(6	)		(9	)
Profit/(loss) for the period		171			(223	)		54			(190	)
Attributable to:
Kenon’s shareholders		163			(243	)		43			(205	)
Non-controlling interests		8			20			11			15
Profit/(loss) for the period		171			(223	)		54			190
Basic/diluted profit/(loss) per share attributable to Kenon’s shareholders (in dollars):
Basic/diluted profit/(loss) per share		3.09			(4.53	)		0.81			(3.83	)

A - 2

Kenon Holdings Ltd. and its subsidiaries
Consolidated Statements of Cash Flows (Unaudited)

	For the nine months ended September 30,
	2024			2023
	$ millions
Cash flows from operating activities
Profit/(loss) for the period		171			(223	)
Adjustments:
Depreciation and amortization		72			66
Financing expenses, net		66			20
(Gains)/loss related to ZIM		(111	)		1
Share in (profit)/losses of associated companies, net		(81	)		217
Share-based payments		7			7
Other expenses, net		8			(5	)
Income tax expense		14			19
		146			102
Change in trade and other receivables		(48	)		30
Change in trade and other payables		41			(18	)
Cash generated from operating activities		139			114
Income taxes paid, net		(1	)		(2	)
Dividend received from associate companies
-          ZIM		20			151
-          OPC’s associated companies		55			2
Net cash provided by operating activities		213			265

A - 3

Kenon Holdings Ltd. and its subsidiaries
Consolidated Statements of Cash Flows (Unaudited), continued

	For the nine months ended September 30,
	2024			2023
	$ millions
Cash flows from investing activities
Short-term deposits and restricted cash, net		(2	)		30
Short-term collaterals deposits, net		3			30
Investment in long-term deposits, net		1			-
Investment in associated companies, less cash acquired		(10	)		(7	)
Acquisition of subsidiary, less cash acquired		-			(248	)
Acquisition of property, plant and equipment		(325	)		(199	)
Acquisition of intangible assets		-			(7	)
Proceeds from sale of interest in ZIM		111			-
Proceeds from distribution from associated company		26			3
Proceeds from sale of other investments		68			169
Proceeds from sale of subsidiary		2			-
Purchase of other investments		-			(50	)
Long-term advance deposits		-			(34	)
Long-term loans to an associate		-			(24	)
Interest received		20			20
Proceeds from transactions in derivatives, net		1			3
Net cash used in investing activities		(105	)		(314	)
Cash flows from financing activities
Repayment of long-term loans, debentures and lease liabilities		(545	)		(145	)
Short-term loans from banking corporations, net		(53	)		8
Proceed from Veridis transaction		-			129
Proceeds from issuance of share capital by a subsidiary to non-controlling interests, net of issuance expenses		108			-
Investments of holders of non-controlling interests in the capital of a subsidiary		-			64
Tax equity investment		41			-
Proceeds from issuance of debentures, less issuance expenses		52			-
Proceeds from long-term loans		460			322
Proceeds from derivative financial instruments, net		3			2
Repurchase of shares		(2	)		(25	)
Costs paid in advance in respect of taking out of loans		-			(19	)
Dividend paid		(201	)		(150	)
Interest paid		(53	)		(28	)
Net cash (used in)/provided by financing activities		(190	)		158
(Decrease)/increase in cash and cash equivalents		(82	)		109
Cash and cash equivalents at beginning of the year		697			535
Effect of exchange rate fluctuations on balances of cash and cash equivalents		-			(11	)
Cash and cash equivalents at end of the period		615			633

A - 4

Information regarding reportable segments

Information regarding activities of the reportable segments are set forth in the following table.

	For the nine months ended September 30, 2024
	OPC Israel			CPV Group			ZIM		Other			Consolidated Results
	$ millions
Revenue		496			96			-		-			592
Depreciation and amortization		(52	)		(20	)		-		-			(72	)
Financing income		17			3			-		18			38
Financing expenses		(63	)		(24	)		-		(17	)		(104	)
Gains related to ZIM		-			-			111		-			111
Share in profit of associated companies		-			41			40		-			81
Profit/(loss) before taxes		34			(1	)		151		1			185
Income tax (expense)/benefits		(15	)		2			-		(1	)		(14	)
Profit for the period		19			1			151		-			171

