ENERGEAN ISRAEL LIMITED
UNAUDITED INTERIM CONSOLIDATED FINANCIAL
STATEMENTS
30 SEPTEMBER
2024
ENERGEAN ISRAEL
LIMITED
UNAUDITED
INTERIM CONSOLIDATED FINANCIAL
STATEMENTS
AS OF 30 SEPTEMBER
2024
INDEX
|
|
|
|
|
|
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
|
|
7-20
|
- - - - - - - - - - - - - - -
- - - - -
INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
NINE MONTHS ENDED
30 SEPTEMBER 2024
|
|
|
|
30 September
(Unaudited)
|
|
|
|
Notes
|
|
2024
$'000
|
|
2023
$'000
|
|
Revenue
|
|
3
|
|
974,889
|
|
646,585
|
|
Cost of sales
|
|
4
|
|
(441,939)
|
|
(313,374)
|
|
Gross profit
|
|
|
|
532,950
|
|
333,211
|
|
|
|
|
|
|
|
|
|
Administrative expenses
|
|
4
|
|
(12,879)
|
|
(13,182)
|
|
Exploration and evaluation
expenses
|
|
4
|
|
-
|
|
(50)
|
|
Other expenses
|
|
4
|
|
(448)
|
|
(170)
|
|
Other income
|
|
4
|
|
444
|
|
2
|
|
Operating profit
|
|
|
|
520,067
|
|
319,811
|
|
|
|
|
|
|
|
|
|
Finance income
|
|
5
|
|
7,296
|
|
9,133
|
|
Finance costs
|
|
5
|
|
(137,535)
|
|
(120,379)
|
|
Net foreign exchange
losses
|
|
5
|
|
(3,818)
|
|
(4,872)
|
|
Profit for the period before tax
|
|
|
|
386,010
|
|
203,693
|
|
|
|
|
|
|
|
|
|
Taxation expense
|
|
6
|
|
(88,626)
|
|
(46,766)
|
|
Net profit for the period
|
|
|
|
297,384
|
|
156,927
|
|
Other comprehensive
income:
|
|
|
|
|
|
|
|
Items that may be
reclassified subsequently to profit or loss:
|
|
|
|
|
|
|
|
Gain on
cash flow hedge for the period
|
|
|
|
744
|
|
-
|
|
Taxes
expenses on items that may be reclassified to profit and
loss
|
|
9
|
|
(171)
|
|
-
|
|
Other comprehensive income
for the period
|
|
|
|
573
|
|
-
|
|
Total comprehensive income
for the period
|
|
|
|
297,957
|
|
156,927
|
|
The accompanying notes are an
integral part of the unaudited interim
consolidated financial statements.
INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION
|
|
Notes
|
|
30
September
(Unaudited)
$'000
|
|
31 December
2023
(Audited)
$'000
|
ASSETS:
|
|
|
|
|
|
|
NON-CURRENT
ASSETS:
|
|
|
|
|
|
|
Property,
plant and equipment
|
|
7
|
|
2,933,409
|
|
2,797,831
|
Intangible assets
|
|
8
|
|
95,110
|
|
168,165
|
Other
receivables
|
|
10
|
|
8,989
|
|
5,365
|
|
|
|
|
3,037,508
|
|
2,971,361
|
CURRENT
ASSETS:
|
|
|
|
|
|
|
Trade and
other receivables
|
|
10
|
|
138,905
|
|
130,135
|
Inventories
|
|
11
|
|
12,204
|
|
7,141
|
Derivative financial instruments
|
|
15
|
|
745
|
|
-
|
Restricted cash
|
|
12
|
|
1,726
|
|
22,482
|
Cash and
cash equivalents
|
|
|
|
255,556
|
|
286,625
|
|
|
|
|
409,136
|
