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REG - Energean PLC - 2024 Full Year Results

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RNS Number : 4262B  Energean PLC  20 March 2025

 Energean plc

("Energean" or the "Company")

 

2024 Full Year Results

 

London, 20 March 2025 - Energean plc (LSE: ENOG, TASE: אנאג) is pleased to
announce its audited full-year results for the year ended 31 December 2024
("FY 2024").

 

Mathios Rigas, Chief Executive Officer of Energean, commented:

"During 2024, we have continued our growth trajectory with FY 2024 Group
production rising by 24% to 153 kboed, of which 112 kboed came from our
flagship Karish and Karish North fields in Israel. Despite the geopolitical
challenges in the region during the year, we operated continuously, sustaining
99% uptime 1  at the Energean Power FPSO.

 

"We continue to develop and optimise our assets. We took Final Investment
Decision ("FID") on Katlan, which remains on track for first gas in H1 2027;
commissioning of the second oil train is ongoing and is scheduled to complete
in Q2 2025, this will increase the liquids production capacity of the FPSO;
and the Ministry of Energy confirmed the Drakon (License 31) and Hercules
(License 23) discoveries, setting the foundations for continued growth in
Israel. In Greece, our regionally unique Prinos carbon storage project has
been approved for around EUR 270 million of funding from the EU's Recovery and
Resilience ("RRF") and Connecting Europe Facilities ("CEF"). In the UK, we
took over operatorship to take control of the current decommissioning
operations.

 

"As noted in our 17 March 2025 announcement, Carlyle has not yet obtained
certain regulatory approvals for the Transaction 2  per the terms of the SPA.
These are high-quality, diversified, cash flow generating assets with stable
underlying production in Egypt and Italy, with production growth from the
start-up of Cassiopea and Location B.

 

"We are an operator in eight countries and through a focused but diversified
East Mediterranean oil and gas portfolio we have a solid foundation that
underpins our continuing growth trajectory, that started from around 2 mmboe
in Greece in 2007 and has grown to 1.1 bnboe of 2P reserves in 2024, with ~20
year 3  reserves life.

 

"Operational growth was matched by strong financial performance, with Group
revenues of $1,779 million and adjusted EBITDAX of $1,162 million up 25% and
25% year-on-year. This has underpinned our current dividend programme that has
so far returned $595 million 4  to shareholders and will continue regardless
of the Carlyle Transaction."

 

"Our commercial strategy is based on secure and predictable cashflows from
high-credit-quality gas buyers in Israel. We have secured over 20 long-term
gas sales agreements, with close to $20 billion in contracted revenues over a
20-year period. This underpins our confidence in our future financial
position, leverage reduction plan and dividend programme.

 

"We remain committed to ESG leadership, believing it makes us a more focused
and successful business. Our Group emissions intensity decreased by 10%
year-on-year, now reaching 87% below our original 2019 baseline to 8.4
kgCO2e/boe.

 

"As sovereign states make energy security and affordability a top priority,
the oil and gas industry is repositioning towards new growth. Our years of
focus on operational excellence in development and production means we are
very well placed to take advantage of a new era of oil and gas investment. We
are confident that our operating capabilities and track record in deep water
offshore project delivery is unique in the independent E&P sector. This
ability allows us to target multiple new opportunities in the wider EMEA
region that will continue the growth trajectory of Energean; we are and will
always be disciplined in our approach, aligned with shareholders."

 

"I want to thank the entire team who have worked with dedication against a
challenging regional backdrop through 2024 and onwards. Working as a team,
Energean will continue to grow through providing secure and reliably produced
energy, meeting the needs of the societies that host our operations, wherever
they may be."

 

Operational Highlights

·      Strong 2024 Group and continuing operations 5  production:

o  FY 2024 production of 153 kboed (83% gas), a 24% increase year-on-year
(FY23: 123 kboed). Production from the continuing operations for the period
was 114 kboed (85% gas), a 28% increase year-on-year (FY23: 89 kboed).

o  In Israel, FPSO uptime (excluding planned shutdowns) was 99%(( 6 )) for
the 12-months to 31 December 2024.

·      Continuing operations year-end 2P reserves of 911 mmboe, stable
year-on-year before produced 2024 volumes and demonstrating material reserves
life of >20 years(( 7 )). Group year-end 2P reserves were 1,058 mmboe.

·      Katlan (Israel) development progressing on schedule, with first
gas on track for H1 2027:

o  Post-period end, a drilling contract was signed with Saipem SpA for the
Athena and Zeus development wells plus two optional wells.

·      Prinos CO2 project allocated close to EUR 120 million from the
EU's Connecting Europe Facility in January 2025, bringing the total secured
grants up to around EUR 270 million.

·      Group Scope 1 and 2 emissions intensity of 8.4 kgCO2e/boe, a 10%
reduction (FY 2023: 9.3 kgCO2e/boe). Scope 1 and 2 emissions intensity for the
continuing operations was 7.0 kgCO2e/boe (FY 2023: 6.3 kgCO2e/boe).

 

Financial Highlights

·      Strong financial performance, underpinned by core Israel
operations.

o  2024 Group sales and other revenues of $1,779 million, representing a 25%
increase (2023: $1,420 million). Continuing operations sales and other
revenues was $1,315 million, representing a 34% increase (2023: $978 million).

o  2024 Group adjusted EBITDAX of $1,162 million, representing a 25% increase
(2023: $931 million). Continuing operations adjusted EBITDAX was $885 million,
representing a 33% increase (2023: $667 million).

o  2024 Group profit after tax of $188 million up 2% year-on-year (2023: $185
million), but impacted by $241 million impairment charge, both in relation to
exploration in Egypt (Orion X1), Morocco, and Greece (Ioannina), as well as
oil and gas assets in Greece (Prinos/Epsilon; see Operational Update section
for more details). Continuing operations profit after tax was $116 million,
representing a 14% increase (2023: $102 million).

·      Group leverage (net debt/adjusted EBITDAX) continued to decrease
to 2.5x (FY 2023: 3x):

o  Group cash as of 31 December 2024 was $321 million, including restricted
amounts of $85 million, and total liquidity was $446 million. This includes
cash for the continuing operations of $268 million, including restricted
amounts of $85 million, and total liquidity of $393 million.

 

Commercial Highlights

·      Q4 2024 dividend of 30 US$cents/share declared on 27 February
2025 and scheduled to be paid on 31 March 2025(( 8 )).

o  A total of 330 US$cents/share ($595 million), including the declared Q4
2024 dividend, returned to shareholders since payments began.

·      Post-period end:

o  Binding terms for additional gas sales signed in January 2025, adding over
$2 billion over the life of the contract  in line with the Group's strategy
to secure long-term reliable cash flows, and bringing the total contracted
revenues over a 20-year period to close to $20 billion.

o  $750 million 10-year senior-secured term loan signed in February 2025,
which is available to refinance the $625 million 2026 Energean Israel Notes
and to provide additional liquidity for the Katlan development.

o  $300 million Revolving Credit Facility refinanced and extended to
September 2028 9 .

 

Carlyle Transaction Update

·      Energean announced in its January Trading Statement &
Operational Update that it expected to complete the strategic sale of the
Egypt, Italy and Croatia portfolio ("Transaction") to an entity controlled by
Carlyle International Energy Partners in Q1 2025, subject to customary
regulatory approvals. As noted on 17 March 2025, there is a significant risk
that the outstanding conditions precedent will not be satisfied by Carlyle (or
waived) by the relevant long stop date (20 March 2025) and that, therefore,
(absent an extension being agreed) the Transaction may be terminated in
accordance with binding sale and purchase agreement signed on 19 June 2024
("SPA").

·      Energean remains committed to the Transaction and to maximising
returns for shareholders including via its ongoing dividend programme - with
or without the disposal.

·      We remain 100% confident in these high-quality and cash flow
generating assets which currently provide diversification and scale to the
Group.

 

Outlook and Strategy

·      All 2025 continuing operations guidance re-iterated:

o  End-February 2025 production for the continuing operations was 115 kboed,
in line with production guidance of 120-130 kboed which is second half
weighted. End-February 2025 production for the Group was 160 kboed.

·      Ongoing dividend programme expected to continue 10 , with the new
dividend policy to be announced once the Transaction is either completed or
terminated.

·      Evaluating growth opportunities across the EMEA region with
continued capital discipline:

o  Where we remain focused on our core Mediterranean area, while also
recognising growth opportunities in the wider EMEA region where we see
significant potential for experienced operators like Energean to commercialise
gas assets and;

o  That are dividend accretive, meet Energean's deleveraging targets, achieve
its growth objectives and contribute to the Group's Net Zero target.

Financial Summary

                                                FY 2024    FY 2023 Energean  Increase / (Decrease)  FY 2024                 FY 2023 continuing operations  Increase / (Decrease)

                                                Energean   Group             %                      Continuing operations                                  %

                                                Group
 Average working interest production  (kboed)   153        123               24%                    114                     89                             28%
 Sales and other revenue ($m)                   1,779      1,420             25%                    1,315                   978                            34%
 Cash Cost of Production ($/boe)                10.0       10.6              (6%)                   9.4                     9.5                            (1%)
 Adjusted EBITDAX 11  ($m)                      1,162      931               25%                    885                     667                            33%
 Profit after tax ($m)                          188        185               2%                     116                     102                            14%
 Cash flow from operating activities ($m)       1,122      656               71%                    916                     578                            58%

 Development and production expenditure ($m)    616        487               26%                    336                     184                            83%
 Exploration expenditure ($m)                   117        57                105%                   72                      29                             148%
 Decommissioning expenditure ($m)               44         19                128%                   13                      9                              44%

 

                                                     31 December 2024  31 December 2023

                                                     Energean Group    Energean Group
 Dividends ($m)                                      220               214
 Cash and cash equivalents and restricted cash ($m)  321               372
 Net Debt including restricted cash ($m)             2,949             2,849
 Leverage (Net Debt / Adjusted EBITDAX)              2.5x              3x

Conference Call

 

A webcast will be held today at 08:30 GMT / 10:30 Israel Time.

 

Webcast:
https://www.lsegissuerservices.com/spark-insights/EnergeanOilGas/events/ec4f76c8-c2c1-4c09-96d6-47aa74090f49
(https://www.lsegissuerservices.com/spark-insights/EnergeanOilGas/events/ec4f76c8-c2c1-4c09-96d6-47aa74090f49)

Conference call registration: https://registrations.events/direct/LON861629
(https://registrations.events/direct/LON861629)

(Please note, once you register for the conference call line you will receive
your unique dial-in details and passcode.)

 

The presentation slides will be made available on the website shortly at
www.energean.com (http://www.energean.com)

 

Enquiries

 For capital markets: ir@energean.com (mailto:ir@energean.com)
 Kyrah McKenzie, Investor Relations Manager                         Tel: +44 (0) 7921 210 862

 For media: pblewer@energean.com (mailto:pblewer@energean.com)
 Paddy Blewer, Corporate Communications Director & Head of CSR      Tel: +44 (0) 7765 250 857

 

Operational Review

HSE

In 2024, Energean delivered another strong HSE record with zero serious
injuries recorded. At the Group level, the Loss Time Injury Frequency ("LTIF")
Rate was 0.34 (2023: 0.47) and the Total Recordable Incident Rate ("TRIR") was
0.52 (2023: 1.09). For continuing operations, the LTIF was 0.00 (2023: 0.95)
and the TRIR was 0.00 (2023: 1.89).

                               2024  2023  % Increase / (Decrease)

 LTIF - Continuing operations  0.00  0.95  (100%)
 LTIF -  Group                 0.34  0.47  (28%)
 TRIR - Continuing operations  0.00  1.89  (100%)
 TRIR -  Group                 0.52  1.09  (52%)

Reserves

Group year-end 2024 working interest 2P reserves were 1,058 mmboe, stable
year-on-year before 2024 production volumes (56 mmboe). This primarily
reflects additions in Egypt, Italy and Greece. Continuing operations year-end
2024 2P reserves were 911 mmboe, stable year-on-year before 2024 production
volumes (42 mmboe) and demonstrating material reserves life of >20
years 12 .

                        2024 2P Reserves  2024 Production  2023 2P Reserves  % Increase / (Decrease)  % Increase / (Decrease) Before 2024 Production

                        mmboe (% gas)     mmboe (% gas)    mmboe (% gas)     After 2024 Production
 Israel                 864 (89%)         41 (87%)         926 (89%)         (7%)                     (2%)
 Europe                 47 (3%)           1 (3%)            39 (4%)          22%                      23%
 Continuing operations  911 (85%)         42 (85%)         964 (86%)         (5%)                     (1%)
 Disposal Group         147 (67%)         15 (75%)         151 (70%)         (3%)                     7%
 Total                  1,058 (82%)       56 (83%)         1,115 (83%)       (5%)                     0%

This table may not cast due to rounding.

 

Production and Operational Update

Group working interest production averaged 153 kboe/d in 2024 (2023: 123
kboe/d), with the Karish and Karish North fields in Israel contributing over
70% of total output. The start up of Karish North and the completion of the
second gas export riser in Israel, coupled with a full year of production from
NEA/NI and the start-up of production from NAQPII#2 and Location B in Egypt
and the start up of Cassiopea in Italy, resulted in a 24% year-on-year
increase in Group production.

Production from the continuing operations averaged 114 Kboe/d in 2024 (2023:
89 Kboe/d).

                        2024            2023            % Increase / (Decrease)

                        kboed (% gas)   kboed (% gas)
 Israel                 112 (87%)       87 (89%)        29%
 Europe                 1.8 (3%)        1.7 (3%)        6%
 Continuing operations  114 (85%)       89 (87%)        28%
 Disposal Group         40 (75%)        34 (73%)        18%
 Total                  153 (83%)       123 (83%)       24%

This table may not cast due to rounding.

 

Israel

Karish and Karish North

In February 2024, the Karish North-1 well (W.I. 100%) was brought online and
the second gas export riser was commissioned, enabling utilisation of the
FPSO's maximum gas capacity. The Energean Power FPSO now has four production
wells in operation, increasing well stock redundancy and flexibility to meet
the demand requirements of Energean's gas buyers.

Production from Israel averaged 112 kboed in 2024, up 29% year-on-year. FPSO
uptime 13  (excluding planned shutdowns) averaged 99% for the 12-months to 31
December 2024.

Day-to-day production has not been impacted as a result of the security
situation in Israel during 2024. It did however result in a one-year delay for
the installation of the second oil train, which was safely lifted and
installed in Q4 2024. Commissioning of the module is expected to complete in
Q2 2025, which will result in an increase in liquids production capacity.

Katlan

Energean discovered the Athena and Zeus fields as part of its 2022 drilling
campaign. D&M has certified that these two fields as well as the proximate
Hera accumulation have total 2P reserves of 32 bcm. The wider Katlan area also
contain 37 bcm of de-risked prospective resources, which Energean expects to
develop through future phases.

In July 2024, Energean took FID on the Katlan development. The Katlan area
will be developed in a phased approach through a subsea tieback to the
existing Energean Power FPSO. The development will extend the production
plateau from the FPSO with volumes that do not incur seller royalties or carry
export restrictions. Production will underpin Energean's existing gas sales
agreements plus target international markets. First gas is planned for H1
2027.

