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 2025 which are the same as those used in preparing the annual consolidated financial statements for the year ended 31 December 2024.

The directors consider it appropriate to adopt the going concern basis of accounting in preparing these interim financial statements. The Going Concern assessment covers the period up to 31 December 2026, "the forecast period".

Israel geopolitical environment - Energean highlights the following as important in relation to its principal risks. Since 7 October 2023, the magnitude of regional geopolitical risk has been elevated. Concerns of escalation in the Middle East have intensified the security risk in the region, as essential infrastructure systems (such as the Energean Power FPSO offshore Israel) may be targets for missile fire and sabotage operations. Any event that impacts production from the Karish and Karish North fields could have a material adverse impact on the business, results of operations, cash flows, financial condition and prospects of the Group. On June 13, 2025, the Ministry of Energy and Infrastructure ordered the temporary suspension of production and activities of the Energean Power FPSO, following geopolitical escalation in the region at the time of the notice. On June 25, 2025, 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 the instructions. Apart from this temporary suspension, the Karish and Karish North fields have continued to produce with no disruption since the start of the conflict. Post-period end, a ceasefire was announced by the Israeli Government in October 2025. In the nine month of 2025, Energean has ensured that all measures are in place to continue business operations, maintain the mobility of its people and make certain that the security of information is unaffected.

New and amended accounting standards and interpretations:

The following amendments became effective as of 1 January 2025 and have been applied in the preparation of these consolidated financial statements

·      Amendments to IAS 21- Lack of exchangeability.

The adoption of the above standard and interpretations did not lead to any material changes to the Group's accounting policies and did not have any other material impact on the financial position or performance of the Group.

 

NOTE 3:        Revenues

		30 September 2025 (Unaudited) $'000		30 September 2024 (Unaudited) $'000
Revenue from gas sales (1)		608,780		645,833
Revenue from hydrocarbon liquids sales (2)		236,610		329,056
Total revenue		845,390		974,889

⁽¹⁾ Sales gas for nine months ended 30 September 2025 totaled approximately 4.0 bcm (billion cubic metres) and for nine months ended 30 September 2024 totaled approximately 4.2 bcm.

⁽²⁾ Sales from hydrocarbon liquids for nine months ended 30 September 2025 totaled approximately 3,654 kbbl (kilo barrel) and for nine months ended 30 September 2024 totaled approximately 4,310 kbbl.

 

 

 

NOTE 4:        Operating profit before taxation

		30 September 2025 (Unaudited) $'000		30 September 2024 (Unaudited) $'000
(a)   Cost of sales
Staff costs		13,156		10,299
Energy cost		1,809		1,819
Royalty payable		149,600		172,516
Depreciation and depletion (Note 7)		190,389		180,988
Other operating costs (1)		77,242		75,094
Oil stock movement		1,065		1,223
Total cost of sales		433,261		441,939
(b)   Administrative expenses
Staff costs		4,372		3,475
Share-based payment charge		1,051		867
Depreciation and amortisation (Note 7, 8)		1,484		1,462
Auditor fees		192		252
Other general & administration expenses (2)		8,739		6,823
Total administrative expenses		15,838		12,879
(c)    Exploration and evaluation expenses
Impairment of exploration and evaluation asset (3)		1,994		-
Total exploration and evaluation expenses		1,994		-
(d)   Other expenses
Other expenses		9		448
Total other expenses		9		448
(e)   Other income
Insurance compansation(4)		9,500		-
Other income		294		444
Total other income		9,794		444

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

⁽²⁾ The Administration expenses mainly consist of intercompany management, legal expenses 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 expenses /(income)

		30 September 2025 (Unaudited) $'000		30 September 2024 (Unaudited) $'000
Interest on Senior Secured Notes (Note 12)		134,435		127,681
Interest expense on long terms payables		-		1,248
Less amounts included in the cost of qualifying assets (Note 7(A))		(26,047)		(9,242)
		108,388		119,687
Costs related to parent company guarantees		1,813		2,266
Other finance costs and bank charges		3,377		1,456
Unwinding of discount on trade payable (Note 13(2))		7,239		11,265
Unwinding of discount on provision for decommissioning		6,075		2,923
Unwinding of discount on right of use asset (1)		389		627
Less amounts included in the cost of qualifying assets  (1)		(539)		(500)
		18,354		18,037
Total finance costs		126,742		137,724
Interest income from related parties		(224)		-
Interest income from time deposits		(3,833)		(7,296)
Income from hedging operations		(233)		(189)
Other interest income		(15)		-
Total finance income		(4,305)		(7,485)
Net foreign exchange losses		13,468		3,818
Net finance costs		135,905		134,057

⁽¹⁾ US$219 thousand included in intangible assets additions (See note 8) and US$320 thousand included in Oil and gas assets additions (See note 7).