|
446,383
|
TOTAL
ASSETS
|
|
|
|
3,446,644
|
|
3,417,744
|
|
|
|
|
|
|
|
EQUITY AND
LIABILITIES:
|
|
|
|
|
|
|
EQUITY:
|
|
|
|
|
|
|
Share
capital
|
|
|
|
1,708
|
|
1,708
|
Share
Premium
|
|
|
|
212,539
|
|
212,539
|
Hedges
Reserve
|
|
|
|
573
|
|
-
|
Retained
earnings
|
|
|
|
95,665
|
|
74,781
|
TOTAL
EQUITY
|
|
|
|
310,485
|
|
289,028
|
NON-CURRENT LIABILITIES:
|
|
|
|
|
|
|
Senior
secured notes
|
|
12
|
|
2,592,994
|
|
2,588,492
|
Decommissioning provisions
|
|
|
|
99,968
|
|
92,613
|
Deferred
tax liabilities
|
|
9
|
|
71,183
|
|
46,985
|
Trade and
other payables
|
|
13
|
|
84,459
|
|
127,044
|
|
|
|
|
2,848,604
|
|
2,855,134
|
CURRENT
LIABILITIES:
|
|
|
|
|
|
|
Trade and
other payables
|
|
13
|
|
223,537
|
|
271,997
|
Income
tax liability
|
|
6
|
|
64,018
|
|
1,585
|
|
|
|
|
287,555
|
|
273,582
|
TOTAL LIABILITIES
|
|
|
|
3,136,159
|
|
3,128,716
|
TOTAL EQUITY AND LIABILITIES
|
|
|
|
3,446,644
|
|
3,417,744
|
27 November 2024
|
|
|
|
|
Date of
approval of the interim consolidated financial
statements
|
|
Panagiotis Benos
Director
|
|
Matthaios Rigas
Director
|
The accompanying notes are an
integral part of the unaudited interim consolidated financial
statements.
INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
NINE MONTHS ENDED
30 SEPTEMBER 2024
|
|
Share
capital
$'000
|
|
Share
Premium
$'000
|
|
Hedges
Reserve
$'000
|
|
Accumulated
losses
$'000
|
|
Total
equity
$'000
|
Balance as of 1 January 2024 (Audited)
|
|
1,708
|
|
212,539
|
|
-
|
|
74,781
|
|
289,028
|
Transactions with
shareholders:
|
|
|
|
|
|
|
|
|
|
|
Dividend, see note 14
|
|
-
|
|
-
|
|
-
|
|
(276,500)
|
|
(276,500)
|
Comprehensive Income:
|
|
|
|
|
|
|
|
|
|
|
Profit for the period
|
|
-
|
|
-
|
|
-
|
|
297,384
|
|
297,384
|
Other comprehensive income, net of
tax
|
|
|
|
|
|
573
|
|
-
|
|
573
|
Total comprehensive
income
|
|
-
|
|
-
|
|
573
|
|
297,384
|
|
297,957
|
Balance as of 30 September 2024 (Unaudited)
|
|
1,708
|
|
212,539
|
|
573
|
|
95,665
|
|
310,485
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of 1 January 2023 (Audited)
|
|
1,708
|
|
212,539
|
|
-
|
|
(70,528)
|
|
143,719
|
Comprehensive Income:
|
|
|
|
|
|
|
|
|
|
|
Profit for the period
|
|
-
|
|
-
|
|
-
|
|
156,927
|
|
156,927
|
Total comprehensive
income
|
|
-
|
|
-
|
|
-
|
|
156,927
|
|
156,927
|
Balance as of 30 September 2023 (Unaudited)
|
|
1,708
|
|
212,539
|
|
-
|
|
86,399
|
|
300,646
|
The accompanying notes are an
integral part of the unaudited interim consolidated financial
statements.
