Energean Israel 1Q 2024 Accounts

Energean PLC
23 May 2024
 


 

 

 

ENERGEAN ISRAEL LIMITED

 

UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

 

31 MARCH 2024



ENERGEAN ISRAEL LIMITED

UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

AS OF 31 MARCH 2024

 

 

 

INDEX

 

 

 

 

Page

 

 


Interim Consolidated Statement of Comprehensive Income


3

Interim Consolidated Statement of Financial Position


4

Interim Consolidated Statement of Changes in Equity


5

Interim Consolidated Statement of Cash Flows


6

Notes to the Interim Consolidated Financial Statements


7-19

 

 

- - - - - - - - - - - - - - - - - - - -

 

 

 

INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

THREE MONTHS ENDED 31 MARCH 2024



 


31 March (Unaudited)




Notes

 


2024

$'000

 

 

 

 


2023

$'000

 

 

 

 


Revenue


3


266,286


158,853


Cost of sales


4


(126,268)


(83,905)


Gross profit




140,018

 

74,948

 









Administrative expenses


4


(3,409)


(3,922)


Exploration and evaluation expenses


4


-


(50)


Operating profit




136,609


70,976

 









Finance income


5


3,061


1,526


Finance costs


5


(46,554)


(32,487)


Net foreign exchange gains (losses)


5


125


(257)


Profit for the period before tax

 

 

 

93,241

 

39,758

 









Taxation expense


6


(13,331)


(9,482)


Net profit for the period




79,910

 

30,276

 

 

Other comprehensive loss:








Items that may be reclassified subsequently to profit or loss:

 

 

 

 

 

 

 

Loss on cash flow hedge for the period




(165)


-


Income tax relating to items that may be reclassified subsequently to profit/(loss)


9


38


-


Other comprehensive loss for the period

 

 

 

(127)

 

-

 

Total comprehensive income for the period

 

 

 

79,783

 

30,276

 

 

  


The accompanying notes are an integral part of the interim consolidated financial statements.

INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS OF 31 MARCH 2024

 


 


31 March 2024

(Unaudited)

$'000



31 December

2022

$'000

 

 


Notes

 


(Unaudited)

$'000

$'000



2023

$'000

$'000

 

ASSETS:







NON-CURRENT ASSETS:







Property, plant and equipment


7


2,776,839


2,797,831

Intangible assets


8


174,297


168,165

Other receivables


10


4,951


5,365

 

 

 

 

2,956,087

 

2,971,361

CURRENT ASSETS:







Trade and other receivables


10


150,251


130,135

Inventories


11


11,275


7,141

Restricted cash


12(A)


1,291


22,482

Cash and cash equivalents




172,215


286,625





335,032


446,383

TOTAL ASSETS



 

3,291,119

 

3,417,744








EQUITY AND LIABILITIES:







EQUITY:







Share capital




1,708


1,708

Share Premium




212,539


212,539

Hedges Reserve




(127)


-

Retained earnings




44,691


74,781

TOTAL EQUITY

 

 

 

258,811

 

289,028

NON-CURRENT LIABILITIES:







     Senior secured notes


12(A)


2,590,102


2,588,492

Decommissioning provisions




86,467


92,613

Deferred tax liabilities


9


60,032


46,985

Trade and other payables


13


117,453


127,044





2,854,054


2,855,134

CURRENT LIABILITIES:







Trade and other payables


13


178,254


273,582

TOTAL LIABILITIES




3,032,308


3,128,716

TOTAL EQUITY AND LIABILITIES



 

3,291,119


3,417,744

 

 

22 May 2024

 

 

 

 

Date of approval of the consolidated financial statements


Panagiotis Benos

Director


Matthaios Rigas

Director

 

 

 

The accompanying notes are an integral part of the interim consolidated financial statements.

INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

THREE MONTHS ENDED 31 MARCH 2024

 

 

 

Share capital

$'000

 

Share Premium

$'000

 

Hedges

Reserve

$'000

 

Accumulated losses

$'000

 

Total equity

$'000

Balance as of 1 January 2024

 

1,708

 

212,539

 

-

 

74,781

 

289,028

Transactions with shareholders:











Dividend, see note 14


-


-


-


(110,000)


(110,000)

Comprehensive Income:











Profit for the period


-


-


-


79,910


79,910

Other comprehensive loss, net of tax






(127)


-


(127)

Total comprehensive income


-


-


(127)


79,910


79,783

Balance as of 31 March 2024

 

1,708

 

212,539

 

(127)

 

44,691

 

258,811

 

 

 

 

 

 

 

 

 

 

 

Balance as of 1 January 2023


1,708


212,539

 

-

 

(70,528)


143,719

Comprehensive Income:


 


 

 

 

 

 


 

Profit for the period


-


-


-


30,276


30,276

Other comprehensive loss, net of tax


-


-


-


-


-

Total comprehensive income


-


-


-


30,276


30,276

Balance as of 31 March 2023


1,708


212,539

 

-

 

(40,252)

 

173,995

 

 

 

The accompanying notes are an integral part of the interim consolidated financial statements.

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

THREE MONTHS PERIOD ENDED 31 MARCH 2024



 

 

31 March (Unaudited)

 



Notes

 

2024

$'000

 

2023

$'000

 

Operating activities







 

Profit for the period before tax

 

 

 

93,241

 

39,758

 

Adjustments to reconcile loss before taxation to net cash provided by: operating activities:


 





 

Depreciation, depletion and amortisation

 

4


54,787


30,871

 

Compensation to gas buyers, payment made in advance

 

3


-


4,928

 

Finance Income

 

5


(3,061)


(1,526)

 

Finance expenses

 

5


46,554


32,487

 

Net foreign exchange loss /(gain)

 

5


(125)


257

 

Cash flow from operations before working capital




191,396


106,775

 

 Increase in trade and other receivables




(20,495)


(18,315)

 

Decrease/(increase) in inventories




(4,134)


172

 

(Decrease)/increase in trade and other payables




(18,950)


314

 

Cash from operations




147,817


88,946

 

Income taxes paid




(1,946)


(368)

 

Net cash inflows from operating activities

 

 

 

145,871

 

88,578

 

Investing activities







 

Payment for purchase of property, plant and equipment


7(C)


(69,160)


(55,752)

 

Payment for exploration and evaluation, and other intangible assets


8(B)


(5,724)


(25,318)

 

Amounts received from INGL related to transfer of property, plant and equipment


7(C)


1,712


-

 

Movement in restricted cash, net


12(A)


21,191


63,316

 

Interest received




3,870


1,509

 

Net cash outflow used in investing activities

 

 

 

(48.111)

 

(16,245)

 

Financing activities







 

Transaction costs in relation to senior secured notes issuance




-


(229)

 

Senior secured notes - interest paid


12(A)


(96,326)


(64,453)

 

Dividends paid


14


(110,000)


-

 

Other finance cost paid




(280)


(44)

 

Finance costs paid for deferred license payments


13(2)


(3,900)


-

 

Repayment of obligations under leases


13


(1,381)


(250)

 

Net cash outflow used in financing activities

 

 

 

(211,887)

 

(64,976)

 

 



 

 

 

 

 

Net increase (decrease) in cash and cash equivalents




(114,127)


7,357

 

Cash and cash equivalents at beginning of the period




286,625


24,825

 

Effect of exchange differences on cash and cash equivalents




(283)


(101)

 

Cash and cash equivalents at end of period




172,215


32,081

 

 

The accompanying notes are an integral part of the interim consolidated financial statements.

