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REG - Energean PLC - Energean Israel 1Q 2026 Accounts

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RNS Number : 9908E  Energean PLC  20 May 2026

 

 

 

 

 

ENERGEAN ISRAEL LIMITED

 

UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

 

31 MARCH 2026

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ENERGEAN ISRAEL LIMITED

UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

AS OF 31 MARCH 2026

 

 

 

INDEX

 

 

                                                             Page

 Interim Consolidated Statement of Comprehensive Income      2
 Interim Consolidated Statement of Financial Position        3
 Interim Consolidated Statement of Changes in Equity         4
 Interim Consolidated Statement of Cash Flows                5
 Notes to the Interim Consolidated Financial Statements      6-21

 

 

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

 

 

 

ENERGEAN ISRAEL LIMITED

INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

THREE MONTHS ENDED 31 MARCH 2026

                                          Notes      31 March          31 March

                                                     2026              2025

                                                     (Unaudited)       (Unaudited)

                                                     $'000             $'000

 Revenue                                  3          181,127           253,283
 Cost of sales                            4          (104,302)         (132,342)
 Gross profit for the period                         76,825            120,941

 Administrative expenses                  4          (6,362)           (5,335)
 Exploration and evaluation expenses      4          -                 (1,994)
 Other (expenses)/ income                 4          (524)             9,500
 Operating profit for the period                     69,939            123,112

 Finance income                           5          1,402             1,692
 Finance costs                            5          (39,350)          (41,148)
 Net foreign exchange losses              5          (955)             (3,283)
 Profit for the period before tax                    31,036            80,373

 Taxation expense                         6          (7,282)           (18,409)
 Net profit for the period                           23,754            61,964

 

 Other comprehensive income (loss):
 Items that may be reclassified subsequently to profit or loss:
 (Loss)/ Income on cash flow hedge for the period                     15      (4,728)      17,211
 Income tax on items that may be reclassified to profit and loss      15      1,087        (3,959)
 Other comprehensive income (loss) for the period                             (3,641)      13,252
 Total comprehensive income for the period                                    20,113       75,216

 

 

 

 

 

 

 

 

 

 

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

ENERGEAN ISRAEL LIMITED

INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS OF 31 MARCH 2026

                                       Notes      31 March 2026 (Unaudited)      31 December 2025 (Audited)

                                                  $'000                          $'000
 ASSETS:
 NON-CURRENT ASSETS:
 Property, plant and equipment         7          3,104,945                      3,077,029
 Intangible assets                     8          148,530                        147,477

 Derivative financial instruments      15         208                            3,931
 Other receivables                                10,900                         12,282
                                                  3,264,583                      3,240,719
 CURRENT ASSETS:
 Trade and other receivables           10         50,672                         145,902

 Derivative financial instruments      15         17,111                         21,705

 Inventories                           11         25,802                         20,991

 Restricted cash                       12         2,194                          97,647

 Cash and cash equivalents                        158,522                        118,819

                                                  254,301                        405,064

 TOTAL ASSETS                                     3,518,884                      3,645,783
 EQUITY AND LIABILITIES:
 EQUITY:
 Share capital                                    1,708                          1,708
 Share premium                                    212,539                        212,539
 Hedges reserve                        15         13,335                         19,740

 Retained earnings                                162,595                        177,841
 TOTAL EQUITY                                     390,177                        411,828
 NON-CURRENT LIABILITIES:
      Borrowings                       12         2,747,359                      2,744,085
 Decommissioning provision                        86,946                         89,999
 Deferred tax liabilities              9          79,042                         75,995
 Trade and other payables              13         3,896                          4,417
                                                  2,917,243                      2,914,496
 CURRENT LIABILITIES:
 Trade and other payables              13         211,464                        311,134
 Income tax liability                  6          -                              8,325
                                                  211,464                        319,459
 TOTAL LIABILITIES                                3,128,707                      3,233,955
 TOTAL EQUITY AND LIABILITIES                     3,518,884                      3,645,783

 

 19 May 2026
 Date of approval of the interim consolidated financial statements      Panagiotis Benos      Matthaios Rigas

                                                                        Director              Director

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

ENERGEAN ISRAEL LIMITED

INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

THREE MONTHS ENDED 31 MARCH 2026

 

                                                                Share capital      Share Premium      Hedges        Retained earnings      Total equity