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS PERIOD
ENDED 30 SEPTEMBER 2024
|
|
|
|
30 September
(Unaudited)
|
|
|
|
Notes
|
|
2024
$'000
|
|
2023
$'000
|
|
Operating activities
|
|
|
|
|
|
|
|
Profit for the period before tax
|
|
|
|
386,010
|
|
203,693
|
|
Adjustments to reconcile loss before taxation to net cash
provided by: operating activities:
|
|
|
|
|
|
|
|
Depreciation, depletion and amortisation
|
|
4
|
|
182,450
|
|
132,527
|
|
Loss from
sale on property, plant and equipment
|
|
4
|
|
448
|
|
170
|
|
Compensation to gas buyers, payment made in
advance
|
|
3
|
|
-
|
|
4,929
|
|
Finance
Income
|
|
5
|
|
(7,296)
|
|
(9,133)
|
|
Finance
expenses
|
|
5
|
|
137,535
|
|
120,379
|
|
Net
foreign exchange loss
|
|
5
|
|
3,818
|
|
4,872
|
|
Cash flow
from operations before working capital
|
|
|
|
702,965
|
|
457,437
|
|
Increase
in trade and other receivables
|
|
|
|
(14,935)
|
|
(56,590)
|
|
Increase
in inventories
|
|
|
|
(5,063)
|
|
(3,543)
|
|
Increase/(decrease) in trade and other payables
|
|
|
|
17,475
|
|
(20,930)
|
|
Cash from
operations
|
|
|
|
700,442
|
|
376,374
|
|
Income
taxes paid
|
|
|
|
(2,384)
|
|
(397)
|
|
Net cash inflows from operating activities
|
|
|
|
698,058
|
|
375,977
|
|
Investing activities
|
|
|
|
|
|
|
|
Payment
for purchase of property, plant and equipment
|
|
7(C)
|
|
(227,567)
|
|
(164,913)
|
|
|
Payment
for exploration and evaluation, and other intangible
assets
|
|
8(B)
|
|
(70,286)
|
|
(92,634)
|
|
Proceeds
from disposals of property, plant and equipment
|
|
|
|
|
|
2
|
|
Amounts
received from INGL related to transfer of property, plant and
equipment
|
|
7(C)
|
|
1,801
|
|
56,906
|
|
Movement
in restricted cash, net
|
|
12
|
|
20,756
|
|
47,278
|
|
Interest
received
|
|
|
|
8,036
|
|
9,921
|
|
Net cash outflow used in investing
activities
|
|
|
|
(267,260)
|
|
(143,440)
|
|
Financing activities
|
|
|
|
|
|
|
|
Transaction costs in relation to senior secured notes
issuance
|
|
|
|
-
|
|
(3,690)
|
|
Senior
secured notes issuance
|
|
|
|
-
|
|
750,000
|
|
Senior
secured notes repayment
|
|
|
|
-
|
|
(625,000)
|
|
Other
distribution
|
|
|
|
-
|
|
(4,386)
|
|
Senior
secured notes - interest paid
|
|
12
|
|
(178,592)
|
|
(128,906)
|
|
Dividends
paid
|
|
14
|
|
(276,500)
|
|
-
|
|
Other
finance cost paid
|
|
|
|
(891)
|
|
(335)
|
|
Finance
costs paid for deferred license payments
|
|
13(2)
|
|
(4,000)
|
|
(2,496)
|
|
Repayment
of obligations under leases
|
|
13
|
|
(4,198)
|
|
(1,942)
|
|
Net cash outflow used in financing
activities
|
|
|
|
(464,181)
|
|
(16,755)
|
|
Net (decrease) / increase in cash
and cash equivalents
|
|
|
|
(33,383)
|
|
215,782
|
|
Cash and cash equivalents at
beginning of the period
|
|
|
|
286,625
|
|
24,825
|
|
Effect of exchange differences on
cash and cash equivalents
|
|
|
|
2,314
|
|
(1,531)
|
|
Cash and cash equivalents at end of period
|
|
|
|
255,556
|
|
239,076
|
|
The accompanying notes are an
integral part of the unaudited 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. As of 1 January 2024, the
Company is tax resident in the UK by virtue of having transferred
its management and control from Cyprus to the UK, with its
registered address being at Accurist House, 44 Baker Street,
London, W1U 7AL.
b. The Company and its
subsidiaries (the "Group") have 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 30 September
2024, the Company had investments in the following
subsidiaries:
Name of
subsidiary
|
Country of incorporation /
registered office
|
Principal
activities
|
Shareholding
At 30 September
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 30 September 2024 included the following:
|
|
|
|
Israel
|
Karish including Karish North
(*)
|
100%
|
Production
|
Israel
|
Tanin (*)
|
100%
|
Development
|
Israel
|
Katlan (Block 12) (**)
|
100%
|
Development
|
Israel
|
Blocks 21, 23, 31
|
100%
|
Exploration
|
(*) The concession agreement
expires in 2044.