NOTE 1: -     GENERAL

a.   Energean Israel Limited (the "Company") was incorporated in Cyprus on 22 July 2014 as a private company with limited liability under the Companies Law, Cap. 113. Its registered office is at Lefkonos 22, 1st Floor, Strovolos, 2064 Nicosia, Cyprus.

b.   The Company and its subsidiaries (the "Group") has been established with the objective of exploration, production and commercialisation of natural gas and hydrocarbon liquids. The Group's main activities are performed in Israel by its Israeli Branch.

c.   As of 31 March 2024, the Company had investments in the following subsidiaries:

Name of subsidiary

Country of incorporation / registered office

Principal activities

Shareholding
At 31 March

 2024
(%)

Shareholding
At 31 December 2023
(%)

Energean Israel Transmission LTD

121, Menachem Begin St.
Azrieli Sarona Tower, POB 24,
Tel Aviv 67012039 Israel

Gas transportation license holder

100

100

Energean Israel Finance LTD

121, Menachem Begin St.
Azrieli Sarona Tower, POB 24,
Tel Aviv 67012039 Israel

Financing activities

100

100

d.   The Group's core assets as of 31 March 2024 included the following:

 

Country

Asset

Field

Working interest

Field phase

Israel

Karish (*)

Karish Main including Karish North

100%

Production

Israel

Tanin (*)

Tanin

100%

Development

Israel

Block 12

Katlan

100%

Appraisal

Israel

Blocks 21, 23, 31

Hercules and Hermes

100%

Exploration

 

(*) The concession agreement expires in 2044.

 

NOTE 2: -     Accounting policies and basis of preparation

The interim financial information included in this report has been prepared in accordance with IAS 34 "Interim Financial Reporting". The results for the interim period are unaudited and, in the opinion of management, include all adjustments necessary for a fair presentation of the results for the period ended 31 March 2024. All such adjustments are of a normal recurring nature. The unaudited interim consolidated financial statements do not include all the information and disclosures that are required for the annual financial statements and must be read in conjunction with the Group's annual consolidated financial statements for the year ended 31 December 2023.

The financial information presented herein has been prepared in accordance with the accounting policies expected to be used in preparing the Group's annual consolidated financial statements for the year ended 31 December 2024 which are the same as those used in preparing the annual consolidated financial statements for the year ended 31 December 2023.

The directors consider it appropriate to adopt the going concern basis of accounting in preparing these interim financial statements.

Israel-Hamas conflict- The Group continues to monitor the ongoing conflict between the State of Israel and Hamas. While the situation has not impacted the Company's production from the FPSO (Floating Production Storage and Offloading vessel), it is not possible to predict whether the conflict will have a material adverse effect on our future earnings, cash flows and financial conditions.

 

 

NOTE 3: -     Revenues



31 March (Unaudited)



2024

$'000


2023

$'000

Revenue from gas sales (1)


182,245


113,090

Revenue from hydrocarbon liquids sales (2)


84,041


50,691

Compensation to customers (3)


-


(4,928)

Total revenue

 

266,286

 

158,853

(1) Sales gas for three months ended 31 March 2024 totaled approximately 1.2 bcm and for three months ended 31 March 2023 totaled approximately 0.72 bcm.

(2) Sales from hydrocarbon liquids for three months ended 31 March 2024 totaled approximately 1.07 mmbbl and for three months ended 31 March 2023 totaled approximately 0.714 mmbbl.

(3) During 2021 and in accordance with the GSPAs signed with a group of gas buyers, the Company paid compensation to these counterparties following delays to the supply of gas from the Karish project. The compensation is deducted from revenue in 2023, as variable consideration, as the gas is delivered to the gas buyers, in accordance with IFRS 15 Revenue Recognition.

 


 

 

NOTE 4: -     Operating profit before taxation



31 March (Unaudited)

 



2024

$'000


2023

$'000

 

(a)   Cost of sales





Staff costs


4,186


1,885

Energy cost


420


1,288

Royalty payable


47,122


29,474

Depreciation (Note 7)


54,317


30,279

Other operating costs (1)


22,938


20,110

Oil stock movement


(2,715)


869

Total cost of sales

 

126,268

 

83,905

(b)   Administrative expenses

 

 

 

 

Staff costs


1,478


960

Share-based payment charge


181


99

Depreciation and amortisation  (Note  7, 8)


470


592

Auditor fees


52


48

Other general & administration expenses (2)


1,228


2,223

Total administrative expenses

 

3,409

 

3,922

(c)    Exploration and evaluation expenses





Other exploration and evaluation expenses


-


50

Total exploration and evaluation expenses

 

-

 

50







(1) Other operating costs mainly consist of insurance and planned maintenance costs.

