TIDMENOG

RNS Number : 3141I

Energean PLC

01 December 2022

 
Energean Israel Limited 
 Unaudited interim condensed consolidated financial statements 
 30 September 2022 
 

ENERGEAN ISRAEL LIMITED

Unaudited interim condensed consolidated financial statements

AS OF 30 SEPTEMBER 2022

INDEX

 
                                                               Page 
                                                              ----- 
 
 Interim condensed consolidated statement of financial 
  position                                                      1 
 
 Interim condensed consolidated statement of comprehensive 
  income                                                        2 
 
 Interim condensed consolidated statement of changes 
  in equity                                                     3 
 
 Interim condensed consolidated statement of cash 
  flows                                                         4 
 
 Notes to the interim condensed consolidated financial 
  statements                                                   5-16 
 

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

ENERGEAN ISRAEL LIMITED

INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Amounts in thousands US Dollars, unless otherwise stated)

 
                                                   30 
                                                September   31 December 
                                                  2022          2021 
                                              -----------  ------------ 
                                               Unaudited      Audited 
                                              -----------  ------------ 
                                      Note 
                                    -------- 
ASSETS: 
 NON-CURRENT ASSETS: 
   Property, plant and equipment      3(A)      2,738,532     2,245,267 
   Intangible assets                  3(B)         85,083        20,141 
   Other accounts receivable          6(B)             81         6,463 
   Loan to related party              6(B)              -       346,000 
   Restricted cash                   3(D)(2)            -       100,000 
   Deferred expenses                  3(C)              -        22,958 
   Deferred tax asset                   5          14,528        11,575 
                                              -----------  ------------ 
                                                2,838,224     2,838,224 
                                              -----------  ------------ 
 
 CURRENT ASSETS: 
   Trade and other receivables                     30,945        22,769 
   Deferred expenses                  3(C)         22,958             - 
   Restricted cash                   3(D)(2)       71,784        99,729 
   Cash and cash equivalents                      103,966       349,827 
                                              -----------  ------------ 
                                                  229,653       472,325 
                                              -----------  ------------ 
 
   TOTAL ASSETS                                 3,067,877     3,224,729 
                                              ===========  ============ 
 
 
EQUITY AND LIABILITIES: 
EQUITY: 
   Share capital                                    1,708         1,708 
   Share premium                      6(B)        212,539       572,539 
   Retained losses                               (40,573)      (35,946) 
                                              -----------  ------------ 
   TOTAL EQUITY                                   173,674       538,301 
                                              -----------  ------------ 
 
 NON-CURRENT LIABILITIES: 
   Senior secured notes               3(D)      2,469,349     2,463,524 
   Provision for decommissioning                   26,834        35,525 
   Trade and other payables           3(F)        149,404       113,264 
                                              -----------  ------------ 
                                                2,645,587     2,612,313 
                                              -----------  ------------ 
 
 CURRENT LIABILITIES: 
   Trade and other payables           3(F)        248,616        74,115 
                                              -----------  ------------ 
TOTAL LIABILITIES                               2,894,203     2,686,428 
                                              -----------  ------------ 
 
TOTAL EQUITY AND LIABILITIES                    3,067,877     3,224,729 
                                              ===========  ============ 
 
 
 December 1, 2022 
-----------------    -----------------    ---------------- 
                      Panagiotis Benos     Matthaios Rigas 
                          Director             Director 
 

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

ENERGEAN ISRAEL LIMITED

INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Nine months ended 30 September 2022

(Amounts in thousands US Dollars, unless otherwise stated)

 
                                                            30 September (Unaudited) 
                                                         ----------------------------- 
                                                               2022           2021 
                                                         ---------------  ------------ 
                                                   Note 
                                                  ----- 
 
   Administrative expenses                         4(A)          (7,218)       (2,717) 
   Exploration and evaluation expenses             4(A)          (1,277)             - 
   Other expenses                                  4(A)          (1,079)          (28) 
   Other income                                    4(A)               53             3 
                                                         ---------------  ------------ 
 
   Operating loss                                                (9,521)       (2,742) 
 
   Finance income                                  4(B)            5,757         4,524 
   Finance expenses                                4(B)          (4,931)      (14,388) 
   Foreign exchange gain (loss)                    4(B)            1,405       (1,140) 
                                                         ---------------  ------------ 
                                                                   2,231      (11,004) 
 
   Loss for the period before tax                                (7,290)      (13,746) 
 
   Taxation income                                  5              2,663         3,909 
                                                         ---------------  ------------ 
    Net loss for the period                                      (4,627)       (9,837) 
                                                         ---------------  ------------ 
 
 
Other comprehensive income: 
 
