Kenon Holdings Ltd 6-K, filed Aug 12, 2026

Kenon Holdings Ltd. (KEN)

6-K 2026-08-12 For: 2026-08-12

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Added on August 12, 2026

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Kenon Holdings Ltd filed this 6-K on August 12, 2026.

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99.1	OPC Energy Ltd. - Report of the Board of Directors for the Six-Month and Three-Month Periods ended June 30, 2026, as published on August 12, 2026 with the Israeli Securities Authority and Tel Aviv Stock Exchange*

99.2	OPC Energy Ltd. - Unaudited Condensed Consolidated Interim Financial Statements as at June 30, 2026, as published on August 12, 2026 with the Israeli Securities Authority and Tel Aviv Stock Exchange*

	KENON HOLDINGS LTD.

Date: August 12, 2026	By:	/s/ Robert L. Rosen
	Name:	Robert L. Rosen
	Title:	Chief Executive Officer

		For the							For the
		Six Months Ended							Three Months Ended
		June 30							June 30
		2026		2025		%			2026		2025		%

Consolidated	EBITDA after proportionate consolidation		255		203		26	%		131		90		46	%
	Net income		29		27		7	%		15		2		650	%
	Adjusted net income		67		33		103	%		34		5		580	%
	FCF		30		108		(72	)%		51		19		168	%
	FFO		165		125		32	%		90		57		58	%

Israel	EBITDA		90		74		22	%		46		36		28	%
	FFO		57		48		19	%		30		19		58	%

U.S.	EBITDA after proportionate consolidation		170		132		29	%		87		55		58	%
	FFO		106		84		26	%		53		37		43	%
	EBITDA after proportionate consolidation – Energy Transition		169		137		23	%		86		62		39	%

	EBITDA after proportionate consolidation – Renewable Energies		22		16		38	%		11		9		22	%

Israel	In June 2026, the financial closing was completed and the construction was commenced of the Hadera expansion project (combined cycle with a capacity of 850 megawatts) – for details – see Section 6A(2) below.

	Ramat Beka project in advanced development (solar with a planned capacity of about 550 megawatts with integrated storage of about 3,850 megawatt-hours) – in March 2026, the approved plan was published by the government in the Official Records. The Company is taking action to complete the undertaking in the project agreements (construction, equipment and financing) and to obtain all the required approvals and permits, and it expects to make the payment to Israel Lands Authority for the project’s areas in the second half of 2026, upon completion of Israel Lands Authority’s required procedure. For additional details and updates, including regarding the expected regulation and the connection study – see Section 6A(1) below.

	Expansion of activities in the area of supply of electricity to data centers – in the second quarter of 2026, an undertaking with was signed with a consumer operating in the area of data centers in Israel, in a long-term PPA agreement of up to about 460 megawatts in the upcoming years. In addition, the Company is carrying on contacts and feasibility studies for examination of mutual cooperation in joint development and advancement of electricity generation and supply solutions for data centers, including adjacent to the Company’s existing power plants. For details – see Section 2C below.

	Award of Capacity Certificates in a Competitive Process Conducted by the System Operator – in July 2026, OPC Israel was awarded capacity certificates for an aggregate capacity of 200 megawatts, at a uniform base tariff of 10.2 agurot per available kilowatt. The capacity certificates will remain available to OPC Israel through December 31, 2029. For additional details – see Section 2B below.

Natural gas activities with carbon capture potential in the U.S.	Accelerated development of the Shay Project in the PJM market (combined cycle with a capacity of 2.1 gigawatts in West Virginia – the share of CPV is 70%) – the project is being advanced through licensing and grid interconnection processes and is expected to enter into an interconnection agreement in early 2027. In addition, significant equipment for the project has been secured. As part of the commercial framework for the project, a “Gas Net Back” agreement has been signed for a period of 10 years from the commercial operation. Furthermore, the project is expected to participate in PJM’s RBP, a long-term capacity auction that is expected to take place starting in September 2026 (subject to final approval by FERC). For details, see Section 6B(2) below.

	Increase in the natural gas projects development pipeline to about 8 gigawatts (CPV’s share – about 6.9 gigawatts) and accelerated development of the Walker project in the PJM market (combined cycle with a capacity of 1.5 gigawatts in Ohio) (CPV’s share is 70%) – as part of the project’s advancement, an agreement was signed with a leading global equipment manufacturer, which secures the supply of the gas turbines for the project. At the same time, negotiations are underway with a global leader Hyperscaler regarding a long-term PPA for the project. In addition, CPV Group is evaluating possibilities for the development and advancement of power generation and supply solutions for data center projects, particularly in close proximity to its existing power generation facilities.