(2) The Other general & administration expenses mainly consist of legal expenses, management fees recharged by other Energean Group companies and external advisors fees.

 

 


 

NOTE 5: -     Net finance income/(expenses)



31 March (Unaudited)

 



2024

$'000


2023

$'000

Interest on Senior Secured Notes (Note 12)


42,525


34,375

Interest expense on long terms payables (Note 13(2))


1,046


612

Less amounts included in the cost of qualifying assets (Note 7(A))


(3,686)


(3,568)



39,885

 

31,419

Costs related to parent company guarantees


932


145

Other finance costs and bank charges


594


107

Unwinding of discount on trade payable (Note 13(3))


4,051


-

Unwinding of discount on provision for decommissioning


926


861

Unwinding of discount on right of use asset

(1)


226


15

Less amounts included in the cost of qualifying assets (Note 7(A))


(60)


(60)



6,669

 

1,068

Total finance costs

 

46,554

 

32,487

Interest income from time deposits


3,056


654

Profits from valuation of hedging operations


5


-

Change of discount estimate on payables


-


872

Total finance income


3,061


1,526

Net foreign exchange profits (losses)


125


(257)

Net finance costs


(43,368)

 

(31,218)









NOTE 6: -     Taxation

1.      Corporate Tax rates applicable to the Company:

Israel:

The Israeli corporate tax rate is 23% in 2024 and 2023.

Cyprus:

For its activity in Cyprus, the Company is subject to corporation tax on its taxable profits at the rate of 12.5%.

Starting from 1 January 2024, the Company's control and management was transferred from the Republic of Cyprus ("Cyprus") to the United Kingdom ("UK") and as such the Company's tax residency migrated from Cyprus to UK.

2.      The Income and Natural Resources Taxation Law, 5771-2011 - Israel- the main provisions of the law are as follows:

n April 2011, the Knesset passed the Income and Natural Resources Tax Law, 5771-2011 ("the Law"), which imposed an oil and gas profits levy at a rate set out below. The rate of the levy is calculated according to a proposed R factor mechanism, according to the ratio between the net accrued revenues from the project and the cumulative investments as defined in the Law. A minimum levy of 20% is levied at the stage where the R factor ratio reaches 1.5, and when the ratio increases, the levy will increase gradually until the maximum rate of 50% until the ratio reaches 2.3. In addition, it was determined that the rate of the levy as stated will be reduced starting in 2017 by multiplying 0.64 by the difference between the corporate tax rate prescribed in section 126 of the Income Tax Ordinance for each tax year and the tax rate of 18%. In accordance with the corporate tax rate from 2018 onwards, the maximum rate will be 46.8%.

In addition, additional provisions were prescribed regarding the levy, inter alia, the levy is recognised as an expense for the purpose of calculating income tax; the limits of the levy shall not include export facilities; the levy will be calculated and imposed for each reservoir separately (Ring Fencing); payment by the owner of an oil right calculated as a percentage of the oil produced, the recipient of the payment will be liable to pay a levy according to the amount of the payment received, and this amount will be subtracted from the amount of the levy owed by the holder of the oil right.

NOTE 6: -     Taxation (Cont.)

The Law also sets rules for the unification or separation or consolidation of oil projects for the purposes of the Law. In accordance with the provisions of the Law, the Group is not yet required to pay any payment in respect of the said levy, and therefore no liability has been recognised in the financial statements in respect of this payment.