Items that may be reclassified subsequently 
 to profit or loss: 
Gain on cash flow hedge for the period                                 -         2,278 
Reclassification adjustment for items included 
 in loss on realisation                                                -       4,641 
Tax relating to items that may be 
 reclassified subsequently to profit 
 or loss                                                               -       (1,591) 
                                                         ---------------  ------------ 
 
Other comprehensive income for the 
 period                                                                -         5,328 
                                                         ---------------  ------------ 
 
Total comprehensive loss for the period                          (4,627)       (4,509) 
                                                         ===============  ============ 
 
 

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

ENERGEAN ISRAEL LIMITED

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Nine months ended 30 September 2022

(Amounts in thousands US Dollars, unless otherwise stated)

For the period of nine months ended 30 September 2022 (Unaudited):

 
                                     Share       Share     Retained     Total 
                                     capital    premium     losses      equity 
                                   ---------  ----------  ---------  ---------- 
 
 Balance as of 1 January 2022        1,708      572,539    (35,946)    538,301 
 
 Changes during period: 
 Transactions with shareholders 
 Share premium reduction, see 
  note 6(B)                            -       (360,000)      -       (360,000) 
 Comprehensive loss: 
   Loss for the period                 -           -       (4,627)     (4,627) 
                                   ---------  ----------  ---------  ---------- 
 Balance as of 30 September 2022     1,708      212,539    (40,573)    173,674 
                                   =========  ==========  =========  ========== 
 
 

For the period of nine months ended 30 September 2021 (Unaudited):

 
                                   Share      Share       Other     Retained    Total 
                                   capital    Premium    reserves    losses     equity 
                                 ---------  ---------  ----------  ---------  -------- 
 
 Balance as of 1 January 2021      1,708     572,539     (5,328)    (25,114)   543,805 
 
 Changes during period: 
 Comprehensive income (loss): 
   Loss for the period               -          -           -       (9,837)    (9,837) 
   Other comprehensive income, 
    net of tax                       -          -         5,328        -        5,328 
                                 ---------  ---------  ----------  ---------  -------- 
 Balance as of 30 September 
  2021                             1,708     572,539        -       (34,951)   539,296 
                                 =========  =========  ==========  =========  ======== 
 

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

ENERGEAN ISRAEL LIMITED

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

Nine months ended 30 September 2022

(Amounts in thousands US Dollars, unless otherwise stated)

 
                                                  30 September (Unaudited) 
                                                --------------------------- 
                                                        2022           2021 
                                                ------------  ------------- 
Operating activities : 
    Loss for the period before tax                 (7, 290 )       (13,746) 
                                                ------------  ------------- 
  Adjustments to reconcile loss before 
   taxation: 
  Depreciation, depletion and amortisation               232             71 
  Loss from disposal on property, plant 
   and equipment                                       1,079             23 
  Exploration and evaluation expenses                  1,277              - 
  Other expenses                                           -              5 
  Other income                                             -            (3) 
  Finance income                                     (5,757)        (4,524) 
  Finance expenses                                     4,932         14,388 
    Net foreign exchange (gain) loss                 (1,405)          1,140 
                                                ------------  ------------- 
                                                     (6,932)        (2,646) 
  Changes in working capital: 
    Decrease (increase) in other receivables             906           (29) 
    Decrease in trade and other payables               (665)        (6 6 0) 
                                                ------------  ------------- 
                                                         241        ( 6 89) 
   Income taxes paid                                   (572)           (32) 
                                                ------------  ------------- 
Net cash used in operating activities                (7,263)      (3,3 6 7) 
                                                ------------  ------------- 
Investing activities : 
    Payment for purchase of oil & gas leases        (10,850)       (10,850) 
    Payment for purchase of property, plant 
     and equipment                                 (221,187)      (253,775) 
    Payment for exploration and evaluation, 
     and other intangible assets                    (18,823)        (3,972) 
    Proceeds from disposals of property, 
     plant and equipment                                 188              - 
    Payments for buyers compensation                       -       (13,271) 
    Amounts received from INGL related 
     to the future transfer disposals of 
     property, plant and equipment                    17,371          5,673 
    Movement in restricted cash                      127,945      (199,738) 
    Interest received                                  2,863            264 
                                                ------------  ------------- 
Net cash used in investing activities              (102,493)      (475,669) 
                                                ------------  ------------- 
Financing activities : 
  Senior secured notes issuance                            -      2,500,000 
    Transaction cost due to senior secured 
     notes issuance                                        -       (37,931) 
    Interest paid due to senior secured 
     notes                                         (128,906)       (66,600) 
    Drawdown of borrowings                                 -        118,000 
    Repayment of borrowings                                -    (1,268,000) 
    Loan to related party (*)                              -      (346,000) 
    Repayment of loan from related parties                 -       (16,000) 
    Finance cost paid                                (2,359)       (43,854) 
    Finance costs paid for deferred license 
     payments                                        (1,501)        (3,494) 
    Repayment of obligations under leases              (683)          (366) 
                                                ------------  ------------- 
Net cash generated (used) from financing 
 activities                                        (133,449)        835,755 
                                                ------------  ------------- 
 