Natural gas activities with carbon capture potential in the U.S. (Cont.)	Regulatory processes in the PJM market – on July 31, 2026, PJM submitted for FERC approval, its proposed format for the RBP mechanism. Subject to FERC approval, PJM is expected to hold a procurement process for qualifying new generation sources, with an initial procurement target of 6.8 gigawatts of capacity. The RBP provides for capacity commitments up to 15 years, depending on project-specific commercial operation dates, and includes a weighted average procurement price cap of about $555 per megawatt/day for the selected portfolio. The proposal also includes a separate framework intended to facilitate bi-lateral commitments between large electricity consumers and new generation sources. For details – see Section 3C below.

Energy Transition in the U.S.	Execution of the strategy to increase the holdings and obtain control over natural gas-fired power plants: (1) in January 2026, acquisition of the remaining rights (11%) in the Shore power plant (a combined cycle power plant with a capacity of 725 megawatts in PJM); and (2) in May 2026, acquisition of the remaining interest (25%) in the Maryland power plant (combined cycle with a capacity of 745 megawatts in PJM) in exchange for sale of the rights (10%) in the Three Rivers power plant (combined cycle with a capacity of 1,258 megawatts in PJM) with payment of an immaterial amount.

	Capacity auctions in the PJM market – in April 2026, FERC approved the extension of the maximum and minimum limits (collar) for two additional capacity auctions in the period from June 1, 2028 through May 31, 2030. In July 2026, the results of a capacity auction were published for the period from June 2028 up to May 2029 of about $325 per megawatt/day, which reflects the ceiling of the price range determined. For details – see Section 3C below.

Renewable Energies in the U.S.	As at the approval date of the report, the CPV Group has taken action in an attempt to assure compliance with Safe Harbor conditions for projects in the scope of 1.9 gigawatts (share of the CPV Group – about 1.3 gigawatts) – for details see Section 6C below. In addition, the CPV Group is evaluating certain of its renewable energy and battery energy storage system (BESS) projects for potential participation in PJM’s RBP, subject to FERC approval. For details – Section 3C below.

	Commercial operation of the Rogues Wind project (wind with a capacity of 114 megawatts) – in June 2026, construction of the project was completed and as at the approval date of the report, the project had commenced its commercial operation and the entire investment of the project’s tax partner had been received, in the aggregate amount of $160 million.

Group headquarters	Improvement of the Company’s credit rating – in May 2026, Midroog affirmed the credit rating of the Company and of its debentures at the level of A1.il and updated the rating outlook from stable to positive in light of the strengthening of the Company’s financial profile. In addition, in May 2026, S&P Maalot raised the Company’s credit rating to ilA+ with a stable rating outlook, due to a continuing improvement of the financial profile along with better business achievements. For details – see Section 7C below.

	Increase of credit frameworks for the development activities of the CPV Group – shortly before the approval date of the report, the Company increased, by the amount of about $120 million, and is taking action to make an additional increase of about $160 million, the binding credit frameworks (or backed by its guarantee) with Israeli banks were increased for advancement of the development activities of the CPV Group. For details – see Note 7A(6) to the Interim Statements.

	Early partial redemption (prepayment) of the debentures (Series B) – in June 2026, the Company made a partial early prepayment of the debentures (Series B), in the total amount of about $68 million (about NIS 200 million).

Period		2026				2025				Change
January–June and April–June average			28.90				29.39				(1.7	%)

	Average for the							Average for the
	six months ended							three months ended
	June 30							June 30
	2026		2025		Change			2026		2025		Change
Price of carbon emission tax in the RGGI auctions ($ per short ton / 2,000 pounds)*		25.86		19.91		30	%		24.99		19.76		26	%
Cost of the carbon emission tax (in terms of gas cost) ($ per MMBtu)**		1.54		1.19		30	%		1.49		1.18		26	%

Sub-region	CPV Power Plants	⁽³⁾2028/2029	⁽²⁾2027/2028	⁽¹⁾2026/2027	2025/2026	2024/2025
PJM RTO	Three Rivers, Backbone	325.00	333.44	329.17	269.92	28.92
PJM MAAC	Fairview, Maryland, Maple Hill, Rogues Wind	325.00	333.44	329.17	269.92	49.49
PJM EMAAC	Shore	325.00	333.44	329.17	269.92	54.95

	For the Six Months Ended
Section	June 30
	*2026			2025
Revenues from sales and provision of services (1)		696			378
Cost of sales and provision of services (without depreciation and amortization) (2)		(510	)		(289	)
Depreciation and amortization		(54	)		(34	)
Gross profit		132			55
Share in earnings of associated companies		38			59
Administrative and general expenses		(45	)		(41	)
Business development expenses		(3	)		(2	)
Reclassification of the hedging reserve in respect of settled hedges to profit or loss following obtaining control over associates		(11	)		–
Other expenses, net **		(27	)		(4	)
Operating income		84			67
Financing expenses, net		(42	)		(33	)
Income before taxes on income		42			34
Income tax expenses		(13	)		(7	)
Net income for the period (3)		29			27
Attributable to:
The Company’s shareholders		24			20
Holders of non-controlling interests		5			7