(**) Katlan Final Investment
Decision was taken in July 2024, and the concession agreement
received in the same month expires in 2054. Refer to note 16 for
further details.
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 30 September 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 statements are
presented in U.S. Dollars and all values are rounded to the nearest
thousand dollars except where otherwise indicated.
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. The Going Concern
assessment covers the period up to 31 December 2025 'the forecast
period'.
Israel geopolitical
environment - Looking to the fourth
quarter of 2024, Energean highlights the following developments as
important in relation to its principal risks. Since 7 October 2023,
and the ongoing conflict in Israel, the magnitude of regional
geopolitical risk remains elevated. Growing concerns of escalations
in the Middle East have intensified the security risk in the
region, as essential infrastructure systems (such as the Energean
Power FPSO offshore Israel) may be targets for missile fire
and sabotage operations. While the Karish and Karish North fields
have continued to produce with no disruption since the start of the
conflict, any event that impacts production from these fields
could have a material adverse impact on the business, results of
operations, cash flows, financial condition and prospects of the
Group. In the first three quarters of 2024, Energean has ensured
that all measures are in place to continue business
operations, maintain the mobility of its people and make
certain that the security of information is unaffected.
New and
amended accounting standards and interpretations:
The following amendments became
effective as at 1 January 2024:
1.
Amendments to IAS 1 - Classification of Liabilities as Current or
Non-current and Non-current Liabilities with Covenants;
The adoption of the above
amendments to EU-adopted IFRS did not result in any material
changes to the Group's accounting policies and did not have any
material impact on the financial position or performance of the
Group.
Other amendments coming into
effect on 1 January 2024 are assessed to have no impact on the
Group's operations
NOTE 3: -
Revenues
|
|
30 September
(Unaudited)
|
|
|
2024
$'000
|
|
2023
$'000
|
Revenue from gas sales
(1)
|
|
645,833
|
|
484,238
|
Revenue from hydrocarbon liquids
sales (2)
|
|
329,056
|
|
167,276
|
Compensation to customers
(3)
|
|
-
|
|
(4,929)
|
Total revenue
|
|
974,889
|
|
646,585
|
(1) Sales gas for the nine months ended 30 September 2024 totaled
approximately 27.2 mmboe and for the nine months ended 30 September
2023 totaled approximately 20.2 mmboe.
(2) Sales from hydrocarbon liquids for the nine months ended 30
September 2024 totaled approximately 4.3 mmboe and for the nine
months ended 30 September 2023 totaled approximately 2.2
mmboe.