Net increase (decrease) in cash and 
 cash equivalents                                  (243,205)        356,719 
   Cash and cash equivalents at the beginning 
    of the period                                    349,827         37,421 
    Effect of exchange rate fluctuations 
     on cash held                                    (2,656)          (766) 
                                                ------------  ------------- 
Cash and cash equivalents at the end 
 of the period                                       103,966        393,374 
                                                ============  ============= 
 

(*) The loan to related party was repaid as part of the Share Premium Capital reduction, see note 6(B).

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

ENERGEAN ISRAEL LIMITED

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands US Dollars, unless otherwise stated)

   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, 1(st) Floor, 2064, Nicosia, Cyprus.

B. The Company and its subsidiaries (the "Group") was established with the objective of exploration, production and commercialisation of natural gas and crude oil. The Group's main activities are performed in Israel by the Company's Israeli Branch.

   C.      The Group's core assets as of 30 September 2022 are composed of: 
 
 Country                  Asset                 Working interest   Field phase 
---------  ----------------------------------  -----------------  ------------ 
   Israel     Karish (including Karish North)          100%        Development 
   Israel     Tanin                                    100%        Development 
   Israel     Blocks 12, 21, 23, 31                    100%        Exploration 
   Israel     Four licences Zone D (1)                 80%         Exploration 
 

(1) As of 30 September 2022, the Company held an 80% interest in four licences, blocks 55, 56, 61 and 62 (together, "Zone D"), in Israel's Exclusive Economic Zone ("EEZ"). Following Energean's submission of a formal notice of relinquishment to the Ministry of Energy, the licences expired at the end of their term on 27 October 2022. See note 6(K).

D. The Energean Power FPSO arrived on location in Israel on 5 June 2022 and first gas from the Karish project was achieved on 26 October 2022.

   NOTE 2:    ACCOUNTING POLICIES AND BASIS OF PREPARATION 

These unaudited interim condensed consolidated financial statements for the nine months ended 30 September 2022 have been prepared in accordance with the International Financial Reporting Standards ("IFRS") as adopted by United Kingdom (UK). The unaudited interim condensed 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 2021.

These unaudited interim financial statements have been prepared on a going concern basis.

ENERGEAN ISRAEL LIMITED

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands US Dollars, unless otherwise stated)

   NOTE 3:    FINANCIAL POSITION 
   A.      Property, Plant and Equipment: 
   1)      Composition: 
 
                                                        Furniture, 
                                 Oil & gas   Leased      fixtures 
                                 properties   assets   and equipment    Total 
                                -----------  -------  --------------  --------- 
 Cost: 
 At 1 January 2021               1,812,758     604         635        1,813,997 
 Additions (*)                    243,346     3,405        194         246,945 
 Disposals                         (23)         -           -           (23) 
 Capitalised borrowing cost 
  (**)                            188,889       -           -          188,889 
 Capitalised depreciation           362         -           -            362 
 Change in decommissioning 
  provision                       (3,549)       -           -          (3,549) 
                                -----------  -------  --------------  --------- 
 Total cost at 31 December 
  2021                           2,241,783    4,009        829        2,246,621 
 Additions (*)                    390,075      198        2,104        392,377 
 Disposals                         (900)        -           -           (900) 
 Capitalised borrowing cost 
  (**)                            111,096       -           -          111,096 
 Capitalised depreciation           656         -           -            656 
 Change in decommissioning 
  provision                       (9,259)       -           -          (9,259) 
                                -----------  -------  --------------  --------- 
 Total cost at 3 0 September 
  2022                           2,733,451    4,207       2,933       2,740,591 
                                -----------  -------  --------------  --------- 
 
 Depreciation: 
 At 1 January 2021                   -         331         143           474 
 Charge for the year                 -          -           85           85 
 Capitalised to petroleum 
  and gas assets                     -         362          -            362 
 Write down of the assets           433         -           -            433 
                                -----------  -------  --------------  --------- 
 Total Depreciation at 31 
  December 2021                     433        693         228          1,354 
 Expensed for the period             -          -          232           232 
 Disposals                         (433)        -           -           (433) 
 Write down of the assets           250         -           -            250 
 Capitalised to petroleum 
  and gas assets                     -         656          -            656 
                                -----------  -------  --------------  --------- 
 Total Depreciation at 30 
  September 2022                    250        1,349       460          2,059 
                                -----------  -------  --------------  --------- 
 
 Net property, plant and 
  equipment at 31 December 
  2021                           2,241,350    3,316        601        2,245,267 
                                ===========  =======  ==============  ========= 
 Net property, plant and 
  equipment at 30 September 
  2022                           2,733,201    2,858       2,473       2,738,532 
                                ===========  =======  ==============  ========= 
 

(*) The additions to oil & gas properties are primarily due to development costs for the Karish field, incurred under the EPCIC contract. Works relate primarily to the FPSO, subsea and onshore construction.