 

3.      Taxation charge:


31 March (Unaudited)



2024

$'000

2023

$'000

Current income tax charge


(246)

(143)

Deferred tax relating to origination and reversal of temporary differences (Note 9)


(13,085)

(9,339)

Total taxation expense


(13,331)

(9,482)

NOTE 7: -     Property, Plant and Equipment  

a.          Composition:

 

 

Oil and gas Assets

$'000

 

Leased assets

$'000

 

Furniture, fixtures and equipment

$'000

 

 

Total

$'000

 

Cost:

 

 

 

 

 

 

 

 

 

At 1 January 2023

 

2,932,789

 

4,740

 

1,994

 

2,939,523

 

Additions


135,126


12,246


396


147,768

 

Handover to INGL(1)


(111,448)


-


-


(111,448)

 

Capitalised borrowing cost


17,658


-


-


17,658

 

Change in decommissioning provision


4,913


-


-


4,913

 

Total cost at 31 December 2023

 

2,979,038

 

16,986

 

2,390

 

2,998,414

 

Additions


36,962


47


7


37,016

 

Capitalised borrowing cost


3,746


-


-


3,746

 

Change in decommissioning provision


(7,072)


-


-


(7,072)

 

Total cost at 31 March 2024

 

3,012,674

 

17,033

 

2,397

 

3,032,104

 










 

Depreciation:









 

At 1 January 2023

 

11,226

 

1,459

 

525

 

13,210

 

Charge for the year


183,898


2,966


509


187,373

 

 

 

 

 

 

Total Depreciation at 31 December 2023

 

195,124

 

4,425

 

1,034

 

200,583

 

Charge for the period


53,380


1,203


99


54,682

 

Total Depreciation at 31 March 2024

 

248,504

 

5,628

 

1,133

 

255,265

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2023

 

2,783,914

 

12,561

 

1,356

 

2,797,831

 

At 31 March 2024

 

2,764,170

 

11,405

 

1,264

 

2,776,839

 

The additions to oil & gas assets in 2024 and 2023 are primarily due to development costs for the FPSO, Karish North and 2nd Oil Train.

(1) Handover to INGL took place on 22 March 2023, please refer to Note 10(1).

 

NOTE 7: -     Property, Plant and Equipment  (Cont.)

b.         Depreciation expense for the year has been recognised as follows:


31 March (Unaudited)



2024

$'000


2023

$'000


Cost of sales

54,317


30,279


Administration expenses

365


507


Total

54,682


30,786

 

 

c.          Cash flow statement reconciliations:



31 March (Unaudited)

 



2024

$'000

2023

$'000

Additions and disposals to property, plant and equipment, net

 

33,690

 

77,368

Associated cash flows



Payments and receipts for additions to property, plant and equipment, net


(67,448)

(55,752)

Non-cash movements/presented in other cash flow lines



Capitalised borrowing costs


(3,746)

Right-of-use asset additions


(47)

Change in decommissioning provision

 

7,072

Lease payments related to capital activities

 

1,381

Movement in working capital


29,098

(16,968)









 

d.         Details of the Group's rights in petroleum and gas assets are presented in note 1.

 

 

 


NOTE 8: -     Intangible Assets

a.          Composition:

 

 

Exploration and evaluation assets

$'000

 

Software licences

$'000

 

Total

$'000

Cost:







At 1 January 2023


141,869


1,968


143,837

Additions


24,597


362


24,959

At 31 December 2023

 

166,466

 

2,330

 

168,796

Additions


6,237


-


6,237

At 31 March 2024

 

172,703

 

2,330

 

175,033

Amortisation:

 

 

 

 

 

 

At 1 January 2023


-


283


283

Charge for the year


-


348


348

Total Amortisation at 31 December 2023

 

-

 

631

 

631

Charge for the period


-


105


105

Total Amortisation at 31 March 2024

 

-

 

736

 

736








At 31 December 2023

 

166,466

 

1,699

 

168,165

At 31 March 2024

 

172,703

 

1,594

 

174,297

Additions to exploration and evaluation assets are mainly related to pre-FID cost for Katlan.

b.         Cash flow statement reconciliations:



31 March (Unaudited)



2024

$'000


2023

$'000

 