	For the nine months ended September 30, 2023
	OPC Israel			CPV Group			ZIM			Other			Consolidated Results
	$ millions
Revenue		488			53			-			-			541
Depreciation and amortization		(50	)		(16	)		-			-			(66	)
Financing income		10			5			-			20			35
Financing expenses		(44	)		(10	)		-			(1	)		(55	)
Loss related to ZIM		-			-			(1	)		-			(1	)
Share in profit of associated companies		-			49			(266	)		-			(217	)
Profit/(loss) before taxes		33			18			(267	)		12			(204	)
Income tax expense		(5	)		(6	)		-			(8	)		(19	)
Profit/(loss) for the period		28			12			(267	)		4			(223	)

A - 5

	For the three months ended September 30, 2024
	OPC Israel			CPV Group			ZIM		Other			Consolidated Results
	$ millions
Revenue		205			32			-		-			237
Depreciation and amortization		(19	)		(7	)		-		-			26
Financing income		12			1			-		5			18
Financing expenses		(31	)		(9	)		-		(12	)		(52	)
Share in profit of associated companies		-			17			40		-			57
Profit/(loss) before taxes		31			(2	)		40		(9	)		60
Income tax (expense)/benefits		(8	)		2			-		-			(6	)
Profit/(loss) for the period		23			-			40		(9	)		54

	For the three months ended September 30, 2023
	OPC Israel			CPV Group			ZIM			Other		Consolidated Results
	$ millions
Revenue		210			19			-			-		229
Depreciation and amortization		(20	)		(8	)		-			-		28
Financing income		2			2			-			7		11
Financing expenses		(19	)		(4	)		-			-		(23	)
Share in profit of associated companies		-			22			(223	)		-		(201	)
(Loss)/profit before taxes		25			11			(223	)		6		(181	)
Income tax expense		(5	)		(4	)		-			-		(9	)
(Loss)/profit for the period		20			7			(223	)		6		(190	)

A - 6

Appendix B

Summary of OPC consolidated financial information

OPC’s Consolidated Statements of Profit or Loss (Unaudited)

	For the nine months ended September 30,						For the three months ended September 30,
	2024			2023			2024			2023
	$ millions						$ millions
Revenue		592			541			237			229
Cost of sales (excluding depreciation and amortization)		(403	)		(382	)		(157	)		(151	)
Depreciation and amortization		(66	)		(56	)		(24	)		(25	)
Gross profit		123			103			56			53
Selling, general and administrative expenses		(62	)		(64	)		(22	)		(23	)
Other (expenses)/income		(2	)		2			5			3
Operating profit		59			41			39			33
Financing expenses		(87	)		(54	)		(40	)		(23	)
Financing income		20			15			13			4
Financing expenses, net		(67	)		(39	)		(27	)		(19	)
Share in profit of associated companies, net		41			49			17			22
Profit before income taxes		33			51			29			36
Income tax expense		(13	)		(11	)		(6	)		(9	)
Profit for the period		20			40			23			27
Attributable to:
Equity holders of the company		23			35			22			24
Non-controlling interest		(3	)		5			1			3
Profit for the period		20			40			23			27

B - 1

Summary Data from OPC’s Consolidated Statement of Cash Flows (Unaudited)

	For the nine months ended September 30,						For the three months ended September 30,
	2024			2023			2024			2023
	$ millions						$ millions
Cash flows provided by operating activities		201			121			112			76
Cash flows used in investing activities		(297	)		(445	)		(158	)		(76	)
Cash flows provided by financing activities		128			333			162			26
Increase in cash and cash equivalents		32			9			116			26
Cash and cash equivalents at end of the period		310			239			310			239

Summary Data from OPC’s Consolidated Statement of Financial Position (Unaudited)

	As at
	September 30, 2024		December 31, 2023
	$ millions
Total financial liabilities1		1,470		1,530
Total monetary assets2		328		278
Investment in associated companies		664		703
Total equity attributable to the owners		1,284		1,061
Total assets		3,627		3,479

1.	Including loans from banks and others and debentures
2.	Including cash and cash equivalents, term deposits and restricted cash

B - 2

Appendix C

Definition of OPC’s Adjusted EBITDA and Adjusted EBITDA (including proportionate share in EBITDA of associated companies) and non-IFRS reconciliation

This announcement, including the financial tables, presents OPC’s Adjusted EBITDA (including proportionate share in EBITDA of associated companies), which is a non-IFRS financial measure.

