GOLAR LNG LIMITED
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(Translation of registrant's name into English)
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|
2nd Floor
S.E. Pearman Building
9 Par-la-Ville Road
Hamilton HM 11
Bermuda
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(Address of principal executive office)
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4.1
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Purchase and Sale Agreement by and among Golar LNG Limited, KS Investments Pte. Ltd., Black & Veatch International Company and Golar Partners Operating LLC, dated August 15, 2017
|
101
|
The following financial information of Golar LNG Limited formatted in Extensible Business Reporting Language (XBRL):
|
|
i. Unaudited Consolidated Statements of Income for the six months ended June 30, 2017 and 2016;
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ii. Unaudited Consolidated Statements of Comprehensive Income for the six months ended June 30, 2017 and 2016;
|
|
iii. Unaudited Consolidated Balance Sheets as of June 30, 2017 and December 31, 2016;
|
|
iv. Unaudited Consolidated Statements of Cash Flows for the six months ended June 30, 2017 and 2016;
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|
v. Unaudited Consolidated Statements of Changes in Equity for the six months ended June 30, 2017 and 2016; and
|
|
vi. Notes to the Unaudited Condensed Consolidated Financial Statements.
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GOLAR LNG LIMITED
|
|
|
(Registrant)
|
|
|
|
|
|
|
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Date: September 29, 2017
|
By:
|
/s/ Brian Tienzo
|
|
Name:
|
Brian Tienzo
|
|
Title:
|
Chief Financial Officer
|
|
|
|
•
|
changes in liquefied natural gas, or LNG, carrier, floating storage and regasification unit, or FSRU, or floating liquefaction natural gas vessel, or FLNG, market trends, including charter rates, vessel values or technological advancements;
|
•
|
changes in our ability to retrofit vessels as FSRUs or FLNGs and in our ability to obtain financing for such conversions or our joint ventures on acceptable terms or at all;
|
•
|
changes in the timeliness of the
Hilli Episeyo
(the "
Hilli
") conversion, commissioning and delivery;
|
•
|
changes in the supply of or demand for LNG carriers, FSRUs or FLNGs;
|
•
|
a material decline or prolonged weakness in rates for LNG carriers, FSRUs or FLNGs;
|
•
|
changes in the performance of the pool in which certain of our vessels operate and the performance of our joint ventures;
|
•
|
changes in trading patterns that affect the opportunities for the profitable operation of LNG carriers, FSRUs or FLNGs;
|
•
|
changes in the supply of or demand for LNG or LNG carried by sea;
|
•
|
changes in the supply of or demand for natural gas generally or in particular regions;
|
•
|
failure of our contract counterparties, including our joint venture co owners, to comply with their agreements with us;
|
•
|
changes in our relationships with our counterparties, including our major chartering parties;
|
•
|
changes in the availability of vessels to purchase and in the time it takes to construct new vessels;
|
•
|
failures of shipyards to comply with delivery schedules or performance specifications on a timely basis or at all;
|
•
|
our ability to integrate and realize the benefits of acquisitions;
|
•
|
changes in our ability to close the sale of the equity interests in
Hilli
on a timely basis or at all;
|
•
|
changes in our ability to sell vessels to Golar Partners, or our joint venture Golar Power Limited, or Golar Power;
|
•
|
changes in our relationship with Golar Partners, Golar Power or our joint venture OneLNG S.A;
|
•
|
changes to rules and regulations applicable to LNG carriers, FSRUs, FLNGs or other parts of the LNG supply chain;
|
•
|
our inability to achieve successful utilization of our expanded fleet or inability to expand beyond the carriage of LNG and provisions of FSRUs particularly through our innovative FLNG strategy and our JVs;
|
•
|
actions taken by regulatory authorities that may prohibit the access of LNG carriers, FSRUs or FLNGs to various ports;
|
•
|
our inability to achieve successful utilization of our expanded fleet or inability to expand beyond the carriage of LNG and provision of FSRUs, particularly through our innovative FLNG strategy, or FLNG, and our joint ventures;
|
•
|
changes in our ability to obtain additional financing on acceptable terms or at all;
|
•
|
our ability to make additional equity funding payments to Golar Power and OneLNG to meet our obligations under each of the respective shareholders' agreements;
|
•
|
increases in costs, including, among other things, crew wages, insurance, provisions, repairs and maintenance;
|
•
|
changes in general domestic and international political conditions, particularly where we operate;
|
•
|
a decline or continuing weakness in the global financial markets;
|
•
|
challenges by authorities to the tax benefits we previously obtained under certain of our leasing agreements; and
|
•
|
other factors listed from time to time in registration statements, reports or other materials that we have filed with or furnished to the Securities and Exchange Commission, or the Commission, including our most recent annual report on Form 20-F.
|
a.
|
any cash received by Hilli Corp from revenues invoiced to the extent such revenues invoiced are based on tolling fees under the Liquefaction Tolling Agreement relating to an increase in the Brent Crude price above $60 per barrel;
less
|
b.
|
any incremental tax expense arising from, or related to, any cash receipts referred to in clause (a) above;
less
|
c.
|
the pro-rata portion of any costs that may arise as a result of the underperformance of the
Hilli
(“Underperformance Costs”) incurred by Hilli Corp during such quarter.
|
a.
|
the cash receipts from revenues invoiced by Hilli Corp as a direct result of the employment of more than the first fifty percent of LNG production capacity for the
Hilli
, before deducting any Underperformance Costs (unless the incremental capacity above the first fifty percent is supplied under the terms of the Liquefaction Tolling Agreement and the term of the Liquefaction Tolling Agreement is not expanded beyond 500 billion cubic feet of feed gas), excluding, for the avoidance of doubt, any Incremental Perenco Revenues;
less
|
b.
|
any incremental costs whatsoever, including but not limited to operating expenses, capital costs, financing costs and tax costs, arising as a result of employing and making available more than the first fifty percent of LNG production capacity for Hilli FLNG;
less
|
c.
|
any reduction in revenue attributable to the first fifty percent of LNG production capacity availability as a result of making more than fifty percent of capacity available under the Liquefaction Tolling Agreement (including, but not limited to, for example, as a result of a tolling fee rate reduction as contemplated in the Liquefaction Tolling Agreement);
less
|
d.
|
the pro-rata share of Underperformance Costs incurred by Hilli Corp during such quarter.