                                                                $'000              $'000              Reserve        $'000                 $'000

                                                                                                      $'000
 Balance as of 1 January 2026 (Audited)                         1,708              212,539            19,740        177,841                411,828
 Transactions with shareholders:
 Dividend, see note 14                                          -                  -                  -             (39,000)               (39,000)
 Comprehensive Income:
 Profit for the period                                          -                  -                  -             23,754                 23,754
 Other comprehensive loss                                       -                  -                  (3,641)       -                      (3,641)
 Total comprehensive income                                     -                  -                  (3,641)       23,754                 20,113
 Cashflow hedges - basis adjustment transferred to PPE          -                  -                  (3,590)       -                      (3,590)
 Cashflow hedge - deferred tax related to basis adjustment      -                  -                  826           -                      826
 Balance as of 31 March 2026 (Unaudited)                        1,708              212,539            13,335        162,595                390,177

 At 1 January 2025 (Audited)                                    1,708              212,539            (266)         27,499                 241,480
 Transactions with shareholders:
 Dividend, see note 14                                          -                  -                  -             (67,600)               (67,600)
 Comprehensive Income:
 Profit for the period                                          -                  -                  -             61,964                 61,964
 Cashflow hedge, net of tax                                     -                  -                  13,252        -                      13,252
 Total comprehensive income                                     -                  -                  13,252        61,964                 75,216
 Balance as of 31 March 2025 (Unaudited)                        1,708              212,539            12,986        21,863                 249,096

 

 

 

 

 

 

 

 

 

 

 

 

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

ENERGEAN ISRAEL LIMITED

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

THREE MONTHS ENDED 31 MARCH 2026

                                                                                 Notes      31 March          31 March

                                                                                            2026              2025

                                                                                            (Unaudited)       (Unaudited)

                                                                                            $'000             $'000
 Operating activities
 Profit for the period before tax                                                           31,036            80,373
 Adjustments to reconcile profit before taxation to net cash provided by:
 operating activities:
 Depreciation, depletion and amortisation                                  ( )   4          49,165            57,453
 Impairment of exploration and evaluation asset                            ( )   4          -                 1,994
 Other expenses                                                            ( )   4          524               -
 Finance income                                                            ( )   5          (1,402)           (1,692)
 Finance expenses                                                          ( )   5          39,350            41,148
 Net foreign exchange loss                                                 ( )   5          955               3,283
 Cash flow from operations before working capital                                           119,628           182,559
 Decrease in trade and other receivables                                                    108,080           20,351
 Increase in inventories                                                                    (4,811)           (1,410)
 Decrease in trade and other payables                                                       (42,298)          (22,134)
 Cash flow from operations                                                                  180,599           179,366
 Income tax paid                                                                            (13,620)          (18,109)
 Net cash inflows from operating activities                                                 166,979           161,257
 Investing activities
 Payment for purchase of property, plant and equipment (PP&E)                    7(C)       (80,904)          (66,902)
 Payment for exploration and evaluation, and other intangible assets             8(B)       (1,525)           (646)
 Loan granted to Related Party ((1))                                                        -                 (28,000)
 Movement in restricted cash, net                                                12         95,453            80,873
 Income on derivatives                                                                      117               -
 Interest received                                                                          2,195             2,622
 Net cash inflow (outflow) from investing activities                                        15,336            (12,053)
 Financing activities
 Transaction costs in relation to borrowing issuance                             12         -                 (5,860)
 Drawdown of borrowings                                                          12         -                 75,000
 Borrowings - interest paid                                                      12         (98,295)          (82,482)
 Dividends paid                                                                  14         (39,000)          (67,600)
 Other finance cost paid                                                                    (2,097)           (395)
 Repayment of obligations under leases                                           13         (2,350)           (1,511)
 Net cash outflow used in financing activities                                              (141,742)         (82,848)

 Net increase in cash and cash equivalents                                                  40,573            66,356
 Cash and cash equivalents at beginning of period                                           118,819           157,728
 Effect of exchange differences on cash and cash equivalents                                (870)             (757)
 Cash and cash equivalents at end of period                                                 158,522           223,327

((1)) An interim dividend of US$28.25 million was declared in May 2025 and was
settled through the offset of a loan to the parent company, including accrued
interest.

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

NOTE 1: -     General

a.     Energean Israel Limited (the "Company") was incorporated in Cyprus
on 22 July 2014 as a private company with limited liability under the
Companies Law, Cap. 113. As of 1 January 2024, the Company is tax resident in
the UK by virtue of having transferred its management and control from Cyprus
to the UK, with its registered address being at One Great Cumberland Place,
London, W1H 7AL.

