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Kosmos Energy Ltd

For the period ended Sep 30, 2024. Filed Nov 4, 2024.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 4, 2024

KOS$2.11-4.1%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-06-30; filed 2024-08-05.

0001509991-24-000072

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-09-30; filed 2024-11-04.

0001509991-24-000087

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 149 previous paragraphs and 155 current paragraphs.

101 unchanged; 41 reworded; 12 added; 7 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 7 previous and 7 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (12)

Current report

In September 2024, the Company issued $500.0 million of 8.750% Senior Notes and received net proceeds of approximately $494.9 million after deducting fees. We used the net proceeds, together with cash on hand, to complete the repurchase of an aggregate principal amount of $400.0 million of the 7.125% Senior Notes, $50.0 million of the 7.750% Senior Notes, and approximately $49.7 million of the 7.500% Senior Notes and to pay expenses related to the issuance of the 8.750% Senior Notes.

Current report

In October 2024, Kosmos elected to enter the next phase of the Block S exploration license with a scheduled expiration in December 2025 and no well commitments. The election is subject to customary government approvals.

Current report

•FPSO: The FPSO is ready for startup shortly with first gas expected thereafter.

Current report

•FLNG: Cool down and commissioning of the FLNG vessel has commenced with first LNG expected around the end of the fourth quarter of 2024.

Current report

On October 7, 2024, the International Chamber of Commerce informed the Company that a final award had been issued in the arbitration proceedings with BP Gas Marketing regarding future LNG sales from Phase 1 of Greater Tortue Ahmeyim. The final, binding award prohibits the Company from selling LNG cargos to third party buyers during the contract term of the Tortue Phase 1 SPA, which the Company has an option to end in 2033. The final award does not change the terms of the Tortue Phase 1 SPA and is therefore not expected to have an impact on the Company’s long-term expectations and financial condition.

Current report

Exploration expenses. Exploration expenses increased by $4.4 million during the three months ended September 30, 2024, as compared to the three months ended September 30, 2023 primarily as a result of increased seismic data acquisition costs in the U.S. Gulf of Mexico business unit.

Current report

Other expenses, net. Other expenses, net decreased by $8.8 million during the three months ended September 30, 2024, as compared to the three months ended September 30, 2023 primarily as a result of loss on asset retirement obligations in the U.S. Gulf of Mexico business unit during the third quarter of 2023.

Current report

Exploration expenses. Exploration expenses increased by $6.7 million during the nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023 primarily as a result of increased seismic data acquisition costs in the U.S. Gulf of Mexico business unit.

Current report

Other expenses, net. Other expenses, net decreased by $11.4 million during the nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023 primarily as a result of loss on asset retirement obligations in the U.S. Gulf of Mexico business unit and approximately $5.4 million of asset impairments recorded in 2023.

Current report

(1)In October 2024, pursuant to a voluntary cancellation notice sent by the Company, the Corporate Revolver was terminated.

Current report

In October 2024, during the Fall 2024 redetermination, the Company’s lending syndicate approved a borrowing base capacity of $1.35 billion.

Current report

As of September 30, 2024, we have a $200.2 million FPSO Contract Liability in Other long-term liabilities related to the deferred sale of the Greater Tortue FPSO. Delivery of the Greater Tortue FPSO to BP Buyer and Handover is expected to occur in the fourth quarter of 2024. The FPSO Contract Liability will be non-cash settled against FPSO asset costs in our Consolidated Balance Sheet, reducing both assets and liabilities. The Greater Tortue FPSO will then be leased back to BP Operator under a long-term lease agreement, for exclusive use in the Greater Tortue project. Greater Tortue FPSO lease costs will be recognized as oil and gas production expenses as incurred in our Consolidated Statement of Operations.
Removed paragraphs (7)

Previous report

In April 2024, in conjunction with the spring borrowing base redetermination, the Company executed an amendment and restatement of the Facility. As amended, the Facility size and borrowing base capacity is approximately $1.35 billion (increased from $1.25 billion) with current total commitments of approximately $1.21 billion. In April 2024, in connection with the amendment and restatement of the Facility, we also amended the Corporate Revolver, reducing the borrowing capacity from $250.0 million to approximately $165 million, with all of the commitments that were cancelled (either in full or in part) under the Corporate Revolver being transferred to the Facility as part of the amendment and restatement.

Previous report

•FPSO: The vessel arrived on location offshore Mauritania/Senegal during the second quarter of 2024 with mooring now complete. All risers were installed in June 2024 and commissioning is ongoing with handover to operations targeted for September 2024 with first gas expected shortly thereafter.