Capital expenditure, as per Energean's Final Investment Decision announcement
on 23 July 2024, is expected to be approximately US$1.2 billion, which
includes: (1) the four-well-slot tieback capacity to a single large ~30
kilometre production line, which can be used by future Katlan area phases, (2)
an upgrade of the FPSO topsides related to MEG treatment, injection and
storage (which will benefit all future subsea tie-back developments) and, (3)
drilling the first two production wells of the development (Athena and Zeus;
170 mmboe (includes 26 bcm of gas) of 2P reserves), which is expected in 2026.

Energean's 2026 drilling campaign also contains two optional wells, which may
be used to drill additional development wells on Katlan or other exploration
or appraisal wells on other acreage. Post-period end, a drilling contract was
signed with Saipem SpA for these wells.

Other acreage

During the year, the Ministry of Energy and Infrastructure ratified both the
Hermes discovery in the Drakon area (Block 31) and its Hercules discovery
(Block 23), which Energean discovered during its 2022 drilling campaign.
Energean has a total of 5 bcm 2C resources in Hermes and 31 bcm in the wider
Drakon area (Block 31).

Commercial

Energean has signed over 20 long-term gas sale and purchase agreements
("GSPAs") to customers in Israel, all of which include take-or-pay commitments
and floor pricing or an exclusivity provision, providing a high level of
certainty over revenues from the Karish, Karish North and Tanin projects over
the next 20 years. Energean also has around half a dozen spot sales
agreements, which provides the ability to boost sales at pricing above the
contracted sales prices.

During 2024 and in early 2025, Energean signed three new long-term gas
contracts, including with Eshkol Energies Generation Ltd. ("Eshkol"), and
binding term sheets with Dalia Energy Companies Ltd. ("Dalia").

The GSPA with Eshkol is for the supply of an initial 0.6 bcm/yr, rising to 1
bcm/yr from 2032 onwards. The GSPA is for a term of approximately 15 years,
for a total contract quantity of up to approximately 12 bcm and represents
circa $2 billion in revenues over the life of the contract. The contract
contains provisions regarding floor and ceiling pricing, take or pay and price
indexation (not Brent-price linked). The GSPA has been signed at levels that
are in line with the other large, long-term contracts within Energean's
portfolio. Energean supplies gas to all four IEC power stations that have been
privatised: Ramat Hovav, Alon Tavor, East Hagit and now Eshkol.

The binding term sheets with Dalia is for the supply of up to 0.1 bcm/yr from
April 2026, rising to up to 0.5 bcm/yr from around January 2030 and then at
least 1 bcm/yr from June 2035 onwards, and excludes supply in the summer
months between 2026-2034. This represents ~$2 billion in revenues over ~18
years and up to 12 bcm in total supply. The terms contain provisions regarding
floor pricing, take or pay and price indexation linked to CPI (not Brent-price
linked). The terms have been agreed at levels that are in line with the other
large, long-term contracts within Energean's portfolio.

These new contracts are in line with Energean's strategy to bring competition
and security of supply to the Israeli market, and to secure long-term cash
flows for its shareholders via its long-term gas contracts.

Liquids

The FPSO has a storage capacity of up to 800,000 bbls, with cargoes exported
via tankers every few weeks. Energean has a sales and purchase agreement for a
number of near-term cargoes with Vitol SA for the marketing of its hydrocarbon
liquids. In 2024, Energean offloaded ten hydrocarbon liquid cargoes, totalling
over 5 million barrels. The quality of the Karish and Karish North blend is
lighter than Brent; 2024 realised pricing was at a $5/bbl discount to Brent
due to freight, logistics and marketing and costs. Energean runs a competitive
tender process for future cargoes on a regular basis to attract the most
competitive pricing.

Europe

Production

Working interest production from the Group's European portfolio (Greece and
the UK) averaged 1.8 Kboe/d (3% gas) in 2024, up 6% year-on-year due to the
start-up of the ST47 infill well on the Scott field (W.I. 10%; non-operated)
in the UK.

Greece

Energean currently produces small volumes of oil from its Prinos field.
Energean is working to re-start development activities on Epsilon in the
medium-term. In 2024, the Prinos licence (includes Epsilon) was extended to
2049 14  as a result of recent regulatory updates. The delay in the Epsilon
project, the Prinos licence extension, as well as the updated discount rates
and inflation underpinning the impairment assessment (see Note 8 for further
information), has resulted in a $92 million impairment charge to the asset.

EnEarth, which is the Company's specialised decarbonisation subsidiary, is
focused on leading the Mediterranean region's energy transition. The Prinos CS
project is to provide long-term storage for carbon dioxide emissions captured
from both local and more remote emitters and is in line with Energean's
efforts to help decarbonise heavy industries in Greece, in line with the
Group's commitment during COP28.

The project made good progress across various workflows, including FEED, over
the last year. NSAI confirmed that the project has an annual storage capacity
of up to 3 million tonnes and a total project-life capacity of 66 million
tonnes (2C contingent) of CO2. Non-binding memorandum of understandings have
been signed for c.9 million tonnes p.a. of storage.

A major milestone in the regulatory process was the submission of the storage
permit application to HEREMA for Phase 1 (1 MTPA) of the Prinos CO2 storage
project, initiating the official permitting process for long-term CO₂
storage operations. In addition, EnEarth submitted the Environmental and
Social Impact Assessment Study (ESIA) for Phase 1 to DIPA (the Greek
environmental authority) in mid-2024.

The carbon storage project has also secured EUR 270 million in grants to store
emissions from hard-to-abate industries both in Greece and in the wider
European region. In December 2024, the Greek Government formally approved the
project's inclusion within the Recovery and Resilience Facility and confirmed
the allocation of the EUR 150 million grant and in March 2025, Energean
received the final joint-ministerial approval to enable the release of funds.
In January 2025, the project was allocated around EUR 120 million from the
EU's Connecting Europe Facility to support the development of a liquid CO2
receiving terminal.

UK

Energean is focused on optimising production from its late life assets and
effectively managing its decommissioning projects.

Two infill wells on the Scott field (W.I. 10%; non-operated) were brought
online over the last year. Additional infill drilling is expected in 2025.

In H1 2024, Energean UK Limited took over operatorship of the Tors (W.I. 68%;
operator) and Wenlock (W.I. 80%; operator) assets to manage the
decommissioning work plan. In early H2 2024, Energean awarded a contract to
Petrodec UK Limited ("Petrodec") for the decommissioning of the Tors and
Wenlock fields. This contract includes: the plugging and abandoning of eight
platform wells with optional scope for one E&A well, the removal of three
platforms and the cleaning of inter-field pipelines. Total net working
interest decommissioning expenditure for Tors and Wenlock is expected to be
around GBP 80 million over the next five years and includes expenditure
outside of the Petrodec contract for, amongst others, operational and project
management costs, regulatory fees and subsea remediation works.

Morocco

In September 2024, Energean completed drilling operations on the Anchois
appraisal well (W.I. 45% operator), offshore Morocco. Although gas was
confirmed, drilling results were lower than pre-drill expectations. Following
detailed post-drilling analysis and positive engagement with partners ONHYM
and Chariot Limited ("Chariot"), Energean is assessing its options with
respect to a transfer of its interest in the Lixus and Rissana licences.

Energean is grateful for the support provided by ONHYM, the Ministry of Energy
Transition and Sustainable Development, and the Moroccan Government. Morocco
has an attractive regulatory and legal framework that incentivises
international investment into its hydrocarbon sector; Energean will continue
to assess potential opportunities in the country.

Egypt, Italy and Croatia portfolio 15 

Production and development

Production from Egypt, Italy and Croatia averaged 40 kboed, up 18%
year-on-year primarily due to Egypt, which saw a full year of production from
NEA/NI, the start-up of the NAQPII#2 well on the Abu Qir field in January 2024
and the start of production from Location B in August 2024. In August 2024,
initial test production began from one of the four subsea wells on the
Cassiopea field, offshore Italy (W.I. 40%; non-operated). By year-end 2024,
all four wells were online.

Exploration

In March 2024, the Orion X1 exploration well (W.I. 19%; non-operated) in Egypt
reached the target reservoir. Post-drilling well analysis indicates no
commercial hydrocarbons.

In Q4 2024, the Gemini exploration well on the Cassiopea lease completed
drilling successfully with a small gas discovery. The field is expected to be
tied-back to the existing infrastructure at Cassiopea.

Financing

Energean ended 2024 with total available liquidity of $446 million at the
Group level and $393 million at the continuing operations.

In February 2025, Energean Israel signed a 10-year, senior-secured term loan
with Bank Leumi as the Facility Agent and Arranger for $750 million. The term
loan is available to refinance the 2026 Energean Israel notes and to provide
additional liquidity for the Katlan development. It has a 12-month
availability period, during which multiple drawdowns can be made, providing
flexibility to optimise finance costs. Up to $475 million is available in US
dollars and up to $275 million is available in New Israeli Shekel. The
interest rate for the loan is floating and has been set at competitive levels
versus the current bond market. The term loan is secured on the assets of
Energean Israel, pari passu with the Energean Israel notes, non-recourse to
Energean and has a bullet repayment in 2035.

As a result of this refinancing, Energean's weighted average life of debt will
be around seven years and the blended cost of debt will be around 7%.

In March 2025, Energean refinanced its $300 million Revolving Credit Facility
("RCF"), extending the facility tenor to September 2028 16 . The RCF provides
additional liquidity for general corporate purposes, if required. Around $160
million is currently used for Letters of Credit that relate to certain assets
in the UK and Italy.

ESG and Climate Change

Energean is committed to net zero scope 1 and 2 emissions by 2050 and
industry-leading disclosure of its energy transition intentions.

Emissions Intensity Reduction

In 2024, Energean's Group scope 1 and 2 emissions intensity on an equity share
basis was 8.4 kgCO2e/boe, down from 9.3 kgCO2e/boe in 2023 and down 87%
compared to its original baseline year (2019). This decrease was due to the
increased contribution of Karish and Karish North, which has a lower emissions
intensity compared to the rest of the Group.

ESG Ratings and Affirmations

In 2024, Energean has continued to receive strong ESG ratings across the major
ESG rating agencies. This includes:

·      Carbon Disclosure Project ("CDP") Climate Change rating of B and
aligned with all recommended pillars of the Task Force on Climate Related
Financial Disclosure ("TCFD").

·      MSCI rating maintained at AAA.

·      Sustainalytics ranked in the top quartile of its sector, ranking
46 out of 307 oil and gas producers.

·      Constituent of the FTSE4Good Index Series.

2025 Guidance

                                                                      Continuing operations(2)
 Total production (kboed)                                             120 - 130
 Consolidated net debt ($ million)                                    2,700 - 2,900
 Cash Cost of Production (operating costs plus royalties; $ million)  410 - 440
 Cash SG&A ($ million)                                                20 - 30
 Development & production capital expenditure ($ million)             400 - 430
 Exploration expenditure ($ million)                                  0 - 5
 Decommissioning expenditure ($ million)                              55 - 65

Financial Review

 

Financial results summary

 

                                                    FY 2024              FY 2023             Increase/ (Decrease) %  FY 2024                 FY 2023                 Increase/ (Decrease) %

                                                    Energean Group 17    Energean Group(1)                           Continuing operations   Continuing operations
 Average daily working interest production (kboed)  153                  123                 24%                     114                     89                      28%
 Sales revenue ($m)                                 1,779                1,420               25%                     1,315                   978                     34%
 Realised weighted average liquid price ($/boe)     71.2                 71.3                -%                      75.3                    76.3                    (1%)
 Realised weighted average gas price ($/mcf)        4.7                  4.9                 (4%)                    4.3                     4.4                     (2%)
 Realised weighted average PSV gas price (€/MWh)    35.3                 45.7                (16%)                   -                       -                       -%
 Cash cost of production 18  ($m)                   559                  475                 18%                     389                     307                     27%
 Cash cost of production per barrel ($/boe)         10.0                 10.6                (6%)                    9.4                     9.5                     (1%)
 Cash G&A 19                                        37                   31                  19%                     21                      18                      17%
 Adjusted EBITDAX 20  ($m)                          1,162                931                 25%                     885                     667                     33%
 Profit after tax ($m)                              188                  185                 2%                      116                     102                     14%
 Earnings per share (cents per share)               $1.02                $1.04               (2%)                    $0.63                   $0.57                   11%
 Cash flow from operating activities ($m)           1,122                656                 71%                     916                     578                     58%
 Capital expenditure ($m)                           733                  544                 35%                     408                     198                     106%

 

                                                     FY 2024          FY 2023

                                                     Energean Group   Energean Group
 Total borrowings ($m)                               3,270            3,221
 Cash and cash equivalents and restricted cash ($m)  321              372
 Net debt ($m) (including restricted cash)           2,949            2,849
 Leverage Ratio (Net Debt/ Adjusted EBITDAX)         2.5x             3.1x

 

Revenue, production and commodity prices

 

Group

Group working interest production averaged 153 kboed with the Karish and
Karish North fields contributing 73% of total output. Increased production in
Israel compared to the previous year, coupled with in Egypt a full year of
production from NEA/NI and first production from Location B in August 2024, as
well as Cassiopea (Italy) first gas, led to a 25% increase in Group production
output compared to the prior the year. The rest of the portfolio showed no
significant fluctuations year-on-year. Despite regional variations, the
overall group production mix remained consistent at 83% gas and 17% liquids
(2023: 83% gas and 17% liquids).

Revenue for the Group for 2024 totalled $1,779 million, reflecting a 25%
increase from the prior period (2023: $1,420 million). This growth was
primarily driven by sales from Israel, which accounted for 70% of Group total
revenue (2023: 66%).

The weighted average realised gas price for the Group was $4.7/mcf, 4% lower
than in 2023 of $4.9/mcf. On a standalone basis, before the impact of the
increase in production, this led to a 5% year-on-year decline in revenue. Gas
prices in Italy were subdued at the beginning of 2024, leading to an average
realised PSV price of €35.3/MWh (2023: €45.7/MWh), resulting in a 23%
decline in Italian revenue year-on-year. Total gas sales increased by 18% to
$1,096 million (2023: $928 million), driven by higher sales volumes.

Total liquid, crude, and petroleum product sales reached $652 million for the
year (2023: $462 million). The realised weighted average liquids price was
$71.2/boe (2023: $71.3/boe). The increase in revenue was primarily because of
higher volumes sold, with prices remaining nearly unchanged year-over-year.

Adjusted EBITDAX for the period was $1,162 million (2023: $931 million). The
overall 25% increase was primarily driven by higher revenue, which outpaced
the slower 18% increase in cash production costs.

 

Continuing operations

Working interest production from continuing operations averaged 114 kboed,
with the Karish and Karish North fields contributing 99% of total output.
Increased production in Israel compared to the previous year led to a 28%
increase in production output in 2024. The production mix was 85% gas and 15%
liquids (2023: 88% gas and 12% liquids). Notably, production in the UK grew by
26% compared to 2023 whereas production in Greece stayed flat compared to
2023.

Revenue from continuing operations rose to $1,315 million, a 34% increase
compared to the previous period (2023: $978 million). This growth was
primarily driven by sales from Israel, which accounted for 94% of revenue from
continuing operations (2023: 96%).

Gas sales from continuing operations increased by 23% to $840 million (2023:
$681 million), mainly due to higher sales volumes in Israel.