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

c.   As of 31 March 2026, the Company had investments in the following
subsidiaries:

 Name of subsidiary                Country of incorporation / registered office  Principal activities               Shareholding       Shareholding

At 31 March 2026
At 31 December 2025

(%)
(%)
 Energean Israel Transmission LTD  121, Menachem Begin St.                       Gas transportation license holder  100                100

Azrieli Sarona Tower, POB 24,

Tel Aviv 6701203 Israel

 Energean Israel Finance LTD                                                     Financing activities               100                100

d.   The Group's core assets as of 31 March 2026 comprised:

 Country  Asset                              Working interest  Field phase
 Israel   Karish including Karish North (1)  100%              Production
 Israel   Tanin (1)                          100%              Development
 Israel   Katlan (Block 12) (2)              100%              Development
 Israel   Blocks 23, 31 (3)                  100%              Exploration

(1) The concession agreement expires in 2044.

(2) The concession agreement expires in 2054.

(3) Refer to Note 8.

 e. There have been no significant changes to related parties since 31
December 2025, refer to note 22 in the 2025 Group's annual consolidated
financial statements for more information.

NOTE 2: -       Accounting policies and basis of preparation

The interim consolidated financial information included in this report has
been prepared in accordance with IAS 34 "Interim Financial Reporting". The
results for the interim period are unaudited and, in the opinion of
management, include all adjustments necessary for a fair presentation of the
results for the period ended 31 March 2026. All such adjustments are of a
normal recurring nature. The unaudited interim consolidated financial
statements do not include all the information and disclosures that are
required for the annual financial statements and must be read in conjunction
with the Group's annual consolidated financial statements for the year ended
31 December 2025.

These financial statements are presented in U.S. Dollars and all values are
rounded to the nearest thousand dollars except where otherwise indicated.

 

 

 

NOTE 2: -       Accounting policies and basis of preparation (Cont.)

The financial information presented herein has been prepared in accordance
with the accounting policies expected to be used in preparing the Group's
annual consolidated financial statements for the year ended 31 December 2026
which are the same as those used in preparing the annual consolidated
financial statements for the year ended 31 December 2025.

The directors consider it appropriate to adopt the going concern basis of
accounting in preparing these interim consolidated financial statements. The
Going Concern assessment covers the period up to 30 June 2027, "the forecast
period".

Since 7 October 2023, regional geopolitical risk has remained elevated. The
intensification of tensions in the Middle East has increased the security
risks to essential infrastructure, including  the Energean
Power FPSO offshore Israel, which may  be exposed to missile fire or
sabotage. Any event affecting production from the Karish and Karish North
fields could have a material adverse impact on the Group's business, results
of operations, cash flows, financial condition and prospects.

On 28 February 2026, the Ministry of Energy and Infrastructure ordered the
temporary suspension of production and activities of the Energean Power FPSO
following further escalation of geopolitical tensions in the region. On 9
April 2026, the Ministry of Energy and Infrastructure instructed the safe
restart and resumption of production and operations of the Energean Power
FPSO, and Energean acted in accordance with those instructions. Production of
the Energean Power FPSO was resumed and the FPSO became fully operational on
10 April 2026.

Throughout 2026 and subsequent to the reporting period, Energean has
maintained all necessary measures to support the continuity of business
operations (subject to any governmental instructions), including the mobility
of its people and the security of its information.

 

 

NOTE 3: -       Revenues

                                                   31 March 2026      31 March 2025

                                                   (Unaudited)        (Unaudited)

                                                   $'000              $'000
 Revenue from gas sales ((1))                      144,413            178,458
 Revenue from hydrocarbon liquids sales ((2))      36,714             74,825
 Total revenue                                     181,127            253,283

((1)) Sales gas for three months ended 31 March 2026 totaled approximately
0.96 bcm (billion cubic metres) and for three months ended 31 March 2025
totaled approximately 1.19 bcm.

((2)) Sales from hydrocarbon liquids for three months ended 31 March 2026
totaled approximately 532 kbbl (kilo barrel) and for three months ended 31
March 2025 totaled approximately 1,042 kbbl.

See also Note 2 regarding the temporary suspension of production of the
Energean Power FPSO.

 

 

 

 

 

 

 

 

 

NOTE 4: -       Operating profit before taxation

                                                                                           31 March 2026             31 March 2025

                                                                                           (Unaudited)               (Unaudited)