Previous report

•FLNG: The vessel arrived on location offshore Mauritania and Senegal during the first quarter of 2024 and is now moored to the Hub Terminal. The partnership is working with the vessel operator to advance commissioning work and plans to bring in a pre-commissioning cargo to accelerate the cool down of the vessel in August 2024. First LNG is expected in the fourth quarter of 2024.

Previous report

In April 2024, the PSC covering the BirAllah and Orca discoveries offshore Mauritania expired. Kosmos continues to work closely with Mauritania’s national oil company (SMH) and the government of Mauritania to advance attractive gas opportunities in the country.

Previous report

In April 2024, we received approval for a twelve month extension to May 2025 for the current exploration phase for Block 5 offshore Sao Tome and Principe.
Reworded paragraphs (41)

Previous wording

During the second quarter of 2024, Ghana production averaged approximately 123,400 Boepd gross (41,900 Boepd net).

Current wording

During the third quarter of 2024, Ghana production averaged approximately 118,800 Boepd gross (40,500 Boepd net).

Previous wording

The Jubilee Field infill drilling campaign continued during the second quarter of 2024 bringing one water injection well and one production well online during the quarter. The rig contract concluded in the second quarter of 2024 completing the three year infill drilling campaign in Ghana. The partnership now plans to conduct a new 4D seismic survey starting in early 2025.

Current wording

The three year infill drilling campaign in Ghana concluded in the second quarter of 2024. The partnership now plans to conduct a new 4D seismic survey on the Jubilee Field starting in early 2025.

Previous wording

Production from the U.S. Gulf of Mexico averaged approximately 11,700 Boepd net (~83% oil) for the second quarter of 2024.

Current wording

Production from the U.S. Gulf of Mexico averaged approximately 16,900 Boepd net (~84% oil) for the third quarter of 2024.

Previous wording

In July 2024, we announced start-up of oil production at the Winterfell development in the Green Canyon area of the U.S. Gulf of Mexico (25% working interest). The Winterfell development project is a phased development with the initial two production wells of the first phase now online. The third development well was successfully drilled in the second quarter of 2024. We expect Winterfell-3 to be online by the end of the third quarter of 2024.

Current wording

In July 2024, we announced start-up of oil production at the Winterfell development in the Green Canyon area of the U.S. Gulf of Mexico (25% working interest). The Winterfell project is a phased development with the initial two production wells of the first phase brought online in the third quarter of 2024. The third development well was drilled in the second quarter of 2024 and brought online in October 2024. Shortly after startup of the third well, production at the field was curtailed due to sand production from the third well seen at the production facility. We are currently working with the operator to restart production from the first two wells and to evaluate options to remediate the third well.

Previous wording

The Odd Job Field subsea pump installation project continued during the second quarter of 2024 and was successfully brought online in July 2024. The project is expected to sustain long-term production from the Odd Job Field.

Current wording

The Odd Job Field subsea pump installation project was completed and successfully brought online in July 2024.

Previous wording

The Kodiak #3 infill well located in Mississippi Canyon was initially brought online in April 2021. The well experienced production issues and was shut-in. In March 2022, the Company commenced operations to plug back and side-track the original Kodiak #3 infill well. The Kodiak-3ST well was brought online in early September 2022. Well results and initial production were in line with expectations, however well productivity declined thereafter. Recent workover operations were completed in July 2024 and successfully restored well productivity.

Current wording

The Kodiak #3 infill well located in Mississippi Canyon was initially brought online in April 2021. The well experienced production issues and was shut-in. In March 2022, the Company commenced operations to plug back and side-track the original Kodiak #3 infill well. The Kodiak-3ST well was brought online in early September 2022. Well results and initial production were in line with expectations, however well productivity declined thereafter. Workover operations were completed in July 2024 and successfully restored well productivity.

Previous wording

In October 2023, we announced the Tiberius infrastructure-led exploration well, located in Keathley Canyon Block 964 in the Outer Wilcox play, encountered approximately 75 meters (250 feet) of net oil pay in the primary Wilcox target. Initial fluid and core analysis supports the production potential of the well, with characteristics analogous with similar nearby discoveries in the Wilcox trend. During the first quarter of 2024, Kosmos was awarded five blocks in the U.S. Gulf of Mexico Lease Sale 261, including three blocks nearby to our Tiberius discovery. In March 2024, Kosmos completed the acquisition of an additional 16.7% participating interest in the Keathley Canyon Blocks 920 and 964, offshore US. Gulf of Mexico. As a result of the transaction, Kosmos’ participating interest in the Tiberius discovery area increased from 33.3% to 50.0%. The Tiberius project continues to progress as a phased development, with a final investment decision expected later in 2024. Kosmos plans to farm down our participating interest to optimize our working interest to fit within the capital program for 2025 and beyond.