(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 was 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
|
|
30 September
(Unaudited)
|
|
|
|
2024
$'000
|
|
2023
$'000
|
|
(a) Cost of
sales
|
|
|
|
|
Staff costs
|
|
10,299
|
|
6,566
|
Energy cost
|
|
1,819
|
|
2,869
|
Royalty payable
|
|
172,516
|
|
117,266
|
Depreciation (Note 7)
|
|
180,988
|
|
131,262
|
Other operating costs
(1)
|
|
75,094
|
|
57,061
|
Oil stock movement
|
|
1,223
|
|
(1,650)
|
Total cost of sales
|
|
441,939
|
|
313,374
|
(b) Administrative
expenses
|
|
|
|
|
Staff costs
|
|
3,475
|
|
2,544
|
Share-based payment
charge
|
|
867
|
|
517
|
Depreciation and amortisation
(Note 7, 8)
|
|
1,462
|
|
1,265
|
Auditor fees
|
|
252
|
|
212
|
Other general & administration
expenses (2)
|
|
6,823
|
|
8,644
|
Total administrative expenses
|
|
12,879
|
|
13,182
|
(c) Exploration and
evaluation expenses
|
|
|
|
|
Other exploration and evaluation
expenses
|
|
-
|
|
50
|
Total exploration and
evaluation expenses
|
|
-
|
|
50
|
(d) Other
expenses
|
|
|
|
|
Loss from disposal of property,
plant and equipment
|
|
448
|
|
170
|
Total other
expenses
|
|
448
|
|
170
|
(e) Other
income
|
(c)
|
|
(d)
|
|
Other income
|
|
(444)
|
|
(2)
|
Total other
income
|
|
(444)
|
|
(2)
|
|
|
|
|
|
|
|
|
|
| |
(1) Other operating costs mainly consist of insurance and planned
maintenance costs.
(2) Other general & administration expenses primarily consist
of legal expenses, management service fees and fees for external
advisors.
NOTE 5: - Net finance expenses
/(income)
|
|
30 September
(Unaudited)
|
|
|
2024
$'000
|
|
2023
$'000
|
Interest
on Senior Secured Notes (Note 12)
|
|
127,681
|
|
119,322
|
Interest
expense on long terms payables (Note 13(2))
|
|
1,248
|
|
2,485
|
Less
amounts included in the cost of qualifying assets (Note
7(A))
|
|
(9,242)
|
|
(11,813)
|
|
|
119,687
|
|
109,994
|
Costs
related to parent company guarantees
|
|
2,266
|
|
1,757
|
Other
finance costs and bank charges
|
|
1,456
|
|
497
|
Unwinding
of discount on trade payable (Note 13(3))
|
|
11,265
|
|
5,407
|
Unwinding
of discount on provision for decommissioning
|
|
2,923
|
|
2,513
|
Unwinding
of discount on right of use asset
(1)
|
|
627
|
|
391
|
Realised
gain on derivatives
|
|
(189)
|
|
-
|
Less
amounts included in the cost of qualifying assets (Note
7(A))
|
|
(500)
|
|
(180)
|
|
|
17,848
|
|
10,385
|
Total finance
costs
|
|
137,535
|
|
120,379
|
Interest
income from time deposits
|
|
(7,296)
|
|
(9,133)
|
Total finance
income
|
|
(7,296)
|
|
(9,133)
|
Net
foreign exchange losses
|
|
3,818
|
|
4,872
|
Net finance
costs
|
|
134,057
|
|
116,118
|
|
|
|
|
|
|
| |
NOTE 6: - Taxation
1. Corporate Tax rates applicable to the Company:
Israel:
The Israeli corporate tax rate is
23% in 2024 and 2023.
UK:
With effect from 1st January 2024,
the Company has migrated its tax residency from the Republic of
Cyprus ("Cyprus") to the United Kingdom ("UK") through the transfer
of its management and control to the UK. As of the same date, the
Company came into the charge to UK corporation tax for the first
time.
Under s.18A CTA 2009 the Company
made an election for all current and future overseas branches
(including its Israeli branch) to be exempt from UK corporation tax
from its first accounting period commencing on 1 January 2024 and
all subsequent accounting periods.
2.
The Income and Natural Resources Taxation Law,
5771-2011 - Israel- the main provisions of the law are as
follows:
In 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
NOTE 6: - Taxation
(Cont.)