                                                                                           $'000                     $'000
 (a)   Cost of sales
 Staff costs                                                                               6,264                     5,105
 Energy cost                                                                               906                       658
 Royalty payable                                                                           32,052                    44,821
 Depreciation (Note 7)                                                                     48,548                    56,884
 Other operating costs ((1))                                                               20,742                    26,085
 Oil stock movement                                                                        (4,210)                   (1,211)
 Total cost of sales                                                                       104,302                   132,342
 (b)   Administration expenses
 Staff costs                                                                               2,638                     1,710
 Share-based payment charge                                                                321                       279
 Depreciation and amortisation (Note 7, 8)                                                 617                       569
 Auditor fees                                                                              81                        69
 Other general & administration expenses ((2))                                             2,705                     2,708
 Total administrative expenses                                                             6,362                     5,335
 (c)    Exploration and evaluation expenses
 Impairment of exploration and evaluation asset ((3))                                  -                         1,994
 Total exploration and evaluation expenses                                             -                         1,994
 (d)   Other expenses
 Loss from disposal of property, plant and equipment                                       524                       -
 Total other expenses                                                                      524                       -
 (e)   Other income
 Other income((4))                                                                         -                         9,500
 Total other income                                                                        -                         9,500

( )

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

((2)) The Administration expenses mainly consist of legal expenses,
intercompany management fees and external advisors' fees.

((3)  )The licence for Block 21 expired on 13 January 2025. Capitalized costs
associated with Block 21 were written off. (Refer to Note 8)

((4)) The amount of US$9.5 million relates to insurance compensation due to
remedial work on auxiliary piping systems.

 

 

 

 

 

NOTE 5: -       Net finance costs

                                                                         31 March 2026      31 March 2025

                                                                         (Unaudited)        (Unaudited)

                                                                         $'000              $'000
 Interest expense on borrowing (Note 12)                                 50,289             42,957
 Less amounts included in the cost of qualifying assets (Note 7(A))      (14,966)           (6,628)
                                                                         35,323             36,329
 Costs related to parent company guarantees                              387                556
 Other finance costs and bank charges                                    1,160              534
 Unwinding of discount on trade payable (Note 13(1))                     1,335              2,731
 Unwinding of discount on provision for decommissioning                  1,056              1,019
 Unwinding of discount on lease liability                                131                167

 (1)
 Less amounts included in the cost of qualifying assets (Note 7(A))      (42)               (188)
                                                                         4,027              4,819
 Total finance costs                                                     39,350             41,148
 Interest income from related parties                                    -                  (34)
 Interest income from time deposits                                      (1,282)            (1,675)
 Loss (income) from derivatives operation                                (117)              17
 Other interest income                                                   (3)                -
 Total finance income                                                    (1,402)            (1,692)
 Net foreign exchange losses                                             (955)              (3,283)
 Net finance costs                                                       38,903             42,739

 

NOTE 6: -       Taxation

1.      Corporate Tax rates applicable to the Company:

Israel:

The Israeli corporate tax rate is 23% in 2026 and 2025.

United Kingdom:

Starting from 1 January 2024, the company's control and management was
transferred from the Republic of Cyprus to the United Kingdom ("UK") and as
such the company's tax residency migrated from Cyprus to UK from the first day
of the accounting period. The applicable tax rate in the UK is 25%.

The Group's taxable profits arise in Israel through the Israeli branch and are
taxed at the Israeli statutory tax rate of 23%. No material taxable income was
generated at the UK parent entity level.

Under s.18A of the UK CTA 2009, the Company made an election for the branch of
Energean Israel Limited (and any other branches that may open from time to
time) to be exempt from UK corporation tax from its first accounting period
commencing on 1 January 2024 and all subsequent accounting period.

 

 

 

 

 

 

NOTE 6: -       Taxation (Cont.)

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

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

In addition, additional provisions were prescribed regarding the levy, inter
alia, the levy will be recognised as an expense for the purpose of calculating
income tax; The limits of the levy shall not include export facilities; The
levy will be calculated and imposed for each reservoir separately (Ring
Fencing); Payment by the owner of an oil right calculated as

a percentage of the oil produced, the recipient of the payment will be liable
to pay a levy according to the amount of the

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

 

3.      Taxation charge:

                                                                               31 March 2026  31 March 2025

                                                                               (Unaudited)    (Unaudited)

                                                                               $'000          $'000
 Current income tax charge                                                     (2,322)        (15,414)
 Deferred tax relating to origination and reversal of temporary differences    (4,960)        (2,995)
 (Note 9)
 Total taxation expense                                                        (7,282)        (18,409)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOTE 7: -       Property, Plant and Equipment

a.     Composition:

 First half                                            Oil and gas Assets      Leased assets      Furniture, fixtures and equipment       Total