Current wording

In October 2023, we announced the Tiberius infrastructure-led exploration well, located in Keathley Canyon Block 964 in the Outer Wilcox play, encountered approximately 75 meters (250 feet) of net oil pay in the primary Wilcox target. Initial fluid and core analysis supports the production potential of the well, with characteristics analogous with similar nearby discoveries in the Wilcox trend. During the first quarter of 2024, Kosmos was awarded five blocks in the U.S. Gulf of Mexico Lease Sale 261, including three blocks nearby to our Tiberius discovery. In March 2024, Kosmos completed the acquisition of an additional 16.7% participating interest in the Keathley Canyon Blocks 920 and 964, offshore U.S. Gulf of Mexico. As a result of the transaction, Kosmos’ participating interest in the Tiberius discovery area increased from 33.3% to 50.0%. The Tiberius project continues to progress as a phased development with discussions ongoing with our partner to finalize the development plan and timing of a final investment decision.

Previous wording

Production in Equatorial Guinea averaged approximately 24,200 Bopd gross (8,500 Bopd net) in the second quarter of 2024.

Current wording

Production in Equatorial Guinea averaged approximately 22,900 Bopd gross (8,000 Bopd net) in the third quarter of 2024.

Previous wording

The Ceiba Field and Okume Complex workover and infill drilling campaign commenced in the fourth quarter of 2023, completing one production well workover. However, as a result of safety issues with the drilling rig, the operator terminated the rig contract in early February 2024. In the second quarter of 2024, the partnership secured an alternative rig and drilling contractor to resume the drilling campaign. The infill drilling campaign re-commenced in July 2024 and is now planned to include the drilling and completion of two infill production wells in Block G with both wells expected online in the fourth quarter of 2024. Following completion of the second infill well, the rig is contracted to drill the Akeng Deep ILX prospect in Block S, with results expected around the end of the year.

Current wording

The Ceiba Field and Okume Complex workover and infill drilling campaign commenced in the fourth quarter of 2023, completing one production well workover. However, as a result of safety issues with the drilling rig, the operator terminated the rig contract in early February 2024. In the second quarter of 2024, the partnership secured an alternative rig and drilling contractor to resume the drilling campaign. The infill drilling campaign re-commenced in July 2024 bringing one infill production well in Block G online in October 2024. The second infill production well has been drilled and the partnership expects to bring it online in the fourth quarter of 2024. Following completion of the second infill production well, the rig is contracted to drill the Akeng Deep ILX prospect in Block S, with results expected around the end of the year.

Previous wording

•Drilling: The operator has successfully drilled and completed the first batch of four wells with expected production capacity significantly higher than what is required for first gas.

Current wording

•Drilling: The first batch of four wells has been completed with expected production capacity significantly higher than is required for first gas.

Previous wording

•Subsea: The subsea workscope is progressing in line with expectations with final connection work ongoing. Mechanical completion for first gas is expected in August 2024.

Current wording

•Subsea: The subsea workscope for first gas is mechanically complete.

Previous wording

All of our results, as presented in the table below, represent operations from Ghana, the U.S. Gulf of Mexico and Equatorial Guinea. Certain operating results and statistics for the three and six months ended June 30, 2024 and 2023 are included in the following tables:

Current wording

All of our results, as presented in the table below, represent operations from Ghana, the U.S. Gulf of Mexico and Equatorial Guinea. Certain operating results and statistics for the three and nine months ended September 30, 2024 and 2023 are included in the following tables:

Previous wording

Oil and gas revenue. Oil and gas revenue increased by $177.6 million during the three months ended June 30, 2024, as compared to the three months ended June 30, 2023 as a result of higher sales volumes primarily driven by increased production at Jubilee, timing of our international oil liftings and higher average realized oil and gas prices. We sold 5,954 MBoe at an average realized price per barrel equivalent of $75.73 during the three months ended June 30, 2024 and 4,116 MBoe at an average realized price per barrel equivalent of $66.38 during the three months ended June 30, 2023.

Current wording

Oil and gas revenue. Oil and gas revenue decreased by $118.6 million during the three months ended September 30, 2024, as compared to the three months ended September 30, 2023 as a result of lower sales volumes due to the timing of a TEN oil lifting in Ghana and lower average realized oil and gas prices. We sold 5,811 MBoe at an average realized price per barrel equivalent of $70.18 during the three months ended September 30, 2024 and 6,727 MBoe at an average realized price per barrel equivalent of $78.24 during the three months ended September 30, 2023.