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. 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:
|
30 September
(Unaudited)
|
|
|
2024
$'000
|
2023
$'000
|
Current income tax
charge
|
|
(64,599)
|
(1,853)
|
Deferred tax relating to
origination and reversal of temporary differences (Note
9)
|
|
(24,027)
|
(44,913)
|
Total taxation
expense
|
|
(88,626)
|
(46,766)
|
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
|
|
97,348
|
|
1,129
|
|
190
|
|
98,667
|
|
Transfer
from Intangible Assets (2)
|
|
205,324
|
|
-
|
|
-
|
|
205,324
|
|
Disposals
|
|
(448)
|
|
-
|
|
-
|
|
(448)
|
|
Capitalised borrowing cost
|
|
9,742
|
|
-
|
|
-
|
|
9,742
|
|
Change in
decommissioning provision
|
|
4,432
|
|
-
|
|
-
|
|
4,432
|
|
Total cost at
30 September 2024
|
|
3,295,436
|
|
18,115
|
|
2,580
|
|
3,316,131
|
|
|
|
|
|
|
|
|
|
|
|
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
|
|
178,179
|
|
3,653
|
|
307
|
|
182,139
|
|
Total Depreciation at
30 September 2024
|
|
373,303
|
|
8,078
|
|
1,341
|
|
382,722
|
|
|
|
|
|
|
|
|
|
|
|
At 31 December
2023
|
|
2,783,914
|
|
12,561
|
|
1,356
|
|
2,797,831
|
|
At 30
September
2024
|
|
2,922,133
|
|
10,037
|
|
1,239
|
|
2,933,409
|
|
NOTE 7: - Property, Plant
and Equipment (Cont.)
The additions to oil & gas
assets in 2024 and 2023 are primarily due to development costs for
the FPSO, Karish North, the second oil train and Katlan.
(1) Handover to INGL took place on 22 March 2023. Refer to Note
10(1).
(2) The Final Investment Decision for Katlan was made in
July 2024, and the concession agreement granted in the same month
expires in 2054. Refer to note 16 for further details.
b. Depreciation expense for the year has been recognised as
follows:
|
30
September
(Unaudited)
|
|
|
2024
$'000
|
|
2023
$'000
|
|
Cost of sales
|
180,988
|
|
131,262
|
|
Administration expenses
|
1,151
|
|
1,008
|
|
Total
|
182,139
|
|
132,270
|
|
c.
Cash flow statement
reconciliations:
|
|
30
September
(Unaudited)
|
|
|
|
2024
$'000
|
2023
$'000
|
Additions and disposals to property,
plant and equipment, net
|
|
112,841
|
188,106
|
Associated cash flows
|
|
|
|
Payments
for additions to property, plant and equipment, net
|
|
(225,766)
|
(164,913)
|
Non-cash movements/presented in
other cash flow lines
|
|
|
|
Capitalised borrowing
costs
|
|
(9,742)
|
-
|
Right-of-use asset
additions
|
|
(1,129)
|
(12,197)
|
Change in decommissioning
provision
|
|
(4,432)
|
-
|
Lease payments related to capital
activities
|
|
4,198
|
1,942
|
Movement in working
capital
|
|
124,030
|
(12,938)
|
|
|
|
|
|
|
| |
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
licenses
$'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
|
|
132,580
|
|
-
|
|
132,580
|
Transfer to Property Plant and
Equipment (*)
|
|
(205,324)
|
|
-
|
|
(205,324)
|
At 30 September
2024
|
|
93,722
|
|
2,330
|
|
96,052
|
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
|
|
-
|
|
311
|
|
311
|
Total Amortisation at
30 September 2024
|
|
-
|
|
942
|
|
942
|
At 31 December 2023
|
|
166,466
|
|
1,699
|
|
168,165
|
At 30 September
2024
|
|
93,722
|
|
1,388
|
|
95,110
|
The additions to exploration and
evaluation assets in 2023 are mainly related to pre-FID costs for
Block 12 "Katlan".
(*) The Final Investment Decision
for Katlan was made in July 2024, and the concession agreement
granted in the same month expires in 2054. Refer to note 16 for
further details.
b. Cash flow statement reconciliations:
|
|
30
September
(Unaudited)
|
|
|
2024
$'000
|
|
2023
$'000
|
|
Additions
to intangible assets
|
|
132,580
|
|
17,113
|
|
Associated cash flows
|
|
|
|
|
|
Payment
for additions to intangible assets
|
|
(70,286)
|
|
(92,634)
|
|
Non-cash
movements/presented in other cash flow lines
|
|
|
|
|
|
Movement
in working capital
|
|
(62,294)
|
|
75,521
|
|
|
|
|
|
|
|
| |
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
30
September
2024
|
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 30 September 2024, the Group
holds three licences to explore for gas and oil in 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.