|
|
Six months ended
June 30,
|
|
|
|||||
(in thousands of $, except average daily TCE)
|
2017
|
|
2016
|
|
Change
|
|
% Change
|
|
Operating revenues (including revenue from collaborative arrangement)
|
53,518
|
|
34,927
|
|
18,591
|
|
53
|
%
|
Vessel operating expenses
|
(25,043
|
)
|
(29,637
|
)
|
4,594
|
|
(16
|
)%
|
Voyage, charterhire and commission expenses (including expenses from collaborative arrangement)
|
(28,737
|
)
|
(23,278
|
)
|
(5,459
|
)
|
23
|
%
|
Administrative expenses
|
(22,320
|
)
|
(19,141
|
)
|
(3,179
|
)
|
17
|
%
|
Depreciation and amortization
|
(42,552
|
)
|
(39,149
|
)
|
(3,403
|
)
|
9
|
%
|
Impairment of long-term assets
|
—
|
|
(1,706
|
)
|
1,706
|
|
(100
|
)%
|
Other non-operating gain
|
206
|
|
—
|
|
206
|
|
100
|
%
|
Interest income
|
2,912
|
|
1,091
|
|
1,821
|
|
167
|
%
|
Interest expense
|
(39,710
|
)
|
(34,823
|
)
|
(4,887
|
)
|
14
|
%
|
Other financial items, net
|
(7,928
|
)
|
(40,881
|
)
|
32,953
|
|
(81
|
)%
|
Income taxes
|
(647
|
)
|
1,285
|
|
(1,932
|
)
|
(150
|
)%
|
Equity in net losses of affiliates
|
(2,606
|
)
|
(5,563
|
)
|
2,957
|
|
(53
|
)%
|
Net loss
|
(112,907
|
)
|
(156,875
|
)
|
43,968
|
|
(28
|
)%
|
Net loss attributable to non-controlling interests
|
(15,931
|
)
|
(12,229
|
)
|
(3,702
|
)
|
30
|
%
|
Net loss attributable to Golar LNG Ltd
|
(128,838
|
)
|
(169,104
|
)
|
40,266
|
|
(24
|
)%
|
Average Daily TCE
(1)
(to the closest $100)
|
13,600
|
|
8,600
|
|
5,000
|
|
58
|
%
|
(1)
|
Time Charter Equivalent, or TCE, is a non-GAAP financial measure. See the section of this report entitled "Non-GAAP measures" for a discussion of TCE.
|
•
|
$17.7 million from the improved utilization and daily hire rates, including repositioning fees, from our vessels participating in the Cool Pool for the six months ended June 30, 2017 compared to the same period in 2016;
|
•
|
$1.1 million revenue from the
Golar Arctic
which was fully utilized for the six months ended June 30, 2017 compared to the same period in 2016 when she was mostly off-hire during the first quarter in preparation for her floating storage unit charter on March 23, 2016 with New Fortress Energy in Jamaica; and
|
•
|
$4.7 million in management fee income, from $4.8 million to $9.5 million for the six months ended June 30, 2016 and 2017, respectively, from the provision of services to Golar Partners, Golar Power and OneLNG under our management and administrative services and fleet management agreements. The increase is a result of the services provided to Golar Power and OneLNG which had no comparable amount in 2016.
|
•
|
a decrease of $4.3 million in relation to the
Golar Penguin
and
Golar Celsius
following the deconsolidation of Golar Power, and thus its fleet, from July 2016;
|
•
|
a decrease of $1.4 million from
Golar Arctic
and
Golar Tundra
, as they incurred higher upstoring and repairs and maintenance costs in preparation for the Fortress charter which commenced in 2016 and the WAGL charter which was to commence in 2016, respectively; and
|
•
|
partially offset by an increase of $1.5 million in fleet management costs due to change in classification of fleet management related administrative costs to vessel operating costs for the six months ended
June 30, 2017
, following our in-housing of technical operations.
|
•
|
an increase of $9.9 million of voyage expenses primarily due to repositioning fees that arose from the increased utilization of our vessels participating in the Cool Pool, which are subsequently recouped from the charterer;
|
•
|
a decrease of $0.9 million in charterhire expense relating to the charter back of the
Golar Grand
from Golar Partners until October 2017. This comprises of a reduction of $5.5 million in amounts payable to Golar Partners under the charter back arrangement for the six months ended June 30, 2017 as compared to 2016. The decrease is mainly due to the
Golar Grand’s
drydocking from February to April 2017. No charterhire is payable during periods of drydocking. This decrease is partially offset by the recognition of expense of $4.2 million, comprising of an incremental $9.0 million upon re-measurement of the existing Golar Grand guarantee obligation, net of the related amortization income recognized in the six months ended June 30, 2017;
|
•
|
a decrease of $2.0 million from
Golar Penguin
and
Golar Celsius
following the deconsolidation of Golar Power, and thus its fleet, from July 2016; and
|
•
|
a decrease of $0.6 million from
Golar Arctic
as she incurred significant voyage costs prior to commencement of her two year floating storage unit charter on March 23, 2016 with New Fortress Energy in Jamaica. There was no comparable amount for the six months ended June 30, 2017.
|
•
|
an increase of $11.6 million in depreciation expense in 2017 relating to the
Golar Tundra
. This includes a $9.7 million depreciation catch up charge recognized upon ceasing to be classified as held for sale in March 2017;
|
•
|
$5.6 million from
Golar Penguin
and
Golar Celsius
following the deconsolidation of Golar Power, and thus its fleet, from July 2016; and
|
•
|
$2.6 million from the
Gimi
as she was at the end of her useful life as at December 31, 2016.
|
•
|
an increase of $4.2 million in relation to the $402.5 million convertible bond issued in February 2017 which replaced the old $250 million convertible bond, which was repaid in early March 2017;
|
•
|
an increase of $9.2 million interest expense largely due to the out of period correction of capitalized interest on borrowing costs in respect of the Hilli FLNG conversion recognized in the six months ended June 30, 2016; and
|
•
|
an increase of $2.5 million from the $150.0 million margin loan that we entered into in March 2017.
|
•
|
a $8.0 million decrease in interest expense arising on the loan facilities of our consolidated Lessor VIEs;
|
•
|
a decrease of $5.6 million from the
Golar Penguin
and
Golar Celsius
relating to interest expense incurred prior to the deconsolidation of Golar Power in July 2016; and
|
•
|
a $2.8 million write off of deferred finance charges as a result of the refinancing of the Golar Seal debt in March 2016. There is no comparable write off in 2017.