Previous wording

Oil and gas production. Oil and gas production costs increased by $87.2 million during the three months ended June 30, 2024, as compared to the three months ended June 30, 2023 primarily as a result of increased sales volumes, higher production costs per barrel related to a TEN cargo lifting in Ghana, inclusion of operating costs associated with Greater Tortue Ahmeyim and workover costs in the U.S. Gulf of Mexico associated with Kodiak #3 well.

Current wording

Oil and gas production. Oil and gas production costs decreased by $5.3 million during the three months ended September 30, 2024, as compared to the three months ended September 30, 2023 primarily as a result of the timing of a TEN cargo lifting in Ghana offset by inclusion of operating costs associated with Greater Tortue Ahmeyim and increased production costs in Equatorial Guinea.

Previous wording

Depletion, depreciation and amortization. Depletion, depreciation and amortization increased by $0.2 million during the three months ended June 30, 2024, as compared with the three months ended June 30, 2023 primarily as a result of higher sales volumes during the quarter offset by a lower depletion rate per barrel in Ghana resulting from an increase in Jubilee reserves at the end of 2023 and a lower cost basis in our TEN Fields due to the impairment loss recorded in the year ended December 31, 2023.

Current wording

Depletion, depreciation and amortization. Depletion, depreciation and amortization decreased by $11.6 million during the three months ended September 30, 2024, as compared with the three months ended September 30, 2023 primarily as a result of the timing of a TEN oil lifting in Ghana and a lower depletion rate per barrel in Jubilee resulting from an increase in reserves at the end of 2023, partially offset by increased production and a higher depletion rate per barrel in the U.S. Gulf of Mexico related to the Winterfell and Odd Job fields, post project completion in the third quarter of 2024.

Previous wording

Interest and other financing costs, net. Interest and other financing costs, net increased by $12.9 million during the three months ended June 30, 2024, as compared to the three months ended June 30, 2023 primarily as a result of a $22.0 million loss on debt modifications and extinguishments related to the amendment and restatement of the Facility during the second quarter of 2024 partially offset by increased capitalized interest related to the Greater Tortue Ahmeyim project.

Current wording

Interest and other financing costs, net. Interest and other financing costs, net decreased by $3.3 million during the three months ended September 30, 2024, as compared to the three months ended September 30, 2023 primarily as a result of increased capitalized interest related to the Greater Tortue Ahmeyim project partially offset by an increase in interest expense due to higher interest rates.

Previous wording

Derivatives, net. During the three months ended June 30, 2024 and 2023, we recorded a gain of $2.9 million and a loss of $3.0 million, respectively, on our outstanding hedge positions. The amounts recorded were a result of changes in the forward oil price curve during the respective periods.

Current wording

Derivatives, net. During the three months ended September 30, 2024 and 2023, we recorded a gain of $15.3 million and a loss of $46.0 million, respectively, on our outstanding hedge positions. The amounts recorded were a result of changes in the forward oil price curve during the respective periods.

Previous wording

Six months ended June 30, 2024 compared to six months ended June 30, 2023

Current wording

Nine months ended September 30, 2024 compared to nine months ended September 30, 2023

Previous wording

Oil and gas revenue. Oil and gas revenue increased by $202.5 million during the six months ended June 30, 2024, as compared to the six months ended June 30, 2023 primarily as a result of higher sales volumes primarily driven by increased production at Jubilee, timing of our international liftings and higher average realized oil and gas prices. We sold 11,653 MBoe at an average realized price per barrel equivalent of $74.66 during the six months ended June 30, 2024 and 9,618 MBoe at an average realized price per barrel equivalent of $69.40 during the six months ended June 30, 2023.

Current wording

Oil and gas revenue. Oil and gas revenue increased by $84.0 million during the nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023 primarily due to higher sales volumes primarily driven by increased production at Jubilee and higher average realized gas prices in Ghana. We sold 17,465 MBoe at an average realized price per barrel equivalent of $73.16 during the nine months ended September 30, 2024 and 16,344 MBoe at an average realized price per barrel equivalent of $73.04 during the nine months ended September 30, 2023.

Previous wording

Oil and gas production. Oil and gas production costs increased by $96.8 million during the six months ended June 30, 2024, as compared to the six months ended June 30, 2023 primarily as a result of increased sales volumes, higher production costs per barrel related to a TEN cargo lifting in Ghana, inclusion of operating costs associated with Greater Tortue Ahmeyim and workover costs in the U.S. Gulf of Mexico and Equatorial Guinea.

Current wording

Oil and gas production. Oil and gas production costs increased by $91.5 million during the nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023 primarily as a result of increased sales volumes, inclusion of operating costs associated with Greater Tortue Ahmeyim and costs incurred related to planned workovers in the U.S. Gulf of Mexico and Equatorial Guinea.