Liquid, crude, and petroleum product sales reached $472 million (2023: $299
million). The realised weighted average liquids price was $75.3/boe (2023:
$76.3/boe). Even though the average liquids price was constant year-on-year,
the increase in liquid, crude, and petroleum product sales was due to a 60%
increase in sales volumes. The significant increase in sales volumes largely
driven Israel's 53% year to year increase in sales volumes. In addition to
this, Greece, sold three times more barrels of liquids compared to the
previous year (2024: 572 kbbl versus 2023: 196 kbbl), following a shift in
cargo disposals from 2023 into 2024. The average Brent oil price in 2024 was
$79.86/bbl (2023: $82.18/bbl).

Adjusted EBITDAX for the period reached $885 million, up from $667 million in
2023. This 33% increase in adjusted EBITDAX was primarily driven by higher
revenue and a relatively stable cash production costs per barrel of oil
equivalent.

Underlying cash production costs

 

Group

Total cash production costs for the period were $559 million (2023: $475
million) with 61% attributed to production in Israel. Cash production costs
for the rest of the Group, excluding Israel, amounted to $220 million (2023:
$217 million). Unit costs for the period were $10/boe (2023: $11/boe),
primarily reflecting the impact of increased production on a largely fixed
cost base. As detailed in note 7 of the consolidated financial statements,
royalties-payable in Italy and Israel-are a significant component of
production costs. Excluding royalties, production costs were $320 million
(2023: $289 million) with a representative unit cost of $6/boe (2023: $7/boe).

 

Continuing operations

Cash production costs for the period were $389 million (2023: $307 million),
with 87% attributed to production in Israel. Despite the increase in total
costs, unit costs slightly decreased to $9.4/boe down from $9.5/boe last year.
As detailed in note 7 of the financial statements, royalties-payable in
Israel-are a significant component of production costs. Excluding royalties,
production costs were $171 million (2023: $142 million), with a representative
unit cost of $4/boe in both periods.

 

Depreciation

 

Group

In accordance with the accounting for discontinued operations, Italy, Egypt
and Croatia (the ECL Group) ceased depreciation of assets once they were
classified as held for sale. Despite this, depreciation charges on production
and development assets increased to $348 million from $306 million in 2023.
This increase was primarily driven by elevated production levels in Israel.
However, this was partially offset by a $35 million net reduction in
depreciation from assets in discontinued operations attributed to their
reclassification under assets held for sale accounting.

On a per barrel of oil equivalent basis, this represented a 7% decrease,
decreasing to $13/boe (2023: $14/boe).

 

Continuing operations

Depreciation charges on production and development assets rose to $296 million
(2023: $219 million) primarily due to the 41% increase in Israel's charges to
$265 million (2023: $188 million).

 

Exploration and evaluation expenditure and new ventures

 

Group

During the period, the Group expensed $150 million (2023: $34 million) for
exploration and new venture evaluation activities. Total impairment costs of
$145 million were recognised during the period for projects that will not
progress to development. In 2024, the Orion X1 exploration well in Egypt
reached the target reservoir but indicated no commercial hydrocarbons,
resulting in a full impairment of the related exploration asset valued at $63
million. Additionally, the exploration license for Ioannina expired on 2 April
2024, leading to a full impairment of the exploration asset valued at $16
million. Moreover, in Morocco, where unfavourable exploration results and the
intention to transfer the license rights, indicated the impairment of the
related exploration asset amounting to $65 million.

 

Continuing operations

During the period, $84 million (2023: $29 million) were expensed for
exploration and new venture evaluation activities. Impairment costs of $16
million were recognised during the period for Ioannina license which expired
on 2 April 2024, leading to a full impairment of the exploration asset. This
was accompanied by a full impairment of a related exploration asset in
Morocco, valued at $65 million.

 

Other income and expenses

 

Group

Other expenses increased to $12 million (2023: $5 million). Other expenses
primarily consists of $5 million in transaction costs related to ECL Group
disposal and $5 million of other expenses mainly coming from the discontinued
operations. Other income totalled $3 million (2023: $8 million), mainly due to
the reversal of prior period provisions, reassessed in the current year based
on updated facts and circumstances.

 

Continuing operations

Other expenses from continuing operations increased to $7 million (2023: $5
million). Other expenses primarily consist of the $5 million in transaction
costs related to ECL Group disposal. Other income from continuing operations
totalled $2 million, unchanged from the prior period (2023: $2 million).

 

Finance income / costs

 

Group

Total finance costs in 2024 amounted to $272 million (2023: $251 million).
Total financing costs before capitalisation were $287 million. The finance
costs included $201 million in interest expense on Senior Secured notes, $16
million on debt facilities, $9 million in interest expense related to
long-term payables, $51 million from the unwinding of discounts on
decommissioning provisions, on long-term payables and on Lease liabilities,
and $10 million in commissions for guarantees and other bank charges. Net
finance costs also reflect foreign exchange gains of $14 million and finance
income of $15 million, which includes interest income from time deposits.

 

Continuing operations

Total finance costs in 2024 for continuing operations amounted to $239 million
(2023: $231 million). Total financing costs before capitalisation were $254
million. The finance costs included $201 million in interest expense on Senior
Secured notes, $16 million on debt facilities, $2 million in interest expense
related to long-term payables, $27 million from the unwinding of discounts on
decommissioning provisions, long-term payables and on Lease liabilities, and
$8 million in commissions for guarantees and other bank charges. Net finance
costs also reflect finance income of $14 million, which includes interest
income from time deposits.

 

Taxation

Group

The Group had a tax expense of $89 million in 2024 (2023: $159 million),
consisting of a current tax expense of $121 million offset by a prior year tax
reversal of $4 million and a deferred tax income of $28 million, resulting in
an effective tax rate of 32% (down from 46% in 2023). Current tax expense was
up by $63 million mainly due to the increased profitability in Israel,
whereas, the movement in deferred taxes was impacted by the reduction in
temporary differences due to the impairment of assets in Greece ($23 million)
and the addition of recoverable deferred tax assets in the UK ($19 million),
offset by the reversal of deferred tax assets in Israel due to the utilisation
of tax losses and other temporary differences ($22 million).

Taxation charges in 2024 also included $35 million (2023: $48 million) related
to non-cash taxes deducted at source in Egypt.

 

Continuing operations

Tax charges for continuing operations totalled $52 million (2023: $70
million), including $82 million in corporation tax charges offset by $30
million in deferred tax income.

 

Profit after tax

Group

Profit after tax was $188 million (2023: $185 million). It was due to lower
taxable profits offset by reduced tax expenses (2024: $89 million versus 2023:
$159 million). Profit before tax decreased by 19% to $277 million (2023: $344
million). This is primarily due to several-specific exceptional items. Key
contributors include the impairment of tangible assets in Greece ($96
million), intangible assets in Egypt, Morocco and Greece ($145 million) and
the increase in Italian decommissioning obligations in the period ($26
million).

 

Continuing operations

Profit after tax from continuing operations was $116 million (2023: $102
million). The increase in profit compared to the prior period is primarily due
to higher taxable profits, despite an increased tax expense (2024: $52 million
versus 2023: $70 million). Profit before tax decreased by 2% to $168 million
(2023: $172 million) primarily due to impairment of tangible asset in Greece
($96 million) and intangible assets in Morocco and Greece ($82 million).

 

Earnings per share

 

Group

In 2024, earnings per share were $1.02 (2023: $1.04), and diluted earnings per
share were $1.01 (2023: $1.05).

Continuing operations

Earnings per share from continuing operations were $0.63 (2023: $0.57). The
diluted earnings per share for continuing operations were $0.62 (2023: $0.59),
reflecting mainly the impact of convertible loan notes in H1 2023.

Operating cash flow

 

Group

In 2024, the Group had a net cash inflow from operations of $1,122 million
(2023: $656 million). The significant increase in operating cash flow compared
to the prior period was primarily driven by the significant growth in revenues
from Israel.

 

Continuing operations

In 2024, Energean recorded a net cash inflow from operations of $916 million
(2023: $578 million).

 

Capital Expenditures

 

Group

During the year, the Group incurred capital expenditures of $733 million
(2023: $544 million). The expenditures were primarily focused on development
activities, including $301 million related to activities in Israel (Karish,
Karish North, Katlan, Second Oil Train and Second Gas Export Riser), $224
million in Italy, the vast majority of which was associated with the Cassiopea
field and $36 million for Location B in Egypt. Exploration and appraisal
expenditures were mainly directed towards the Gemini field in Italy ($22
million), the Orion X1 well in Egypt ($19 million) and new operations in
Morocco ($66 million).

 

Continuing operations

In 2024, capital expenditures for continuing operations totalled $408 million,
having increased from $198 million in 2023. These expenditures were primarily
focused on development and exploration activities in Israel and Morocco, as
previously discussed, and minor development capital expenditures in Scott and
Telford (UK).

 

Decommissioning provision

A total change in the decommissioning provision of $22 million (2023: $28
million) was expensed during the period. This included a $24 million expense
related to discontinued operations due to an increase in the decommissioning
provision estimate in Italy, driven by higher discount rates in the first half
of the year. Additionally, a $3 million expense was recorded in the UK for
continuing operations.

In 2024, the Group incurred $43 million in decommissioning expenses, with $13
million allocated to the Tors and Wenlock projects (UK) under continuing
operations, and $30 million attributed to discontinued operations in Italy,
compared to a total of $9 million in 2023.

 

Net Debt

 

As of 31 December 2024, net debt totalled $2,949 million (2023: $2,849
million), comprising $2,625 million in Israeli senior secured notes, $450
million in corporate senior secured notes, and $105 million from the Greek
Black Sea Trade Development Bank loan, offset by deferred amortized fees and
cash, bank deposits, and restricted cash balances of $321 million (including
$85 million of restricted cash). In the debt capital markets, Energean is only
exposed to floating interest rates for the Greek loan and the Revolving Credit
Facility, as well as the new loan from Bank Leumi upon its withdrawal.
Conversely, the Senior Secured Notes issued by both Energean Plc and Energean
Israel are subject to fixed interest rates.

 

Shareholder Distributions

In line with the Group's dividend policy, Energean returned US$1.20 per share
to shareholders in 2024, totalling $220 million, representing four-quarters of
dividend payments. In 2023, Energean returned US$1.20 per share.

 

Non-IFRS measures

The Group uses certain measures of performance that are not specifically
defined under IFRS or other generally accepted accounting principles. These
non-IFRS measures include adjusted EBITDAX, underlying cash cost of production
and G&A, capital expenditure, net debt and leveraging.

 

Adjusted EBITDAX

Adjusted EBITDAX is a non-IFRS measure used by the Group to measure business
performance. It is calculated as profit or loss for the period, adjusted for
discontinued operations, taxation, depreciation and amortisation, share-based
payment charge, impairment of property, plant and equipment, other income and
expenses, net finance costs and exploration costs. The Group presents adjusted
EBITDAX as it is used in assessing the Group's growth and operational
efficiencies because it illustrates the underlying performance of the Group's
business by excluding items not considered by management to reflect the
underlying operations of the Group.

 

                                           FY 2024                 FY 2023

                                           Continuing operations   Continuing operations
                                           $m                      $m
 Adjusted EBITDAX                          885                     667
 Reconciliation to profit for the period:
 Depreciation and amortisation             (296)                   (219)
 Share-based payment charge                (9)                     (6)
 Exploration and evaluation expense        (84)                    (29)
 Change in decommissioning provision       3                       (18)
 Expected credit loss                      (5)                     -
 Impairment of oil and gas assets          (95)                    -
 Other expenses                            (5)                     (3)
 Finance income                            15                      14
 Finance cost                              (239)                   (231)
 Net foreign exchange loss                 (2)                     (3)
 Taxation expense                          (52)                    (70)
 Profit for the period                     116                     102

 

While adjusted EBITDAX excludes the financial results of discontinued
operations by definition, the Group has chosen to present equivalent non-IFRS
financial metrics for the entire Energean Group, including discontinued
operations, for comparison purposes.

                                           FY 2024          FY 2023

                                           Energean Group   Energean Group
                                           $m               $m
 Adjusted EBITDAX                          1,162            931
 Reconciliation to profit for the period:
 Depreciation and amortisation             (348)            (306)
 Share-based payment charge                (9)              (7)
 Exploration and evaluation expense        (150)            (34)
 Change in decommissioning provision       (22)             17
 Expected credit loss                      (7)              (4)
 Impairment of oil and gas assets          (96)             -
 Other (expenses)/income                   (9)              3
 Finance income                            15               20
 Finance cost                              (272)            (251)
 Unrealised loss on derivative             -                (7)
 Net foreign exchange profit/ (loss)       14               (18)
 Taxation income / (expense)               (89)             (159)
 Profit for the period                     188              185

 

Cash Cost of Production

Cash Cost of Production is a non-IFRS measure that is used by the Group as a
useful indicator of the Group's underlying cash costs to produce hydrocarbons.
The Group uses the measure to compare operational performance
period-to-period, to monitor cost and assess operational efficiency. Cash cost
of production is calculated as cost of sales, adjusted for depreciation and
hydrocarbon inventory movements.

 

                                          FY 2024          FY 2023          FY 2024                 FY 2023

                                          Energean Group   Energean Group   Continuing operations   Continuing operations
                                          $m               $m               $m                      $m
 Cost of sales                            925              760              702                     509
 Adjusted for:
 Depreciation                             (344)            (301)            (293)                   (216)
 Change in inventory                      (22)             16               (20)                    14
 Cost of production                       559              475              389                     307
 Total production for the period (MMboe)  55,985           44,883           41,436                  32,492
 Cost of production per boe ($/boe)       10.0             10.6             9.4                     9.5

 

Cash General & Administrative Expense (G&A)

Cash G&A excludes certain non-cash accounting items from the Group's
reported G&A. Cash G&A is calculated as follows: administrative and
distribution expenses, excluding depletion and amortisation of assets and
share-based payment charge that are included in G&A.

                                                 FY 2024 Energean Group  FY 2023          FY 2024                 FY 2023

                                                                         Energean Group   Continuing operations   Continuing operations
                                                 $m                      $m               $m                      $m
 Administrative expenses                         49                      43               32                      27
 Less:
 Depreciation                                    (4)                     (5)              (3)                     (3)
 Share-based payment charge included in G&A      (8)                     (7)              (8)                     (6)
 Cash G&A                                        37                      31               21                      18

 

The Group's total cash G&A expenses for 2024 amounted to $37 million, with
$21 million attributed to continuing operations. This reflects a 19% overall
increase from the previous period, and a 17% increase specifically for
continuing operations. The rise in costs is primarily driven by an increase in
staff expenses in Israel due to ramp-up of operations and higher staff
expenditure in Italy.