NOTE 6:        Taxation

1.      Corporate Tax rates applicable to the Company:

Israel:

The Israeli corporate tax rate is 23% in 2025 and 2024.

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%.

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.

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"). The imposition of oil and gas profits levy at a rate to be set as set out below. 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 as from 2017 the maximum rate of the levy as stated will be reduced by multiplying 0.64 with the difference between the corporate tax rate prescribed in section 126 of the Income Tax Ordinance for each tax year and the rate of 18%.

NOTE 6:        Taxation (Cont.)

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).

In accordance with the provisions of the Law, the Group is not yet required to pay any amount in respect of the said levy, and therefore no liability has been recognised in the financial statements in respect of this payment.

 

3.      Taxation charge:

		30 September 2025 (Unaudited) $'000	30 September 2024 (Unaudited) $'000
Current income tax charge		(56 501)	(64,599)
Deferred tax relating to origination and reversal of temporary differences (Note 9)		(5,339)	(24,027)
Total taxation expense		(61,840)	(88,626)

 

 

 

NOTE 7:        Property, Plant and Equipment                                                                                        

a.          Composition:

		Oil and gas Assets $'000		Leased assets $'000		Furniture, fixtures and equipment $'000		Total $'000
Cost:
At 1 January 2024		2,979,038		16,986		2,390		2,998,414
Additions (1)		172,421		1,363		351		174,135
Transfer from Intangible Assets (2)		205,324		-		-		205,324
Disposals		(448)		-		-		(448)
Capitalised borrowing cost (3)		15,348		-		-		15,348
Change in decommissioning provision		(11,207)		-		-		(11,207)
Total cost at 31 December 2024 (Audited)		3,360,476		18,349		2,741		3,381,566
Additions (1)		302,939		6,647		503		310,089
Lease modifications (4)		-		(11,237)		-		(11,237)
Capitalised borrowing cost (3)		26,047		-		-		26,047
Change in decommissioning provision		(1,574)		-		-		(1,574)
Total cost at 30 September 2025		3,687,888		13,759		3,244		3,704,891
Depreciation:
At 1 January 2024		195,124		4,425		1,034		200,583
Charge for the year		258,328		4,962		418		263,708
Total depreciation at 31 December 2024 (Audited)		453,452		9,387		1,452		464,291
Charge for the period		187,541		3,576		371		191,488
Lease modifications (4)		-		(7,190)		-		(7,190)
Total Depreciation at 30 September 2025 (Unaudited)		640,993		5,773		1,823		648,589
At 31 December 2024 (Audited)		2,907,024		8,962		1,289		2,917,275
At 30 September 2025 (Unaudited)		3,046,895		7,986		1,421		3,056,302

 

⁽¹⁾  The additions to oil and gas assets for the period of nine months ended 30 September 2025 mainly relates to Katlan development. In February 2024, Karish North first gas was achieved and the second gas export riser was completed. The second oil train lift was safely and successfully performed in Q4 2024; commissioning activities are ongoing and are expected to complete around year- end 2025, which will result in an increase in liquids production capacity.

⁽²⁾   Final Investment Decision ("FID") for Katlan was made in July 2024, and the concession agreement was granted in the same month, which expires in 2054. Refer to note 8 for further details.

⁽³⁾ Borrowing costs capitalised for qualifying assets during the year are calculated by applying a weighted average interest rate of 6.83% for the period ended 30 September 2025 (for the year ended 31 December 2024: 3.93%).

⁽⁴⁾ The lease modification pertains to the termination of vessel lease in May 2025.