Previous wording

Depletion, depreciation and amortization. Depletion, depreciation and amortization decreased $8.3 million during the six months ended June 30, 2024, as compared with the six months ended June 30, 2023 primarily as a result by a lower depletion rate per barrel in Ghana resulting from an increase in Jubilee reserves at the end of 2023 and a lower cost basis in our TEN Fields due to the impairment loss recorded in the year ended December 31, 2023 partially offset by higher sales volumes in the current year.

Current wording

Depletion, depreciation and amortization. Depletion, depreciation and amortization decreased $19.9 million during the nine months ended September 30, 2024, as compared with the nine months ended September 30, 2023 primarily as a result of a lower depletion rate per barrel in Ghana resulting from an increase in Jubilee reserves at the end of 2023 and a lower cost basis in our TEN Fields due to the impairment loss recorded in the year ended December 31, 2023 partially offset by higher sales volumes in the current year.

Previous wording

Interest and other financing costs, net. Interest and other financing costs, net increased $4.8 million during the six months ended June 30, 2024, as compared to the six months ended June 30, 2023, primarily as a result of a $22.0 million loss on debt modifications and extinguishments related to the amendment and restatement of the Facility during the second quarter of 2024 partially offset by increased capitalized interest related to the Greater Tortue Ahmeyim project.

Current wording

Interest and other financing costs, net. Interest and other financing costs, net increased $1.5 million during the nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023, primarily as a result of a $24.8 million loss on debt modifications and extinguishments for the nine months ended September 30, 2023 related to the amendment and restatement of the Facility during the second quarter of 2024 and the repurchase of aggregate principal amounts of the 7.125% Senior Notes, the 7.750% Senior Notes, and the 7.500% Senior Notes during the third quarter of 2024 and increase in interest expense for the period due to higher interest rates offset by increased capitalized interest related to the Greater Tortue Ahmeyim project.

Previous wording

Derivatives, net. During the six months ended June 30, 2024 and 2023, we recorded a loss of $21.0 million and a gain of $3.8 million, respectively, on our outstanding hedge positions. The changes recorded were a result of changes in the forward curve of oil prices during the respective periods.

Current wording

Derivatives, net. During the nine months ended September 30, 2024 and 2023, we recorded a loss of $5.7 million and a loss of $42.2 million, respectively, on our outstanding hedge positions. The changes recorded were a result of changes in the forward curve of oil prices during the respective periods.

Previous wording

Income tax expense. For the six months ended June 30, 2024 and 2023, our overall effective tax rates were impacted by the difference in our 21% U.S. income tax reporting rate and the 35% statutory tax rates applicable to our Ghanaian and Equatorial Guinean operations, jurisdictions that have a 0% statutory tax rate or where we have incurred losses and have recorded valuation allowances against the corresponding deferred tax assets, and other non-deductible expenses, primarily in the U.S.

Current wording

Income tax expense. For the nine months ended September 30, 2024 and 2023, our overall effective tax rates were impacted by the difference in our 21% U.S. income tax reporting rate and the 35% statutory tax rates applicable to our Ghanaian and Equatorial Guinean operations, jurisdictions that have a 0% statutory tax rate or where we have incurred losses and have recorded valuation allowances against the corresponding deferred tax assets, and other non-deductible expenses, primarily in the U.S.

Previous wording

As of June 30, 2024, borrowings under the Facility totaled $750.0 million and the undrawn availability under the Facility was $455.0 million. Additionally, as of June 30, 2024, there were no outstanding borrowings under the Corporate Revolver and the undrawn availability was approximately $165 million.

Current wording

As of September 30, 2024, borrowings under the Facility totaled $850.0 million and the undrawn availability under the Facility was $500.0 million. Additionally, as of September 30, 2024, there were no outstanding borrowings under the Corporate Revolver and the undrawn availability was approximately $165 million. In October 2024, pursuant to a voluntary cancellation notice sent by the Company, the Corporate Revolver was terminated.

Previous wording

The following table presents the sources and uses of our cash and cash equivalents and restricted cash for the six months ended June 30, 2024 and 2023:

Current wording

The following table presents the sources and uses of our cash and cash equivalents and restricted cash for the nine months ended September 30, 2024 and 2023:

Previous wording

Net cash provided by operating activities. Net cash provided by operating activities for the six months ended June 30, 2024 was $496.2 million compared with net cash provided by operating activities for the six months ended June 30, 2023 of $222.0 million. The increase in cash provided by operating activities in the six months ended June 30, 2024 when compared to the same period in 2023 is primarily a result of higher sales volumes and higher average oil prices for the six months ended June 30, 2024 and changes in working capital.