 

Capital Expenditure

Capital expenditure is a useful indicator of the Group's organic expenditure
on oil and gas assets and exploration and appraisal assets incurred during a
period. Capital expenditure is defined as additions to property, plant and
equipment and intangible exploration and evaluation assets less
decommissioning asset additions, right-of-use asset additions, capitalised
share-based payment charge and capitalised borrowing costs:

 

                                                            FY 2024          FY 2023          FY 2024                 FY 2023

                                                            Energean Group   Energean Group   Continuing operations   Continuing operations
                                                            $m               $m               $m                      $m
 Additions to property, plant and equipment                 626              533              333                     205
 Additions to intangible exploration and evaluation assets  117              57               72                      29
 Less:
 Capitalised borrowing costs                                15               18               15                      18
 Leased assets additions and modifications                  12               47               6                       16
 Lease payments related to capital activities               (20)             (16)             (9)                     (8)
 Change in decommissioning provision                        4                (3)              (14)                    10
 Total capital expenditures                                 733              544               408                    198
 Movement in working capital                                32               (3)               53                     168
 Cash capital expenditures per the cash flow statement      765              541               461                    366

 

Net Debt

Net debt is defined as the Group's total borrowings less cash and cash
equivalents. Management believes that net debt serves as a valuable indicator
of the Group's indebtedness, financial flexibility, and capital structure
because it reflects the level of borrowings after accounting for any cash and
cash equivalents that could be utilised to reduce borrowings.

 

 Net debt reconciliation                        FY 2024          FY 2023

                                                Energean Group   Energean Group
                                                $m               $m
 Current borrowings                             128              80
 Non-current borrowings                         3,142            3,141
 Total borrowings                               3,270            3,221
 Less: Cash and cash equivalents                (236)            (347)
 Less: Restricted cash held for loan repayment  (85)             (25)
 Net Debt 21                                    2,949            2,849
 Net Debt Excluding Israel(4)                   595              570

 

Going Concern

The Directors assessed the Group's ability to continue as a going concern over
a going concern assessment period to 30 June 2026. As a result of this
assessment, the Directors are satisfied that the Group has sufficient
financial resources to continue in operation for the foreseeable future and
for this reason they continue to adopt the going concern basis in preparing
the consolidated financial statements. Detail of the Group's going concern
assessment for the period can be found within note 2.2 of the consolidated
financial statements.

Subsequent Events

New term loan

In February 2025, the Group has signed a 10-year, senior-secured term loan
with Bank Leumi as the Facility Agent and Arranger for $750 million. The term
loan will be available to refinance the 2026 Energean Israel Limited Notes and
to provide additional liquidity for the Katlan development. Refer to note 2.1
for further detail.

Sale of Egypt, Italy and Croatia portfolio

The Group remains committed to completing the sale of the ECL Group under the
terms of the Sale and Purchase Agreement (SPA) signed on 19 June 2024.
However, as of the date of these financial statements, some of the necessary
regulatory approvals have not yet been obtained by Carlyle. Additionally, as
of the date of these financial statements, the Group has not been able to
reach agreement with Carlyle to extend the longstop date beyond 20 March 2025,
as outlined in the SPA.  Accordingly, there is uncertainty regarding the
completion of the sale.

 

This information became available to the Group subsequent to the reporting
date and does not alter the accounting approach applied to the ECL Group in
these financial statements, presenting it as a disposal group held for sale
and a discontinued operation. At the reporting date, the disposal was deemed
highly probable to be completed within 12 months from the reporting date. This
assessment was based on the status of approvals as of 31 December 2024, which
included:

·      Unconditional clearance from the Italian Competition Authority
obtained in August 2024;

·      Approval from the Italian Presidency of the Council of Ministers
under the Italian Golden Power Law received in September 2024; and

·      Unconditional clearance from the COMESA Competition Commission
received in December 2024.

Should the Group reassess and reclassify the ECL Group to assets held-for-use
and continuing operations in 2025, it would result in an additional
depreciation charge of $65.1 million, as detailed in Note 17, being reflected
in the 2024 full year results when reported as restated comparative figures
for 2025.

Other events

In February 2025 the Group renegotiated the extension of the $300 million RCF
for another three years, until September 2028. The total available
commitments, step down to $200 million from  September 2025 onwards.

 

Risk Management

 

Principal Risks

 

As of 31 December 2024, the Board identified several changes to the principal
risks facing the business, primarily as a result of the impact of the
envisaged disposal of its Egypt, Italy and Croatia portfolio. As a result of
this as at 31 December 2024, Energean removed three principal risks recognised
in the 2023 Annual Report: "Deterioration or misaligned of JV relationships
risk,"  "Recoverability of production costs and receivables in Egypt" and
"Geopolitical conflicts outside of Israel in areas of operation affecting
production and distribution" given these are risks associated with operations
within the Disposal Group currently held for sale. Elsewhere, the Board has
combined the "Maintaining liquidity and solvency" and "Macro-economic risk"
under one principal risk in the 2024 Annual Report.

 

In 2024, the Board also considered the risks associated with the Carlyle
Transaction, including the risk of the Transaction not proceeding by the long
stop date of 20 March 2025 or at all. A detailed analysis of the effects of
the Transaction including the impact of the material risks associated with the
Transaction not proceeding are described in section 3.1 as announced on 29
August 2024 pursuant to the UK Listing Rule 7.3. and the Company's 2024 Half
Year results and is considered as a sensitivity in our Viability Statement in
the 2024 Annual Report & Accounts.

 

As noted in the Company's announcement of 17 March 2025, certain regulatory
approvals in Italy and Egypt have not yet been obtained by Carlyle (or waived)
and the Company has no assurance that such conditions will be satisfied on or
before 20 March 2025 in accordance with the terms of the binding Sale and
Purchase Agreement ("SPA") signed on 19 June 2024. Additionally, as of the
date of writing this report, Company has not been able to reach agreement with
Carlyle to extend the longstop date beyond 20 March 2025. Accordingly, there
is a significant risk that the outstanding conditions precedent will not be
satisfied (or waived) by the relevant long stop date and that, therefore,
(absent an extension being agreed) the Transaction may be terminated in
accordance with the provisions of the SPA.

 

A full description of Energean's principal risks as at 31 December 2024, as
well as a full description of the Group's mitigations in relation to these
risks, is disclosed in the 2024 Annual Report & Accounts.

 

Forward Looking Statements

This announcement contains statements that are, or are deemed to be,
forward-looking statements. In some instances, forward-looking statements can
be identified by the use of terms such as "projects", "forecasts", "on track",
"anticipates", "expects", "believes", "intends", "may", "will", or "should"
or, in each case, their negative or other variations or comparable
terminology. Forward-looking statements are subject to a number of known and
unknown risks and uncertainties that may cause actual results and events to
differ materially from those expressed in or implied by such forward-looking
statements, including, but not limited to: general economic and business
conditions; demand for the Company's products and services; competitive
factors in the industries in which the Company operates; exchange rate
fluctuations; legislative, fiscal and regulatory developments; political
risks; terrorism, acts of war and pandemics; changes in law and legal
interpretations; and the impact of technological change. Forward-looking
statements speak only as of the date of such statements and, except as
required by applicable law, the Company undertakes no obligation to update or
revise publicly any forward-looking statements, whether as a result of new
information, future events or otherwise. The information contained in this
announcement is subject to change without notice.

 

Group Income Statement

Year ended 31 December 2024

 ($'000)                                                     Notes  2024       2023 (Restated)(( 22 ))
 Continuing operations:
 Revenue                                                     4      1,314,734  978,495
 Cost of sales                                               5a     (702,440)  (509,286)
 Gross profit                                                       612,294    469,209

 Administrative expenses                                     5b     (31,969)   (27,305)
 Exploration and evaluation expenses                         5c, 9  (83,646)   (29,192)
 Change in decommissioning provision                         15     3,201      (18,352)
 Impairment of oil and gas assets                            5g, 8  (95,448)   (342)
 Expected credit loss                                        5d     (4,928)    -
 Other expenses                                              5e     (7,013)    (4,182)
 Other income                                                5f     1,925      1,687
 Operating profit                                                   394,416    391,523

 Finance income                                              6      14,811     14,318
 Finance costs                                               6      (239,123)  (231,095)
 Unrealised loss on derivatives                                     (392)      -
 Net foreign exchange loss                                   6      (1,446)    (3,010)
 Profit before tax from continuing operations                       168,266    171,736

 Taxation expense                                            7      (52,342)   (69,674)
 Profit for the year from continuing operations                     115,924    102,062
 Discontinued operations:
 Profit after tax for the year from discontinued operations  17     72,148     82,873
 Profit for the year                                                188,072    184,935

 

 (cents per share)                                               Notes  2024   2023 (Restated)(( 23 ))
 Basic and diluted earnings per share
 Basic                                                                  $1.02  $1.04
 Diluted                                                                $1.01  $1.05
 Basic and diluted earnings per share for continuing operations
 Basic                                                                  $0.63  $0.57
 Diluted                                                                $0.62  $0.59

Group Statement of Comprehensive Income

Year ended 31 December 2024

 ($'000)                                                                        2024      2023 (Restated)(( 24 ))
 Profit for the year from:
 Continuing operations                                                          115,924   102,062
 Discontinued operations                                                        72,148    82,873
 Profit for the year                                                            188,072   184,935

 Other comprehensive profit/(loss):
 Items that may be reclassified subsequently to profit or loss
 Cash Flow hedges, net of tax                                                   (266)     -
 Exchange difference on the translation of foreign operations, net of tax       (25,183)  7,463
 Net other comprehensive loss that may be reclassified to profit or loss in     (25,449)  7,463
 subsequent periods

 Items that will not be reclassified subsequently to profit or loss
 Remeasurement of defined benefit pension plan                                  116       (161)
 Income taxes on items that will not be reclassified to profit or loss          (29)      38

 Net other comprehensive income/(loss) that will not be reclassified to profit  87        (123)
 or loss in subsequent periods

 Other comprehensive profit after tax                                           (25,362)  7,340
 Total comprehensive profit for the year                                        162,710   192,275

 

 

Group Statement of Financial Position

As at 31 December 2024

 ($'000)                                      Notes  2024       2023
 Assets
 Non-current assets
 Property, plant and equipment                8      3,378,752  4,371,325
 Intangible assets                            9      185,310    325,389
 Equity-accounted investments                        -          4
 Other receivables                            13     32,973     33,682
 Deferred tax asset                           10     128,368    217,504
 Restricted cash                              12     2,950      3,124
                                                     3,728,353  4,951,028
 Current assets
 Inventories                                         29,233     110,126
 Trade and other receivables                  13     132,454    353,257
 Restricted cash                              12     82,427     22,482
 Cash and cash equivalents                    11     182,251    346,772
 Assets held for sale                         17     1,769,906  -
                                                     2,196,271  832,637
 Total assets                                        5,924,624  5,783,665

 Equity and Liabilities
 Equity attributable to owners of the parent
 Share capital                                       2,449      2,449
 Share premium                                       465,331    465,331
 Merger reserve                                      139,903    139,903
 Other reserves                                      5,796      5,975
 Foreign currency translation reserve                (23,547)   1,636
 Share-based payment reserve                         41,996     32,917
 Retained earnings                                   6,161      37,904
 Total equity                                        638,089    686,115

 Non-current liabilities
 Borrowings                                   14     3,141,904  3,141,197
 Deferred tax liabilities                     10     141,403    122,785
 Retirement benefit liability                        518        1,595
 Provisions                                   15     234,035    786,362
 Trade and other payables                     16     89,283     166,923
                                                     3,607,143  4,218,862
 Current liabilities
 Trade and other payables                     16     335,841    737,603
 Current portion of borrowings                14     128,000    80,000
 Current tax liability                               81,034     9,261
 Derivative financial instruments                    345        -
 Provisions                                   15     58,260     51,824
 Liabilities held for sale                    17     1,075,912  -
                                                     1,679,392  878,688
 Total equity and liabilities                        5,924,624  5,783,665

Group Statement of Changes in Equity

 

Year ended 31 December 2024

 ($'000)                                                       Share capital  Share premium  Hedges and Defined Benefit Plans reserve 25      Equity component of convertible bonds 26   Share based payment reserve 27   Translation reserve 28   Retained earnings  Merger reserves  Total
 At 1 January 2023                                             2,380          415,388        6,098                                            10,459                                     25,589                           (5,827)                  56,208             139,903          650,198
 Profit for the period                                         -              -              -                                                -                                          -                                -                        184,935            -                184,935
 Remeasurement of defined benefit pension plan, net of tax                                   (123)                                                                                                                                                                                     (123)
 Exchange difference on the translation of foreign operations                                                                                                                                                             7,463                                                        7,463
 Total comprehensive income                                    -              -              (123)                                            -                                          -                                7,463                    184,935            -                192,275
 Transactions with owners of the company:
 Conversion of the loan note                                   57             49,943         -                                                (10,459)                                   -                                -                        10,459             -                50,000
 Exercise of Employee Share Options                            12             -              -                                                -                                          (12)                             -                        -                  -                -
 Share based payment charges                                   -              -              -                                                -                                          7,340                            -                        -                  -                7,340
 Dividends (note 18 )                                          -              -              -                                                -                                          -                                -                        (213,698)          -                (213,698)
 At 1 January 2024                                             2,449          465,331        5,975                                            -                                          32,917                           1,636                    37,904             139,903          686,115
 Profit for the period                                         -              -              -                                                -                                          -                                -                        188,072            -                188,072
 Cashflow hedge, net of tax                                    -              -              (266)                                            -                                          -                                -                        -                  -                (266)
 Remeasurement of defined benefit pension plan, net of tax     -              -              87                                               -                                          -                                -                        -                  -                87
 Exchange difference on the translation of foreign operations  -              -              -                                                -                                          -                                (25,183)                 -                  -                (25,183)
 Total comprehensive income                                    -              -              (179)                                            -                                          -                                (25,183)                 188,072            -                162,710
 Transactions with owners of the company:
 Share based payment charges                                   -              -              -                                                -                                          9,079                            -                        -                  -                9,079
 Dividends (note 18)                                           -              -              -                                                -                                          -                                -                        (219,815)          -                (219,815)
 At 31 December 2024                                           2,449          465,331        5,796                                            -                                          41,996                           (23,547)                 6,161              139,903          638,089

Group Statement of Cash Flows

Year ended 31 December 2024

 ($'000)                                                                         Note  2024                              2023 (Restated)(( 29 ))
 Operating activities
 Profit before taxation from continuing operations                                     168,266                           171,737
 Profit before taxation from discontinued operations                                   108,763                           172,428
 Profit before taxation                                                                277,029                           344,165
 Adjustments to reconcile profit before taxation to net cash provided by
 operating activities:
 Depreciation, depletion and amortisation                                        8,9   347,754                           306,144
 Impairment loss on property, plant and equipment                                8     95,607                            342
 Loss from the sale of property, plant and equipment                             5e    675                               190
 Impairment loss on exploration and evaluation assets                            9     144,669                           28,758
 Impairment loss on inventory                                                          671                               -
 Change in decommissioning provision estimates                                   15    (8,221)                           (16,996)
 Defined benefit (gain)/ loss                                                          (71)                              45
 Movement in other provisions                                                    15    704                               (11,098)
 Compensation to gas buyers                                                      4     -                                 4,929
 Finance income                                                                  6     (15,386)                          (19,501)
 Finance costs                                                                   6     271,528                           250,395
 Unrealised loss on derivatives                                                        392                               6,610
 ECL on trade receivables                                                              7,482                             4,375
 Non-cash revenues from Egypt(( 30 ))                                                  (34,841)                          (48,254)
 Other income                                                                          (344)                             -
 Share-based payment charge                                                            9,079                             7,340
 Net foreign exchange (income)/ loss                                             6     (12,639)                          16,584
 Cash flow from operations before working capital adjustments
 Increase in inventories                                                                             3,210               (14,923)
 Increase in trade and other receivables                                                        (81,058)                 (45,178)
 Increase/(Decrease) in trade and other payables                                               121,260                   (44,913)
 Cash flow from operations                                                             1,127,500                         769,014
 Income tax paid                                                                       (5,733)                           (112,827)
 Net cash inflow from operating activities                                             1,121,767                         656,187