Revenues	For the Six					Board’s Explanations
	Months Ended
	June 30
	2026			2025
Revenues in Israel
Revenues from sale of energy to private customers		201			155	An increase, in the amount of about $46 million, compared with the corresponding period last year, stems mainly from an increase of about $24 million relating to an increase in customer consumption, and an increase of about $29 million due to the impact of translation into the dollar presentation currency.
Revenues from sale of energy to the System Operator and to other suppliers		25			29	Most of the decline stems from an increase customer consumption.
Revenues in respect of capacity payments		21			19
Revenues from sale of energy at cogeneration tariff		13			14
Revenues from sale of steam		10			9
Total revenues from sale of energy and others in Israel (without infrastructure services)		270			226
Revenues from private customers in respect of infrastructure services		114			73	An increase, in the amount of about $41 million, compared with the corresponding period last year, stems mainly from an increase, in the amount of about $29 million, due to an increase in customer consumption, an average increase in the tariffs, and an increase, in the amount of about $12 million, due the impact of translation into the dollar presentation currency.
Total revenues in Israel		384			299

Revenues in the U.S. (in Energy Transition except for revenues from provision of services and others)
Revenues from generation and sale of electricity		160			–	The increase stems from the first-time consolidation of the Shore and Maryland power plants starting from January and May 2026, respectively.
Revenues in respect of capacity payments		39			–	The increase stems from the first-time consolidation of the Shore and Maryland power plants starting from January and May 2026, respectively.
Realization of derivatives for hedging electricity prices		(21	)		–	Stems from the first-time consolidation of the Shore and Maryland power plants starting from January and May 2026, respectively.
Revenues from sale of electricity (Retail) activities		109			54	The increase stems mainly from an increase in the scope of the retail sales.
Revenues from provision of services and others		25			25
Total revenues in the U.S.		312			79
Total revenues		696			378

Cost of Sales and Provision of Services	For the Six Months Ended					Board’s Explanations
	June 30
	2026			2025
Cost of sales in Israel
Natural gas and diesel oil		98			93	An increase of about $17 million stemming from the impact of translation to the dollar presentation currency. On the other hand, there was a decline in the price of natural gas, in the amount about $12 million, mainly as a result of the weakness of the dollar against the shekel.
Expenses in respect of acquisition of energy		38			24	Most of the increase stems from an increase in customer consumption compared with the same period last year.
Cost of transmission of gas		9			8
Salaries and related expenses		8			5
Operating expenses		17			16
Total cost of sales in Israel without infrastructure services		170			146
Expenses in respect of infrastructure services		114			73	For details – see the explanation of the change in the revenues in respect of infrastructure services.
Total cost of sales in Israel		284			219
Cost of sales and services in the U.S. (in Energy Transition except for revenues from provision of services and others)
Cost of natural gas including RGGI		106			–	The increase stems from the first-time consolidation of the Shore and Maryland power plants starting from January and May 2026, respectively.
Operating expenses		17			–	The increase stems from the first-time consolidation of the Shore and Maryland power plants starting from January and May 2026, respectively.
Realization of derivatives for hedging gas prices		(26	)		–	Stems from the first-time consolidation of the Shore and Maryland power plants starting from January and May 2026, respectively.
Cost of sales in respect of sale of electricity (Retail)		107			50	The increase stems mainly from an increase in the scope of the retail sales.
Cost of sales in respect of provision of services and others		22			20
Total cost of sales and provision of services in the U.S.		226			70
Total cost of sales and provision of services		510			289

		For the six months ended									For the six months ended
	Basis of	June 30, 2026									June 30, 2025
	presentation
	in the	EBITDA									EBITDA
	Company’s	after						Net cash			after						Net cash
	financial	proportionate						flows after			proportionate						flows after
Main projects in operation	statements	consolidation			FCF⁽⁶⁾			debt service			consolidation			FCF⁽⁶⁾			debt service

Total operating projects in Israel and accompanying business activities ⁽¹⁾	Consolidated		92			48			41			76			69			62
Business development costs, headquarters in Israel and other costs	Consolidated		(2	)		(21	)		33			(2	)		(18	)		(21	)
Total Israel ⁽²⁾			90			27			74			74			51			41
Total operating projects ⁽³⁾	Associated + consolidated		173			77			91			139			71			(36	)
Other expenses ⁽⁴⁾	Consolidated		(4	)		(13	)		(8	)		(2	)		(4	)		(4	)
Total energy transition in the U.S.			169			64			83			137			67			(40	)
Total operating projects	Associated		25			14			6			19			14			4
Business development and other costs	Associated		(3	)		(3	)		4			(3	)		(4	)		(4	)
Total renewable energy in the U.S.			22			11			10			16			10			–
Total activities as part of the “others” segment ^{(4) (5)}	Consolidated		(3	)		1			1			(1	)		(1	)		(1	)
Headquarters in the United States ^{(5) (6)}	Consolidated		(18	)		(68	)		(68	)		(20	)		(9	)		(9	)
Total United States			170			8			26			132			67			(50	)
Company headquarters (not allocated to the segments) ⁽⁵⁾	Consolidated		(5	)		(5	)		(112	)		(3	)		(10	)		27
Total consolidated			255			30			(12	)		203			108			18