|
|
Six months ended June 30,
|
|
|
|||||
(in thousands of $)
|
2017
|
2016
|
Change
|
% Change
|
||||
Mark-to-market adjustment for interest rate swap derivatives
|
(603
|
)
|
(29,390
|
)
|
28,787
|
|
(98
|
)%
|
Interest expense on undesignated interest rate swaps
|
(2,706
|
)
|
(5,741
|
)
|
3,035
|
|
(53
|
)%
|
Net realized and unrealized losses on interest rate swap agreements
|
(3,309
|
)
|
(35,131
|
)
|
31,822
|
|
(91
|
)%
|
|
Six months ended June 30,
|
|
|
|||||
(in thousands of $)
|
2017
|
2016
|
Change
|
% Change
|
||||
Share of net loss in Golar Partners
|
(2,906
|
)
|
(5,525
|
)
|
2,619
|
|
(47
|
)%
|
Share of net earnings (loss) in other affiliates
|
300
|
|
(38
|
)
|
338
|
|
(889
|
)%
|
|
(2,606
|
)
|
(5,563
|
)
|
2,957
|
|
(53
|
)%
|
|
Six months ended
June 30,
|
|
|
|||||
(in thousands of $)
|
2017
|
2016
|
Change
|
% Change
|
||||
Other operating gains and losses
|
—
|
|
16
|
|
(16
|
)
|
100
|
%
|
Net income
|
—
|
|
16
|
|
(16
|
)
|
100
|
%
|
|
Six months ended
June 30,
|
|
|
|||||
(in thousands of $)
|
2017
|
2016
|
Change
|
% Change
|
||||
Administrative expenses
|
(226
|
)
|
(2,124
|
)
|
1,898
|
|
(89
|
)%
|
Share of net loss in OneLNG
|
(3,126
|
)
|
—
|
|
(3,126
|
)
|
100
|
%
|
Net loss
|
(3,352
|
)
|
(2,124
|
)
|
(1,228
|
)
|
58
|
%
|
|
Six months ended
June 30, |
|
|
|||||
(in thousands of $)
|
2017
|
2016
|
Change
|
% Change
|
||||
Equity in net losses of Golar Power
|
(7,461
|
)
|
—
|
|
(7,461
|
)
|
(100
|
)%
|
Net loss
|
(7,461
|
)
|
—
|
|
(7,461
|
)
|
(100
|
)%
|
•
|
receipt of a $70 million deposit from Golar Partners upon entry into the purchase and sale agreement for the acquisition by Golar Partners of equity interests in Hilli LLC, which will, on the closing date of the acquisition, indirectly own the FLNG, the
Hilli
; and
|
•
|
receipt of $12.9 million in August 2017, in respect of cash distributions for the quarter ended
June 30, 2017
, from Golar Partners in relation to our interests in its common and general partner units held at the relevant record date, albeit $12.1 million was used to satisfy principal and interest repayments on the Margin Loan Facility (defined below) as a result of 20,852,291 of Golar Partners common units held by us being pledged as security for the obligations under the facility.
|
•
|
payment of $5.1 million in cash distributions to our shareholders in July 2017, in respect of the quarter ended March 31, 2017;
|
•
|
additional capital contributions of $27 million to Golar Power in September 2017; and
|
•
|
payment of scheduled loan and interest repayments.
|
|
Six Months Ended
June 30,
|
|
|
|||||
(in thousands of $)
|
2017
|
2016
|
Change
|
% Change
|
||||
Net cash used in operating activities
|
(31,163
|
)
|
(59,204
|
)
|
28,041
|
|
(47
|
)%
|
Net cash used in investing activities
|
(198,480
|
)
|
(5,944
|
)
|
(192,536
|
)
|
3,239
|
%
|
Net cash provided by financing activities
|
348,679
|
|
24,633
|
|
324,046
|
|
1,315
|
%
|
Net increase (decrease) in cash and cash equivalents
|
119,036
|
|
(40,515
|
)
|
159,551
|
|
(394
|
)%
|
Cash and cash equivalents at beginning of period
|
224,190
|
|
105,235
|
|
118,955
|
|
113
|
%
|
Cash and cash equivalents at end of period
|
343,226
|
|
64,720
|
|
278,506
|
|
430
|
%
|
•
|
milestone payments of $133.7 million in respect of the conversion of the
Hilli
to a FLNG;
|
•
|
additional capital contributions of $57.1 million to Golar Power; and
|
•
|
net cash outflows of $6.5 million from restricted cash primarily due to the increase in cash collateral requirements provided against our total return equity swap.
|
•
|
installment payments of $19.2 million in respect of our newbuilding commitment for the construction of a FSRU;
|
•
|
milestone payments of $74.3 million in respect of the conversion of the
Hilli
to a FLNG;
|
•
|
additions to vessels and equipment of $13.3 million; and
|
•
|
net cash outflows of $5.4 million from restricted cash primarily due to the increase in cash collateral requirements provided against our total return equity swap.
|
•
|
$125 million further drawdown on the FLNG Hilli facility in relation to the conversion of the
Hilli
to a FLNG;
|
•
|
$112 million of debt proceeds in connection with our refinancing of the
Golar Crystal
debt facility (see note 7, “Variable Interest Entities” of our unaudited condensed consolidated financial statements contained herein);
|
•
|
$150 million of debt proceeds from the Margin Loan Facility entered into in March 2017; and
|
•
|
$391.4 million of debt proceeds from the new convertible bond which closed in February 2017.
|
•
|
loan repayments of $371.3 million, which includes the settlement of the balance outstanding on the refinanced
Golar Crystal
facility of $101.3 million in March 2017 as well as the buyback of the old convertible bond, which matured in March 2017, amounting to $219.7 million;
|
•
|
payment of $31.2 million for capped call transactions entered into in conjunction with the issuance of the new convertible bond mentioned above;
|
•
|
payment of dividends of $10.3 million; and
|
•
|
net cash outflows of $15.4 million relating to restricted cash balances held by our lessor VIEs as well as the cash collateral requirements with respect to the
Golar Bear
and
Golar Frost
financing arrangements.
|
•
|
$100 million further drawdown on the FLNG Hilli facility in relation to the conversion of the
Hilli
to a FLNG; and
|
•
|
an additional $205.8 million of debt proceeds which refers to amounts drawn down by our lessor VIEs under their respective loan arrangements, in connection with our refinancing of the
Golar Seal
debt facility amounting to $162.4 million, the releveraging of the
Golar Tundra
lease by $25.5 million and the balance of $17.9 million relating to short-term debt proceeds arising in the ICBCL lessor VIEs.
|
•
|
loan repayments of $164.4 million, which includes the settlement of the balance outstanding on the refinanced
Golar Seal
facility of $106.6 million in March 2016;
|
•
|
payment of dividends of $45.1 million;
|
•
|
net cash outflows of $59.1 million relating to restricted cash balances held by our lessor VIEs as well as the cash collateral requirements with respect to the
Golar Celsius
and
Golar Crystal
financing arrangements; and
|
•
|
purchases of our common shares (treasury shares) in the Company amounting to an aggregate cost of $8.2 million.