Additions to intangible assets


6,237


9,089

 

Associated cash flows




 

 

Payment for additions to intangible assets


(5,724)


(25,318)

 

Non-cash movements/presented in other cash flow lines




 

 

Movement in working capital


(513)


16,229

 









 

c.          Details on the Group's rights in the intangible assets:

Right

Type of right

Valid date of the right

Group's interest as at

31 Match 2024

Block 12

Exploration license

13 January 2025

100%

Block 21

Exploration license

13 January 2025

100%

Block 23

Exploration license

13 January 2025

100%

Block 31

Exploration license

13 January 2025

100%

 

NOTE 8: -     Intangible Assets (Cont.)

d.         Additional information regarding the Exploration and Evaluation assets:

As of 31 March 2024, the Group holds four licences to explore for gas and oil in Block 12, Block 21, Block 23 and Block 31, which are located in the economic waters of the State of Israel. In January 2024 the licences were extended until 13 January 2025, and they may be extended for a further one year.

In 2022, during the Company's growth drilling programme, it discovered gas in Block 12, offshore Israel. The Company expects to take FID upon the finalisation of EPC ("Engineering, Procurement and Construction") terms, which are currently under negotiation.

 

NOTE 9: -     Deferred taxes

The Group is subject to corporation tax on its taxable profits in Israel at the rate of 23%. The Capital Gain Tax rates depends on the purchase date and the nature of asset. The general capital tax rate for a corporation is the standard corporate tax rate.

Tax losses can be utilised for an unlimited period, and tax losses may not be carried back.

According to Income Tax (Deductions from Income of Oil Rights Holders) Regulations, 5716-1956, the exploration and evaluation expenses of oil and gas assets are deductible in the year in which they are incurred.

The Group expects that there will be sufficient taxable profit in the following years and that deferred tax assets, recognised in the consolidated financial statements of the Group, will be recovered.

NOTE 9: -       Deferred taxes (Cont.)

Below are the items for which deferred taxes were recognised:

                                          

 

Property, plant and equipment & intangible assets

$'000


Right of use asset

IFRS 16

$'000


 

Tax losses

$'000


Deferred expenses for tax

$'000


Staff leaving indemnities

$'000


Accrued expenses and other shortterm liabilities and other longterm liabilities

$'000

 

 

Trade and other payables - Derivative liability

$'000

 

Total

$'000

At 1 January 2024


(61,050)


(2,888)



8,983


4,082


337


3,551



-


(46,985)

Increase/(decrease) for the year through:



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit or loss


(4,776)


299



(8,644)


(63)


70


29



-

 

(13,085)

Other comprehensive income
















38

 

38

At 31 March 2024

 

(65,826)

 

(2,589)

 

 

339

 

4,019

 

407

 

3,580

 

 

38

 

(60,032)

At 1 January 2023


(40,344)


(754)



56,415


6,209


167


1,193



-


22,886

Increase/(decrease) for the year through:



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit or loss


(20,706)


(2,134)



(47,432)


(2,127)


170


2,358



-

 

(69,871)

At 31 December 2023

 

(61,050)

 

(2,888)

 

 

8,983

 

4,082

 

337

 

3,551

 

 

-

 

(46,985)

 



31 March 2024

(Unaudited)

$'000


31 December

2023

$'000

Deferred tax liabilities


(68,415)


(63,938)

Deferred tax assets


8,383


16,953

 


(60,032)

 

(46,985)

 

NOTE 10: -    Trade and other receivables



31 March 2024

(Unaudited)

$'000


31 December

2023

$'000

Current





Financial items

   Trade receivables





Trade receivables


134,253


114,139

Other receivables (1)


4,995


6,994

Accrued interest income


122


-

Refundable VAT


6,609


1,196



145,979

 

122,329

Non-financial items





Accrued interest income


-


1,015

Prepayments and prepaid expenses


4,272


6,791



4,272

 

7,806

Total current trade and other receivables


150,251

 

130,135

Non-current





Non-financial items





Prepayments and prepaid expenses


4,951


5,365

Total non-current trade and other receivables


4,951

 

5,365

(1)     The balance relates to the agreement with Israel Natural Gas Lines ("INGL") for the transfer of title (the "Hand Over") of the near shore and onshore segments of the infrastructure that delivers gas from the Energean Power FPSO into the Israeli national gas transmission grid. The Hand Over became effective in March 2023  and the final amount of $5.0 million is expected to be collected in September 2024.