	For the six months ended June 30, 2026									For the six months ended June 30, 2025
				Working									Working
				capital		Other							capital			Other
	FCF			changes		changes*		FFO		FCF			changes			changes		FFO
Israel		27			30		–		57		51			(3	)		–		48
U.S.		8			28		70		106		67			17			–		84
Company headquarters		(5	)		7		–		2		(10	)		3			–		(7	)
Total consolidated		30			65		70		165		108			17			–		125

			For the Six Months Ended June 30, 2026										For the Six Months Ended June 30, 2025
										Actual										Actual
			Potential		Net		Actual			calculated			Potential		Net		Actual			calculated
			electricity		electricity		generation			availability			electricity		electricity		generation			availability
	Capacity		generation		generation		percentage			percentage			generation		generation		percentage			percentage
	(MW)		(GWh)		(GWh)		(%)			(%)			(GWh)		(GWh)		(%)			(%)
Rotem		466		1,910		1,851		96.9	%		99.4	%		1,856		1,821		98.1	%		99.4	%
Hadera (A) (B)		144		502		448		89.3	%		90.2	%		508		468		92.1	%		92.9	%
Gat (C)		75		309		200		64.9	%		97.5	%		307		265		86.2	%		100.0	%
Zomet (D)		396		1,542		99		6.4	%		61.4	%		1,573		129		8.2	%		68.2	%

	Associates																	Consolidated						Total
Six months ended June 30, 2026	Fairview (1)			Towantic			Maryland *()**			Valley			Three Rivers *()**		Total associates			Shore (2)			Maryland *()**
Rate of holdings of the CPV Group in the project:	25%			26%			75%			50%			10%					100%			100%
Revenues from sales of energy		24			60			106			109			12		311			114			44			469
Cost of natural gas		14			42			72			37			7		172			76			8			256
Carbon emissions tax (RGGI)		–			7			6			14			–		27			16			5			48
Cost of sales – other expenses (excluding depreciation and amortization)		–			1			1			1			–		3			2			1			6
Insurance receipts in respect of lost profits		12			–			–			–			–		12			–			–			12
Gain (loss) on realization of transactions hedging the electricity margins		2			(1	)		(20	)		(17	)		1		(35	)		2			(10	)		(43	)
Net energy margin		24			9			7			40			6		86			22			20			128
Revenues from capacity payments		6			3			14			10			3		36			29			10			75
Other income		–			8			2			–			–		10			4			1			15
Gross profit		30			20			23			50			9		132			55			31			218
Fixed costs (excluding depreciation and amortization)		2			3			6			12			1		24			12			3			39
Administrative and general expenses (excluding depreciation
and amortization)		1			1			1			1			–		4			2			1			7
Gain (loss) from revaluation of unrealized hedging transactions		(1	)		–			–			–			–		(1	)		–			2			1
Group’s share in EBITDA after proportionate consolidation		26			16			16			37			8		103			41			29			173
Group’s share in FCF		24			2			⁽⁴⁾5			22			6		59			11			⁽⁴⁾7			77
Group’s share in net cash flows after service of project debt (5)		11			–			4			⁽³⁾58			19		92			(1	)		–			91

	Associates
														Three
Six months ended June 30, 2025	Fairview		Towantic			Maryland		Shore (1)			Valley			Rivers		Total
Rate of holdings of the CPV Group in the project:	25%		26%			75%		89%			50%			10%
Revenues from sales of energy		44		46			102		60			87			11		350
Cost of natural gas		22		32			51		38			37			7		187
Carbon emissions tax (RGGI)		–		5			17		7			11			–		40
Cost of sales – other expenses (excluding depreciation and amortization)		–		–			3		1			1			–		5
Gain (loss) on realization of transactions hedging the electricity margins		2		(1	)		3		7			(3	)		3		11
Net energy margin		24		8			34		21			35			7		129
Revenues from capacity payments		4		15			8		9			8			1		45
Other income		–		2			4		2			–			–		8
Gross profit		28		25			46		32			43			8		182
Fixed costs (excluding depreciation and amortization)		2		3			8		11			10			2		36
Administrative and general expenses (excluding depreciation and amortization)		1		1			2		2			1			–		7
Group’s share in EBITDA after proportionate consolidation		25		21			36		19			32			6		139
Group’s share in FCF		17		13			24		(7	)		20			4		71
Net cash flows after service of project debt		8		12			9		⁽²⁾(67	)		–			2		(36	)