(**) Capitalised borrowing costs relate primarily to the secured senior notes.

ENERGEAN ISRAEL LIMITED

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands US Dollars, unless otherwise stated)

   NOTE 3:    FINANCIAL POSITION (Cont.) 
   2)      Cash flow statement reconciliations: 
 
                                                   30 September (Unaudited) 
                                              ----------------------------------- 
                                                        2022              2021 
                                              ------------------------  --------- 
 
 
Additions to property, plant and equipment                     493,970    349,182 
Associated cash flows 
Payment for additions to property, 
 plant and equipment (*)                                     (214,666)  (264,625) 
Non-cash movements/presented in other 
 cash flow lines 
Capitalised borrowing costs                                  (111,096)  (154,921) 
Right-of-use asset additions                                     (198)    (3,258) 
Capitalised share-based payment charge                           (174)      (156) 
Capitalised depreciation                                         (656)      (197) 
Change in decommissioning provision                              9,259      4,034 
Movement in working capital                                  (176,439)     69,941 
 
 

(*) This amount includes US$10.85 million which was paid to the sellers of the Karish and Tanin leases during 2021 and 2022.

   B.    Intangible Assets: 
   1)      Composition: 
 
                                        Exploration 
                                       and evaluation  Software 
                                           assets       license   Total 
                                      ---------------  --------  ------- 
Cost: 
At 1 January 2021                         13,799         255     14,054 
Additions                                  6,342          -       6,342 
                                      ---------------  --------  ------- 
At 31 December 2021                       20,141         255     20,396 
                                      ---------------  --------  ------- 
Additions (*)                             66,219          -      66,219 
Write off of exploration and 
 evaluation costs (**)                    (1,277)         -      (1,277) 
                                      ---------------  --------  ------- 
At 30 September 2022                      85,083         255     85,338 
                                      ---------------  --------  ------- 
 
Amortisation: 
At 1 January 2021                            -           247       247 
Charge for the year                          -            8         8 
                                      ---------------  --------  ------- 
Total Amortisation at 31 December 
 2021                                        -           255       255 
                                      ---------------  --------  ------- 
Charge for the period                        -            -         - 
                                      ---------------  --------  ------- 
Total Amortisation at 30 September 
 2022                                        -           255       255 
                                      ---------------  --------  ------- 
 
Net intangible assets at 31 
 December 2021                            20,141          -      20,141 
                                      ===============  ========  ======= 
Net intangible assets at 30 
 September 2022                           85,083          -      85,083 
                                      ===============  ========  ======= 
 

(*) Additions to exploration and evaluation assets are primarily due to drilling activities. See also notes 6(E), 6(F).

   (**)   See note 6(K). 

(1)

ENERGEAN ISRAEL LIMITED

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands US Dollars, unless otherwise stated)

   NOTE 3:    FINANCIAL POSITION (Cont.) 
   2)      Cash flow statement reconciliations: 
 
                                             30 September (Unaudited) 
                                         --------------------------------- 
                                                             2022     2021 
                                         ------------------------  ------- 
Additions to intangible assets                             66,219    5,073 
Associated cash flows 
Payment for additions to intangible 
 assets                                                  (18,823)  (3,972) 
Non-cash movements/presented in other 
 cash flow lines 
Movement in working capital                              (47,396)  (1,101) 
 
 
   C.      Deferred expenses 

Deferred expenses relate to compensation of US$22.9 million that was accrued in 2021 following delays to the supply of gas from the Karish project. It is presented on the balance sheet as a current asset as it will be treated as variable consideration under IFRS 15, offsetting gas sales once gas delivery commences. First gas from the Karish project was achieved on 26 October 2022.