 

 

 

 

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

 

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

	30 September 2025 (Unaudited) $'000		30 September 2024 (Unaudited) $'000
Cost of sales	190,389		180,988
Administration expenses	1,099		1,151
Total	191,488		182,139

 

c.          Cash flow statement reconciliations:

			30 September 2025 (Unaudited) $'000		30 September 2024 (Unaudited) $'000
Additions and disposals to property, plant and equipment, net			323,325		112,841
Associated cash flows
Payments and receipts for additions to property, plant and equipment, net			(350,478)		(225,766)
Non-cash movements/presented in other cash flow lines
Capitalised borrowing costs			(26,047)		(9,742)
Right-of-use asset additions			(6,647)		(1,129)
Lease modifications			11,237		-
Change in decommissioning provision			1,574		(4,432)
Lease payments related to capital activities			3,791		4,198
Movement in working capital			43,245		124,030

 

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

 

 

 

NOTE 8:        Intangible Assets

a.          Composition:

		Exploration and evaluation assets $'000		Software licenses $'000		Total $'000
Cost:
At 1 January 2024		166,466		2,330		168,796
Additions		133,224		536		133,760
Transfer to Property Plant and Equipment (*)		(205,324)		-		(205,324)
31 December 2024 (Audited)		94,366		2,866		97,232
Additions		1,617		152		1,769
At 30 September 2025 (Unaudited)		95,983		3,018		99,001
Amortisation:
At 1 January 2024		-		631		631
Charge for the year		-		498		498
Total Amortisation at 31 December 2024 (Audited)		-		1,129		1,129
Impairment of exploration and evaluation assets (note 8(d))		1,994		-		1,994
Charge for the period		-		385		385
Total Amortisation at 30 September 2025 (Unaudited)		1,994		1,514		3,508
At 31 December 2024 (Audited)		94,366		1,737		96,103
At 30 September 2025 (Unaudited)		93,989		1,504		95,493

The additions to exploration and evaluation assets in 2024 are mainly related to pre-FID costs for Block 12 "Katlan".

(*) Katlan Final Investment Decision

In July 2024, the Ministry of Energy and Infrastructure granted the Company a 30-year concession for the Katlan area including a 20-year extension option. Following this, Energean announced in July 2024 that it had taken FID for the Katlan development project in Israel. The Katlan area is being developed in a phased approach through a subsea tieback to the existing Energean Power FPSO. First gas is planned for H1 2027. The EPCI (Engineering, Procurement, Construction and Installation) contract for the subsea scope was awarded to Technip FMC.

b.         Cash flow statement reconciliations:

		30 September 2025 (Unaudited) $'000		30 September 2024 (Unaudited) $'000
Additions to intangible assets		1,769		132,580
Associated cash flows
Payment for additions to intangible assets		(1,457)		(70,286)
Non-cash movements/presented in other cash flow lines
Movement in working capital		(312)		(62,294)

 

 

 

 

NOTE 8:        Intangible Assets (Cont.)

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

Right	Type of right	Valid date of the right	Group's interest as at 30 September 2025
Block 23	Exploration license	13 January 2027	100%
Block 31	Exploration license	13 January 2027	100%

d.         Additional information regarding the Exploration and Evaluation assets:

As of 30 September 2025, 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 $'000		Right of use asset IFRS 16 $'000		Tax losses $'000		Deferred expenses for tax $'000		Staff leaving indemnities $'000		Accrued expenses and other short‑term liabilities and other long‑term liabilities $'000		Derivative asset/ liability $'000		Total $'000
At 1 January 2024	(61,050)		(2,888)		8,983		4,082		337		3,551		-		(46,985)
Increase/(decrease) for the year through:
Profit or loss	(12,040)		860		(8,983)		(1,373)		(45)		(559)		-		(22,140)
Other comprehensive income	-		-		-		-		-		-		79		79
At 31 December 2024 (Audited)	(73,090)		(2,028)		-		2,709		292		2,992		79		(69,046)
At 1 January 2025	(73,090)		(2,028)		-		2,709		292		2,992		79		(69,046)
Increase/(decrease) for the period through:
Profit or loss	(5,048)		191		-		(493)		54		(43)		-		(5,339)
Other comprehensive loss	-		-		-		-		-		-		(6,569)		(6,569)
At 30  September 2025 (Unaudited)	(78,138)		(1,837)		-		2,216		346		2,949		(6,517)		(80,981)

 

 

NOTE 9:         Deferred taxes (Cont.)