	July–December 2026	2027
Expected generation (MWh) *	6,445,000	13,881,000
Net scope of the hedged energy margin (% of the expected generation of the power plants) **	75%	34%
Net hedged energy margin (millions of $)	≈ 89	≈ 116
Net hedged energy margin ($/MWh)	18.6	24.7
Net market prices of energy margin ($/MWh) ***	28.8	19.1

	July–December 2026	2027
Scope of the secured capacity revenues (% of the power plant’s capacity) (*)	91%	83%
Capacity receipts (millions of $)	≈ 81	≈ 163

	For the Three Months Ended
Section	June 30
	*2026			2025
Revenues from sales and provision of services (1)		379			195
Cost of sales and provision of services (without depreciation and amortization) (2)		(265	)		(150	)
Depreciation and amortization		(30	)		(17	)
Gross profit		84			28
Share in earnings of associated companies		4			21
Administrative and general expenses		(22	)		(26	)
Business development expenses		(1	)		(1	)
Reclassification of the hedging reserve in respect of settled hedges to profit or loss following obtaining control over associates		(11	)		–
Other expenses, net **		(10	)		(1	)
Operating income		44			21
Financing expenses, net		(22	)		(20	)
Income before taxes on income		22			1
Tax benefit (income tax expenses)		(7	)		1
Net income for the period (3)		15			2
Attributable to:
The Company’s shareholders		12			2
Holders of non-controlling interests		3			–

Revenues	For the Three		Board’s Explanations
	Months Ended
	June 30
	2026	2025
Revenues in Israel
Revenues from sale of energy to private customers	105	77	An increase, in the amount of about $28 million, compared with the corresponding period last year, stems mainly from an increase of about $14 million relating to an increase in customer consumption, and an increase of about $17 million due to the impact of translation into the dollar presentation currency.
Revenues from sale of energy to the System Operator and to other suppliers	10	15
Revenues in respect of capacity payments	11	10
Revenues from sale of energy at cogeneration tariff	10	9
Revenues from sale of steam	6	5
Total revenues from sale of energy and others in Israel (without infrastructure services)	142	116
Revenues from private customers in respect of infrastructure services	61	37	An increase, in the amount of about $24 million, compared with the corresponding period last year, stems mainly from an increase, in the amount of about $16 million, due to an increase in customer consumption, an average increase in the tariffs, and an increase, in the amount of about $8 million, due to the impact of translation into the dollar presentation currency.
Total revenues in Israel	203	153

Revenues in the U.S. (in Energy Transition except for revenues from provision of services and others)
Revenues from generation and sale of electricity	76	–	The increase stems from the first-time consolidation of the Shore and Maryland power plants starting from January and May 2026, respectively.
Revenues in respect of capacity payments	25	–	The increase stems from the first-time consolidation of the Shore and Maryland power plants starting from January and May 2026, respectively.
Realization of derivatives for hedging electricity prices	9	–	Stems from the first-time consolidation of the Shore and Maryland power plants starting from January and May 2026, respectively.
Revenues from sale of electricity (Retail) activities	53	29	The increase stems mainly from an increase in the scope of the retail sales.
Revenues from provision of services and others	13	13
Total revenues in the U.S.	176	42
Total revenues	379	195

Cost of Sales and Provision of Services	For the Three Months Ended		Board’s Explanations
	June 30
	2026	2025
Cost of sales in Israel
Natural gas and diesel oil	47	46	An increase of about $9 million stemming from the impact of translation to the dollar presentation currency. On the other hand, there was a decline in the price of natural gas, in the amount of about $8 million, mainly as a result of the weakness of the dollar against the shekel.
Expenses in respect of acquisition of energy	26	17	Most of the increase stems from an increase in customer consumption compared with the corresponding period last year.
Cost of transmission of gas	5	4
Salaries and related expenses	4	3
Operating expenses	10	8
Total cost of sales in Israel without infrastructure services	92	78
Expenses in respect of infrastructure services	61	37	For details – see the explanation of the change in the revenues in respect of infrastructure services.
Total cost of sales in Israel	153	115

Cost of sales and services in the U.S. (in Energy Transition except for revenues from provision of services and others)
Cost of natural gas including RGGI	33	–	The increase stems from the first-time consolidation of the Shore and Maryland power plants starting from January and May 2026, respectively.
Operating expenses	12	–	The increase stems from the first-time consolidation of the Shore and Maryland power plants starting from January and May 2026, respectively.
Realization of derivatives for hedging gas prices	7	–	Stems from the first-time consolidation of the Shore and Maryland power plants starting from January and May 2026, respectively.
Cost of sales in respect of sale of electricity (Retail)	49	26	The increase stems mainly from an increase in the scope of the retail sales.
Cost of sales in respect of provision of services and others	11	9
Total cost of sales and provision of services in the U.S.	112	35
Total cost of sales and provision of services	265	150

