SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF A FOREIGN ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16
OF THE SECURITIES EXCHANGE ACT OF 1934
June 29, 2016
Commission File Number 001-36761
Kenon Holdings Ltd.
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 x 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 x
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
EXHIBIT 99.1 TO THIS REPORT ON FORM 6-K IS INCORPORATED BY REFERENCE IN THE REGISTRATION STATEMENT ON FORM S-8 (FILE NO. 333-201716) OF KENON HOLDINGS LTD. AND IN THE PROSPECTUSES RELATING TO SUCH REGISTRATION STATEMENT.
Exhibits
99.1 | Press Release, dated June 29, 2016: Kenons Major Shareholder Has Agreed to Provide Loans to Qoros |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
KENON HOLDINGS LTD. | ||||
Date: June 29, 2016 | By: | /s/ Yoav Doppelt | ||
Name: | Yoav Doppelt | |||
Title: | Chief Executive Officer |
Exhibit 99.1
For Immediate Release
Kenons Major Shareholder Has Agreed to Provide Loans to Qoros
Singapore, June 29, 2016. Kenon Holdings Ltd. (NYSE: KEN; TASE: KEN) (Kenon) is providing the following updates with respect to Qoros Automotive Co., Ltd (Qoros), a Chinese automotive company in which, through Kenons wholly-owned subsidiary Quantum (2007) LLC (Quantum), Kenon owns a 50% interest. The remaining 50% interest in Qoros is owned by Wuhu Chery Automobile Investment Co., Ltd. (Wuhu Chery), a subsidiary of Chery Automobiles Limited (Chery), a large Chinese automobile manufacturing company.
In April 2016, Kenon announced that Ansonia Holdings Singapore B.V. (Ansonia), a major shareholder of Kenons, entered into an agreement to provide loans in multiple tranches in an aggregate amount of up to $50 million to Quantum to support Qoros ordinary course working capital requirements (the Loan Agreement), subject to Wuhu Cherys provision of loans to Qoros in the same amount and on similar conditions. For more information on the Loan Agreement, including the approximately $25 million funded by Ansonia in the first tranche under the Loan Agreement (the First Tranche), see the press release published by Kenon on April 22, 2016 and the related Report on Form 6-K submitted by Kenon to the U.S. Securities and Exchange Commission on the same date (the Form 6-K).
On June 28, 2016, Ansonia provided the second tranche under the Loan Agreement in an amount of approximately $25 million (the Second Tranche) to Quantum and Quantum has used the proceeds of the Second Tranche to make a back-to-back loan to Qoros (the On-Loan). Wuhu Chery has also made a corresponding loan to Qoros. Ansonia and Quantum have also amended the Loan Agreement to provide that in the event of a third-party financing at Qoros that meets certain conditions, the Second Tranche may, at Ansonias discretion, either (i) be converted into equity of Quantum on the same terms as the First Tranche, or (ii) be repaid by Quantum (following Qoros repayment of the On-Loan). This amendment has no effect on the First Tranche and, except as set forth above, the Second Tranche has been provided to Quantum on the same terms as the First Tranche, which terms are set forth in the Form 6-K.
In light of Qoros financing needs, Kenon believes that the amendment of the Loan Agreement, which was done to facilitate Ansonias provision of the Second Tranche, is in the best interests of Kenon and its shareholders. As Ansonia is a major shareholder in Kenon, this transaction has been reviewed and approved by Kenon in accordance with its related party transaction policy.
Qoros is continuing to seek additional financing for its operations.
Kenon has existing guarantee obligations in respect of certain of Qoros indebtedness in an aggregate amount of up to RMB 1,100 million (approximately $169 million), plus certain fees and expenses.
Cautionary Statement Concerning Forward-Looking Statements
This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include statements with respect to the loan agreements described in this release, Qoros expected use of the proceeds of the various loans, the potential conversion of Ansonias loans into equity interests in Quantum, statements with respect to Qoros liquidity, Qoros plan to continue to seek financing, Kenons views with respect to investments in Qoros, and statements about other non-historical matters. These statements are based on current expectations or beliefs, and are subject to a number of risks and uncertainties, which could cause future events to differ materially from those indicated in such forward-looking statements.
Such risks include the risk that the loans described herein will not enable Qoros to meet its near-term liquidity requirements, risks related to the conversion of Ansonias loans into equity interests in Quantum, changes in events and circumstances with respect to Qoros and Kenon and other, future events that could affect Kenons strategy generally or in particular with respect to Qoros, including its plans with respect to investments in Qoros and other risks and factors, including those set forth under the heading Risk Factors in Kenons Annual Report on Form 20-F, filed with the U.S. Securities and Exchange Commission, and other filings, including Kenons Report on Form 6-K, dated April 22, 2016. 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.
About Kenon
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. Kenons businesses consist of:
| IC Power Ltd. (100% interest) a leading owner, developer and operator of power generation and distribution facilities in the Latin American, Caribbean and Israeli power markets; |
| Qoros Automotive Co., Ltd. (50% interest) a China-based automotive company; |
| ZIM Integrated Shipping Services, Ltd. (32% interest) an international shipping company; and |
| Primus Green Energy, Inc. (91% interest) an early stage developer of alternative fuel technology. |
Kenons 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 non-primary businesses to its shareholders or selling its interests in its non-primary businesses, rationally and expeditiously. For further information on Kenons businesses and strategy, see Kenons publicly available filings, which can be found on the SECs website at www.sec.gov.
Please also see http://www.kenon-holdings.com for additional information.
Contact Info
Kenon Holdings Ltd.
Barak Cohen VP Business Development and IR barakc@kenon-holdings.com Tel: +65 6351 1780 |
Karen Koh Director, Investor Relations and BD karenk@kenon-holdings.com Tel: +65 6351 1794 | |
External Investor Relations Ehud Helft / Kenny Green GK Investor Relations kenon@gkir.com Tel: +1 646 201 9246 |