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譲渡異議申立書 99.2

 

2024年6月30日および2023年にケノンとOPCの財務情報

 

特定の非IFRS財務情報の調整

目次

付録Aケノンの連結財務情報の概要	A-1
付録BOPCの連結財務情報の概要	B-1
付録COPCの調整後EBITDA（関連会社のEBITDAのシェアを含む）と非IFRS調整の定義	C-1
付録DOPCの子会社の財務情報の要約	D-1
付録EZIMの調整後EBITDAおよび非IFRS調整の定義	E-1

ケノンの連結財務情報の概要

ケノン・ホールディングスおよびその子会社
未監査の財務状態計算書

 

ケノン・ホールディングス及びその子会社
損益計算書連結（未検査）

 

 

ケノン・ホールディングス及びその子会社
未検査の連結キャッシュ・フロー計算書

 

 

ケノン・ホールディングス及びその子会社
連結キャッシュ・フロー計算書（未監査）、続き

報告セグメントに関する情報

 

報告セグメントの活動に関する情報は、次の表に示されています。

 

 

Summary of OPC consolidated financial information

 

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

 

 

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

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

 

 

 

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

 

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

 

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, changes in net expenses, not in the ordinary course of business and/or of a non-recurring nature, other income/(expenses) and share of changes in fair value of derivative financial instruments. 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.

 

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 June 30, 2024 and December 31, 2023 (in $ millions):

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

 

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

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

 

ZIM defines Adjusted EBITDA for each period as profit/(loss) adjusted to exclude depreciation and amortization, financial expenses/(income), net, and income tax expense / (benefits), 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. 

ZIM believes that the disclosure of Adjusted EBITDA enables the comparison of operating performance between periods on a consistent basis. 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 profit/(loss) to Adjusted EBITDA for the periods presented(*).

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

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