|
|
Six months ended June 30,
|
||||
(in thousands of $ except number of days and average daily TCE)
|
2017
|
|
2016
|
||
Operating revenues
|
53,518
|
|
|
34,927
|
|
Less: Vessel and other management fee
|
(9,495
|
)
|
|
(4,769
|
)
|
Time and voyage charter revenues
(1)
|
44,023
|
|
|
30,158
|
|
Voyage expenses
(1) (3)
|
(18,302
|
)
|
|
(11,750
|
)
|
|
25,721
|
|
|
18,408
|
|
Calendar days less scheduled off-hire days
(2)
|
1,888
|
|
|
2,149
|
|
Average daily TCE (to the closest $100)
|
13,600
|
|
|
8,600
|
|
Unaudited Consolidated Statements of Income for the six months ended June 30, 2017 and 2016
|
||||
|
|
|||
Unaudited Consolidated Statements of Comprehensive Income for the six months ended June 30, 2017 and 2016
|
||||
|
|
|||
Unaudited Consolidated Balance Sheets as of June 30, 2017 and for the year ended December 31, 2016
|
||||
|
|
|||
Unaudited Consolidated Statements of Cash Flows for the six months ended June 30, 2017 and 2016
|
||||
|
|
|||
Unaudited Consolidated Statements of Changes in Equity for the six months ended June 30, 2017 and 2016
|
||||
|
|
|||
Notes to the Unaudited Condensed Consolidated Financial Statements
|
(in thousands of $, except per share amounts)
|
|
Six months ended June 30,
|
|||||
Notes
|
2017
|
|
2016
|
|
|||
Time and voyage charter revenues
(1)
|
|
32,284
|
|
24,222
|
|
||
Time charter revenues - collaborative arrangement
(1)
|
14
|
11,739
|
|
5,936
|
|
||
Vessel and other management fee
(1)
|
|
9,495
|
|
4,769
|
|
||
Operating revenues
|
4
|
53,518
|
|
34,927
|
|
||
|
|
|
|
||||
Vessel operating expenses
|
|
25,043
|
|
29,637
|
|
||
Voyage and charterhire expenses
(1)
|
|
15,965
|
|
20,474
|
|
||
Voyage and charterhire expenses - collaborative arrangement
(1)
|
14
|
12,772
|
|
2,804
|
|
||
Administrative expenses
|
|
22,546
|
|
21,265
|
|
||
Depreciation and amortization
|
2
|
42,552
|
|
39,149
|
|
||
Impairment of long-term assets
|
|
—
|
|
1,706
|
|
||
Total operating expenses
|
|
118,878
|
|
115,035
|
|
||
|
|
|
|
||||
Other operating gains and losses
|
|
—
|
|
16
|
|
||
Operating loss
|
|
(65,360
|
)
|
(80,092
|
)
|
||
|
|
|
|
||||
Other non-operating income
|
|
|
|
||||
Other
|
|
206
|
|
—
|
|
||
Total other non-operating income
|
|
206
|
|
—
|
|
||
|
|
|
|
||||
Financial income (expenses)
|
|
|
|
||||
Interest income
|
|
2,912
|
|
1,091
|
|
||
Interest expense
(1)
|
|
(39,710
|
)
|
(34,823
|
)
|
||
Other financial items, net
|
6
|
(7,928
|
)
|
(40,881
|
)
|
||
Net financial expenses
|
|
(44,726
|
)
|
(74,613
|
)
|
||
|
|
|
|
||||
Loss before taxes and equity in net losses of affiliates
|
|
(109,880
|
)
|
(154,705
|
)
|
||
Income taxes
|
|
(647
|
)
|
1,285
|
|
||
Equity in net losses of affiliates
|
9
|
(13,193
|
)
|
(5,563
|
)
|
||
|
|
|
|
||||
Net loss
|
|
(123,720
|
)
|
(158,983
|
)
|
||
Net income attributable to non-controlling interests
|
|
(15,931
|
)
|
(12,229
|
)
|
||
Net loss attributable to Golar LNG Ltd
|
|
(139,651
|
)
|
(171,212
|
)
|
||
Basic and diluted loss per share ($)
|
5
|
(1.39
|
)
|
(1.84
|
)
|
||
|
|
|
|
||||
Cash dividends declared and paid per share ($)
|
|
$
|
0.10
|
|
$
|
0.10
|
|
(in thousands of $)
|
|
Six months ended June 30,
|
|||
Notes
|
2017
|
|
2016
|
|
|
|
|
|
|
||
Net loss
|
|
(123,720
|
)
|
(158,983
|
)
|
|
|
|
|
||
Other comprehensive income:
|
|
|
|
||
Net income on qualifying cash flow hedging instruments
|
|
1,632
|
|
1,092
|
|
Other comprehensive income
|
12
|
1,632
|
|
1,092
|
|
Comprehensive loss
|
|
(122,088
|
)
|
(157,891
|
)
|
|
|
|
|
||
Comprehensive (loss) income attributable to:
|
|
|
|
||
|
|
|
|
||
Stockholders of Golar LNG Limited
|
|
(138,019
|
)
|
(170,120
|
)
|
Non-controlling interests
|
|
15,931
|
|
12,229
|
|
|
|
(122,088
|
)
|
(157,891
|
)
|
|
|
2017
|
|
2016
|
|
(in thousands of $)
|
Notes
|
June-30
|
|
Dec-31
|
|
|
|
Unaudited
|
|
Unaudited
(4)
|
|
ASSETS
|
|
|
|
||
Current
|
|
|
|
||
Cash and cash equivalents
|
|
343,226
|
|
224,190
|
|
Restricted cash and short-term deposits
(1)
|
|
205,227
|
|
183,693
|
|
Trade accounts receivable
(3)
|
|
5,556
|
|
3,567
|
|
Inventory
|
|
6,810
|
|
7,257
|
|
Other receivables, prepaid expenses and accrued income
|
|
7,415
|
|
7,510
|
|
Total current assets
|
|
568,234
|
|
426,217
|
|
Non-current
|
|
|
|
||
Restricted cash
|
|
233,144
|
|
232,335
|
|
Investment in affiliates
|
9
|
668,707
|
|
648,780
|
|
Cost method investments
|
|
7,347
|
|
7,347
|
|
Asset under development
|
8
|
855,949
|
|
731,993
|
|
Vessels and equipment, net
|
|
2,110,537
|
|
2,153,831
|
|
Other non-current assets
|
10
|
54,340
|
|
56,408
|
|
Total assets
|
|
4,498,258
|
|
4,256,911
|
|
|
|
|
|
||
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
||
Current
|
|
|
|
||
Current portion of long-term debt and short-term debt, net of deferred finance charges
(1)(2)
|
11
|
919,918
|
|
451,454
|
|
Trade accounts payable
|
|
12,597
|
|
24,559
|
|
Accrued expenses
|
|
92,929
|
|
78,462
|
|
Other current liabilities
|
|
83,871
|
|
78,984
|
|
Amounts due to related parties
|
14
|
4,428
|
|
135,668
|
|
Total current liabilities
|
|
1,113,743
|
|
769,127
|
|
Non-current
|
|
|
|
||
Long-term debt, net of deferred finance charges
(1)
|
11
|
1,403,112
|
|
1,525,744
|
|
Amounts due to related parties
|
14
|
107,247
|
|
—
|
|
Other long-term liabilities
|
|
51,510
|
|
52,214
|
|
Total liabilities
|
|
2,675,612
|
|
2,347,085
|
|
|
|
|
|
||
Equity
|
|
|
|
||
Stockholders' equity
|
|
1,760,151
|
|
1,863,262
|
|
Non-controlling interests
|
|
62,495
|
|
46,564
|
|
|
|
|
|
||