 Investing activities
 Payment for purchase of property, plant and equipment                           8          (580,487)                    (436,043)
 Payment for exploration and evaluation, and other intangible assets             9           (184,851)                   (105,024)
 Movement in restricted cash                                                     12             (59,954)                 49,226
 Proceeds from disposal of exploration and evaluation and other intangible             978                               -
 Amounts received from INGL related to the transfer of property, plant &         16                  1,801               56,906
 equipment
 Other investing activities                                                            2,858                             (520)
 Interest received                                                                                10,236                 18,997
 Net cash outflow for investing activities                                             (809,419)                         (416,458)

 Financing activities
 Drawdown of borrowings                                                          14             118,000                  905,038
 Repayment of borrowings                                                         14          (70,000)                    (655,000)
 Repayment of deferred consideration liability                                   14    -                                 (150,000)
 Debt issue costs                                                                14    -                                 (17,633)
 Repayment of obligations under leases                                           14            (20,467)                  (18,732)
 Finance cost paid for deferred license payments                                                  (4,000)                (2,496)
 Finance costs paid                                                                          (229,755)                   (174,833)
 Dividend Paid                                                                               (219,815)                   (213,698)
 Net cash outflow from financing activities                                                (426,037)                     (327,354)

 Net decrease in cash and cash equivalents                                             (113,689)                         (87,625)
 Cash and cash equivalents at beginning of the period                                  346,772                           427,888
 Effect of exchange rate fluctuations on cash held                                     2,187                             6,509
 Cash and cash equivalents at end of the period (including cash held in          11    235,270                           346,772
 disposal group)
 Cash and cash equivalents held in disposal group presented as held for sale at  17    53,019                            -
 31 December

 

1.    Basis of preparation and presentation of financial information

Whilst the financial information in this preliminary announcement has been
prepared in accordance with UK-adopted International Accounting Standards
(UK-adopted IAS) and with the requirements of the United Kingdom Listing
Authority (UKLA) Listing Rules, this announcement does not contain sufficient
information to comply with IFRS. The Group will publish full financial
statements that comply with IFRS in April 2025. The financial information for
the year ended 31 December 2024 does not constitute statutory accounts as
defined in sections 435 (1) and (2) of the Companies Act 2006. The group and
parent company financial statements for the year ended 31 December 2023 have
been delivered to the Registrar of Companies; the auditor's report on these
accounts was unqualified, did not include a reference to any matters by way of
emphasis and did not contain a statement under Section 498 (2) or Section 498
(3) of the UK Companies Act 2006.

 

The accounting policies applied are consistent with those adopted and
disclosed in the Group's financial statements for the year ended 31 December
2024. There have been a number of amendments to accounting standards and new
interpretations issued by the International Accounting Standards Board which
were applicable from 1 January 2024, however these have not any impact on the
accounting policies, methods of computation or presentation applied by the
Group. Further details on new International Financial Reporting Standards
adopted will be disclosed in the 2024 Annual Report and Accounts.

Certain new accounting standards and interpretations have been published that
are not mandatory for 31 December 2024 reporting periods and have not been
early adopted by the Group. These standards are not expected to have a
material impact on the entity in the current or future reporting periods and
on foreseeable future transactions.

2.    Earnings per share

Basic earnings per ordinary share amounts are calculated by dividing net
income for the year attributable to ordinary equity holders of the parent by
the weighted average number of ordinary shares outstanding during the year.
Diluted income per ordinary share is calculated by dividing net income for the
year attributable to ordinary equity holders of the parent by the weighted
average number of ordinary shares outstanding during the year plus the
weighted average number of ordinary shares that would be issued if dilutive
employee share options were converted into ordinary shares.

 

 ($'000)                                                                      2024     2023 (Restated(( 31 )))
 Total profit from continuing operations attributable to equity shareholders  115,924  102,062
 Effect of dilutive potential ordinary shares(( 32 ))                         -        4,450
                                                                              115,924  106,512

 

                                                                           2024         2023
 Basic weighted average number of shares including those held by Employee  183,480,959  178,447,141
 Benefit Trust
 Dilutive potential ordinary shares                                        2,282,980    2,041,193
 Diluted weighted average number of shares                                 185,763,939  180,488,334
 Basic earnings per share, continuing operations                           $0.63/share  $0.57/share
 Diluted earnings per share, continuing operations                         $0.62/share  $0.59/share

 

3.    Segmental reporting

The information reported to the Group's Chief Executive Officer and Chief
Financial Officer (together the Chief Operating Decision Makers) for the
purposes of resource allocation and assessment of segment performance is
focused on three continuing operating segments: Europe (including Greece and
UK), Israel, and New Ventures. The Group's reportable segments under IFRS 8
Operating Segments are Europe and Israel. Segments that do not exceed the
quantitative thresholds for reporting information about operating segments
have been included in Other.

Discontinued operations consist of the Egypt segment, the Italian and Croatian
operations previously included in the Europe reportable segment, which are to
be disposed of in H1 2025 (refer to Note 17 for further detail).

Information regarding the results of each reportable segment is included below
and prior periods are represented to reflect discontinued operations to
provide comparability.

The following is an analysis of the Group's revenue, results and
reconciliation to profit/(loss) before tax by reportable segment:

 ($'000)                                  Europe                            Israel                                  Other & inter-segment transactions            Continuing operations, total            Discontinued operations  Total
 Year ended 31 December 2024
 Revenue from gas sales                            1,283                    838,881                                                 -                              840,164                                255,838                  1,096,002
 Revenue from hydrocarbon liquids sales                   -                 400,230                                    -                                               400,230                            41,640                   441,870
 Revenue from crude oil sales                 70,633                                         -                                          -                         70,633                                  151,736                  222,369
 Revenue from LPG sales                           -                                       -                                             -                                            -                    14,892                   14,892
 Other                                            3,707                                      -                                        -                                     3,707                         573                      4,280
 Total revenue                                  75,623                      1,239,111                                          -                                    1,314,734                             464,679                  1,779,413
 Adjusted EBITDAX 33                           38,634                       903,233                                  (56,591)                                           885,276                                276,775                1,162,051
 Reconciliation to profit before tax:
 Depreciation and amortisation expenses   (18,304)                          (276,444)                               (1,112)                                       (295,860)                               (51,894)                 (347,754)
 Share-based payment charge               (1,354)                           (1,207)                                 (6,530)                                       (9,091)                                 12                       (9,079)
 Exploration and evaluation expenses      (776)                             -                                       (82,870)                                      (83,646)                                (66,087)                 (149,733)
 Change in decommissioning expenses       3,201                             -                                       -                                             3,201                                   (25,568)                 (22,367)
 Expected credit loss                     (4,928)                           -                                       -                                             (4,928)                                 (2,554)                  (7,482)
 Impairment of oil and gas assets         (95,448)                          -                                       -                                             (95,448)                                (159)                    (95,607)
 Other expense                            (256)                             (779)                                   (5,978)                                       (7,013)                                 (4,881)                  (11,894)
 Other income                             2,437                             -                                       (512)                                         1,925                                   864                      2,789
 Finance income                           5,852                             8,894                                   65                                            14,811                                  575                      15,386
 Finance costs                            (22,450)                          (179,779)                               (36,894)                                      (239,123)                               (32,405)                 (271,528)
 Unrealised loss on derivatives           -                                 (392)                                   -                                             (392)                                   -                        (392)
 Net foreign exchange gain/(loss)         (523)                             (938)                                   15                                            (1,446)                                 14,085                   12,639
 Profit/(loss) before income tax          (93,915)                          452,588                                 (190,407)                                     168,266                                 108,763                  277,029
 Taxation income / (expense)              48,392                            (107,579)                               6,845                                         (52,342)                                (36,615)                 (88,957)
 Profit/(loss) for the period             (45,523)                          345,009                                 (183,562)                                     115,924                                 72,148                   188,072

 

 ($'000)                                  Europe                         Israel     Other & inter-segment transactions      Continuing operations, total  Discontinued operations  Total
 Year ended 31 December 2023 (Restated 34 )
 Revenue from gas sales                   1,608                          674,481    -                                       676,089                       246,578                  922,667
 Revenue from hydrocarbon liquids sales   -                              265,355    -                                       265,355                       32,487                   297,842
 Revenue from crude oil sales             33,567                         -          -                                       33,567                        147,137                  180,704
 Revenue from LPG sales                   -                              -          -                                       -                             14,376                   14,376
 Other                                    9,437                          -          (5,953)                                 3,484                         560                      4,044
 Total revenue                            44,612                         939,836    (5,953)                                 978,495                       441,138                  1,419,633
 Adjusted EBITDAX 35                      (1,997)                        669,894    (691)                                   667,206                       263,292                  930,498
 Reconciliation to profit before tax:
 Depreciation and amortisation expenses   (16,977)                       (201,881)  (15)                                    (218,873)                     (87,271)                 (306,144)
 Share-based payment charge               (1,126)                        (730)      (4,573)                                 (6,429)                       (911)                    (7,340)
 Exploration and evaluation expenses      (27,424)                       (50)       (1,718)                                 (29,192)                      (4,896)                  (34,088)
 Change in decommissioning expenses       (18,352)                       -          -                                       (18,352)                      35,348                   16,996
 Expected credit loss                     -                              -          -                                       -                             (4,375)                  (4,375)
 Other expense                            (4,245)                        (190)      (89)                                    (4,524)                       (750)                    (5,274)
 Other income                             1,463                          37         187                                     1,687                         6,293                    7,980
 Finance income                           6,347                          11,319     (3,348)                                 14,318                        5,183                    19,501
 Finance costs                            (25,578)                       (169,467)  (36,050)                                (231,095)                     (19,300)                 (250,395)
 Unrealised loss on derivatives           -                              -          -                                       -                             (6,610)                  (6,610)
 Net foreign exchange gain/(loss)         2,488                          (8,484)    2,986                                   (3,010)                       (13,574)                 (16,584)
 Profit/(loss) before income tax          (85,401)                       300,448    (43,311)                                171,736                       172,429                  344,165
 Taxation income / (expense)              (1,169)                        (68,600)   95                                      (69,674)                      (89,556)                 (159,230)
 Profit/(loss) for the period             (86,570)                       231,848    (43,216)                                102,062                       82,873                   184,935

 

The following table presents assets and liabilities information for the
Group's operating segments as at 31 December 2024 and 31 December 2023,
respectively:

 

 

 Year ended 31 December 2024 ($'000)  Europe   Israel     Other & inter-segment transactions      Continuing operations, total  Discontinued operations(( 36 ))  Total
 Oil & Gas properties                 156,792  3,221,613  (19,403)                                3,359,002                     1,158,700                        4,517,702
 Other fixed assets                   8,681    10,259     810                                     19,750                        42,932                           62,682
 Intangible assets                    45       171,902    13,363                                  185,310                       31,113                           216,423
 Trade and other receivables          46,978   131,128    (12,679)                                165,427                       290,273                          455,700
 Deferred tax asset                   128,368  -          -                                       128,368                       121,250                          249,618
 Other assets                         107,667  197,110    (7,916)                                 296,861                       125,638                          422,499
 Total assets                         448,531  3,732,012  (25,825)                                4,154,718                     1,769,906                        5,924,624
 Trade and other payables             73,721   329,969    21,434                                  425,124                       545,065                          970,189
 Borrowings                           101,816  2,594,212  573,876                                 3,269,904                     -                                3,269,904
 Decommissioning provision            206,938  85,357     -                                       292,295                       518,363                          810,658
 Current tax payable                  -        81,034     -                                       81,034                        3,813                            84,847
 Deferred tax liability               -        144,846    (3,443)                                 141,403                       -                                141,403
 Other liabilities                    113,291  277        (112,705)                               863                           8,671                            9,534
 Total liabilities                    495,766  3,235,695  479,162                                   4,210,623                   1,075,912                        5,286,535
 Other segment information
 Capital Expenditure 37 :
    Property, plant and equipment     32,136   303,290    564                                     335,990                       279,800                          615,790
    Intangible, exploration           654      6,528      64,944                                  72,126                        45,144                           117,270

   and evaluation assets

 

 

 Year ended 31 December 2023 ($'000)  Europe       Israel       Egypt      Other & inter-segment transactions      Total
 Oil & Gas properties                  734,265      3,112,552    473,628    (17,343)                                4,303,102
 Other fixed assets                    35,110       13,918       19,996     (801)                                   68,223
 Intangible assets                     20,303       243,965      46,846     14,275                                  325,389
 Trade and other receivables           88,729       130,135      154,095    (19,702)                                353,257
 Deferred tax asset                    219,476      -            -         (1,972)                                  217,504
 Other assets                          849,649      245,217      47,601     (626,277)                               516,190
 Total assets                          1,947,532    3,745,787    742,166    (651,820)                               5,783,665
 Trade and other payables              375,390      391,379      74,893     62,864                                  904,526
 Borrowings                            108,392      2,588,491    -          524,314                                 3,221,197
 Decommissioning provision             738,063      92,613       -          6,819                                   837,495
 Current tax payable                   7,597        -            -          1,664                                   9,261
 Deferred tax liability                -            125,847      -          (3,062)                                 122,785
 Other liabilities                     7,502        -            1,601      (6,817)                                 2,286
 Total liabilities                     1,236,944    3,198,330    76,494     585,782                                 5,097,550
 Other segment information
 Capital Expenditure 38 :
    Property, plant and equipment     220,461      138,490      130,099    (1,630)                                 487,420
    Intangible, exploration           4,152        24,959       26,253     1,288                                   56,652

   and evaluation assets

 

The following tables present cash flow information for the Group's operating
segments for the year ended 31 December:

 

 

 Year ended 31 December 2024 ($'000)                   Europe    Israel     Other & inter-segment transactions      Continuing operations, total            Discontinued operations  Total
 Net cash from / (used in) operating activities        24,085    888,988    3,784                                                916,857                    204,910                           1,121,767
 Cash outflow for investing activities                 (42,555)  (436,814)  (30,293)                                (509,662)                               (299,757)                (809,419)
 Net cash from financing activities                    10,838    (583,706)  9,963                                             (562,905)                     136,868                  (426,037)
 Net increase/(decrease) in cash and cash equivalents  (7,632)   (131,532)  (16,546)                                (155,710)                               42,021                   (113,689)
 Cash and cash equivalents at beginning of the period  17,000    286,625    31,298                                               334,923                    11,849                                346,772
 Effect of exchange rate fluctuations on cash held     (268)     2,635      671                                                      3,038                  (851)                                     2,187
 Cash and cash equivalents at end of the period        9,100     157,728    15,423                                  182,251                                 53,019                   235,270

 

 