Main projects in operation	Basis of presentation	For the three months ended June 30, 2026									For the three months ended June 30, 2025
	in the	EBITDA						Net cash			EBITDA						Net cash
	Company’s	after						flows after			after						flows after
	financial	proportionate						debt service			proportionate						debt service
	statements	consolidation			FCF⁽⁷⁾			Net cash			consolidation			FCF⁽⁷⁾			Net cash

Total operating projects in Israel and accompanying business activities ⁽¹⁾	Consolidated		47			12			8			38			8			5
Business development costs, headquarters in Israel and other costs	Consolidated		(1	)		(9	)		51			(2	)		(10	)		(12	)
Total Israel ⁽²⁾			46			3			59			36			(2	)		(7	)
Total operating projects ⁽³⁾	Associated + consolidated		85			28			17			62			20			1
Other expenses ⁽⁴⁾	Consolidated		1			(2	)		3			–			(1	)		(1	)
Total energy transition in the U.S.			86			26			20			62			19			-
Total operating projects	Associated		13			7			3			10			8			4
Business development and other costs	Associated		(2	)		(2	)		5			(1	)		(3	)		(3	)
Total renewable energy in the U.S.			11			5			8			9			5			1
Total activities as part of the “others” segment ^{(4) (5)}	Consolidated		(2	)		1			1			(1	)		(1	)		(1	)
Headquarters in the United States ⁽⁶⁾	Consolidated		(8	)		10			10			(15	)		3			3
Total United States			87			42			39			55			26			3
Company headquarters (not allocated to the segments) ⁽⁶⁾	Consolidated		(2	)		6			(63	)		(1	)		(5	)		28
Total consolidated			131			51			35			90			19			24

	For the three months ended June 30, 2026						For the three months ended June 30, 2025
			Working							Working
			capital							capital
	FCF		changes		FFO		FCF			changes		FFO
Israel		3		27		30		(2	)		21		19
U.S.		42		11		53		26			11		37
Company headquarters		6		1		7		(5	)		6		1
Total consolidated		51		39		90		19			38		57

Three months ended June 30, 2026	Associates																		Consolidated
	Fairview (1)			Towantic			Maryland (*)			Valley			Three Rivers (*)			Total associates			Shore (2)			Maryland (*)			Total
Rate of holdings of the CPV Group in the project:		25	%		26	%		75	%		50	%		10	%					100	%		100	%
Revenues from sales of energy		11			17			–			26			1			55			32			44			131
Cost of natural gas		4			8			–			9			1			22			12			8			42
Carbon emissions tax (RGGI)		–			3			–			7			–			10			7			5			22
Cost of sales – other expenses (excluding depreciation and amortization)		–			1			–			–			–			1			1			1			3
Insurance proceeds in respect of lost profits		12			–			–			–			–			12			–			–			12
Gain (loss) on realization of transactions hedging the electricity margins		(1	)		(1	)		(4	)		3			–			(3	)		(1	)		(10	)		(14	)
Net energy margin		18			4			(4	)		13			–			31			11			20			62
Revenues from capacity payments		4			1			4			6			1			16			15			10			41
Other income		–			3			–			–			–			3			1			1			5
Gross profit		22			8			–			19			1			50			27			31			108
Fixed costs (excluding depreciation and amortization)		1			2			–			7			–			10			8			3			21
Administrative and general expenses (excluding depreciation
and amortization)		1			1			–			1			–			3			1			1			5
Gain from revaluation of unrealized hedging transactions		–			1			–			–			–			1			–			2			3
Group’s share in EBITDA after proportionate consolidation in the
Energy Transition segment		20			6			–			11			1			38			18			29			85
Group’s share in FCF		20			1			⁽³⁾(8	)		4			–			17			4			⁽³⁾7			28
Group’s share in net cash flows after service of project debt (4)		11			–			(7	)		–			14			18			(1	)		–			17

Three months ended June 30, 2025	Associates
	Fairview			Towantic			Maryland			Shore (1)			Valley			Three Rivers			Total
Rate of holdings of the CPV Group in the project:		25	%		26	%		75	%		89	%		50	%		10	%
Revenues from sales of energy		18			8			48			28			24			4			130
Cost of natural gas		8			3			16			12			10			3			52
Carbon emissions tax (RGGI)		–			2			8			4			5			–			19
Cost of sales – other expenses (excluding depreciation and amortization)		–			–			2			–			1			–			3
Gain (loss) on realization of transactions hedging the electricity margins		1			–			(3	)		–			2			1			1
Net energy margin		11			3			19			12			10			2			57
Revenues from capacity payments		3			6			6			7			5			1			28
Other income		–			1			2			1			–			–			4
Gross profit		14			10			27			20			15			3			89
Fixed costs (excluding depreciation and amortization)		1			2			6			9			5			1			24
Administrative and general expenses (excluding depreciation and amortization)		1			1			1			1			–			–			4
Gain on revaluation of unrealized hedging transactions		1			–			–			–			–			–			1
Group’s share in EBITDA after proportionate consolidation		13			7			20			10			10			2			62
Group’s share in FCF		8			3			14			(7	)		1			1			20
Group’s share in net cash flows after service of project debt		4			4			7			(11	)		(4	)		1			1