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.
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
short‑term
liabilities and other long‑term 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
|
|
(14,050)
|
|
613
|
|
|
(8,983)
|
|
(1,309)
|
|
(65)
|
|
(233)
|
|
|
-
|
|
(24,027)
|
Other
comprehensive income
|
|
-
|
|
-
|
|
|
-
|
|
-
|
|
-
|
|
-
|
|
|
(171)
|
|
(171)
|
At 30
September
2024
|
|
(75,100)
|
|
(2,275)
|
|
|
-
|
|
2,773
|
|
272
|
|
3,318
|
|
|
(171)
|
|
(71,183)
|
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)
|
|
|
30
September 2024
(Unaudited)
$'000
|
|
31
December
2023
$'000
|
Deferred tax
liabilities
|
|
(77,375)
|
|
(63,938)
|
Deferred tax assets
|
|
6,192
|
|
16,953
|
|
|
(71,183)
|
|
(46,985)
|
NOTE 10: - Trade
and other receivables
|
|
30
September 2024
(Unaudited)
$'000
|
|
31
December
2023
$'000
|
Current
|
|
|
|
|
Financial items
Trade
receivables
|
|
|
|
|
Trade receivables
|
|
129,254
|
|
114,139
|
Receivables from related
parties
|
|
449
|
|
-
|
Other receivables
(1)
|
|
4,939
|
|
6,994
|
Accrued interest income
|
|
163
|
|
1,015
|
Refundable VAT
|
|
-
|
|
1,196
|
|
|
134,805
|
|
123,344
|
Non-financial items
|
|
|
|
|
Prepayments and prepaid
expenses
|
|
4,100
|
|
6,791
|
|
|
4,100
|
|
6,791
|
Total current trade and other receivables
|
|
138,905
|
|
130,135
|
Non-current
|
|
|
|
|
Non-financial items
|
|
|
|
|
Prepayments and prepaid
expenses
|
|
8,989
|
|
5,365
|
Total non-current trade and other
receivables
|
|
8,989
|
|
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 approximately $5.0 million is expected to be
collected in Q4 2024.
NOTE 11: - Inventories
|
|
30
September 2024
(Unaudited)
$'000
|
|
31
December
2023
$'000
|
Hydrocarbon liquids
|
|
523
|
|
1,685
|
Natural gas
|
|
493
|
|
553
|
Raw
materials and supplies
|
|
11,188
|
|
4,903
|
Total
|
|
12,204
|
|
7,141
|
NOTE 12: - Senior secured notes
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
|
30 September 2024
(Unaudited)
Carrying value $'000
|
|
31 December 2023
Carrying value $'000
|
US$ 625
million
|
30 March
2026
|
4.875%
|
621,604
|
|
619,932
|
US$ 625
million
|
30 March
2028
|
5.375%
|
619,289
|
|
618,145
|
US$ 625
million
|
30 March
2031
|
5.875%
|
617,521
|
|
616,762
|
US$ 750
million
|
30
September 2033
|
8.500%
|
734,580
|
|
733,653
|
US$2,625
million
|
|
|
2,592,994
|
|
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 licenses 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 30 September 2024, the Company
had short-term restricted cash of US$1.7 million (31 December 2023:
US$22.5 million), which will be used for the March 2025 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
|
|
30
September 2024
(Unaudited)
$'000
|
|
31
December
2023
$'000
|
Current
|
|
|
|
|
Financial
items
|
|
|
|
|
Trade accounts payable
(1)
|
|
134,470
|
|
97,350
|
Payables to related
parties
|
|
16,691
|
|
19,023
|
VAT payable
|
|
5,190
|
|
-
|
Deferred licence payments due
within one year (2)
|
|
-
|
|
46,154
|
Other creditors
(3)
|
|
43,541
|
|
32,034
|
Short term lease
liabilities
|
|
5,172
|
|
4,718
|
|
|
205,064
|
|
199,279
|
Non-financial items
|
|
|
|
|
Accrued expenses
(1)
|
|
18,018
|
|
16,765
|
Other finance costs
accrued
|
|
-
|
|
55,411
|
Social insurance and other
taxes
|
|
|
|
|
|
|
18,473
|
|
72,718
|
Total current trade and other
payables
|
|
223,537
|
|
271,997
|
Non-current
|
|
|
|
|
|
Financial
items
|
|
|
|
|
|
Trade and other payables
(4)
|
|
77,639
|
|
117,796
|
|
Long term lease
liabilities
|
|
5,967
|
|
8,880
|
|
|
|
83,606
|
|
126,676
|
|
Non-financial
items