   D.      Senior secured notes: 

1) Issuance of US$2,500,000,000 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 Notes were issued in four equal tranches as follows:

 
                                                           30          31 December 
                                                        September          2021 
                                                          2022 
                                                    ---------------  --------------- 
      Series            Maturity      Annual fixed 
                                        Interest 
                                          rate       Carrying value   Carrying value 
------------------  ---------------  -------------  ---------------  --------------- 
   US$ 625 million    30 March 2024         4.500%          619,640          617,060 
   US$ 625 million    30 March 2026         4.875%          617,467          615,966 
   US$ 625 million    30 March 2028         5.375%          616,493          615,451 
   US$ 625 million    30 March 2031         5.875%          615,749          615,047 
------------------                                  ---------------  --------------- 
                   US$2,500 million                       2,469,349        2,463,524 
===================================                 ===============  =============== 
 

The interest on each series of the Notes is paid semi-annually, on 30 March and on 30 September of each year starting 30 September 2021.

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.

ENERGEAN ISRAEL LIMITED

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands US Dollars, unless otherwise stated)

   NOTE 3:    FINANCIAL POSITION (Cont.) 

2) Restricted cash:

As of 30 September 2022, the Company had short-term restricted cash of US$71.8 million for the debt payment fund which will be partly used for the March 2023 coupon payment. The remainder will be released during 2023, upon achieving six months of production at an annualized rate of 3.8 bcm/year.

3) Credit rating:

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

   E.      Fair value measurements: 

The information set out below provides information about how the Group determines the fair values of various financial assets and liabilities.

The fair values of the Group's non-current liabilities measured at amortised cost are considered to approximate their carrying amounts at the reporting date; with the exception of the Senior secured notes for which the fair value is set out below.

The carrying value less any estimated credit adjustments for financial assets and financial liabilities with a maturity of less than one year are assumed to approximate their fair values due to their short term-nature.

The fair value hierarchy of financial assets and financial liabilities that are not measured at fair value (but fair value disclosure is required) is as follows:

 
                                               Fair value hierarchy as of 
                                                    30 September 2022 
                                          ----------------------------------- 
                                                       Unaudited 
                                          ----------------------------------- 
 
                                              Level       Level       Total 
                                                1           2 
                                          -----------  ---------  ----------- 
                        Financial assets 
              Short term restricted cash     71,784        -         71,784 
  Short term trade and other receivables       -         30,477      30,477 
               Cash and cash equivalents    103,966        -        103,966 
                                          -----------  ---------  ----------- 
 
                                   Total     175,750     30,477      206,227 
                                          -----------  ---------  ----------- 
                   Financial liabilities 
                                  Senior 
                                 secured 
                                   notes 
                                     (*)   2,201,875       -       2,201,875 
         Trade and other payables - long 
                                    term       -        149,404     149,404 
        Trade and other payables - short 
                                    term       -        157,130     157,130 
                                          -----------  ---------  ----------- 
 
                                   Total    2,201,875    306,534    2,508,409 
                                          -----------  ---------  ----------- 
 

ENERGEAN ISRAEL LIMITED

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands US Dollars, unless otherwise stated)

   NOTE 3:    FINANCIAL POSITION (Cont.) 
 
                               Fair value hierarchy as of 31 December 
                                                2021 
                             ------------------------------------------ 
                                              Audited 
                             ------------------------------------------ 
                                Level 1        Level 2        Total 
                             --------------  -----------  ------------- 
Financial assets 
Long term trade and other 
 receivables                       -            6,402         6,402 
Loan to related party              -           346,000       346,000 
Long term restricted cash       100,000           -          100,000 
Short term restricted cash       99,729           -          99,729 
Short term trade and other 
 receivables                       -           22,176        22,176 
Cash and cash equivalents       349,827           -          349,827 
                             --------------  -----------  ------------- 
Total                           549,556        374,578       924,134 
                             --------------  -----------  ------------- 
Financial liabilities 
Senior secured notes (*)       2,483,750          -         2,483,750 
Trade and other payables 
 - long term                       -           59,727        59,727 
Trade and other payables 
 - short term                      -           35,918        35,918 
                             --------------  -----------  ------------- 
Total                          2,483,750       95,645       2,579,395 
                             --------------  -----------  ------------- 
 

(*) The senior secured notes are measured at amortised cost in the Company's financial statements. The notes are listed for trading on the TACT Institutional of the Tel Aviv Stock Exchange Ltd. (the "TASE"). The carrying amount as of 30 September 2022 was US$2,469 million and as of 31 December 2021 was US$2,463 million.

   F.      Trade and other payables: 
 
                                           30 September  31 December 
                                               2022         2021 
                                           ------------  ----------- 
                                            Unaudited      Audited 
                                           ------------  ----------- 
Current 
Financial items 
Trade accounts payable (1)                      132,480       32,611 
Payables to related parties                      11,680        1,079 
Deferred license payments (2)                    12,101            - 
Value added tax payable                               -        1,217 
Current lease liabilities                           869        1,011 
                                           ------------  ----------- 
                                                157,130       35,918 
 
Non-Financial items 
Accrued expenses (1)                             35,719        5,611 
Interest payable                                      -       32,227 
Sales consideration received in advance 
 (4)                                             55,468            - 
Social insurance and other taxes                    299          132 
Income taxes                                          -          227 
                                           ------------  ----------- 
                                                 91,486       38,197 
 
                                                248,616       74,115 
                                           ============  =========== 
 

ENERGEAN ISRAEL LIMITED

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands US Dollars, unless otherwise stated)

   NOTE 3:    FINANCIAL POSITION (Cont.) 
 