 Year ended 31 December 2023 ($'000)                   Europe      Israel     Egypt       Other & inter-segment transactions      Total
 Net cash from / (used in) operating activities         25,737      586,570    52,032      (8,152)                                 656,187
 Cash outflow for investing activities                 (134,681)   (194,833)   (91,238)    4,294                                   (416,458)
 Net cash from financing activities                     65,012     (129,801)   26,896      (289,461)                               (327,354)
 Net increase/(decrease) in cash and cash equivalents   (43,932)    261,936    (12,310)    (293,319)                               (87,625)
 Cash and cash equivalents at beginning of the period   58,340      24,825     26,825      317,898                                 427,888
 Effect of exchange rate fluctuations on cash held      775         (136)      (3,281)     9,151                                   6,509
 Cash and cash equivalents at end of the period         15,183      286,625    11,234      33,730                                  346,772

4.    Revenue
 ($'000)                                  2024       2023 (Restated(( 39 )))
 Revenue from crude oil sales             70,633     33,567
 Revenue from hydrocarbon liquids sales   400,230    265,355
 Revenue from gas sales                   840,164    681,018
 Compensation to gas buyers               -          (4,929)
 Rendering of services and other revenue  3,707      3,484
 Total Revenue                            1,314,734  978,495

 

 Sales for the year ended 31 December (Kboe)  2024    2023 (Restated(( 40 )))
 Israel
 Gas                                          35,399  28,416
 Oil                                          5,351   3,492
 UK
 Gas                                          27      23
 Oil                                          344     228
 Greece
 Oil                                          572     196
 Total                                        41,693  32,355

 

5.    Operating profit/(loss)
      ($'000)                                                                    2024       2023 (Restated(( 41 )))
 (a)  Cost of sales
      Staff costs                                                                28,163     19,544
      Energy cost                                                                13,510     13,833
      Royalty payable                                                            219,273    167,179
      Other operating costs 42                                                   128,761                  107,137
      Depreciation and amortisation (note 8)                                     292,753                  215,965
      Oil stock movement                                                         14,228                   (14,142)
      Stock (underlift)/overlift movement                                        5,752                    (230)
                                                                                 702,440                  509,286

 (b)  Administration expenses
      Staff costs                                                                12,296                   13,033
      Other General & Administration expenses                                    6,280                    2,929
      Share-based payment charge included in administrative expenses             8,040                    6,429
      Depreciation and amortisation (note 8 & 9)                                 3,107                    2,908
      Auditor fees                                                               2,246                    2,006
                                                                                 31,969                   27,305
 (c)  Exploration and evaluation expenses
      Staff costs for Exploration and evaluation activities                      506                      444
      Exploration costs written off (note 9)                                     81,737                   26,589
      Other exploration and evaluation expenses                                  1,403                    2,159
                                                                                 83,646                   29,192
 (d)  Expected credit loss
      Expected credit loss expense                                               4,928                    -
                                                                                 4,928                    -
 (e)  Other expenses
      Loss from disposal of Property plant & Equipment                           -                        190
      Transaction costs associated with the disposal of the ECL Group (note 17)  5,188                    -
      Other expenses                                                             1,825                    3,992
                                                                                 7,013                    4,182
 (f)  Other income
      Other income                                                               1,925                    1,687
                                                                                 1,925                    1,687
 (g)  Impairment of oil and gas assets
      Impairment of oil and gas assets (note 8)                                  95,448                   342
                                                                                 95,448                   342

6.    Net finance cost
 ($'000)                                                 2024      2023 (Restated(( 43 )))
 Interest on bank borrowings                             15,957    6,104
 Interest on Senior Secured Notes                        201,254   193,009
 Interest expense on long term payables                  2,091     7,120
 Less amounts included in the cost of qualifying assets  (14,626)  (17,416)
                                                         204,676   188,817
 Finance and arrangement fees                            2,553     8,985
 Commission charges for bank guarantees                  3,575     2,274
 Other finance costs and bank charges                    2,099     (110)
 Unwinding of discount on right of use asset             958       733
 Unwinding of discount on long term trade payables       14,417    8,753
 Unwinding of discount on provision for decommissioning  11,567    11,762
 Unwinding of discount on deferred consideration         -         5,674
 Unwinding of discount on convertible loan               -         4,450
 Less amounts included in the cost of qualifying assets  (722)     (243)
 Total finance costs                                     239,123   231,095
 Interest income from time deposits                      (9,806)   (14,318)
 Other finance income                                    (5,005)   -
 Total finance income                                    (14,811)  (14,318)
 Foreign exchange losses                                 1,446     3,010
 Net financing costs                                     225,758   219,787

 

7.    Taxation

(a) Taxation charge

 ($'000)                                                           2024      2023 (Restated(( 44 )))
 Current income tax charge                                         (81,796)  (2,035)
 Adjustments in respect of current income tax of previous year(s)  (30)      3
 Total current tax charge                                          (81,826)  (2,032)
 Deferred tax relating to origination and reversal of temporary    29,484    (67,642)

 differences (note 10)
 Income tax expense reported in the Income statement               (52,342)  (69,674)

 

(b) Reconciliation of the total tax charge

The tax rate applied to the Group's profits in preparing the reconciliation
below is the main corporation tax rate of 25.0% applicable in the United
Kingdom.

The effective tax rate for the period is 32% (2023: 46%).

The tax (charge) for the period can be reconciled to the accounting profit per
the Group Income statement as follows:

 

 ($'000)                                                                         2024      2023 (Restated(( 45 )))
 Accounting profit before tax from continuing operations                         168,266   171,736
 Profit before tax from discontinued operations                                  108,763   172,428
 Profit before tax                                                               277,029   344,164
 Tax calculated at 25% UK standard tax rate (2023: 23.5%)(( 46 ))                (69,257)  (80,879)
 Impact of overseas rate differential                                            2,891     2,645
 Non recognition of deferred tax on current year tax losses and other temporary  (11,153)  (42,086)
 differences
 Recognition of previously unrecognised deferred tax/ Derecognition of           15,627    (27,107)
 previously recognised deferred tax 47 
 Permanent differences(( 48 ))                                                   (32,853)  (12,623)
 Foreign taxes                                                                   (38)      (29)
 Tax effect of non-taxable income and allowances                                 1,359     2,556
 Other adjustments                                                               302       (109)
 Prior year tax (( 49 ))                                                         4,165     (1,598)
 Income tax expense reported in the statement of profit or loss                  (52,342)  (69,674)
 Income tax attributable to discontinued operations                              (36,615)  (89,556)
 Total taxation expense                                                          (88,957)  (159,230)

 

There are no income tax consequences attached to the payment of dividends in
either 2024 or 2023 by the Group to its shareholders.

Pillar Two legislation has been enacted or substantively enacted in certain
jurisdictions in which the Group operates. The Group exceeded the applicable
threshold of €750 million for two subsequent years (FY2023 and FY2024) and
therefore, it shall be within the Pillar Two rules from accounting years
starting as of 01 January 2025.  The Group is not expected to have a material
exposure to Pillar Two income taxes in any of the jurisdictions where it
operates as the applicable tax rates exceed the minimum tax rate of 15%.

In line with the amendments to IAS 12, the exception from recognising and
disclosing information about deferred tax assets and liabilities related to
Pillar Two income taxes has been applied. On 29 July 2024, the UK Government
announced changes in the Energy Profits Levy (EPL) with effective date 1st
November 2024. Specifically, the EPL rate increased to 38% from 1 November
2024, bringing the headline rate of tax on upstream oil and gas activities to
78%. The government removed the investment allowances from the Energy Profits
Levy, including by abolishing the levy's main 29% investment allowance for
qualifying expenditure incurred on or after 1 November 2024. Based on the
taxable profits forecasts, EPL of c. $17.8 million is expected to be paid up
until March 2030.

 

8.    Property, plant & equipment
  ($'000)                                                                    Oil and gas assets  Leased assets 50   Other property, plant and equipment  Total
 Property, Plant & Equipment at Cost:
 At 1 January 2023                                                           4,739,424           58,712             60,118                               4,858,254
 Additions                                                                   469,023             38,278             2,203                                509,504
 Lease modification                                                          -                   8,706              -                                    8,706
 Disposal of assets                                                          (111,448)                              -                                    (111,448)
 Capitalised borrowing cost                                                  17,658              -                  -                                    17,658
 Change in decommissioning provision prprovision decommissioning provision   (2,504)             -                  -                                    (2,504)
 Other movements                                                             (313)               -                  (307)                                (620)
 Foreign exchange impact                                                     89,811              2,582              2,090                                94,483
 At 31 December 2023                                                         5,201,651           108,278            64,104                               5,374,033
 Additions                                                                   320,754             5,777              5,300                                331,831
 Lease modification                                                          -                   180                -                                    180
 Disposal of assets                                                          -                   -                  (287)                                (287)
 Capitalised borrowing cost                                                  15,348              -                  -                                    15,348
 Change in decommissioning provision                                         (30,224)            -                  -                                    (30,224)
 Transfer within property, plant and equipment                               (2,939)             -                  2,939                                -
 Transfer to inventory                                                       (448)               -                  -                                    (448)
 Transfer from intangible assets                                             205,324             -                  -                                    205,324
 Transfer to assets held for sale                                            (1,277,911)         (71,939)           (1,001)                              (1,350,851)
 Foreign exchange impact                                                     (102,273)           (2,776)            (11,240)                             (116,289)
 At 31 December 2024                                                         4,329,282           39,520             59,815                               4,428,617
 Accumulated Depreciation and Impairment:
 At 1 January 2023                                                           542,894             29,298             54,158                               626,350
 Charge for the period                                                       287,926             15,432             1,808                                305,166
 Impairments                                                                 342                 -                  -                                    342
 Foreign exchange impact                                                     67,387              1,607              1,856                                70,850
 At 31 December 2023                                                         898,549             46,337             57,822                               1,002,708
 Charge for the period                                                       331,685             13,630             1,516                                346,831
 Impairment                                                                    95,607            -                  -                                    95,607
 Disposal                                                                    -                   -                  (170)                                (170)
 Transfer to assets held for sale                                            (271,045)           (32,740)           (2,121)                              (305,906)
 Foreign exchange impact                                                     (84,518)            (1,719)            (2,968)                              (89,205)
 At 31 December 2024                                                         970,278             25,508             54,079                               1,049,865
 Net carrying amount:
 At 31 December 2023                                                         4,303,102           61,941             6,282                                4,371,325
 At 31 December 2024                                                         3,359,004           14,012             5,736                                3,378,752

 

Borrowing costs capitalised for qualifying assets during the year are
calculated by applying a weighted average interest rate of 3.93% for the year
ended 31 December 2024 (for the year ended 31 December 2023: 5.52%).

The additions to Oil & gas properties in 2024 are mainly due to
development costs of Katlan, Karish North, the second oil train in Israel at
the amount of $172.4 million and the Cassiopea project in Italy at the amount
of $105.2 million before it was moved to assets held for sale.

On 20 June 2024, property, plant, and equipment owned by the disposal group,
with a carrying value of $1,045 million (primarily in Italy and Egypt; see
note 17 for further details), were reclassified as assets held for sale.
Depreciation on these assets ceased once they were classified as held for
sale.

In 2024, due to additional delays in the development of Epsilon, a full
impairment assessment of the Prinos CGU was held.  As a result of this
assessment, the Group recorded an impairment of $92.3 million on oil and gas
assets within the Prinos CGU (Europe operating segment). The recoverable
amount of the CGU was determined to be $202.6 million as of 31 December 2024,
based on a value in use calculation. This calculation utilised cash flow
projections from the annual budget and Group's five-year mid-term plan
approved by senior management and estimates of proven and probable reserves
which is based on independent competent persons report (CPR). The extended
forecast period up to 2049 is justified by the economic life of the Epsilon
oil field, aligning with its expected operational duration and industry
practice for long-term asset evaluation.

The Group assessed the recoverability of its investment in the Katakolo
license due to the lack of progress, resulting in a full impairment of the
accumulated capital expenditure up to the reporting date, totalling $3.3
million.

 

9.    Intangible assets
 ($'000)                                    Exploration and evaluation assets  Goodwill  Other Intangible assets  Total
 Intangible assets at Cost:
 At 1 January 2023                          338,354                            101,146   10,975                   450,475
 Additions                                  56,379                             -         273                      56,652
 Other movements                            313                                -         307                      620
 Exchange differences                       2,670                              -         (12)                     2,658
 31 December 2023                           397,716                            101,146   11,543                   510,405
 Additions                                  247,794                            -         1,196                    248,990
 Transfer to property, plant and equipment  (205,324)                                    -                        (205,324)
 Transfer to assets held for sale           (99,069)                           -         (6,978)                  (106,047)
 Exchange differences                       (6,021)                            -         (425)                    (6,446)
 At 31 December 2024                        335,096                            101,146   5,336                    441,578
 Accumulated amortisation and impairments:
 At 1 January 2023                          130,448                            18,310    5,339                    154,097
 Charge for the period                      46                                 -         932                      978
 Impairment                                 26,583                             2,175     -                        28,758
 Exchange differences                       1,197                              -         (14)                     1,183
 31 December 2023                           158,274                            20,485    6,257                    185,016
 Charge for the period                      -                                  -         923                      923
 Impairment                                 142,943                            -         42                       142,985
 Transfer to assets held for sale           (63,450)                           -         (3,821)                  (67,271)
 Exchange differences                       (5,031)                            -         (354)                    (5,385)
 31 December 2024                           232,736                            20,485    3,047                    256,268
 Net carrying amount
 At 31 December 2023                        239,442                            80,661    5,286                    325,389
 At 31 December 2024                        102,360                            80,661    2,289                    185,310

 

 

 

Goodwill arises principally because of the requirement to recognise deferred
tax assets and liabilities for the difference between the assigned values and
the tax bases of assets acquired and liabilities assumed in a business
combination.

During the period, the Group made significant additions to key ongoing
projects, including $133.2 million mainly related to the Katlan project in
Israel prior to the final investment decision was taken in July 2024, $65.2
million for the Company's partnership with Chariot Limited in Morocco's
Anchois gas development, and $17.1 million for the Orion exploration and $31.0
million for the Location B exploration in Egypt.

During the reporting period, total impairments of $142.9 million were
recognised due to several non-viable projects. Notably, the Orion X1
exploration well in Egypt, which reached its target reservoir but failed to
discover commercial hydrocarbons, resulted in a complete impairment of the
exploration asset valued at $61.2 million. Additionally, the decision to exit
following the expiration of the exploration license in Ioannina on 2 April
2024 led to a full impairment of its related asset valued at $16.5 million.
Moreover, the Group has the intention to transfer the license rights in
Morocco following exploration results that identified non-commercial reserves,
necessitating a full impairment of the related exploration asset amounting to
$65.2 million.

The Group exited the Isabella license in December 2023, resulting in the full
impairment of the related exploration asset valued at $26.6 million and
goodwill of $2.2 million.

On 20 June 2024, intangible assets owned by the disposal group, with a
carrying value of $ 43.6 million (in Italy and Egypt; see note 17 for further
details), were reclassified as assets held for sale. Amortisation on these
assets ceased once they were classified as held for sale.

The remaining goodwill balance is in relation to the Israel CGU ($75.8
million), and UK ($4.8 million). We have performed the annual goodwill
impairment test and note that no reasonably possible change would result in
impairment.