OPC’s Adjusted EBITDA (including proportionate share in 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, share of changes in fair value of derivative financial instruments and changes in net expenses, not in the ordinary course of business and/or of a non-recurring nature, and other income/(expenses). Adjusted EBITDA (including proportionate share in EBITDA of associated companies) is 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. Adjusted EBITDA (including proportionate share in EBITDA of associated companies) is not intended to represent funds available for dividends or other discretionary uses because those funds may be required for debt service, capital expenditures, working capital and other commitments and contingencies. There are limitations that impair the use of Adjusted EBITDA (including proportionate share in EBITDA of associated companies) as a 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.

OPC believes that the disclosure of Adjusted EBITDA (including proportionate share in EBITDA of associated companies) provides useful information to investors and financial analysts in their review of OPC’s, its subsidiaries’, and its associated companies’ 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 reconciliations of OPC’s profit/(loss) to Adjusted EBITDA (including proportionate share in EBITDA of associated companies) for the periods presented. Other companies may calculate Adjusted EBITDA (including proportionate share in EBITDA of associated companies) differently, and therefore this presentation of Adjusted EBITDA (including proportionate share in EBITDA of associated companies) may not be comparable to other similarly titled measures used by other companies.

	For the three months ended September 30,
	2024			2023
	$ millions
Profit for the period		23			27
Depreciation and amortization		26			28
Financing expenses, net		27			19
Share of depreciation and amortization and financing expenses, net, included within share of profit of associated companies, net		27			24
Income tax expense		6			9
Share of changes in fair value of derivative financial instruments		109			107
Changes in net expenses, not in the ordinary course of business and/or of a non-recurring nature		(1	)		-
Other income		-			(3	)
Adjusted EBITDA (including proportionate share in EBITDA of associated companies)		108			104

C - 1

Appendix D

Summary Financial Information of OPC’s Subsidiaries

The tables below set forth debt, cash and cash equivalents, and debt service reserves for OPC’s subsidiaries as of September 30, 2024 and December 31, 2023 (in $ millions):

As at September 30, 2024	OPC Energy		OPC-Hadera		CPV Keenan		Others			Total
Debt (including accrued interest)		447		161		70		159			837
Cash and cash equivalents (including restricted cash used for debt service)		7		22		-		21			50
Derivative financial instruments for hedging principal and/or interest		-		12		4		(3	)		13
Net debt*		440		127		66		141			774

As at December 31, 2023	OPC Energy		OPC-Rotem			OPC-Hadera		OPC-Tzomet		OPC-Gat		CPV Keenan		Others			Total
Debt (including accrued interest)		56		-			177		306		120		79		161			899
Cash and cash equivalents (including restricted cash used for debt service)		44		2			27		26		3		-		93			195
Derivative financial instruments for hedging principal and/or interest		-		-			10		-		-		5		(1	)		14
Net debt*		12		(2	)		140		280		116		73		69			688

*Net debt is defined as debt minus cash and cash equivalents and deposits and restricted cash.

D - 1

Appendix E

Definition of ZIM’s Adjusted EBITDA and non-IFRS reconciliation

This announcement presents ZIM’s Adjusted EBITDA, which is a non-IFRS financial measure.

ZIM defines Adjusted EBITDA for each period as net profit/(loss) adjusted to exclude depreciation and amortization, financial expenses/(income), net, and income taxes, in order to reach EBITDA, and further adjusted to exclude impairments of assets, non-cash charter hire expenses, capital gains/(losses) beyond the ordinary course of business and expenses related to legal contingencies. Adjusted EBITDA is 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. 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. There are limitations that impair the use of Adjusted EBITDA as a measure of ZIM’s profitability since it does not take into consideration certain costs and expenses that result from ZIM’s business that could have a significant effect on net profit, such as financial expenses, taxes, and depreciation and amortization. 

This measure should not be considered in isolation, or as a substitute for operating income, any other performance measure, or cash flow data, which were prepared in accordance with IFRS as measures of profitability or liquidity. In addition, non-IFRS financial measures may not be comparable to similarly titled measures reported by other companies, due to differences in the way these measures are calculated.

Set forth below is a reconciliation of ZIM’s net profit/(loss) to Adjusted EBITDA for the periods presented(*).

	For the three months ended September 30,
	2024			2023
	$ millions
Profit/(loss) for the period		1,126			(2,270	)
Depreciation and amortization		295			424
Financing expenses, net		102			66
Income taxes		7			(71	)
EBITDA		1,530			(1,852	)
Capital gain, beyond the ordinary course of business		(2	)		-
Impairment of assets		-			2,063
Expenses related to legal contingencies		3			-
Adjusted EBITDA		1,531			211

* The table above may contain slight summation differences due to rounding.

E - 1