Total liabilities and stockholders' equity
|
|
4,498,258
|
|
4,256,911
|
|
GOLAR LNG LIMITED
UNAUDITED CONSOLIDATED STATEMENTS OF CASHFLOWS
|
||||
|
2017
|
|
2016
|
|
(in thousands of $)
|
Jan-Jun
|
|
Jan-Jun
|
|
|
|
|
||
|
|
|
||
OPERATING ACTIVITIES
|
|
|
||
Net loss
|
(123,720
|
)
|
(158,983
|
)
|
Adjustments to reconcile net loss to net cash used in operating activities:
|
|
|
||
Depreciation and amortization
|
42,552
|
|
39,149
|
|
Amortization of deferred tax benefits on intra-group transfers
|
—
|
|
(1,715
|
)
|
Amortization of deferred charges and guarantees
(1)
|
(667
|
)
|
12,439
|
|
Equity in net losses of affiliates
|
13,193
|
|
5,563
|
|
Dividends received
|
25,655
|
|
26,689
|
|
Compensation cost related to stock options
|
3,875
|
|
2,784
|
|
Net foreign exchange loss
|
1,121
|
|
821
|
|
Impairment of long-term assets
|
—
|
|
1,706
|
|
Impairment of loan receivable
|
—
|
|
7,627
|
|
Restricted cash and short-term deposits
|
(405
|
)
|
(217
|
)
|
Change in assets and liabilities:
|
|
|
||
Trade accounts receivable
|
(1,989
|
)
|
(2,493
|
)
|
Inventories
|
447
|
|
2,648
|
|
Prepaid expenses, accrued income and other assets
|
714
|
|
19,903
|
|
Amounts due from/to related companies
|
(23,992
|
)
|
12,093
|
|
Trade accounts payable
|
(2,319
|
)
|
(57,051
|
)
|
Accrued expenses and deferred income
|
15,934
|
|
11,390
|
|
Other liabilities
|
18,438
|
|
18,443
|
|
Net cash used in operating activities
|
(31,163
|
)
|
(59,204
|
)
|
GOLAR LNG LIMITED
UNAUDITED CONSOLIDATED STATEMENTS OF CASHFLOWS
|
||||
|
2017
|
|
2016
|
|
(in thousands of $)
|
Jan-Jun
|
|
Jan-Jun
|
|
|
|
|
||
INVESTING ACTIVITIES
|
|
|
||
Additions to vessels and equipment
|
(1,093
|
)
|
(13,259
|
)
|
Additions to newbuildings
|
—
|
|
(19,220
|
)
|
Additions to assets under development
|
(133,696
|
)
|
(74,282
|
)
|
Additions to investments
|
(57,147
|
)
|
—
|
|
Loans granted (including related parties)
|
—
|
|
(1,000
|
)
|
Proceeds from disposal of business to Golar Partners, net of cash disposed
|
—
|
|
107,247
|
|
Restricted cash and short-term deposits
|
(6,544
|
)
|
(5,430
|
)
|
Net cash used in investing activities
|
(198,480
|
)
|
(5,944
|
)
|
|
|
|
||
FINANCING ACTIVITIES
|
|
|
||
Proceeds from short-term and long-term debt (including related parties)
|
778,432
|
|
305,817
|
|
Repayments of short-term and long-term debt (including related parties)
|
(371,268
|
)
|
(164,357
|
)
|
Payment for capped call in connection with bond issuance
|
(31,194
|
)
|
—
|
|
Financing costs paid
|
(1,564
|
)
|
(4,429
|
)
|
Cash dividends paid
|
(10,334
|
)
|
(45,061
|
)
|
Purchase of treasury shares
|
—
|
|
(8,214
|
)
|
Restricted cash and short-term deposits
|
(15,393
|
)
|
(59,123
|
)
|
Net cash provided by financing activities
|
348,679
|
|
24,633
|
|
Net increase (decrease) in cash and cash equivalents
|
119,036
|
|
(40,515
|
)
|
Cash and cash equivalents at beginning of period
|
224,190
|
|
105,235
|
|
Cash and cash equivalents at end of period
|
343,226
|
|
64,720
|
|
(in thousands of $)
|
Share Capital
|
Treasury Shares
|
Additional Paid-in Capital
|
Contributed Surplus
(1)
|
Accumulated Other Comprehensive (Loss) Income
|
Accumulated Retained Earnings
|
Total before Non- controlling Interest
|
Non-controlling Interest
|
Total Equity
|
|||||||||
Balance at December 31, 2015
|
93,547
|
|
(12,269
|
)
|
1,317,806
|
|
200,000
|
|
(12,592
|
)
|
308,874
|
|
1,895,366
|
|
20,813
|
|
1,916,179
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Net loss
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(171,212
|
)
|
(171,212
|
)
|
12,229
|
|
(158,983
|
)
|
Dividends
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(9,237
|
)
|
(9,237
|
)
|
—
|
|
(9,237
|
)
|
Grant of share options
|
—
|
|
—
|
|
3,095
|
|
—
|
|
—
|
|
—
|
|
3,095
|
|
—
|
|
3,095
|
|
Other comprehensive income (see note 12)
|
—
|
|
—
|
|
—
|
|
—
|
|
1,092
|
|
—
|
|
1,092
|
|
—
|
|
1,092
|
|
Treasury shares
|
—
|
|
(8,214
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(8,214
|
)
|
—
|
|
(8,214
|
)
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at June 30, 2016
|
93,547
|
|
(20,483
|
)
|
1,320,901
|
|
200,000
|
|
(11,500
|
)
|
128,425
|
|
1,710,890
|
|
33,042
|
|
1,743,932
|
|
(in thousands of $)
|
Share Capital
|
Treasury Shares
|
Additional Paid-in Capital
|
Contributed Surplus
(1)
|
Accumulated Other Comprehensive (Loss) Income
|
Accumulated Retained Earnings
|
Total before Non- controlling Interest
|
Non-Controlling Interest
|
Total Equity
|
|||||||||
Balance at December 31, 2016
|
101,081
|
|
(20,483
|
)
|
1,488,556
|
|
200,000
|
|
(9,542
|
)
|
103,650
|
|
1,863,262
|
|
46,564
|
|
1,909,826
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Net loss
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(139,651
|
)
|
(139,651
|
)
|
15,931
|
|
(123,720
|
)
|
Dividends
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(9,868
|
)
|
(9,868
|
)
|
—
|
|
(9,868
|
)
|
Grant of share options
|
—
|
|
—
|
|
4,915
|
|
—
|
|
—
|
|
—
|
|
4,915
|
|
—
|
|
4,915
|
|
Other comprehensive income (see note 12)
|
—
|
|
—
|
|
—
|
|
—
|
|
1,632
|
|
—
|
|
1,632
|
|
—
|
|
1,632
|
|
Issuance of convertible bonds
(2)
|
—
|
|
—
|
|
39,861
|
|
—
|
|
—
|
|
—
|
|
39,861
|
|
—
|
|
39,861
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at June 30, 2017
|
101,081
|
|
(20,483
|
)
|
1,533,332
|
|
200,000
|
|
(7,910
|
)
|
(45,869
|
)
|
1,760,151
|
|
62,495
|
|
1,822,646
|
|
•
|
Vessel operations – We operate and subsequently charter out LNG carriers and FSRUs on fixed terms to customers.