Current wording

Net cash provided by operating activities. Net cash provided by operating activities for the nine months ended September 30, 2024 was $502.5 million compared with net cash provided by operating activities for the nine months ended September 30, 2023 of $471.4 million. The increase in cash provided by operating activities in the nine months ended September 30, 2024 when compared to the same period in 2023 is primarily a result of higher sales volumes and higher average realized gas prices for the nine months ended September 30, 2024 offset by higher oil and gas production costs and changes in working capital.

Previous wording

We estimate we will spend around $750 million of capital for the year ending December 31, 2024 with the EG drilling campaign now included in our firm guidance, excluding any acquisitions or divestiture of oil and gas properties during the year. This capital expenditure budget consists of:

Current wording

We estimate we will spend around $800 million of capital for the year ending December 31, 2024, excluding any acquisitions or divestiture of oil and gas properties during the year. This capital expenditure budget consists of:

Previous wording

•Approximately $300 million related to maintenance activities across our Ghana, Equatorial Guinea and U.S. Gulf of Mexico assets, including infill development drilling and integrity spend;

Current wording

•Approximately $350 million related to maintenance activities across our Ghana, Equatorial Guinea and U.S. Gulf of Mexico assets, including infill development drilling and integrity spend;

Previous wording

•Approximately $350-$400 million related to the development of Phase 1 of Greater Tortue Ahmeyim in Mauritania and Senegal and Winterfell in the U.S. Gulf of Mexico;

Current wording

•Approximately $375 million related to the development of Phase 1 of Greater Tortue Ahmeyim in Mauritania and Senegal and Winterfell in the U.S. Gulf of Mexico;

Previous wording

•Approximately $50-$100 million related to progressing our infrastructure-led exploration and appraisal programs in the U.S. Gulf of Mexico, including Tiberius appraisal activities, and the drilling of the ILX prospect Akeng Deep in Equatorial Guinea, as well as the appraisal plans of our greater gas resources in Mauritania and Senegal, including the next phase of Greater Tortue Ahmeyim and Yakaar-Teranga.

Current wording

•Approximately $75 million related to progressing our infrastructure-led exploration and appraisal programs in the U.S. Gulf of Mexico, including Tiberius appraisal activities, and the drilling of the ILX prospect Akeng Deep in Equatorial Guinea, as well as the appraisal plans of our greater gas resources in Mauritania and Senegal, including the next phase of Greater Tortue Ahmeyim and Yakaar-Teranga.

Previous wording

The Facility supports our oil and gas exploration, appraisal and development programs and corporate activities. The amount of funds available to be borrowed under the Facility, also known as the borrowing base amount, is determined every March and September. The borrowing base amount is based on the sum of the net present values of net cash flows and relevant capital expenditures reduced by certain percentages as well as value attributable to certain assets’ reserves and/or resources in the Jubilee and TEN Fields in Ghana and the Ceiba Field and Okume Complex in Equatorial Guinea. As of June 30, 2024, borrowings under the Facility totaled $750.0 million and the undrawn availability under the Facility was $455.0 million.

Current wording

The Facility supports our oil and gas exploration, appraisal and development programs and corporate activities. The amount of funds available to be borrowed under the Facility, also known as the borrowing base amount, is determined every March and September. The borrowing base amount is based on the sum of the net present values of net cash flows and relevant capital expenditures reduced by certain percentages as well as value attributable to certain assets’ reserves and/or resources in the Jubilee and TEN Fields in Ghana and the Ceiba Field and Okume Complex in Equatorial Guinea. As of September 30, 2024, borrowings under the Facility totaled $850.0 million and the undrawn availability under the Facility was $500.0 million.

Previous wording

In April 2024, in conjunction with the spring borrowing base redetermination, the Company executed an amendment and restatement of the Facility. The amendment includes the following material changes: an increase in the Facility size and borrowing base capacity to $1.35 billion (from $1.25 billion), an increase in the interest margin by 0.25% or 0.50%, depending on the length of time that has passed from the date the Facility was entered into, and an extension in the tenor by approximately three years (final maturity date now occurs December 31, 2029). The amended Facility size and borrowing base capacity of approximately $1.35 billion is currently capped by total commitments of approximately $1.21 billion. The available facility amount is subject to borrowing base constraints and, beginning on April 1, 2027, outstanding borrowings will be constrained by an amortization schedule.