                                                       $'000                   $'000              $'000                                   $'000
 Cost:
 At 1 January 2025                                     3,360,476               18,349             2,741                                   3,381,566
 Additions                                             390,756                 8,988              937                                     400,681
 Lease disposal                                        -                       (11,250)           -                                       (11,250)
 Capitalised borrowing cost                            40,144                  -                  -                                       40,144
 Change in decommissioning provision                   547                     -                  -                                       547
 Total cost at 31 December 2025 (Audited)              3,791,923               16,087             3,678                                   3,811,688
 Additions  ((1))                                      67,468                  (36)               429                                     67,861
 Asset disposal                                        (868)                   -                  -                                       (868)
 Capitalised borrowing cost                            13,931                  -                  -                                       13,931
 Change in decommissioning provision                   (4,109)                 -                  -                                       (4,109)
 Total cost at 31 March 2026 (Unaudited)               3,868,345               16,051             4,107                                   3,888,503

 Depreciation:
 At 1 January 2025                                     453,452                 9,387              1,452                                   464,291
 Charge for the year                                   271,276                 5,755              527                                     277,558
 Lease disposal                                        -                       (7,190)            -                                       (7,190)
 Total depreciation at 31 December 2025 (Audited)      724,728                 7,952              1,979                                   734,659
 Charge for the period                                 46,679                  2,189              143                                     49,011
 Asset disposal                                        (112)                   -                  -                                       (112)
 Total Depreciation at 31 March 2026 (Unaudited)       771,295                 10,141             2,122                                   783,558

 At 31 December 2025 (Audited)                         3,067,195               8,135              1,699                                   3,077,029
 At 31 March 2026 (Unaudited)                          3,097,050               5,910              1,985                                   3,104,945

((1)) The additions to oil & gas assets in Q1 2026 mainly relate to the
Katlan development.

Second oil train lift safely and successfully performed in Q4 2024;
commissioning activities are ongoing and are expected to complete by around
the end of May, which will result in an increase in liquids' production
capacity.

Borrowing costs capitalised for qualifying assets during the year are
calculated by applying a weighted average interest rate of 7.89% for the
period ended 31 March 2026 (for the year ended 31 December 2025: 7.02%).

 

 

 

 

 

 

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

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

                          31 March 2026    31 March 2025

                          (Unaudited)      (Unaudited)

                          $'000            $'000
 Cost of sales            48,548           56,884
 Administration expenses  463              444
 Total                    49,011           57,328

 

c.   Cash flow statement reconciliations:

                                                                          31 March 2026  31 March 2025

                                                                          (Unaudited)    (Unaudited)

                                                                          $'000          $'000
 Additions and disposals to property, plant and equipment          66,993                95,618

 Associated cash flows
 Payments for additions to property, plant and equipment           (80,904)              (66,902)
 Non-cash movements/presented in other cash flow lines
 Right-of-use asset additions                                      36                    (149)
 Asset disposal                                                    868                   -
 Lease payments related to capital activities                      2,350                 1,511
 Movement in working capital                                       10,657                (30,078)

 

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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOTE 8: -       Intangible Assets

a.  Composition:

                                                       Exploration and evaluation assets      Other Intangible assets ((1))      Total

                                                       $'000                                  $'000                              $'000
 Cost:
 At 1 January 2025                                     94,366                                 2,866                              97,232
 Additions                                             1,860                                  51,498                             53,358
 Capitalized borrowing cost                            -                                      580                                580
 31 December 2025 (Audited)                            96,226                                 54,944                             151,170
 Additions                                             164                                    8                                  172
 Capitalized borrowing cost                            -                                      1,035                              1,035
 At 31 March 2026 (Unaudited)                          96,390                                 55,987                             152,377
 Amortisation:
 At 1 January 2025                                     -                                      1,129                              1,129
 Charge for the year                                   -                                      570                                570
 Impairment of exploration and evaluation assets       1,994                                  -                                  1,994
 Total Amortisation at 31 December 2025 (Audited)      1,994                                  1,699                              3,693
 Charge for the period                                 -                                      154                                154
 Total Amortisation at 31 March 2026 (Unaudited)       1,994                                  1,853                              3,847

 At 31 December 2025 (Audited)                         94,232                                 53,245                             147,477
 At 31 March 2026 (Unaudited)                          94,396                                 54,134                             148,530

The additions to other intangible assets in Q1 2026 are mainly related to
Nitzana pipeline, see note (1) below.

((1)) Nitzana transmission agreement- In October 2025, the company signed a
transmission agreement with Israel Natural Gas Lines Ltd. ("INGL") for
capacity in the Nitzana pipeline. The agreed terms in the transmission
agreement are for the supply of up to 1 bcm/year up to 6 bcm total contracted
supply for a 15-year period, with provisions for extensions and early
termination. The terms also include rights, during the construction phase, to
access available capacity in the Jordan-North pipeline. Nitzana is expected to
be operational no later than Q4 2028.