|
•
|
LNG trading – We provide physical and financial risk management in LNG and gas markets for customers around the world. Activities include structured services to outside customers, arbitrage service as well as proprietary trading.
|
•
|
FLNG – In 2014, we ordered our first FLNG based on the conversion of our existing LNG carrier, the
Hilli.
The
Hilli
FLNG conversion is expected to be completed and delivered in the second half of 2017.
|
•
|
Power – In July 2016, we entered into certain agreements forming a 50/50 joint venture, Golar Power, with private equity firm Stonepeak. Golar Power offers integrated LNG based downstream solutions, through the ownership and operation of FSRUs and associated terminal and power generation infrastructure.
|
|
Six months ended
|
Six months ended
|
||||||||||||||||
(in thousands of $)
|
June 30, 2017
|
June 30, 2016
|
||||||||||||||||
|
Vessel
operations
|
|
LNG
trading |
|
FLNG
|
|
Power
|
|
Total
|
|
Vessel
operations
|
|
LNG
trading |
|
FLNG
|
|
Total
|
|
Time and voyage charter revenues
|
32,284
|
|
—
|
|
—
|
|
—
|
|
32,284
|
|
24,222
|
|
—
|
|
—
|
|
24,222
|
|
Time charter revenues - collaborative arrangement
|
11,739
|
|
—
|
|
—
|
|
—
|
|
11,739
|
|
5,936
|
|
—
|
|
—
|
|
5,936
|
|
Vessel and other management fees
|
9,495
|
|
—
|
|
—
|
|
—
|
|
9,495
|
|
4,769
|
|
—
|
|
—
|
|
4,769
|
|
Vessel and voyage operating expenses
|
(41,008
|
)
|
—
|
|
—
|
|
—
|
|
(41,008
|
)
|
(50,111
|
)
|
—
|
|
—
|
|
(50,111
|
)
|
Vessel and voyage operating expenses - collaborative arrangement
|
(12,772
|
)
|
—
|
|
—
|
|
—
|
|
(12,772
|
)
|
(2,804
|
)
|
—
|
|
—
|
|
(2,804
|
)
|
Administrative expenses
|
(22,320
|
)
|
—
|
|
(226
|
)
|
—
|
|
(22,546
|
)
|
(19,141
|
)
|
—
|
|
(2,124
|
)
|
(21,265
|
)
|
Depreciation and amortization
|
(42,552
|
)
|
—
|
|
—
|
|
—
|
|
(42,552
|
)
|
(39,149
|
)
|
—
|
|
—
|
|
(39,149
|
)
|
Other operating gains and losses (LNG Trade)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
16
|
|
—
|
|
16
|
|
Other non operating income
|
206
|
|
—
|
|
—
|
|
—
|
|
206
|
|
—
|
|
—
|
|
—
|
|
—
|
|
Impairment of long-term assets
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,706
|
)
|
—
|
|
—
|
|
(1,706
|
)
|
Net financial expenses
|
(44,726
|
)
|
—
|
|
—
|
|
—
|
|
(44,726
|
)
|
(74,613
|
)
|
—
|
|
—
|
|
(74,613
|
)
|
Income taxes
|
(647
|
)
|
—
|
|
—
|
|
—
|
|
(647
|
)
|
1,285
|
|
—
|
|
—
|
|
1,285
|
|
Equity in net losses of affiliates
|
(2,606
|
)
|
—
|
|
(3,126
|
)
|
(7,461
|
)
|
(13,193
|
)
|
(5,563
|
)
|
—
|
|
—
|
|
(5,563
|
)
|
Net (loss) income
|
(112,907
|
)
|
—
|
|
(3,352
|
)
|
(7,461
|
)
|
(123,720
|
)
|
(156,875
|
)
|
16
|
|
(2,124
|
)
|
(158,983
|
)
|
Non-controlling interests
|
(15,931
|
)
|
—
|
|
—
|
|
—
|
|
(15,931
|
)
|
(12,229
|
)
|
—
|
|
—
|
|
(12,229
|
)
|
Net (loss) income attributable to Golar LNG Ltd
|
(128,838
|
)
|
—
|
|
(3,352
|
)
|
(7,461
|
)
|
(139,651
|
)
|
(169,104
|
)
|
16
|
|
(2,124
|
)
|
(171,212
|
)
|
Total assets
|
3,149,673
|
|
—
|
|
1,174,512
|
|
174,073
|
|
4,498,258
|
|
3,442,102
|
|
—
|
|
913,899
|
|
4,356,001
|
|
|
Six months ended June 30,
|
Six months ended June 30,
|
||||||
(in thousands of $)
|
2017
|
2016
|
||||||
The Cool Pool (note 14)
|
39,444
|
|
90
|
%
|
20,820
|
|
69
|
%
|
NFE Transport Partners LLC
|
4,579
|
|
10
|
%
|
3,487
|
|
12
|
%
|
Nigeria LNG Ltd
|
—
|
|
—
|
%
|
5,849
|
|
19
|
%
|
(in thousands of $)
|
Six months ended June 30,
|
||||
|
2017
|
|
2016
|
|
|
Net loss attributable to Golar LNG Ltd stockholders - basic and diluted
|
(139,651
|
)
|
(171,212
|
)
|
(in thousands)
|
Six months ended June 30,
|
||||
|
2017
|
|
2016
|
|
|
Weighted average number of common shares outstanding
|
100,581
|
|
93,052
|
|
|
Six months ended June 30,
|
||||||
|
2017
|
|
2016
|
|
|||
Basic and diluted
|
$
|
(1.39
|
)
|
$
|
(1.84
|
)
|
(in thousands of $)
|
Six months ended June 30,
|
|||
|
2017
|
|
2016
|
|
Mark-to-market adjustment for interest rate swap derivatives
|
(603
|
)
|
(29,390
|
)
|
Interest expense on undesignated interest rate swaps
|
(2,706
|
)
|
(5,741
|
)
|
Mark-to-market adjustment for equity derivatives
|
(4,323
|
)
|
3,362
|
|
Impairment of loan
*
|
—
|
|
(7,627
|
)
|
Financing arrangement fees and other costs
|
(239
|
)
|
(75
|
)
|
Amortization of debt guarantee
|
846
|
|
—
|
|
Others
|
(903
|
)
|
(1,410
|
)
|
|
(7,928
|
)
|
(40,881
|
)
|
Vessel
|
Effective from
|
Sales value (in $ millions)
|
First repurchase option (in $ millions)
|
Date of first repurchase option
|
Repurchase obligation at end of lease term
(in $ millions)