NOTE 11: -   Inventories



31 March 2024

(Unaudited)

$'000


31 December

2023

$'000

Hydrocarbon liquids


4,443


1,685

Natural gas


510


553

Raw materials and supplies


6,322


4,903

Total

 

11,275

 

7,141

 

 


 

NOTE 12: -   Senior secured notes

a.                Senior secured notes:

On 24 March 2021 (the "Issue Date"), Energean Israel Finance Ltd (a 100% subsidiary of the Company) issued US$2,500,000,000 of senior secured notes. The proceeds were primarily used to prepay in full the Project Finance Facility.

On 11 July 2023, Energean Israel Finance Ltd. completed the offering of US$750 million aggregate principal amount of senior secured notes with a fixed annual interest rate of 8.500%. The funds were released from escrow in September 2023 and were used mainly to repay Energean Israel's US$625 million notes that were due in March 2024.

 

The Notes were issued in four tranches as follows:

Series

Maturity

Annual fixed Interest rate

31 March 2024

(Unaudited)

Carrying value $'000


31 December 2023

 

Carrying value $'000

US$ 625 million

30 March 2026

4.875%

620,529


619,932

US$ 625 million

30 March 2028

5.375%

618,560


618,145

US$ 625 million

30 March 2031

5.875%

617,058


616,762

US$ 750 million

30 September 2033

8.500%

733,955


733,653

US$2,625 million



2,590,102

 

2,588,492

The interest on each series of the Notes is paid semi-annually, on 30 March and on 30 September of each year.

The Notes are listed on the TACT Institutional of the Tel Aviv Stock Exchange Ltd. (the "TASE").

With regards to the indenture document, signed on 24 March 2021 with HSBC BANK USA, N.A (the "Trustee"), no indenture default or indenture event of default has occurred and is continuing.

Collateral:

The Company has provided/undertakes to provide the following collateral in favor of the Trustee:

a.       First rank fixed charges over the shares of Energean Israel Limited, Energean Israel Finance Ltd and Energean Israel Transmission Ltd, the Karish & Tanin Leases, the gas sales purchase agreements ("GSPAs"), several bank accounts, operating permits, insurance policies, the Company's exploration licences and the INGL Agreement.

b.      Floating charge over all of the present and future assets of Energean Israel Limited and Energean Israel Finance Ltd.

c.       The Energean Power FPSO.

Restricted cash:

As of 31 March 2024, the Company had short-term restricted cash of US$1.29 million (31 December 2023: US$22.48 million), which will be used for the September 2024 interest payment.

Credit rating:

The senior secured notes have been assigned a Ba3 rating by Moody's and a BB- rating by S&P Global.

NOTE 13: -   Trade and other payables



31 March 2024

(Unaudited)

$'000


31 December

2023

$'000

Current





Financial items





Trade accounts payable (1)


107,505


97,350

Payables to related parties


17,812


19,023

Deferred licence payments due within one year (2)


17,198


46,154

Other creditors (4)


17,687


32,034

Income taxes


-


1,585

Derivative liability


165


-

Short term lease liabilities


3,948


4,718

 

 

164,315

 

200,864

Non-financial items





Accrued expenses (1)


12,059


16,765

Other finance costs accrued


-


55,411

Social insurance and other taxes


1,880


542

 

 

13,939

 

72,718

 Total current trade and other payables

 

178,254

 

273,582

Non-current





 

Financial items





 

Trade and other payables (3)


108,437


117,796

 

Long term lease liabilities


8,532


8,880

 



116,969

 

126,676

 

Non-financial items


 

 

 

 

Accrued expenses to related parties


484


368

 

 

 

484

 

368

 

Total non-current trade and other payables


117,453


127,044

 

(1)     Trade payables and accrued expenses relate primarily to development expenditure on the Karish project, with the main contributors being mainly the FPSO, Karish North, and the second oil train. Trade payables are non-interest bearing.