Current wording

In April 2024, in conjunction with the spring borrowing base redetermination, the Company executed an amendment and restatement of the Facility. The amendment includes the following material changes: an increase in the Facility size and borrowing base capacity to $1.35 billion (from $1.25 billion), an increase in the interest margin by 0.25% or 0.50%, depending on the length of time that has passed from the date the Facility was entered into, and an extension in the tenor by approximately three years (final maturity date now occurs December 31, 2029). The amended Facility size and borrowing base capacity of approximately $1.35 billion was capped by total commitments of approximately $1.21 billion as of June 30, 2024. In September 2024, we added two new lenders to the Facility syndicate, increasing current total commitments by approximately $145.0 million to the full Facility size and borrowing base capacity of $1.35 billion. The available facility amount is subject to borrowing base constraints and, beginning on April 1, 2027, outstanding borrowings will be constrained by an amortization schedule.

Previous wording

The U.S. and many foreign economies continue to experience uncertainty driven by varying macroeconomic conditions. Although some of these economies have shown signs of improvement, macroeconomic recovery remains uneven. Uncertainty in the macroeconomic environment and associated global economic conditions have resulted in extreme volatility in credit, equity, and foreign currency markets, including the European sovereign debt markets and volatility in various other markets. If any of the financial institutions within our Facility or Corporate Revolver are unable to perform on their commitments, our liquidity could be impacted. We actively monitor all of the financial institutions participating in our Facility and Corporate Revolver. None of the financial institutions have indicated to us that they may be unable to perform on their commitments. In addition, we periodically review our banking and financing relationships, considering the stability of the institutions and other aspects of the relationships. Based on our monitoring activities, we currently believe our banks will be able to perform on their commitments.

Current wording

The U.S. and many foreign economies continue to experience uncertainty driven by varying macroeconomic conditions. Although some of these economies have shown signs of improvement, macroeconomic recovery remains uneven. Uncertainty in the macroeconomic environment and associated global economic conditions have resulted in extreme volatility in credit, equity, and foreign currency markets, including the European sovereign debt markets and volatility in various other markets. If any of the financial institutions within our Facility are unable to perform on their commitments, our liquidity could be impacted. We actively monitor all of the financial institutions participating in our Facility. None of the financial institutions have indicated to us that they may be unable to perform on their commitments. In addition, we periodically review our banking and financing relationships, considering the stability of the institutions and other aspects of the relationships. Based on our monitoring activities, we currently believe our banks will be able to perform on their commitments.

Previous wording

The Corporate Revolver is available for general corporate purposes and for oil and gas exploration, appraisal and development programs. In April 2024, in connection with the amendment and restatement of the Facility, we amended the Corporate Revolver reducing the borrowing capacity from $250.0 million to approximately $165 million. All of the commitments that were cancelled (either in full or in part) under the Corporate Revolver were transferred to the Facility as part of the amendment and restatement. There is no change to the final maturity date of December 31, 2024. As of June 30, 2024, there were no outstanding borrowings under the Corporate Revolver and the undrawn availability was approximately $165 million with an expiration date of December 31, 2024.

Current wording

The Corporate Revolver is available for general corporate purposes and for oil and gas exploration, appraisal and development programs. In April 2024, in connection with the amendment and restatement of the Facility, we amended the Corporate Revolver reducing the borrowing capacity from $250.0 million to approximately $165 million. All of the commitments that were cancelled (either in full or in part) under the Corporate Revolver were transferred to the Facility as part of the amendment and restatement. As of September 30, 2024, there were no outstanding borrowings under the Corporate Revolver and the undrawn availability was approximately $165 million.

Previous wording

We have three series of senior notes outstanding, which we collectively referred to as the “Senior Notes.” Our 7.125% Senior Notes mature on April 4, 2026, and interest is payable on the 7.125% Senior Notes each April 4 and October 4. Our 7.500% Senior Notes mature on March 1, 2028, and interest is payable on the 7.500% Senior Notes each March 1 and September 1. Our 7.750% Senior Notes mature on May 1, 2027, and interest is payable on the 7.750% Senior Notes each May 1 and November 1.

Current wording

We have four series of senior notes outstanding as of September 30, 2024, which we collectively refer to as the “Senior Notes.” Our 7.125% Senior Notes have an outstanding balance of $250.0 million and mature on April 4, 2026. Interest is payable on the 7.125% Senior Notes each April 4 and October 4. Our 7.750% Senior Notes have an outstanding balance of $350.0 million and mature on May 1, 2027. Interest is payable on the 7.750% Senior Notes each May 1 and November 1. Our 7.500% Senior Notes have an outstanding balance of approximately $400.3 million and mature on March 1, 2028. Interest is payable on the 7.500% Senior Notes each March 1 and September 1. In September 2024, the Company issued $500.0 million of 8.750% Senior Notes that mature on October 1, 2031. Interest is payable on the 8.750% Senior Notes each April 1 and October 1.