 

	30 September 2025 (Unaudited) $'000		31 December 2024 (Audited) $'000
Deferred tax liabilities	(86,492)		(75,118)
Deferred tax assets	5,511		6,072
	(80,981)		(69,046)

NOTE 10:       Trade and other receivables

		30 September 2025 (Unaudited) $'000		31 December 2024 (Audited) $'000
Current
Financial items    Trade receivables
Trade receivables		141,395		108,085
Receivables from related parties		6		330
Other receivables (1)		5,549		5,038
Accrued interest income		33		1,048
		146,983		114,501
Non-financial items
Prepayments		11,070		6,779
Refundable excise		6,741		-
		17,811		6,779
Total current trade and other receivables		164,794		121,280
Non-current
Non-financial items
Deposit and prepayments		10,089		8,812
Deferred expenses in relation to Loans		123		1,036
Total non-current other receivables		10,212		9,848

⁽¹⁾ The balance relates mainly 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 of approximately US$5 million in total and is expected to be received over the course of the next year.

NOTE 11:      Inventories

		30 September 2025 (Unaudited) $'000		31 December 2024 (Audited) $'000
Hydrocarbon liquids		2,488		3,581
Natural gas		511		502
Raw materials and supplies		17,117		12,631
Total		20,116		16,714

 

NOTE 12:      Borrowings

a.     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 bearing a fixed annual interest rate of 8.500%. The proceeds were used mainly to repay the 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.

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 (refer to note 12(d) for related collaterals).

During the nine month of 2025, Energean Israel Finance Ltd drew down the full US$750 million amount of the Term Loan.

 

b.     Composition:

Series	Type	Maturity	Annual Interest rate	30 September 2025 (Unaudited) Carrying value  $'000		31 December 2024 (Audited) Carrying value  $'000
Non-current
US$ 625 million	Senior secured notes	30/03/2026	4.875%	-		622,102
US$ 625 million	Senior secured notes	30/03/2028	5.375%	620,809		619,602
US$ 625 million	Senior secured notes	30/03/2031	5.875%	618,491		617,689
US$ 750 million	Senior secured notes	30/09/2033	8.500%	735,725		734,820
US$ 275 million	Term Loan	26/02/2035	3.1%+ BOI	270,084		-
US$ 475 million	Term Loan	26/02/2035	4.25%+ SOFR	456,830		-
Total				2,701,939		2,594,213

 

The interest on each series of the Notes and loan 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.

c.     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.

 

 

NOTE 12:    Borrowings (Cont.)

d.    Restricted cash:

As of 30 September 2025, the Company had short-term restricted cash of US$20.85 million (31 December 2024: US$82.43 million), which will be used mainly for the March 2026 interest payment.

NOTE 13:      Trade and other payables

		30 September 2025 (Unaudited) $'000		31 December 2024 (Audited) $'000
Current
Financial items
Trade accounts payable		172,186		140,840
Payables to related parties		17,662		11,021
Other creditors (1)		41,704		35,468
Short term lease liabilities		6,908		5,296
		238,460		192,625
Non-financial items
Accrued expenses		23,403		24,480
Other finance costs accrued		447		41,133
VAT payable		12,139		4,182
Deferred revenues		5,530		-
Social insurance and other taxes		691		504
		42,210		70,299
Total current trade and other payables		280,670		262,924
Non-current
Financial items
Trade and other payables (2)		15,817		61,758
Long term lease liabilities		2,019		4,767
		17,836		66,525
Non-financial items
Accrued expenses to related parties		982		519
		982		519
Total non-current trade and other payables		18,818		67,044

⁽¹⁾       The amount mainly comprises of royalties payables to the Israel government and third parties with regards to the Karish Lease, including US$15.1 million (2024: US$12.9 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 Sale Purchase Agreement (SPA( is calculated on the value of the total amount of natural gas and condensate produced at the wellhead without any deduction (except for natural gas and Petroleum (as defined under the Petroleum Law) used in the production process). No contractual royalties under the SPA will be payable on future discoveries that were not part of the original acquisition of the Karish and Tanin leases.

 

 

 

 

NOTE 13:      Trade and other payables (Cont.)

⁽²⁾       The amount represents a long-term amount 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 is payable in 12 equal quarterly deferred payments beginning 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 30 September 2025, 7 installments have been paid.

NOTE 14:      Equity

Interim dividends:

During the reporting period dividends of US$95.9 million were declared and paid (2024: US$276.5 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.

