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6-K

Kenon Holdings Ltd. (KEN)

6-K 2026-06-03 For: 2026-06-03
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Added on June 03, 2026

UNITED STATES

SECURITIES ANDEXCHANGE COMMISSION****Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUERPURSUANT TO RULE 13a-16 OR 15d-16UNDER THE SECURITIES EXCHANGE ACT OF 1934

June 3, 2026

Commission File Number 001-36761

Kenon HoldingsLtd.

1 Temasek Avenue #37-02B

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 ☐

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 3, 2026: Kenon’s Subsidiary OPC Energy Ltd. Announces Construction Finance Agreement and EPC Agreement for the Hadera Power Plant Expansion Project

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 3, 2026 By: /s/ Robert L. Rosen
Name: Robert L. Rosen
Title: Chief Executive Officer

Exhibit 99.1 Kenon’sSubsidiary OPC Energy Ltd. Announces Construction FinanceAgreement and EPC Agreement for the Hadera Power Plant Expansion ProjectSingapore, June 3, 2026. Kenon HoldingsLtd.’s (NYSE: KEN, TASE: KEN) (“Kenon”) subsidiary OPC Energy Ltd. (“OPC”) has announced thatOPC’s project company OPC Hadera Expansion Ltd. entered into (i) an agreement to finance (the “Finance Agreement”)the construction of the Hadera expansion project, a combined-cycle natural gas-fired power plant, with an estimated capacity of approximately850 MW, designated for construction on land adjacent to OPC’s Hadera power plant (the “Hadera Expansion Project”)and (ii) an engineering, procurement and construction (EPC) agreement for the Hadera Expansion Project’s construction (the “EPCAgreement”). OPC announced that subject to the terms of the project agreements and receipt of relevant permits, it intends toseek tariff approval from the Israeli Electricity Authority in accordance with the regulatory framework applicable to the Hadera ExpansionProject. Set forth below is a description of the Finance Agreement and EPC Agreement as announced by OPC.The Finance Agreement was entered into with BankLeumi le-Israel B.M. for a NIS-denominated loan equivalent to approximately $1.7 billion. The interest rate on the loan is equalto the prime interest rate, plus a spread ranging from 0% to 0.7%. Interest shall accrue and will be payable quarterly from six yearsfrom the drawdown date. The initial term of the loan is six years from the first drawdown date. During the construction period, the loanwill be repayable subject to payment of customary prepayment penalties and costs, and in the period following the commercial operationdate, the loan will be repayable without early repayment penalties and costs. The loan term may be extended for an additional period ofup to four years, with final repayment no later than the end of the 10th year from the drawdown date. OPC expects the total senior debtto comprise approximately 80% of the total construction costs.The Finance Agreement is supported by a shareholders’guarantee from OPC Holdings Israel Ltd. (in which OPC holds an 80% interest) of the borrower’s undertakings, including the undertakingto provide the equity for the Hadera Expansion Project. The borrower will also provide collateral as is customary, including a pledgeover all of its assets and rights, primarily the power plant, generation licenses and tariff approval, bank accounts, the project’sland plots, rights under the various project agreements and related rights. The shares and related rights, including in respect of shareholderloans and capital notes, have also been pledged as part of the collateral.The terms of the Finance Agreement also includeadditional committed facilities including a VAT facility for approximately $41 million and the extension of an uncommitted hedging facilityestimated at $60 million.The Finance Agreement includes covenants and eventsof default, including the following financial covenants: (i) during the construction period, a minimum loan life coverage ratio of 1.05xfor a capital injection by the shareholders (where failure to inject such capital will constitute a breach); and (ii) during the operationperiod, compliance by OPC with certain financial covenants.The Finance Agreement is subject to conditionsprecedent, including obtaining tariff approval from the Israeli Electricity Authority, the acceptance and timing of which are uncertain.The Finance Agreement is also subject to additional terms and conditions, and contains undertakings, representations and accelerationprovisions, as are customary in agreements of this type in Israel.Theconstruction contractor under the EPC Agreement is a joint venture of a global EPC contractor and a local contractor (the “Contractor”).In accordance with the EPC Agreement, the Contractor has undertaken to perform the EPC work for the Hadera Expansion Project, under aturnkey, lump-sum format, in accordance with milestones, terms and conditions, and dates set by the parties. The total consideration payable to the Contractorunder the EPC Agreement will be payable in installments, similar to the consideration payable under the agreement to supply the key equipmentfor the Hadera Expansion Project (the “Key Equipment Supply Agreement”), which was also entered into with the Contractor.The payments under both agreements will be made in accordance with milestones set forth in each of the agreements, which depend on theprogress of the Hadera Expansion Project through commercial operation. OPC expects the consideration for the EPC Agreement and the KeyEquipment Supply Agreement to constitute approximately 60% of the total estimated construction cost for the Hadera Expansion Project,which is estimated at approximately $1.7 billion – $1.8 billion. Under the EPC Agreement, completion of construction is scheduledfor 2030.The EPC Agreement includes standard terms andconditions and other undertakings, as is customary in such agreements.For further information on the Hadera ExpansionProject, see Kenon’s Reports on Form 6-K furnished to the U.S. Securities and Exchange Commission on May 21, 2026, May 20, 2026,March 2, 2026, November 19, 2025 and August 11, 2025.*Caution Concerning Forward-Looking StatementsThis press release includes forward-lookingstatements within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify these forward-looking statementsby words or phrases such as “may,” “will,” “expect,” “estimate,” “intend,”“plan,” “believe,” “likely to,” “should,” or other similar expressions. These statementsinclude statements relating to the Hadera Expansion Project, the Finance Agreement and the EPC Agreement, including the scheduled completionof construction, the expected terms and conditions of agreements, the capacity and characteristics of the Hadera Expansion Project, andother non-historical statements. These forward-looking statements are based on current expectations or beliefs and are subject to uncertaintyand changes in circumstances. These forward-looking statements are subject to a number of risks and uncertainties which could cause theactual results to differ materially from those indicated in Kenon’s forward-looking statements. Such risks include risks relatingto receipt of permits, scope of the relevant regulatory framework, completion of construction work, final costs of construction, equipmentand purchase of rights to land, the state of the equipment, force majeure events and/or the terms of engagements with key suppliers, thefinal terms and conditions of which are uncertain, technical, operational and/or other delays and/or malfunctions and/or increase in costsand/or other changes, the occurrence of one or more of the risk factors to which OPC is exposed, including construction risks (including“force majeure” events, and regional security conditions), regulatory and permit-related risks, delays/faults in executingconstruction work, delays and higher costs associated with supply chains, factors associated with key suppliers and finance costs andother risks, including those set forth under the heading “Risk Factors” in Kenon’s most recent Annual Report on Form20-F filed with the U.S. Securities and Exchange Commission. Except as required by law, Kenon undertakes no obligation to update theseforward-looking statements, whether as a result of new information, future events, or otherwise.***