|
|
|
|
|
|
Accrued expenses to related
parties
|
|
853
|
|
368
|
|
|
|
853
|
|
368
|
|
Total non-current trade and other payables
|
|
84,459
|
|
127,044
|
|
(1) Trade payables and accrued expenses relate primarily to
operations, development expenditure on the Karish project, with the
main contributors being the FPSO, Karish North, the second oil
train and Katlan works.
(2) In
December 2016, Energean Israel acquired the Karish and Tanin
offshore gas fields for $40.0 million at closing with an obligation
to pay an 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
which took place in H1 2024. As of 30 September 2024, the full
amount of the consideration has been paid.
(3) The amount mainly comprises of royalties payables
to the Israel government and third parties with
regards to the Karish Lease, including $16.4 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.
(4) 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% per annum (being the yield rate of
the senior secured loan notes, maturing in 2026, at the date of
agreeing the payment terms). As of 30 September 2024, three
installments have been paid.
NOTE 14: - Equity
Interim dividend
An interim dividend of US$276.5
million was declared and paid during the 2024 reporting
period.
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.
|
30 September 2024
(Unaudited)
|
31 December
2023
|
|
Book Value
$'000
|
Fair Value
$'000
|
Book Value
$'000
|
Fair value
$'000
|
Senior
Secured Notes (Note 12)
|
2,592,994
|
2,404,125
|
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.
Cash Flow Hedging
In February 2024, the Group entered
into a forward transaction to hedge against foreign currency
volatility risk associated with its deferred payment to Technip.
The hedge relationship was deemed effective at inception, and in
accordance with the Group's accounting policy, the transaction was
subject to cash flow hedge accounting. Consequently, as of 30
September 2024, the Group recorded a derivative asset of $0.7
million, an other comprehensive gain of $0.6 million, and $0.19
million in finance income related to this transaction during the
reporting period.
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) New Gas Sales
Purchase Agreements ("GSPAs") in the period:
1) 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.
2) Energean has
also signed two contracts with two peaker stations for the supply
of 0.1 bcm/yr each, commencing in October 2024 and May 2025
respectively.
c)
Katlan Final Investment
Decision
In July 2024, the Ministry of
Energy and Infrastructure granted the Company a 30-year concession
for the Katlan area including a 20-year extension option. Following
this, Energean announced in July 2024 that it had taken Final
Investment Decision ("FID") for the Katlan development project in
Israel. The Katlan area will be developed in a phased approach
through a subsea tieback to the existing Energean Power FPSO. First
gas is planned for H1 2027. The EPCI (Engineering, Procurement, Construction and
Installation) contract for the subsea
scope was awarded to TechnipFMC and includes four-well-slot tieback
capacity to a single large ~30 kilometer production line, which can
be used by future Katlan area phases.
NOTE 17: - Subsequent events
1. An
interim dividend of US$82.5 million was declared and paid in
Q4 2024.
2.
Second oil train lift safely and successfully
performed in October. Post-lift, installation and commissioning
activities are expected to take up to 6 months to complete, which
will result in an increase in liquids production
capacity.