The Company's 16.4% share of the construction costs for the pipeline and
compression station is expected to be approximately US$100 million (excludes
contingency amounts, which may add up to an additional 12%, as per the
transmission agreement) and will primarily be funded via the Unsecured Term
Loan. Refer to note 16 below. During the fourth quarter of 2025, approximately
US$50 million was paid, representing approximately 50% of the total expected
investment. The remaining investment will be made in accordance with the
milestones set out in the agreement with INGL. Subsequent to the reporting
date, during the second quarter of 2026, an additional approximately US$10
million was paid, representing approximately 10% of the total expected
investment.

As the Group does not obtain ownership of, or control over, the physical
pipeline asset, but instead acquires a contractual right to access defined
transportation capacity for a period of 15 years, the arrangement has been
recognised as an intangible asset in accordance with IAS 38. The asset will be
amortised on a straight-line basis over the 15-year access period from the
date the pipeline becomes operational.

 

 

 

NOTE 8: -       Intangible Assets (Cont.)

b.  Cash flow statement reconciliations:

                                                            31 March 2026 (Unaudited)      31 March 2025 (Unaudited)

                                                            $'000                          $'000
 Additions to intangible assets                             172                            819
 Associated cash flows
 Payment for additions to intangible assets                 (1,525)                        (646)
 Non-cash movements/presented in other cash flow lines
 Movement in working capital                                1,353                          (173)

 

 

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

 Right     Type of right  Valid date of the right  Group's interest as at 31 March 2026
 Block 23  Licence        13 January 2027          100%
 Block 31  Licence        13 January 2027          100%

d.  Additional information regarding the Exploration and Evaluation assets:

As of 31 March 2026, the Group holds two licences to explore for gas and oil,
Block 23 and Block 31, which are located in the economic waters of the State
of Israel. In January 2025 the licences for Blocks 23 and 31 were extended
until 13 January 2027.

The licence for Block 21 was not extended and expired on 13 January 2025.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOTE 9: -       Deferred taxes

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

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

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

Below are the items for which deferred taxes were recognised:

                                                                                           Property, plant and equipment & intangible assets          Right of use asset      Deferred expenses for tax      Staff leaving indemnities      Accrued expenses and other short‑term liabilities and other long‑term          Derivative asset      Total

                              liabilities

                                                                                           $'000                                                      IFRS 16                 $'000                          $'000
                                                                              $'000                 $'000

                                                                                     $'000
                                                                                                                                                      $'000
 At 1 January 2025                                                                         (73,090)                                                   (2,028)                 2,709                          292                            2,992                                                                          79                    (69,046)
 Increase/(decrease) for the year through:
 Profit or loss                                                                            (679)                                                      190                     (546)                          5                              59                                                                             -                     (972)
 Other comprehensive income                                                                -                                                          -                       -                              -                              -                                                                              (8,469)               (8,469)
 Cashflow hedge related to basis adjustment                                                                                                                                                                                                                                                                                2,492                 2,492
 At 31 December 2025 (Audited)                                                             (73,769)                                                   (1,838)                 2,163                          297                            3,050                                                                          (5,898)               (75,995)

 At 1 January 2026                                                                         (73,769)                                                   (1,838)                 2,163                          297                            3,050                                                                          (5,898)               (75,995)
 Increase/(decrease) for the period through:
 Profit or loss                                                                            (4,997)                                                    512                     (46)                           -                              (429)                                                                          -                     (4,960)
 Other comprehensive loss                                                                  -                                                          -                       -                              -                              -                                                                              1,087                 1,087
 Cashflow hedge related to basis adjustment                                                -                                                          -                       -                              -                              -                                                                              826                   826
 At 31 March 2026 (Unaudited)                                                              (78,766)                                                   (1,326)                 2,117                          297                            2,621                                                                          (3,985)               (79,042)

 

                             31 March 2026 (Unaudited)      31 December 2025 (Audited)

                             $'000                          $'000
 Deferred tax liabilities    (84,077)                       (81,424)
 Deferred tax assets         5,035                          5,429
                             (79,042)                       (75,995)

 

 

 

 

 

NOTE 10: -    Trade and other receivables

                                      31 March 2026 (Unaudited)      31 December 2025 (Audited)

                                      $'000                          $'000
 Financial items

    Trade receivables
 Trade receivables                    18,404                         121,006
 Receivables from related parties     -                              6
 Other receivables ((2))              5,814                          5,737
 Accrued interest income              9                              968
                                      24,227                         127,717
 Non-financial items
 Prepayments                          10,737                         10,231
 Refundable excise                    8,323                          7,954
 VAT receivable                       4,803                          -
 Prepaid income tax                   2,582                          -
                                      26,445                         18,185
 Total trade and other receivables    50,672                         145,902

((2)) The balance relates to the final amount related the agreement with
Israel Natural Gas Lines ("INGL") for the transfer of title (the "Hand Over")
of the near shore and onshore segments of the infrastructure that delivers gas
from the Energean Power FPSO into the Israeli national gas transmission grid
is approximately US$5 million and is expected to be received in 2026.