|
End of lease term
|
Golar Crystal
|
March 2017
|
187.0
|
97.3
|
March 2020
|
50.6
|
March 2027
|
(in thousands of $)
|
Golar Glacier
|
Golar Kelvin
|
Golar Snow
|
Golar Ice
|
Golar Tundra
(note 2)
|
Golar Seal
|
Golar Crystal
|
June 30, 2017
|
|
December 31, 2016
|
|||||||||
Assets
|
|
|
|
|
|
|
|
Total
|
|
Total
|
|||||||||
Restricted cash and short-term deposits
|
13,362
|
|
44,090
|
|
13,969
|
|
10
|
|
1,953
|
|
18,970
|
|
4,872
|
|
97,226
|
|
|
70,021
|
|
|
13,362
|
|
44,090
|
|
13,969
|
|
10
|
|
1,953
|
|
18,970
|
|
4,872
|
|
97,226
|
|
|
70,021
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Debt:
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Short-term interest bearing debt
|
31,648
|
|
182,540
|
|
22,384
|
|
143,576
|
|
—
|
|
—
|
|
112,000
|
|
492,148
|
|
|
388,628
|
|
Long-term interest bearing debt - current portion
|
7,650
|
|
—
|
|
8,000
|
|
—
|
|
—
|
|
6,062
|
|
—
|
|
21,712
|
|
|
21,532
|
|
Long-term interest bearing debt - non-current portion
|
125,333
|
|
—
|
|
135,025
|
|
—
|
|
198,613
|
|
151,059
|
|
—
|
|
610,030
|
|
|
624,384
|
|
|
164,631
|
|
182,540
|
|
165,409
|
|
143,576
|
|
198,613
|
|
157,121
|
|
112,000
|
|
1,123,890
|
|
|
1,034,544
|
|
(in thousands of $)
|
June 30, 2017
|
|
December 31, 2016
|
|
Purchase price installments
|
733,109
|
|
653,378
|
|
Interest costs capitalized
|
75,680
|
|
53,985
|
|
Other costs capitalized
|
47,160
|
|
24,630
|
|
|
855,949
|
|
731,993
|
|
(in thousands of $)
|
June 30, 2017
|
Payable within 6 months to December 31, 2017
|
289,374
|
Payable within 12 months to December 31, 2018
|
76,609
|
|
365,983
|
(in thousands of $)
|
Six Months Ended June 30, 2017
|
|
Six Months Ended June 30, 2016
|
|
Share of net loss in Golar Partners
|
(2,906
|
)
|
(5,525
|
)
|
Share of net loss in Golar Power
|
(7,461
|
)
|
—
|
|
Share of net loss in OneLNG
|
(3,126
|
)
|
—
|
|
Share of net earnings (loss) in Egyptian Company for Gas Services ("ECGS")
|
300
|
|
(38
|
)
|
|
(13,193
|
)
|
(5,563
|
)
|
(in thousands of $)
|
June 30, 2017
|
|
December 31, 2016
|
|
Golar Partners
|
482,397
|
|
507,182
|
|
Golar Power
|
174,073
|
|
126,534
|
|
OneLNG
|
7,074
|
|
10,200
|
|
ECGS
|
5,163
|
|
4,864
|
|
Equity in net assets of affiliates
|
668,707
|
|
648,780
|
|
(in thousands of $)
|
June 30, 2017
|
|
December 31, 2016
|
|
Mark-to-market interest rate swaps valuation
|
4,503
|
|
5,022
|
|
Derivatives - Earn-Out Units
(1)
|
14,500
|
|
15,000
|
|
Other non-current assets
(2)
|
35,337
|
|
36,386
|
|
|
54,340
|
|
56,408
|
|
(in thousands of $)
|
June 30, 2017
|
|
December 31, 2016
|
|
Golar Arctic facility
|
69,250
|
|
72,900
|
|
Golar Viking facility
|
54,688
|
|
57,292
|
|
Convertible bonds - 2012
|
—
|
|
218,851
|
|
Convertible bonds - 2017
|
333,682
|
|
—
|
|
FLNG Hilli facility
|
375,000
|
|
250,000
|
|
Hilli shareholder loans
|
49,066
|
|
49,066
|
|
$1.125 billion facility
|
206,306
|
|
318,444
|
|
ICBC VIE loans
|
658,384
|
|
674,688
|
|
Seal SPV loan
|
157,120
|
|
157,120
|
|
Tundra VIE loan (note 2)
|
198,613
|
|
205,145
|
|
Crystal VIE loan
|
112,000
|
|
—
|
|
Margin Loan Facility
|
139,660
|
|
—
|
|
Total debt
|
2,353,769
|
|
2,003,506
|
|
Less: Deferred financing costs, net
|
(30,739
|
)
|
(26,308
|
)
|
Total debt, net of deferred financing costs
|
2,323,030
|
|
1,977,198
|
|
(in thousands of $)
|
Pension and post-retirement benefit plan adjustments
|
Loss on cash flow hedges
|
Share of affiliates' comprehensive income
|
Total accumulated comprehensive (loss) income
|
||||
Balance at December 31, 2015
|
(12,400
|
)
|
—
|
|
(192
|
)
|
(12,592
|
)
|
Other comprehensive (loss) income before reclassification
|
—
|
|
(44
|
)
|
1,136
|
|
1,092
|
|
Net current-period other comprehensive (loss) income
|
—
|
|
(44
|
)
|
1,136
|
|
1,092
|
|
Balance at June 30, 2016
|
(12,400
|
)
|
(44
|
)
|
944
|
|
(11,500
|
)
|
|
|
|
|
|
||||
Balance at December 31, 2016
|
(12,956
|
)
|
—
|
|
3,414
|
|
(9,542
|
)
|
Other comprehensive income before reclassification
|
—
|
|
—
|
|
1,632
|
|
1,632
|
|
Net current-period other comprehensive income
|
—
|
|
—
|
|
1,632
|
|
1,632
|
|
Balance at June 30, 2017
|
(12,956
|
)
|
—
|
|
5,046
|
|
(7,910
|
)
|
|
|
June 30, 2017
|
December 31, 2016
|
||||||
(in thousands of $)
|
Fair value
hierarchy
|
Carrying value
|
Fair value
|
Carrying value
|
Fair value
|
||||
Non-Derivatives:
|
|
|
|
|
|
||||
|
|
|
|
|
|
||||
Cash and cash equivalents
|
Level 1
|
343,226
|
|
343,226
|
|
224,190
|
|
224,190
|
|
Restricted cash and short-term deposits
|
Level 1
|
438,371
|
|