                                       30 September  31 December 
                                           2022         2021 
                                       ------------  ----------- 
                                        Unaudited      Audited 
                                       ------------  ----------- 
Non-current 
Financial items 
Accrued expenses to related parties             281          294 
Long term lease liabilities                   2,123        2,203 
Trade and other payables (3)                109,994            - 
Deferred license payments (2)                37,006       57,230 
                                       ------------  ----------- 
                                            149,404       59,727 
Non-Financial items 
Contract Liability (4)                            -       53,537 
 
                                            149,404      113,264 
                                       ============  =========== 
 

(1) Trade payables and accrued expenses relate primarily to development expenditure on the Karish project, with the main contributors being FPSO and subsea construction costs. Trade payables are non-interest bearing.

(2) In December 2016, the Company acquired the Karish and Tanin leases for US$40 million of up front consideration plus contingent consideration of US$108.5 million (paid over 10 equal instalments) bearing interest at an annual rate of 4.6%. As at 30 September 2022, the total discounted deferred consideration was US$49 million (31 December 2021: US$57million).

The Sale and Purchase Agreement ("SPA") includes provisions in the event of Force Majeure that prevents or delays the implementation of the development plan as approved under one lease for a period of more than ninety (90) days in any year following the final investment decision ("FID") date. In the event of Force Majeure, the applicable annual payment of the remaining consideration will be postponed by an equivalent period of time, and no interest will be accrued in that period of time as well.

Due to the effects of the COVID-19 pandemic which constitute a Force Majeure event, the deferred payment due in March 2022 was postponed accordingly and payment thereof was made in September 2022

(3) Amount payable to Technip in respect of the EPCIC contract. The amount is payable in eight equal instalments commencing nine-months following practical completion of the project and therefore has been discounted at 5.831% per annum.

(4) The sales consideration received in advance relates to the agreement with Israel Natural Gas Lines ("INGL") for the transfer of title (the "Hand Over") of the near shore and onshore part of the infrastructure that will deliver gas from the Energean Power FPSO into the Israeli national gas transmission grid. It is intended that the hand over to INGL will become effective at least 90 days after the delivery of first gas from the Karish field, which was achieved on 26 October 2022. Following Hand Over, INGL will be responsible for the operation and maintenance of this part of the infrastructure.

ENERGEAN ISRAEL LIMITED

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands US Dollars, unless otherwise stated)

   NOTE 4:    COMPREHENSIVE INCOME 
 
 
                                                  30 September (Unaudited) 
                                              ------------------------------ 
                                                  2022           2021 
                                              -------------  ------------- 
General & administration expenses 
Staff costs                                           1,115            946 
Share-based payment charge included in 
 administrative expenses                                128            129 
Depreciation, depletion and amortisation 
 (Notes 3(A) and 3(B))                                  352             71 
Auditor fees                                            200            156 
Other general & administration expenses               5,423          1,415 
                                              -------------  ------------- 
Total administrative expenses                         7,218          2,717 
 
Exploration and evaluation expenses 
Exploration costs written off (Note 6(K)).            1,277              - 
                                              -------------  ------------- 
Total exploration and evaluation expenses             1,277              - 
                                              -------------  ------------- 
 
Other expenses 
Reversal of prior period provision                        -              5 
Loss from property, plant and equipment 
 disposal                                             1,079             23 
                                              -------------  ------------- 
Total other expenses                                  1,079             28 
                                              -------------  ------------- 
 
Other income 
Gain from disposal                                       53              3 
                                              -------------  ------------- 
Total other income                                       53              3 
                                              -------------  ------------- 
 
 
   A.      Operating loss: 

.