	Advanced				Initial
Renewable energy	development⁴⁶		Safe harbor (1)		development		Total
PJM market
Solar		70		385		1,400		1,855
Wind		–		130		–		130
Total PJM market (3) (4)		70		515		1,400		1,985
Other markets
Solar		–		280		795		1,075
Wind		–		1,120		1,400		2,520
Total other markets		–		1,400		2,195		3,595
Total renewable energy (1)		70		1,915		3,595		5,580
Share of the CPV Group (66.67%)		50		1,270		2,400		3,720

As at June 30, 2026⁽¹⁾⁽²⁾		As at December 31, 2025⁽³⁾

3.0		3.1

		Gross debt						Cash and cash		Derivative
Name of project	Method of presentation in the Company’s financial statements	Debt (including interest payable and deferred expenses)		Weighted- average interest rate		Final repayment date of the loan		equivalents and deposits (including restricted cash used for debt service) (1)		financial instruments for hedging principal and/or interest		Net debt
Hadera	Consolidated		179		4.9%		2037		22		13		144
Hadera Expansion (2)	Consolidated		316		5.2%–5.9%		Up to 2036		213		–		103
Headquarters and others in Israel (3)	Consolidated		826		5.6%		2033		23		–		803
Total Israel			1,321		5.5%				258		13		1,050
Active renewable energy projects	Associated (66.7%)		276		5.3%		2026–2030		4		4		268
Renewable energies headquarters	Associated (66.7%)		–		–				43		–		(43	)
Total renewable energy (4)			276		5.3%				47		4		225
Fairview (Cash Sweep 50%)	Associated (25%)		158		6.1%		2030–2031		5		–		153
Towantic (Cash Sweep 11%)	Associated (26%)		55		7.9%		2029		1		–		54
Maryland (Cash Sweep 50%)	Consolidated		259		6.8%		2028		22		–		237
Shore (5) (Cash Sweep 88%)	Consolidated		281		7.1%		2030–2032		–		–		281
Valley (6) (Cash Sweep 83%)	Associated (50%)		153		6.3%		2033		3		1		149
Total energy transition (7)			906		6.8%				31		1		874
Basin Ranch loan (8) TEF	Consolidated		318		3.0%		2045		64		–		254
Headquarters and others – U.S. (9)	Consolidated		231		6.8%		2032		240		–		(9	)
Total U.S.			1,731						382		5		1,344
Total energy headquarters (10)			527		2.5%–6.2% (weighted-average 4.0%)		2028–2034		864		–		(337	)
Total			3,579						1,504		18		2,057

Project	Method of presentation in the Company’s financial statements	Debt (including interest payable and deferred expenses)		Cash and cash equivalents and deposits (including restricted cash used for debt service)		Derivative financial instruments for hedging principal and/or interest			Net debt
Hadera	Consolidated		172		22		13			137
Headquarters and others – Israel	Consolidated		721		68		–			653
Total Israel			893		90		13			790
Active renewable energy projects	Associated (66.7%)		157		3		1			153
Financing construction of Rogues Wind	Associated (66.7%)		78		–		1			77
Renewable energies headquarters	Associated (66.7%)		–		26		–			(26	)
Total renewable energy			235		29		2			204
Fairview	Associated (25%)		169		4		–			165
Towantic	Associated (26%)		56		9		(1	)		48
Maryland	Associated (75%)		196		20		1			175
Shore	Associated (89%)		257		2		(2	)		257
Valley	Associated (50%)		144		32		–			112
Three Rivers	Associated (10%)		63		4		3			56
Total energy transition			885		71		1			813
Basin Ranch TEF loan	Associated (70%)		132		60		–			72
Headquarters and others – U.S.	Consolidated		153		278		–			(125	)
Total U.S.			1,405		438		3			964
Total Energy headquarters			592		709		–			(117	)
Total			2,890		1,237		16			1,637

Category	6/30/2026	12/31/2025	Board’s Explanations
Current Assets

Cash and cash equivalents	1,261	913	For details – see Section 9 below.

Trade receivables	186	137	Most of the increase, in the amount of about $32 million, stems from an increase in the trade receivables in Israel, most due to the seasonal factor in the electricity tariff, and the amount of about $12 million, due mainly to the first-time consolidation of Shore and Maryland.

Receivables and debit balances	56	64

Total current assets	1,503	1,114

Non-Current Assets

Long-term deposits and restricted cash	187	164

Long-term receivables and debit balances	60	118	Most of the decrease stems from completion of a transaction for acquisition of the balance of the rights in the Basin Ranch project and the initial consolidation thereof.