10.  Net deferred tax (liability)/asset
 Deferred tax (liabilities)/assets ($'000)          Property, plant and equipment  Right of use asset IFRS 16  Decom-missioning  Prepaid expenses and other receivables  Inventory  Tax losses  Deferred expenses for tax  Retirement benefit liability  Accrued expenses and other short‑term liabilities    Total
 At 1 January 2023                                  (148,923)                      (1,078)                     126,246           186                                     440        197,008     6,208                      165                           5,860                                                186,112
 Increase / (decrease) for the period through:
 Profit or loss                                     (13,874)                       (2,644)                     (26,955)          (2,225)                                 (440)      (57,185)    (630)                      163                           3,958                                                (99,832)
 Other comprehensive income                         -                              -                           -                 -                                       -          -           -                          38                            -                                                    38
 Exchange difference                                (1,197)                        (15)                        4,269             (12)                                    6          5,043                                  3                             304                                                  8,401
 31 December 2023                                   (163,994)                      (3,737)                     103,560           (2,051)                                 6          144,866     5,578                      369                           10,122                                               94,719
 Increase / (decrease) for the period through:
 Continuing operations:
 Profit or loss                                     8,976                          634                         8,509             (764)                                   413        14,714      (633)                      (39)                          (2,327)                                              29,483
 Other comprehensive income                                                                                                                                                                                                79                            -                                                    79
 Exchange difference                                1,250                          44                          (300)             35                                      (17)       (7,027)                                (7)                           (287)                                                (6,309)
 Discontinued operations:                                                                                                                                                                                                                                                                                     -
 Profit or loss                                     (16,708)                                                   8,787                                                                5,866                                                                231                                                  (1,824)
 Other comprehensive income                                                                                                                                                                                                1                             10                                                   11
 Exchange difference                                (511)                                                      (6,015)                                                              (1,406)                                                              (11)                                                 (7,943)
 Transfer to assets / (liabilities) held for sale:  448                                                        (97,421)                                                             (24,042)                               9                             (245)                                                (121,251)
 31 December 2024                                   (170,539)                      (3,059)                     17,120            (2,780)                                 402        132,971     4,945                      412                           7,493                                                (13,035)

 

 ($'000)                   2024       2023
 Deferred tax liabilities  (141,403)  (122,785)
 Deferred tax assets       128,368    217,504
                           (13,035)   94,719

 

The Group transferred to "Asset and Liabilities held for sale" deferred tax
assets amounting to the total of $121.3 million coming from Italy, as further
described in Note 17.

 

As of December 2024, the Group had gross total unused tax losses of $957.0
million (as of 31 December 2023: $907.4 million), of which $160.1 million
related to discontinued operations, available to offset against future profits
and other temporary differences. The Group has not recognised deferred tax on
tax losses and other differences of $686.1 million, of which $168.2 million
related to discontinued operations.

In Greece and the UK, the net DTA for carried forward losses recognised in
excess of the other net taxable temporary differences was $101.5 million and
$29.8 million (2023: $77.8 million and $8.7 million) respectively.

Greek tax losses (Prinos area) can be carried forward without limitation up
until the relevant concession agreement expires (by 2049), whereas the tax
losses in Israel, Italy and the United Kingdom can be carried forward
indefinitely. Based on the Prinos area forecasts (including the Epsilon
development with first oil anticipated in H2 2029), the deferred tax asset is
fully utilised by 2037. Finally, in the UK, decommissioning expenses and tax
losses are expected to be tax relieved up until 2029 in accordance with the
latest taxable profits forecasts. The latter are based on the competent
persons report (CPR) and the Group budget.

11.  Cash and cash equivalents
 ($'000)                 2024     2023
 Cash and bank deposits  182,251  346,772
                         182,251  346,772

 

Bank demand deposits comprise deposits and other short-term money market
deposit accounts that are readily convertible into known amounts of cash. The
effective interest rate on short‑term bank deposits was 4.82% for the year
ended 31 December 2024 (2023: 4.371%).

12.  Restricted cash

Restricted cash comprises cash retained under the Israel Senior Secured Notes
and the Greek State Loan requirement as follows:

Current

The current portion of restricted cash at 31 December 2024 was $82.43 million.
It mainly relates to the March 2025 coupon payment on Senior Secured Notes (at
31 December 2023 was $22.48 million)

Non-Current

The cash restricted for more than 12 months after the reporting date was $2.95
million (2023: $3.1 million) mainly comprising $2.15 million (2023: $2.3
million) held on the Interest Service Reserve Account ('ISRA') in relation to
the Greek Loan Notes and $0.8 million (2023: $0.8 million) for Prinos
Guarantee.

 

13.  Trade and other receivables
 ($'000)                              2024     2023
 Trade and other receivables - Current
 Financial items:
 Trade receivables                    111,898  297,305
 Receivables from partners under JOA  290      1,996
 Other receivables(( 51 ))            5,722    9,561
 Refundable VAT                       2,993    19,273
 Accrued interest income              1,048    1,016
                                      121,951  329,151
 Non-financial items:
 Deposits and prepayments(( 52 ))     10,311   19,174
 Other deferred expense               192      4,932
                                      10,503   24,106
                                      132,454  353,257
 Trade and other receivables - Non-Current
 Financial items:
 Other tax recoverable                15,693   15,544
                                      15,693   15,544
 Non-financial items:
 Deposits and prepayments             15,399   17,612
 Other non-current assets             1,881    526
                                      17,280   18,138
                                      32,973   33,682

 

14.  Borrowings
 ($'000)                                                 2024                                                          2023
 Non-current
 Bank borrowings - after one year but within five years
 4.875% Senior Secured notes due 2026 ($625 million)                            622, 102                               619,932
 Bank borrowings - more than five years
 6.5% Senior Secured notes due 2027 ($450 million)                                  445,797                            444,313
 5.375% Senior Secured notes due 2028 ($625 million)                                619,602                            618,145
 5.875% Senior Secured notes due 2031 ($625 million)                                617,689                            616,762
 8.50% Senior Secured notes due 2033 ($750 million)                                 734,820                            733,653
 BSTDB Loan and Greek State Loan Notes                                              101,894                            108,392
 Carrying value of non-current borrowings                                        3,141,904                             3,141,197
 Current
 Revolving credit facility                               128,000                                                       80,000
 Carrying value of current borrowings                    128,000                                                       80,000
 Carrying value of total borrowings                      3,269,904                                                     3,221,197

 

The Group has provided security in respect of certain borrowings in the form
of share pledges, as well as fixed and floating charges over certain assets of
the Group.

 

At 31 December 2024 the Group holds US$2.625 billion in aggregate principal
amount of senior secured notes, issued in four series as follows:

 

·      US$625 million, issued on 24 March 2021, maturing on 30 March
2026, with a fixed annual interest rate of 4. 875%.

·      US$625 million, issued on 24 March 2021, maturing on 30 March
2028, with a fixed annual interest rate of 5.375%.

·      US$625 million, issued on 24 March 2021, maturing on 30 March
2031, with a fixed annual interest rate of 5.875%.

·      US$750 million, issued on 11 July 2023, maturing on 30 September
2033, with a fixed annual interest rate of 8.5%.

 

The interest on each series is paid semi-annually on 30 March and 30
September. The notes are listed for trading on the TACT Institutional of the
Tel Aviv Stock Exchange Ltd (TASE), and the TASE-UP for the 2023 issuance.

The Group has provided various collateral, including fixed charges over
shares, leases, sales agreements, bank accounts, operating permits, insurance
policies, exploration licenses, and the Energean Power FPSO. Floating charges
cover present and future assets of relevant subsidiaries.

Additionally, the Group issued US$450 million in senior secured notes on 18
November 2021, maturing on 30 April 2027 with a fixed annual interest rate of
6.5%. These notes are listed on the Official List of the International Stock
Exchange (TISE), with interest paid semi-annually on 30 April and 30 October.

Energean Oil and Gas SA entered into a loan agreement on 27 December 2021 with
Black Sea Trade and Development Bank for €90.5 million for the development
of the Epsilon Oil Field, with an interest rate of EURIBOR plus margins, and
another agreement with the Greek State for €9.5 million maturing in 8 years
with a fixed rate plus margin.

Finally, the Group signed a three-year $275 million Revolving Credit Facility
(RCF) on 8 September 2022, increased to $300 million in May 2023, led by ING
Bank N.V. The RCF provides additional liquidity for corporate needs, with an
interest rate of 5% plus SOFR on drawn amounts. During the reporting period,
the Company utilised $65 million from this facility at an average interest
rate of 10.3%, with $30 million repaid subsequent to the reporting date. In
March 2025, the Group extended its $300 million RCF until September 2028, at a
revised amount of $200 million effective September 2025.

 

15.  Provisions
 ($'000)                                           Decommissioning  Provision for litigation and other claims  Total
 At 1 January 2023                                 808,757          9,346                                      818,103
 New provisions                                    4,913            -                                          4,913
 Change in estimates                               (24,413)         (2,076)                                    (26,489)
    Recognised in property, plant and equipment    (7,417)          -                                          (7,417)
    Recognised in profit& loss                     (16,996)         (2,076)                                    (19,072)
 Spend                                             (18,697)         -                                          (18,697)
 Reclassification                                  (1,023)          -                                          (1,023)
 Unwinding of discount                             31,255           -                                          31,255
 Currency translation adjustment                   29,884           240                                        30,124
 At 31 December 2023                               830,676          7,510                                      838,186
 Current provisions                                51,824           -                                          51,824
 Non-current provisions                            778,852          7,510                                      786,362
 At 1 January 2024                                 830,676          7,510                                      838,186
 New provisions                                    -                -                                          -
 Change in estimates                               (36,447)         355                                        (36,092)
    Recognised in property, plant and equipment    (30,224)         -                                          (30,224)
    Recognised in profit& loss                     (6,223)          355                                        (5,868)
 Spend                                             (23,179)         -                                          (23,179)
 Unwinding of discount                             22,107           -                                          22,107
 Transfer to liabilities held for sale             (481,161)        (7,678)                                    (488,839)
 Currency translation adjustment                   (19,700)         (187)                                      (19,887)
 At 31 December 2024                               292,295          -                                          292,295
 Current provisions                                58,260           -                                          58,260
 Non-current provisions                            234,035          -                                          234,035

 

Decommissioning provision

The decommissioning provision represents the present value of decommissioning
costs relating to oil and gas properties, which are expected to be incurred up
to 2042 when the producing oil and gas properties are expected to cease
operations. The future costs are based on a combination of estimates from an
external study completed in previous years and internal estimates. These
estimates are reviewed annually to take into account any material changes to
the assumptions. However, actual decommissioning costs will ultimately depend
upon future market prices for the necessary decommissioning works required
that will reflect market conditions at the relevant time. Furthermore, the
timing of decommissioning is likely to depend on when the fields cease to
produce at economically viable rates. This, in turn, will depend upon future
oil and gas prices and the impact of energy transition and the pace at which
it progresses which are inherently uncertain.

The decommissioning provision represents the present value of decommissioning
costs relating to assets in Greece, UK, and Israel.

The decommissioning provision related to Italy and Croatia has been
reclassified to liabilities held for sale; see note 17 for further details. No
provision has been recognized for Egypt as there is no legal or constructive
obligation as of 31 December 2024.

The principal assumptions used in determining decommissioning obligations for
the Group are shown below:

 

                           Inflation assumption  Discount rate assumption  Cessation of production assumption  Spend in 2024  2024 ($'000)  2023 ($'000)
 Continuing operations:
 Greece                    2% - 2.04%            3.59%                     2049                                -              12,966        19,359
 UK                        2.02%                 4.46%                     2029                                 12,394        181,616       202,874
 Israel                    2.15%- 2.7%           4.86%                     2044                                -              85,357        92,613
 Discontinued operations:
 Italy                     1.78%- 2.2%           3.88%                     2024-2038                             29,358       459,781       497,827
 Croatia                   1.78%- 2.2%           3.88%                     2025                                -              21,380        18,003
 Total                                                                                                         41,752         761,100       830,676

 

 

16.  Trade and other payables

 

 ($'000)                                            2024                                                                                2023
 Trade and other payables-Current
 Financial items:
 Trade accounts payable                                                    177,476                                                      225,451
 Payables to partners under JOA 53                                                9,601                                                 170,470
 Deferred licence payments due within one year 54                                                                                       46,154
                                                    -
 Other payables 55                                                             35,627                                                   53,756
 Contingent consideration                                                                                                               91,075
                                                    -
 Short term lease liability                                                       6,336                                                 16,498
 Deferred income                                                                                                                        548
                                                    -
 VAT payable                                                                      4,228                                                 20
                                                    233,268                                                                             603,972
 Non-financial items:
 Accrued expenses 56                                                           48,871                                                   65,033
 Other finance costs accrued                                                   51,460                                                   63,893
 Social insurance and other taxes                                                 2,243                                                 4,705
                                                    102,574                                                                             133,631
                                                    335,842                                                                             737,603
 Trade and other payables- Non- Current
 Financial items:
 Trade and other payables 57                                                   80,020                                                   117,796
 Long term lease liability                                                        8,471                                                 48,598
                                                    88,491                                                                              166,394
 Non-financial items:
 Social insurance                                   792                                                                                 529
                                                    792                                                                                 529
                                                    89,283                                                                              166,923

 

17.  Discontinued operations

On 20 June 2024, the Group publicly announced the decision of its Board of
Directors to sell its portfolio in Egypt, Italy and Croatia (together referred
to as "Energean Capital Limited Group", "ECL" or "ECL Group"), fully owned and
controlled by the Group.

The sale of ECL is expected to be completed in Q2 2025 and is contingent upon
securing regulatory approvals in Italy and Egypt and antitrust approvals in
Italy, Egypt and the Common Market for Eastern and Southern Africa ("COMESA").
In December, Carlyle received unconditional clearance from the COMESA
Competition Commission, which was the final remaining anti-trust approval.

Upon completion of the disposal, the Group will receive:

o  $504 million in upfront cash consideration at the closing of the
transaction;

o  Adjustments for working capital and cash between 31 December 2023, and the
closing date;

o  A $139 million Vendor Loan with a tenor of 6 years and 3 months, accruing
interest at SOFR + 7% in the first year, increasing by 0.5% annually
thereafter;

o  Up to $125 million in contingent consideration, adjusted for inflation
based on the US CPI index from 1 January  2024, contingent upon:

o  Italian oil and gas production exceeding annual reference volumes from
2025-2028, as outlined in the YE23 Competent Person's Report (CPR).

o  Brent and Italian PSV gas prices exceeding annual reference prices from
2025-2028.

o  The contingent payment is calculated as 25% of the incremental commodity
price multiplied by actual production, payable annually from 2025 to 2028.

At 31 December 2024, ECL Group was classified as a disposal group held for
sale ("HFS") and as a discontinued operation. The business of ECL Group
represented the entirety of the Group's Egypt operating segment until 20 June
2024. With ECL being classified as discontinued operations, the Egypt segment
is no longer presented in the segment note. ECL operations in Italy and
Croatia were previously included in the Group's Europe operating segment, they
are no longer presented within this segment. The results of ECL for the twelve
months ended 31 December 2024 are presented below:

Note A:

The tables below present the ECL Group's financial results, showing financial
results from discontinued operations before and after adjustments for the
reporting periods. The adjustments include (1) intra-group transactions such
as interest income and expenses, allowances for related party loans, and costs
from transactions between the disposal group and other entities within the
Energean plc Group (continuing operations) and (2) adjustments made by the
Group related to discontinued operations classification including the
adjustment to depreciation and amortisation following the HFS classification
date.  These items were not eliminated in the carve-out view (refer to
"Discontinued operations, before adjustments"), thereby reflecting the related
party transactions for the ECL Group before consolidation adjustments for
discontinued operations. Financial results presented for discontinued
operations before the mentioned adjustments are non-IFRS measures.