ENERGEAN ISRAEL LIMITED

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands US Dollars, unless otherwise stated)

   NOTE 4:    COMPREHENSIVE INCOME (Cont.) 
   B.      Net finance income (expenses): 
 
                                              30 September) Unaudited) 
                                            ---------------------------- 
                                                2022          2021 
                                            ------------  ------------ 
 
Interest on bank borrowings                            -        76,890 
Interest on senior secured notes (1)             102,505        68,047 
Interest expense on long terms payables            8,716         2,267 
Interest on shareholders loan                          -             9 
Less amounts included in the cost of 
 qualifying assets (2)                         (107,177)     (138,147) 
                                            ------------  ------------ 
                                                   4,044         9,066 
 
Finance and arrangement fees                       3,681        14,383 
Other finance costs and bank charges                 319            53 
Interest expenses from Hedging                         -         7,002 
Unwinding of discount on decommissioning 
 liabilities                                         568           516 
Interest on obligations for leases                   238           142 
Less amounts included in the cost of 
 qualifying assets (2)                           (3,919)      (16,774) 
                                            ------------  ------------ 
                                                     887         5,322 
 
Total finance costs                                4,931        14,388 
 
Interest income from time deposits                 2,543           965 
Interest income from loans to related 
 parties                                           3,214         3,559 
                                                          ------------ 
Total finance income                               5,757         4,524 
 
Net foreign exchange gain (loss)                   1,405       (1,140) 
 
Net finance gain (loss)                            2,231      (11,004) 
                                            ------------  ------------ 
 

(1) See also Note 3(D)(1).

(2) See also Note 3(A).

   NOTE 5:    TAXATION 
   A.      Tax income: 
 
                                     30 September (Unaudited) 
                                   ---------------------------- 
                                       2022          2021 
 
 Corporation tax - current year           (290)         (193) 
 Deferred tax income                      2,953         4,102 
                                   ------------  ------------ 
 Total taxation income                    2,663         3,909 
                                   ============  ============ 
 

ENERGEAN ISRAEL LIMITED

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands US Dollars, unless otherwise stated)

   NOTE 5:    TAXATION (Cont.) 
   B.      Deferred tax: 

Deferred taxes, driven by the activity in Israel by the Israeli Branch of the Company, are computed at an average tax rate of 23%, based on the tax rates that are expected to apply upon reversal. The deferred taxes are presented in the statement of financial position as non-current assets. Below are the items for which deferred taxes were recognised:

 
                                                                         Accrued 
                                                                        expenses 
                    Property,   Right                                   and other 
                    plant and    of                                    short--term 
                    equipment    use                                   liabilities 
                        &       asset           Deferred     Staff      and other                 Provisions 
                    intangible  IFRS     Tax    expenses    leaving    long--term   Derivative        for 
                      asset      16     losses  for tax   indemnities  liabilities   liability  decommissioning   Total 
                    ----------  -----  -------  --------  -----------  -----------  ----------  ---------------  ------- 
 
 
At 1 January 2021     (12,140)   (62)    9,325         -           63          293       1,591            8,769    7,839 
Increase 
(decrease) for 
the year through: 
Profit or loss           (492)  (700)    1,436     5,020           31          630           -            (598)    5,327 
Reclassification 
 for the 
 current year                -      -  (6,011)     6,011            -            -           -                -        - 
Other 
 comprehensive 
 income                      -      -        -         -            -            -     (1,591)                -  (1,591) 
                    ----------  -----  -------  --------  -----------  -----------  ----------  ---------------  ------- 
 
At 31 December 
 2021                 (12,632)  (762)    4,750    11,031           94          923           -            8,171   11,575 
                    ==========  =====  =======  ========  ===========  ===========  ==========  ===============  ======= 
 
Increase 
(decrease) for 
the period 
through : 
Profit or loss        (12,743)  (159)   22,448   (4,648)           43           11           -          (1,999)    2,953 
                    ----------  -----  -------  --------  -----------  -----------  ----------  ---------------  ------- 
 
At 30 September 
 2022                 (25,375)  (921)   27,198     6,383          137          934           -            6,172   14,528 
                    ==========  =====  =======  ========  ===========  ===========  ==========  ===============  ======= 
 

ENERGEAN ISRAEL LIMITED

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands US Dollars, unless otherwise stated)

   NOTE 6:    SIGNIFICANTS EVENTS AND TRANSACTIONS DURING THE REPORTING PERIOD 
   A.      Gas supply agreement with the Israel Electric Company 

In March 2022, Energean signed a gas supply agreement with the Israel Electric Company.

The gas price will be determined in each period, with volumes determined on a daily basis.

The agreement is valid for an initial one-year period starting from first gas from Karish, and includes an option to extend subject to ratification by both parties.

   B.       Share Premium Capital reduction: 

In April 2022 the Company reduced its share premium capital by US$360 million and credited US$346 million against the shareholder loan account plus accrued interest.

   C.      Termination of contract with Gas Buyer 

In May 2022, further to the claims raised by the parties in the related arbitration proceedings with Dalia Power Energies LTD ("Dalia") (including the counterclaim filed by the Company seeking a declaration that Company is entitled to terminate the GSPA), Dalia and the Company agreed to end all claims and disputes between the parties. Both sides agreed that the Dalia GSPA (which represented up to 0.8 bcm/year) was lawfully terminated, that the arbitration proceedings were terminated, and that neither party owes or will be liable to the other for any payment in connection with and due to the Dalia GSPA, the arbitration proceedings and the facts subject thereof. This was agreed to be final and unappealable.