 

NOTE 11: -   Inventories

                                 31 March 2026 (Unaudited)      31 December 2025 (Audited)

                                 $'000                          $'000
 Hydrocarbon liquids             4,751                          1,031
 Natural gas                     434                            506
 Raw materials and supplies      20,617                         19,454
 Total                           25,802                         20,991

 

 

 

 

 

 

 

 

 

 

 

NOTE 12: -    Borrowings

Senior secured notes (the "Notes"):

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

On 11 July 2023, Energean Israel Finance Ltd. completed the offering of US$750
million aggregate principal amount of the Notes with a fixed annual interest
rate of 8.5%. The proceeds were used mainly to repay Energean Israel's US$625
million Notes series due in March 2024. On 21 September 2025, Energean Israel
Finance Ltd redeemed in full the US$625 million Notes series due in March
2026, see below disclosure regarding the US$750 Million Secured Term Loan. As
of 31 March 2026, the group has three Senior secured notes series of the total
amount of US$2,000 Million.

 

US$750 Million Term Loan:

In February 2025 Energean Israel Finance Ltd signed a 10-year, senior-secured
term loan with banking corporation in Israel as the facility agent and
arranger for US$750 million (the "Term Loan" and the "Term Loan Agent",
respectively). The purpose of Term Loan was to refinance its 2026 senior
secured notes and provide additional liquidity for the Katlan development. Up
to US$475 million is in US dollars and up to US$275 million is in New Israeli
Shekel. The Term Loan bears a floating interest rate of SOFR plus a margin on
the USD component and the Bank of Israel (BOI) rate plus a margin on the ILS
component. The Term Loan is secured on the assets of the Group (including the
Company's shares), pari passu with the senior secured Notes, non-recourse to
Energean plc and has a bullet repayment in 2035.

As of 31 March 2026, Energean Israel Finance Ltd drew down the full US$750
million amount of the Term Loan.

 

US$70 Million Unsecured Term Loan:

In October 2025, the Company signed an unsecured term loan facility agreement
with a banking corporation in Israel for US$70 million ("Unsecured Term
Loan"), to fund the development of the Nitzana pipeline (see note 8(1)). The
Unsecured Term Loan bears a floating interest rate of SOFR plus a margin and
non-utilization fee.

During October 2025, the Company drew US$33.2 million from the above facility
loan and US$36.2 million was drawn as a letter of credit in favor of INGL.

 

Composition:

 Series                                                           Type                   Maturity           Annual Interest rate  31 March 2026 (Unaudited)      31 December 2025 (Audited)

                                                                                                                                  Carrying value                 Carrying value

                                                                                                                                   $'000                          $'000
 Non-current
 US$ 625 million                                                  Senior secured notes   30 March 2028      5.375%                621,600                        621,144
 US$ 625 million                                                  Senior secured notes   30 March 2031      5.875%                618,997                        618,673
 US$ 750 million                                                  Senior secured notes   30 September 2033  8.5%                  736,247                        735,990
       US$ 275 million                                            Secured term Loan      26 February 2035   3.1%+ BOI             282,144                        279,850
       US$ 475 million                                            Secured term Loan      26 February 2035   4.25%+ SOFR           456,331                        456,580
   US$ 33.2 million                                               Unsecured term Loan    30 September 2034  3.9%+ SOFR            32,040                         31,848
 Total                                                                                                                            2,747,359                      2,744,085

 

 

 

 

 

 

NOTE 12: -    Borrowings (Cont.)

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

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

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

 

Collateral:

The Company has provided/undertakes to provide the following collateral in
favor of HSBC BANK USA, N.A, which serves as the "Collateral Agent" under both
the Notes and the Term Loan:

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

2)    Floating charge over all of the present and future assets of Energean
Israel Limited and Energean Israel Finance Ltd (except specifically excluded
assets).

3)    The Energean Power FPSO.

Restricted cash:

As of 31 March 2026, the Company had short-term restricted cash of US$2.2
million (31 December 2025: US$97.6 million), which will be used for the
September 2026 interest payment.