 

 

 ($'000)                                                                       2024                                                       2023
 (Note A)                                                                      Discontinued                     Discontinued operations,  Discontinued operations, before adjustments  Discontinued operations,

                                                                               operations, before adjustments   total                                                                  total
 Revenue                                                                       470,030                          464,679                   447,237                                      441,138
 Cost of Sales                                                                 (290,888)                        (222,348)                 (254,268)                                    (250,260)
 Gross profit                                                                  179,142                          242,331                   192,969                                      190,878
 Administration expenses                                                       (20,399)                         (17,438)                  (17,206)                                     (15,768)
 Change in decommissioning provision                                           (25,568)                         (25,568)                  35,348                                       35,348
 Exploration and evaluation expenses                                           (66,087)                         (66,087)                  (4,896)                                      (4,896)
 Impairment of oil and gas assets                                              (159)                            (159)                     -                                            -
 Expected credit loss                                                          (2,554)                          (2,554)                   (4,375)                                      (4,375)
 Other expenses                                                                (4,881)                          (4,881)                   (770)                                        (750)
 Other income                                                                  864                              864                       6,293                                        6,293
 Operating profit                                                              60,358                           126,508                   207,363                                      206,730
 Finance Income                                                                2,572                            575                       5,423                                        5,183
 Finance Costs                                                                 (44,547)                         (32,405)                  (30,857)                                     (19,300)
 Unrealised loss on derivatives                                                -                                -                         (6,610)                                      (6,610)
 Net foreign exchange loss                                                     14,116                           14,085                    (13,574)                                     (13,574)
 Profit before tax from discontinuing operations                               32,499                           108,763                   161,745                                      172,429
 Taxation (expense)/ income:
 Related to pre-tax profit/(loss) from the ordinary activities for the period  (32,169)                         (36,615)                  (89,556)                                     (89,556)
 Related to remeasurement to fair value less costs to sell                     -                                -                         -                                            -
 (Loss)/ Profit for the period from discontinuing operations                   330                              72,148                    72,189                                       82,873

 

 

The major classes of assets and liabilities of ECL Group classified as held
for sale as at 31 December are, as follows:

 

 ($'000)                                             2024                                                                               2023
 (Note A)                                            Discontinued                     Discontinued operations,  Discontinued operations, before adjustments     Discontinued operations,

                                                     operations, before adjustments   total                                                                     total
 ASSETS
 Property, plant and equipment                       1,136,606                        1,201,632                 1,000,748                                       1,000,748
 Intangible assets                                   31,068                           31,113                    54,667                                          54,667
 Equity-accounted investments                        4                                4                         4                                               4
 Deferred tax asset                                  125,697                          121,250                   131,018                                         131,018
 Inventories                                         72,615                           72,615                    75,123                                          75,123
 Loans receivable from related party                 102,435                          -                         77,389                                          -
 Trade and other receivables                         292,343                          290,273                   221,799                                         213,872
 Cash and cash equivalents                           53,014                           53,019                    11,849                                          11,849
 Total assets                                        1,813,782                        1,769,906                 1,572,597                                       1,487,281
 LIABILITIES
 Retirement benefit liability                        1,033                            1,033                     1,188                                           1,188
 Provisions                                          526,001                          526,001                   523,339                                         523,339
 Trade and other payables                            547,826                          545,065                   470,713                                         456,671
 Loans payable to related party                      354,271                          -                         172,294                                         -
 Current tax Liability                               3,813                            3,813                     7,597                                           7,597
 Total liabilities                                   1,432,944                        1,075,912                 1,175,131                                       988,795
 Net assets directly associated with disposal group  380,838                          693,994                   397,466                                         498,486

The net cashflows incurred by ECL during twelve months are, as follows:

 ($'000)                    2024       2023
 Operating                  205,583    78,029
 Investing                  (299,747)  (173,825)
 Financing                  139,333    25,151
 Net cash (outflow)/inflow  45,169     (70,645)

 

 

                                                                   2024         2023
 Earnings per share                                                $ cents      $ cents
 Basic, (loss)/profit for the year from discontinued operations    $0.39/share  $0.46/share
 Diluted, (loss)/profit for the year from discontinued operations  $0.39/share  $0.46/share

 

18.  Dividends

In line with its dividend policy, Energean paid dividends of US$1.2 per share
in 2024, covering four quarters of payments. Similarly, in 2023, the company
also distributed US$1.2 per share over four quarters.

                                       US$ cents per share     $' 000
                                       2024        2023        2024     2023
 Dividends announced and paid in cash
 Ordinary shares
 March                                 30          30          54,844   53,252
 June                                  30          30          54,991   53,411
 September                             30          30          54,990   53,518
 December                              30          30          54,990   53,517
 Total                                 120         120         219,815  213,698

 

 

 1  Uptime is defined as the number of hours that the Energean Power FPSO was
operating and excludes scheduled shutdown days.

 2  On 20 June 2024, the Group publicly announced that it has entered into a
binding agreement for the sale of its portfolio in Egypt, Italy and Croatia
(together referred to as "Energean Capital Limited Group" or "ECL"), fully
owned and controlled by the Group. Completion of the transaction remains
subject to customary regulatory approvals. The "continuing operations" refers
to the Group's remaining operations outside of the transaction perimeter, i.e.
its operations in Israel, Greece, UK and Morocco.

 3  Reserves life defined as Group year-end 2024 2P reserves (1,058 mmboe)
over Group 2024 working interest production (56 mmboe).

 4  Includes the Q4 2024 declared dividend of 30 US cents per share, which
Energean will initiate payment for on 31 March 2025.

 5  On 20 June 2024, the Group publicly announced that it has entered into a
binding agreement for the sale of its portfolio in Egypt, Italy and Croatia
(together referred to as "Energean Capital Limited Group" or "ECL"), fully
owned and controlled by the Group. Completion of the transaction remains
subject to customary regulatory approvals. The "continuing operations" refers
to the Group's remaining operations outside of the transaction perimeter, i.e.
its operations in Israel, Greece, UK and Morocco.

 6  Uptime is defined as the number of hours that the Energean Power FPSO was
operating and excludes scheduled shutdown days.

 7  Based upon continuing operations YE24 2P reserves (911 mmboe) over 2024
production (42 mmboe).

 8  Payment date is stated as the date upon which payment is to be initiated
by Energean.

 9  Step down to $200 million commitments in September 2025 as of the date of
this announcement.

 10  Each quarter subject to Board approval.

 11  Adjusted EBITDAX is calculated as profit or loss for the period, adjusted
for discontinued operations, taxation, depreciation and amortisation,
share-based payment charge, impairment of property, plant and equipment, other
income and expenses, net finance costs and exploration and evaluation
expenses.

 12  Based upon continuing operations YE24 2P reserves (911 mmboe) over 2024
production (42 mmboe).

 13  Uptime is defined as the number of hours that the Energean Power FPSO was
operating and excludes scheduled shutdown days.

 14  Subject to formal extension approvals.

 15  On 20 June 2024, the Group publicly announced that it has entered into a
binding agreement for the sale of its portfolio in Egypt, Italy and Croatia
(together referred to as "Energean Capital Limited Group" or "ECL"), fully
owned and controlled by the Group. These assets are classified as Assets Held
for Sale in the Financial Statements. Completion of the transaction remains
subject to customary regulatory approvals.

 16  As of the date of this announcement, the total available commitments step
down to $200 million in September 2025 (the facility size remains $300
million).

 17  The figures presented for the Energean Group in the table and narrative
below represent total group numbers, including discontinued operations. For
IFRS reporting purposes, discontinued operations are summarised as a single
line item on the Annual Consolidated Income Statement, while revenue and costs
shown in the statement reflect only continuing activities.

 18  Cash cost of production is defined later in the financial review.

 19  Cash G&A is defined later in the financial review.

 20  Adjusted EBITDAX is defined later in the financial review. Energean uses
adjusted EBITDAX as a core business KPI.

 21  Inclusive of restricted cash

 22  Restated for discontinued operations, refer to Note 17 for further
detail.

 23  Restated for discontinued operations, refer to Note 17 for further
detail.

 24  Restated for discontinued operations, refer to Note 17 for further
detail.

 25  Reserve is used to recognise remeasurement gain or loss on cash flow
hedges and actuarial gain or loss from the defined benefit pension plan.

 26  Refers to the Equity component of $50million of convertible loan notes,
which were issued in February 2021 and converted into equity at maturity in
December 2023.

 27  Share-based payments reserve is used to recognise the value of
equity-settled share-based payments granted to parties including employees and
key management personnel, as part of their remuneration.

 28  Reserve is used to record unrealised exchange differences arising from
the translation of the financial statements of entities within the Group that
have a functional currency other than US dollar.

 29  Restated for discontinued operations, refer to Note 17 for further
detail.

 30  Non-cash revenues from Egypt arise due to taxes being deducted at source
from invoices as such revenue and tax charges are grossed up to reflect this
deduction but no cash inflow or outflow results.

 31  Restated for discontinued operations, refer to Note 17 for further
detail.

 32  In 2023 $4.5 million is the unwinding of the discount on the convertible
loan notes (as disclosed in note 6). The notes were converted to ordinary
shares on 20 December 2023.

 33  Adjusted EBITDAX is a non-IFRS measure used by the Group to measure
business performance. It is calculated as profit or loss for the period,
adjusted for taxation, depreciation and amortisation, share-based payment
charge, impairment of property, plant and equipment, other income and expenses
(including the impact of derivative financial instruments and foreign
exchange), net finance costs and exploration and evaluation expenses.

 34  Restated for discontinued operations, refer to Note 17 for further
detail.

 35  Adjusted EBITDAX is a non-IFRS measure used by the Group to measure
business performance. It is calculated as profit or loss for the period,
adjusted for taxation, depreciation and amortisation, share-based payment
charge, impairment of property, plant and equipment, other income and expenses
(including the impact of derivative financial instruments and foreign
exchange), net finance costs and exploration and evaluation expenses.

 36  Group's portfolio in Egypt, Italy and Croatia has been identified as
assets held for sale in 2024, please refer to Note 17 for further detail.

 37  Capital expenditure is defined as additions to property, plant and
equipment and intangible exploration and evaluation assets less
decommissioning asset additions, right-of-use asset additions, capitalised
share-based payment charge and capitalised borrowing costs.

 38  Capital expenditure is defined as additions to property, plant and
equipment and intangible exploration and evaluation assets less
decommissioning asset additions, right-of-use asset additions, capitalised
share-based payment charge and capitalised borrowing costs.

 39  Restated for discontinued operations, refer to Note 17 for further
detail.

 40  Restated for discontinued operations, refer to Note 17 for further
detail.

 41  Restated for discontinued operations, refer to Note 17 for further
detail.

 42  Other operating costs comprise of insurance costs, gas transportation and
treatment fees concession fees and

planned maintenance costs.

 43  Restated for discontinued operations, refer to Note 17 for further
detail.

 44  Restated for discontinued operations, refer to Note 17 for further
detail.

 45  Restated for discontinued operations, refer to Note 17 for further
detail.

 46  During the reporting period the Group changed the tax rate used in the
tax reconciliation from a weighted average tax rate to the UK main corporation
tax rate of 25.0%. The ratione behind the change was that the majority of the
Group's profits generated in tax jurisdictions where the statutory tax rate is
not materially different to the UK main corporation tax rate of 25.0%
providing a more meaningful reconciliation.  In the comparative period, the
weighted average rate of the statutory tax rates in Greece (22%/25%), Cyprus
(12.5%) Israel (23%), Italy (24%), United Kingdom (25%/75%) and Egypt (40.55%)
was used weighted according to the profit or loss before tax earned by the
Group in each jurisdiction.

 47  In 2024 the Group reassessed the recoverability of its deferred tax asset
on the decommissioning provision in Italy which resulted in a tax credit of c.
$8.8 million. This is attributable to the discontinued operations. In
addition, the Group adjusted its UK DTA based on the updated taxable
forecasts, which resulted in a tax credit of c. $19.0 million.

 48  Permanent differences mainly consisted of non-deductible impairment
losses of assets in Egypt, Greece and Morocco ($22.9 million), non-deductible
M&A costs ($1.4 million), other non-deductible expenses ($3.2 million) and
foreign exchange losses ($5.4 million).

 49  Adjustment recognised in the period related to Italian income taxes
(IRES/IRAP) of 2023, as a result of the approval of the Italian tax
authorities to reinstate certain historic tax attributes which were not
available previously.

 50  Included in the carrying amount of leased assets at 31 December 2024 are
right of use assets related to Oil and gas properties and Other property,
plant and equipment of $12.7 million and $1.3 million respectively (2023:
$58.0 million and $3.9 million). The depreciation charged on these classes for
the year ending 31 December 2024 was $13.2 million and $0.4 million
respectively (2023: $13.4 million and $2.0 million).

 

 51  Other receivables in 2023 mainly comprise the consideration receivable
from INGL as discussed in note 16.

 52  Included in deposits and prepayments, are mainly prepayments for goods
and services under the GSP Engineering, Procurement, Construction and
Installation Contract (EPCIC) for Epsilon project.

(( 53 )) ( )Payables to partners under the JOA include both payables and
working capital estimates provided by the operators. The decrease in 2024 is
due to the payables to partners for JOAs in Italy and Egypt being classified
as held for sale. Refer to Note 17 for further details.

(( 54 )) In December 2016, Energean Israel acquired the Karish and Tanin
offshore gas fields for an initial payment of $40.0 million, with an
additional obligation of $108.5 million plus interest, to be paid in ten equal
annual instalments at an annual inflation rate of 4.6%. In November 2023, a
settlement agreement was reached, allowing the remaining balance to be settled
in two instalments, both completed in the first half of 2024. As of 31
December 2024, the full consideration has been paid.

(( 55 )) Other payables primarily consist of royalties accrued in Israel
($35.5 million as of 31 December 2024, $32 million as of 31 December 2023) and
in Italy ($18 million as of 31 December 2023, with no inclusion as of 31
December 2024).

(37) Accrued expenses mainly relate to development expenditure incurred in
Israel (Katlan) and Morocco (Anchois).

 57 (   )The amount comprises the following long-term amounts payable:

(1)      $61.8 million refers to EPCIC contract. Following the amendment
to the terms of the deferred payment agreement with Technip informally reached
by the parties in December 2023 and unchanged upon signing in February 2024
the remaining amount payable under the EPCIC contract reduced to $210 million.
The amount is payable in twelve equal quarterly deferred payments starting in
March 2024 and therefore has been discounted at 8.668%. p.a. (being the yield
rate of the senior secured loan notes, maturing in 2026, at the date of
agreeing the payment terms). As of 31 December 2024, four instalments have
been paid.

(2)      $18.3 million refers to Public Power Corporation Contract (PPC).
In July 2024, the parties entered into a settlement agreement regarding the
PPC contract, with an agreed balance of $28 million payable in 48 monthly
instalments. Consequently, this liability has been discounted at an annual
rate of 7.9%, which corresponds to the actual interest rate on the Group's
Greek loan at the time the payment terms were set. As of 31 December 2024,
seven instalments have been paid.

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