Investments in associated companies	1,015	1,626	Most of the decrease, in the amount of about $652 million, derives from the initial consolidation of the Shore, Basin Ranch and Maryland power plants (for additional details – see Note 6 to the Interim Statements) and dividends distributed to the CPV Group by associated companies, in the amount of about $65 million. This decrease was partly offset by an investment, prior to the consolidation, in the Basin Ranch power plant, in the amount of about $65 million, income of associated companies, in the amount of about $38 million, and investments in associated companies, in the amount of about $23 million. For additional details regarding the results of associated companies – see Section 4D and Section 4E above.

Long-term derivative financial instruments	15	13

Property, plant and equipment	3,486	1,380	Most of the increase, in the amount of about $1,604 million, stems from the initial consolidation of the Shore, Basin Ranch and Maryland power plants. For additional details – see Note 6 to the Interim Statements. In addition, there was an increase of about $461 million, stemming mainly from investments in construction of the Basin Ranch and Hadera Expansion power plants (including acquisition of lands, as detailed in Note 8A(2)(c) to the Interim Statements).

Right-of use assets and long-term deferred expenses	341	200	Most of the increase, in the amount of about $133 million, stems from the initial consolidation of the Shore power plant.

Intangible assets	89	83

Total non-current assets	5,193	3,584

Total assets	6,696	4,698

Non-Current Liabilities

Long-term loans from banks and financial institutions	2,166	1,004	Most of the increase, in the amount of about $643 million, derives from the initial consolidation of the Shore, Basin Ranch and Maryland power plants, an increase, in the amount of about $65 million, stems from a withdrawal under a financing agreement with Bank Leumi by the CPV Group, an increase, in the amount of about $285 million, stemming from a withdrawal under a financing agreement of Hadera Expansion and an increase of about $69 million due to a withdrawal as part of the TEF loan in the Basin Ranch project.

Long-term debt from holders of non-controlling interests	158	138

Debentures	449	510	Most of the decrease, in the amount of about $106 million, derives from repayment of debentures, while on the other hand there was an increase, in the amount of about $36 million, due to the impact of translation into the dollar presentation currency.

Long-term lease liabilities	159	7	Most of the increase, in the amount of about $161 million, derives from the initial consolidation of the Shore power plant.

Long-term derivative financial instruments	49	1	Most of the increase, in the amount of about $26 million, derives from hedging transactions in Israel in connection with projects in development and under construction, and the amount of about $23 million stemming from the Maryland and Shore power plants, which were consolidated for the first time.

Other long-term liabilities	62	5	Most of the increase derives from the first-time consolidation of the Basin Ranch power plant.

Liabilities for deferred taxes	179	164

Total non-current liabilities	3,222	1,829

Total liabilities	3,830	2,188

Total equity	2,866	2,510	Most of the increase stems from issuance of shares, net, in the amount of about $255 million, capital investments of the holders of non-controlling interest in the CPV Group, in the amount of about $54 million, and comprehensive income, in the amount of about $53 million (net profit of about $29 million and other comprehensive income of $24 million).

Dollar/shekel exchange rate*	2026		2025		Change
At the end of the prior year		3.190		3.647		(12.5	)%
As at June 30		2.978		3.372		(11.7	)%
As at March 31		3.165		3.718		(14.9	)%
Average January – June		3.037		3.598		(15.6	)%
Average April – June		2.946		3.583		(17.8	)%

	Changes in the interest	Interest rate
	rate in the period of the	on the approval
Country	report and thereafter	date of the report	Interest forecast
Israel	January, May and July 2026 – reduction of 0.25% (in each decision)	3.5%	About 3% on average for the period ending in the second quarter of 2027, based on the forecast of Bank of Israel.
U.S.	The have been no changes	3.50%–3.75%	Average range of about 3.60%–4.10% during 2026 (for 2027 – 3.10%–3.90%), based on the forecast of the U.S. Federal Reserve Bank.

			Bank of
			Israel	Federal
	Israeli	U.S.	Interest	interest
	CPI	CPI	Rate	rate

On August 9, 2026	119.2	333.95	3.50%	3.50%–3.75%
On June 30, 2026	119.2	335.1	3.75%	3.50%–3.75%
On March 31, 2026	117.7	326.8	4.00%	3.50%–3.75%
On December 31, 2025	117.8	324.1	4.25%	3.50%–3.75%
On June 30, 2025	116.9	321.2	4.5%	4.25%–4.50%
On March 31, 2025	115.4	319.1	4.5%	4.25%–4.50%
On December 31, 2024	115.1	315.5	4.5%	4.25%–4.50%
Change in the first half of 2026	1.2%	3.4%	(0.5)%	0%
Change in the first half of 2025	1.6%	2.3%	0%	0%
Change in the second quarter of 2026	1.3%	2.5%	(0.25)%	0%
Change in the second quarter of 2025	1.3%	1.2%	0%	0%