(2)     In December 2016, Energean Israel acquired the Karish and Tanin offshore gas fields for $40.0 million closing payment with an obligation to pay additional consideration of $108.5 million plus interest inflated at an annual rate of 4.6% in ten equal annual payments. A settlement agreement was signed in November 2023, whereby it was agreed that the final amount owed would be paid in two instalments. As of 31 March 2024, after the payment of the first installment amount $30 million, the total discounted deferred consideration was $17.2 million (as at 31 December 2023: $46.2 million). In May 2024 the Company paid the second and final installment of $17.4 million.

(3)     The amount represents a long-term amount payable in terms of the EPCIC contract. Following the amendment to the terms of the deferred payment agreement with Technip signed in February 2024 the remaining amount payable under the EPCIC contract has been reduced to $210 million. The amount is payable in twelve equal quarterly deferred payments starting in March 2024 and therefore has been discounted at 8.668%. p.a. (being the yield rate of the senior secured loan notes, maturing in 2026, at the date of agreeing the payment terms). 

 

 

 

 

NOTE 13: -   Trade and other payables (Cont.)

(4)     The amount mainly comprises of royalties payables to the Israel government and third parties with regards to the Karish Lease, including $6.6 million (2023: $12.1 million) of royalties payable to third parties. Contractual royalties are payable to NewMed (previously Delek Drilling) and third-party holders at a total rate of 7.5%, increasing to 8.25% after the date at which the lease in question starts to pay the oil and gas profits levy. The royalty payable to NewMed under the SPA is calculated on the value of the total amount of natural gas and condensate produced at the wellhead without any deduction (except for natural gas and Petroleum (as defined under the Petroleum Law) used in the production process). No contractual royalties under the SPA will be payable on future discoveries that were not part of the original acquisition of the Karish and Tanin leases. Royalties under the SPA are deductible for corporate tax and for the Oil Levy tax base.

 

NOTE 14: -   Equity

Interim dividend

An interim dividend of US$110 million was declared and paid during Q1 2024.

 

NOTE 15: - Financial Instruments

Fair Values of other financial instruments

The following financial instruments are measured at amortised cost and are considered to have fair values different to their book values.


31 March 2024 (Unaudited)

31 December 2023

 

Book Value $'000

Fair Value $'000

Book Value $'000

Fair value $'000

Senior Secured Notes (Note 12)

2,590,102

2,456,250

2,588,492

2,371,125

The fair value of the Senior Secured Notes is within level 1 of the fair value hierarchy and has been estimated by discounting future cash flows by the relevant market yield curve at the balance sheet date. The fair values of other financial instruments not measured at fair value including cash and short-term deposits, trade receivables and trade and other payables equate approximately to their carrying amounts.

 

NOTE 16: -   Significant events and transaction during the reporting period

 

a)    In February 2024, Karish North first gas was achieved and the second gas export riser was completed.

b)    In February 2024, the Company signed a new GSPA with Eshkol Energies Generation LTD, majority owned Dalia Energy Companies Ltd, for the supply of an initial quantity of 0.6 bcm/year starting June 2024, rising to 1 bcm/ year from 2032 onwards. The GSPA is for a term of approximately 15 years, for a total contract quantity of up to approximately 12 bcm. The contract contains provisions regarding floor and ceiling pricing, take or pay and price indexation (not Brent-price linked). The GSPA has been signed at levels that are in line with the other large, long-term contracts within Energean's portfolio.

 

NOTE 17: -   Subsequent events

a)    An interim dividend of US$35 million was declared and paid in April 2024.

 

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Energean (ENOG)
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