Previous wording

The Senior Notes are senior, unsecured obligations of Kosmos Energy Ltd. and rank equally in right of payment with all of its existing and future senior indebtedness (including all borrowings under the Corporate Revolver and the 3.125% Convertible Senior Notes) and rank effectively junior in right of payment to all of its existing and future secured indebtedness (including all borrowings under the Facility). The Senior Notes are jointly and severally guaranteed on a senior, unsecured basis by certain subsidiaries owning the Company's U.S. Gulf of Mexico assets and the interests acquired in the Anadarko WCTP Acquisition, and on a subordinated, unsecured basis by entities that borrow under, or guarantee, our Facility.

Current wording

The Senior Notes are senior, unsecured obligations of Kosmos Energy Ltd. and rank equally in right of payment with all of its existing and future senior indebtedness (including all borrowings under the Corporate Revolver and the 3.125% Convertible Senior Notes) and rank effectively junior in right of payment to all of its existing and future secured indebtedness (including all borrowings under the Facility). The Senior Notes are jointly and severally guaranteed on a senior, unsecured basis by certain subsidiaries owning the Company's U.S. Gulf of Mexico assets, and on a subordinated, unsecured basis by entities that borrow under, or guarantee, our Facility.

Previous wording

The 3.125% Convertible Senior Notes are senior, unsecured obligations of Kosmos Energy Ltd. and rank equal in right of payment with all of its existing and future senior indebtedness (including all borrowings under the Corporate Revolver and the Senior Notes) and rank effectively junior in right of payment to all of its existing and future secured indebtedness (including all borrowings under the Facility, to the extent of the value of the assets securing such indebtedness). The 3.125% Convertible Senior Notes are guaranteed on a senior, unsecured basis by certain of our existing subsidiaries that guarantee on a senior basis the Corporate Revolver and the Senior Notes, and, in certain circumstances, certain of our other existing or future subsidiaries. The 3.125% Convertible Senior Notes are guaranteed on a subordinated, unsecured basis by certain of our existing subsidiaries that borrow under or guarantee the Facility and guarantee on a subordinated basis the Corporate Revolver and the Senior Notes, and, in certain circumstances, certain of our other existing or future subsidiaries.

Current wording

The 3.125% Convertible Senior Notes are senior, unsecured obligations of Kosmos Energy Ltd. and rank equal in right of payment with all of its existing and future senior indebtedness (including all borrowings under the Corporate Revolver and the Senior Notes) and rank effectively junior in right of payment to all of its existing and future secured indebtedness (including all borrowings under the Facility, to the extent of the value of the assets securing such indebtedness). The 3.125% Convertible Senior Notes are guaranteed on a senior, unsecured basis by certain of our existing subsidiaries that guarantee on a senior basis the Corporate Revolver and the Senior Notes, and, in certain circumstances, certain of our other existing or future subsidiaries.

Previous wording

(5)In April 2024, a Decommissioning Trust agreement with the Jubilee unit partners to cash fund future retirement obligations associated with the Jubilee Field was finalized. The operator currently estimates the total commitment to be approximately $148.9 million, net to Kosmos, which will be funded annually by Kosmos over an estimated 13 year period. The contributions will be accounted for as trading securities and reported as a long-term investment in our consolidated balance sheet and as operating activities in our statement of cash flows. It is possible that our funding requirements could change based on future changes in the decommissioning plan or estimates.

Current wording

(5)In April 2024, a Decommissioning Trust agreement with the Jubilee unit partners to cash fund future retirement obligations associated with the Jubilee Field was finalized. The operator currently estimates the total commitment to be approximately $148.9 million, net to Kosmos, which will be funded annually by Kosmos over an estimated 13 year period. The contributions into the trust will be invested into various securities. Those investments will be accounted for as trading securities and reported as long-term investments in our consolidated balance sheet and as operating activities in our statement of cash flows. It is possible that our funding requirements could change based on future changes in the decommissioning plan or estimates.

Previous wording

We have a commitment to drill 3 development wells and one exploration well in Equatorial Guinea. We have a $200.2 million FPSO Contract Liability in Other long-term liabilities related to the deferred sale of the Greater Tortue FPSO which will be non-cash settled with the delivery of the Greater Tortue FPSO to BP Buyer upon commissioning of the Greater Tortue FPSO which is currently targeted to be in September 2024.

Current wording

As of September 30, 2024, we have a commitment to drill two development wells and one exploration well in Equatorial Guinea. One of the two development wells is currently being drilled.

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Current report — wording carried from elsewhere

The 3.125% Convertible Senior Notes are guaranteed on a subordinated, unsecured basis by certain of our existing subsidiaries that borrow under or guarantee the Facility and guarantee on a subordinated basis the Corporate Revolver and the Senior Notes, and, in certain circumstances, certain of our other existing or future subsidiaries.