	30 September 2025 (Unaudited)		31 December 2024 (Audited)
	Book Value $'000	Fair value $'000	Book Value $'000	Fair value $'000
Senior Secured Notes (Note 12(a))	1,975,025	2,006,750	2,594,213	2,485,589

The fair value of the Senior Secured Notes is within level 1 of the fair value hierarchy and has been determined with reference to market prices at the reporting date.

The fair values of other financial instruments not measured at fair value, including cash and short-term deposits, trade receivables, trade and other payables and the Term Loan which equate approximately to their carrying amounts.

Cash Flow Hedging

In addition to the hedging agreements described in the 2024 annual consolidated financial statements, in February 2025 the Group entered into a forward transaction to hedge against foreign currency volatility risk associated with its forecasted payment to the EPCI contractor for its Katlan development. The forward contracts are subject to different maturity dates and are designed to match the payments for completion of Katlan Subsea development milestones 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 30 September 2025, the Group recorded a derivative asset of US$28.3 million, and other comprehensive income of US$28.7 million, during the reporting period (31 December 2024, the Group recorded a derivative liability of US$0.3 million, and other comprehensive income of US$0.3 million during 2024).

Financial risk management objectives

In addition to the risks discussed in the consolidated annual financial statements, due to the new term Loan obtained in March 2025 (refer to note 12(b)), the Company became exposed to interest rate risk. The Group carefully considers the future impact of the floating interest fluctuation and will consider mitigation plans as needed and implement accordingly.

 

 

 

 

NOTE 16:      Significant events and transactions during the reporting period

a.         Approximately US$2 billion binding term sheet signed with Dalia Energy Companies Ltd in January 2025 for gas sales in Israel. The binding term sheet contains provisions regarding floor pricing, take or pay and price indexation linked to CPI (not Brent-price linked). The terms agreed are in line with the other material, long-term contracts within the Company portfolio. For more details see Note 17(d).

 

b.         The Company has signed a Gas Sale and Purchase Agreement ("GSPA") with Kesem Energy Ltd ("Kesem"). The contract is for the supply of gas to Kesem's new power plant, which is estimated to be operational before the end of the current decade. The contracted supply is approx. 1 bcm/year from around the middle of the 2030s with limited quantities of gas supplied intermittently before then. The contract represents over US$2 billion in revenues and approx.12.5 bcm in contracted supply over the approx. 17-year period. The contract contains provisions regarding floor pricing, take or pay and price indexation (not Brent-price linked). The terms of GSPA are in line with the other material, long-term contracts within the Company portfolio.

 

c.          On June 13, 2025, Energean received notice from the Ministry of Energy and Infrastructure ordering the temporary suspension of production and activities of the Energean Power FPSO, following the geopolitical escalation in the region at the time of the notice. On June 25, 2025, Energean received notice from the Ministry of Energy and Infrastructure, instructing the safe restart and resumption of production and operations at its Energean Power FPSO. Energean acted in accordance with the Ministry of Energy and Infrastructure's instructions. For more details see Note 2.

 

 

NOTE 17:      Subsequent events

a.         An interim dividend of US$33.19 million was declared and paid in October 2025.

 

b.         On 22 October 2025 the Company signed a new unsecured 10-year term loan facility agreement with banking corporation in Israel for US$70 million ("Unsecured Term Loan"), to fund the development of the Nitzana pipeline (see note 17(c)). The Unsecured Term Loan bears a floating interest rate of SOFR plus a margin and non-utilization fee.

On 27 October, the Company drew US$33.2 from the above facility loan for the initial 40% downpayment.

 

c.          On 23 October 2025 the Company signed a transmission agreement with INGL for capacity in the Nitzana pipeline.

The agreed terms in the transmission agreement are for the supply of up to 1 bcm/year 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 36 months from end of October 2025.

The Company's 16.4% share of the construction costs for the pipeline and compression station is expected to be approximately US$100 million and will primarily be funded via the Unsecured Term Loan. Following an initial 40% downpayment, which was paid in October 2025, the remaining cost balance will be paid according to construction milestones via drawdown under the Unsecured Term Loan and cash on hand.

 

d.         Further to the information presented in Note 16(a), on 25 November 2025 the Company signed a GSPA with Dalia Energy Companies Ltd representing over US$2 billion in contracted revenues. The contract is for approximately 0.5 bcm/year from around January 2030 and then approximately 1.2 bcm/year from June 2035 onwards, and excludes supply in the summer months (June to September) between 2030-2034.