Credit rating:

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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOTE 13: -   Trade and other payables

                                                              31 March 2026 (Unaudited)      31 December 2025 (Audited)

                                                              $'000                          $'000
 Current
 Financial items
 Trade accounts payable ((1))                                 135,733                        159,638

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 
 Payables to related parties                                  17,164                         14,812
 Other creditors ((2))                                        16,478                         36,803
 Short term lease liabilities                                 3,199                          5,002
                                                              172,574                        216,255
 Non-financial items
 Accrued expenses                                             30,728                         29,457
 Other finance costs accrued                                  172                            49,275
 Deferred revenues                                            5,711                          5,530
 VAT payable                                                  -                              9,677
 Social insurance and other taxes                             2,279                          940
                                                              38,890                         94,879
  Total current trade and other payables                      211,464                        311,134
 Non-current
 Financial items
 Long term lease liabilities                                  3,569                          4,008
                                                              3,569                          4,008
 Non-financial items
 Accrued expenses to related parties                          327                            409
                                                              327                            409
 Total non-current trade and other payables                   3,896                          4,417

((1)       ) The amount includes payable in terms of the EPCIC
(Engineering, Procurement, Construction, Installation and Commissioning)
contract to Technip. According to the agreement with the EPCIC contractor, the
last US$210 million of the consideration will be paid in 12 equal quarterly
deferred payments started in March 2024 and as such has been discounted at
8.67% per annum (being the yield rate of the senior secured loan notes,
maturing in 2026, as at the date of agreeing the payment terms). As of 31
March 2026, nine installments have been paid and the remaining outstanding
payable amounted to US$ 50.5 million (2025: US$67.1 million).

 

((2)       ) The amount mainly comprises of royalties payables to the
Israel government and third parties with regards to the Karish Lease,
including US$5.7 million (2025: US$13.1 million) of royalties payable to third
parties. Contractual royalties are payable to third-party holders at a total
rate of 7.5%, increasing to 8.25% after the date at which the lease in
question starts to pay the oil and gas profits levy. The royalty payable to
third-party holders under the SPA )Sale and Purchase Agreement( is calculated
on the value of the total amount of natural gas and condensate produced at the
wellhead without any deduction (except for natural gas and Petroleum (as
defined under the Petroleum Law) used in the production process). No
contractual royalties under the SPA will be payable on future discoveries that
were not part of the original acquisition of the Karish and Tanin leases.

 

 

NOTE 14: -   Equity

Interim dividends:

Dividends of US$39.0 million were declared and paid during Q1 2026 (Q1 2025:
US$67.6 million).

 

NOTE 15: -   Financial Instruments

Fair Values of other financial instruments

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

                                 31 March 2026 (Unaudited)           31 December 2025 (Audited)
                                 Book Value $'000  Fair value $'000  Book Value $'000  Fair value $'000
 Senior Secured Notes (Note 12)  1,976,844         1,956,750         1,975,807         2,026,375

The fair value of the Senior Secured Notes is within level 1 of the fair value
hierarchy and has been estimated by discounting future cash flows by the
relevant market yield curve at the balance sheet date. The Bank loans bears
floating interest rates reset periodically to current market rates and its
carrying amount is therefore considered to approximate its fair value. The
fair values of other financial instruments not measured at fair value includes
cash and short-term deposits, trade receivables and trade and other payables
equate approximately to their carrying amounts.

Cash Flow Hedging

In February 2024, the Group entered into a forward transaction to hedge
against foreign currency volatility risk associated with its deferred payment
to EPCIC contractor. In addition, in January 2025 the Group entered into the
forward contracts with a bank in Israel to manage the foreign currency risk
related to EUR, NOK and GBP payments to suppliers under the Katlan EPCI
contract. The forward contracts are subject to different maturity dates and
are designed to match the Katlan Subsea development milestones completion
payments under the host contract. Multi-currency instruments are effective
from April 2025 to August 2027. The hedge relationship was deemed effective at
inception, and in accordance with the Group's accounting policy, the
transaction was subject to cash flow hedge accounting.

Consequently, as of 31 March 2026, the Group recorded a derivative asset of
US$17.3 million, and other comprehensive loss of US$3.6 million, during the
reporting period (31 December 2025, the Group recorded a derivative asset of
US$25.6 million, and other comprehensive income of US$13.2 million during Q1
2025).

Financial risk management objectives

In addition to the risks discussed in the consolidated annual financial
statements, due to the Term Loan (refer to note 12), the Company has some
exposure to interest rate risk. The management carefully considers the future
impact of the floating interest fluctuation and will consider mitigation plans
as needed and implement accordingly.

 

 

 

 

 

 

 

 

NOTE 16: -   Subsequent events

Production of the Energean Power FPSO was restored and the FPSO became fully
operational on 10 April 2026. For more details see Note 2.

 

 

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