   D.      Contract signed with East Hagit Power Plant 

In May 2022, the Company signed a new GSPA, representing up to 0.8 bcm/year, to supply gas to the East Hagit Power Plant Limited Partnership ("EH Partnership"), a partnership between the Edeltech Group and Shikun & Binui Energy. The GSPA is for a term of approximately 15 years, for a total contract quantity of up to 12 bcm. The contract contains provisions regarding floor pricing, offtake exclusivity and a price indexation mechanism (not Brent price linked).

   E.      Drilling campaign offshore Israel: 

The Company started its 2022 drilling campaign in March 2022, which originally included three firm wells. In June 2022, the Company exercised its contractual option to drill two further wells. Subsequently, in October 2022 Energean exercised its option to drill a sixth well, Hercules (located on block 23, offshore Israel), which spudded in November 2022.

   F.      Athena Gas Discovery 

In May 2022, a commercial discovery was made by the Athena exploration well, located in block 12, in the A, B and C sands. Subsequently in November 2022, Energean's reserve auditor, D&M, certified contingent resources of 11.75 bcm in the Athena discovery, an increase of 3.75 bcm on the Company's 8 bcm preliminary estimate.

   G.      Claim submitted under the Karish-Tanin SPA 

On 31 May 2022, NewMed Energy LP (previously Delek Drilling LP) ("NewMed") filed a lawsuit against the Company before the Tel Aviv District Court. NewMed claimed that the remaining US$48 million (US$65.1 million as of 31 May 2022) of outstanding contingent consideration due under the SPA for the Karish and Tanin leases (see Note 3(E)(2)) plus interest and indexation, should be accelerated. The residual remedy requested is US$10.85 million plus interest and indexation, reflecting the annual payment for the year 2021. The claim is purportedly based on a payment acceleration mechanism set in the SPA, combined with NewMed's rejection of the Company's Force Majeure claim.

ENERGEAN ISRAEL LIMITED

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands US Dollars, unless otherwise stated)

   NOTE 6:    SIGNIFICANTS EVENTS AND TRANSACTIONS DURING THE REPORTING PERIOD (Cont.) 

In September 2022, the Company paid the annual installment and filed its Statement of Defence with the court. NewMed then filed a Reply in October 2022.

   H.      The FPSO sailed away from Singapore and arrived on location in Israel on 5 June 2022. 
   J.        Bank Guarantee Facility: 

On 8 June 2022 the Company's guarantee facility was extended and amended to a total of NIS355 million instead of NIS250 million. The facility is secured by Energean PLC parent company guarantee of US$112 million. This facility is valid until 30 April 2023.

   K.       Zone D: 

On 27 July 2022, the Company sent a formal notice to the Ministry of Energy notifying the relinquishment of Zone D and discontinuation of related work. As such, the licences subsequently expired on 27 October 2022.

   NOTE 7:    SIGNIFICANTS EVENTS AND TRANSACTIONS AFTER THE REPORTING PERIOD 
   A.      Hermes Gas Discovery: 

In October 2022, the Hermes exploration well, block 31, offshore Israel, made a commercial gas discovery. Preliminary estimates indicate that the structure contains 7-15 bcm of recoverable natural gas resources.

   B.       Liquids Contract: 

In October 2022, Energean signed a sale and purchase agreement with Vitol for the marketing of a number of cargoes of Karish blend hydrocarbon liquids. Energean expects, based on analysis of individual well test samples, that the Karish blend will trade at a similar price point to Asgard blend, given the similarity in their characteristics. The realised price will be market price less certain freight, logistics and marketing costs.

   C.       First gas from Karish: 

On 26 October 2022, first gas was delivered at the Karish field, offshore Israel.

   D.       Zeus Gas Discovery: 

In November 2022, the Zeus exploration well, block 12, offshore Israel, made a commercial discovery with preliminary estimates indicating that the structure contains 13.3 bcm of recoverable natural gas resources.

The results from the Zeus well and the Athena post-well analysis provide Energean with additional confidence about the volumes and commerciality of the Olympus area, and the Company is now progressing its field development plan. Energean now has discovered resource volumes of 25 bcm and a further 42 bcm has been de-risked in the Olympus Area. Energean expects to update the market on the total resource volumes within the Olympus area in early 2023. This update will be based upon a Competent Persons Report that is being undertaken by D&M.

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END

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December 01, 2022 10:30 ET (15:30 GMT)

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