438,371
|
|
416,028
|
|
416,028
|
|
Cost method investments
(1)
|
Level 3
|
7,347
|
|
7,347
|
|
7,347
|
|
7,347
|
|
Current portion of long-term debt and short-term debt
(2)(3)
|
Level 2
|
923,445
|
|
923,445
|
|
455,405
|
|
455,405
|
|
Long-term debt - convertible bonds
(3)
|
Level 2
|
333,682
|
|
374,571
|
|
218,851
|
|
219,428
|
|
Long-term debt
(3)
|
Level 2
|
1,096,641
|
|
1,096,641
|
|
1,329,250
|
|
1,329,250
|
|
|
|
|
|
|
|
||||
Derivatives:
|
|
|
|
|
|
||||
Interest rate swaps asset
(4)(5)
|
Level 2
|
4,503
|
|
4,503
|
|
5,022
|
|
5,022
|
|
Interest rate swaps liability
(4)(5)
|
Level 2
|
1,555
|
|
1,555
|
|
1,470
|
|
1,470
|
|
Foreign exchange swaps liability
(4)
|
Level 2
|
199
|
|
199
|
|
993
|
|
993
|
|
Total return equity swap liability
(4)(5)(6)
|
Level 2
|
61,086
|
|
61,086
|
|
56,763
|
|
56,763
|
|
Earn-Out Units asset
(4)
|
Level 2
|
14,500
|
|
14,500
|
|
15,000
|
|
15,000
|
|
Instrument
(in thousands of $)
|
Notional value
|
|
Maturity dates
|
Fixed interest rates
|
Interest rate swaps:
|
|
|
|
|
Receiving floating, pay fixed
|
1,250,000
|
|
2018 to 2021
|
1.13% to 1.94%
|
|
June 30, 2017
|
|
December 31, 2016
|
|
||||||||||||||
(in thousands of $)
|
Gross amounts presented in the consolidated balance sheet
|
|
Gross amounts not offset in the consolidated balance sheet subject to netting agreements
|
|
Net amount
|
|
Gross amounts presented in the consolidated balance sheet
|
|
Gross amounts not offset in the consolidated balance sheet subject to netting agreements
|
|
Net amount
|
|
||||||
Total asset derivatives
|
4,503
|
|
|
(194
|
)
|
|
4,309
|
|
|
5,022
|
|
|
(1,351
|
)
|
|
3,671
|
|
|
Total liability derivatives
|
1,555
|
|
|
(194
|
)
|
|
1,361
|
|
|
1,470
|
|
|
(1,351
|
)
|
|
119
|
|
|
|
Six months ended June 30,
|
|||
(in thousands of $)
|
2017
|
2016
|
||
Management and administrative services revenue (a)
|
2,571
|
|
1,288
|
|
Ship management fees revenue (b)
|
2,138
|
|
3,481
|
|
Charterhire expense (c)
|
(9,089
|
)
|
(14,560
|
)
|
Interest expense on short-term credit arrangements (d)
|
—
|
|
(122
|
)
|
Interest expense on deposit payable (e)
|
(1,404
|
)
|
(309
|
)
|
Total
|
(5,784
|
)
|
(10,222
|
)
|
(in thousands of $)
|
June 30, 2017
|
|
December 31, 2016
|
|
Trading balances due from (owing to) Golar Partners and affiliates (d)
|
1,117
|
|
(21,792
|
)
|
Deposit payable (e)
|
(107,247
|
)
|
(107,247
|
)
|
Methane Princess security lease deposit movement (f)
|
(3,783
|
)
|
(2,006
|
)
|
Total
|
(109,913
|
)
|
(131,045
|
)
|
a)
|
Management and administrative services agreement -
On March 30, 2011, Golar Partners entered into a management and administrative services agreement with Golar Management, a wholly-owned subsidiary of Golar, pursuant to which Golar Management will provide to Golar Partners certain management and administrative services. The services provided by Golar Management are charged at cost plus a management fee equal to
5%
of Golar Management’s costs and expenses incurred in connection with providing these services. Golar Partners may terminate the agreement by providing
120 days
written notice.
|
b)
|
Ship management fees
- Golar and certain of its affiliates charge ship management fees to Golar Partners for the provision of technical and commercial management of Golar Partners' vessels. Each of Golar Partners’ vessels is subject to management agreements pursuant to which certain commercial and technical management services are provided by Golar Management. Golar Partners may terminate these agreements by providing
30 days
written notice.
|
c)
|
Charterhire expenses -
For the six months ended June 30, 2017, this consists of the charterhire expenses that we incurred for the charter back from Golar Partners of the
Golar Grand,
less any time charter revenues that Golar Partners may generate through subleasing the
Golar Grand
from Golar during the period
.
In connection with the sale of the
Golar Grand
to Golar Partners in November 2012, we issued an option where, in the event that the charterer did not renew or extend its charter for the
Golar Grand
beyond February 2015, the Partnership had the option to require us to charter the vessel through to October 2017. In February 2015, the option was exercised. Accordingly, we recognized charterhire costs of $
9.1
million and $
14.6
million for the six months ended June 30, 2017 and 2016, respectively
.
The decrease is mainly due to the
Golar Grand’s
drydocking from February to April 2017, as well as the
Golar Grand
commencing her charter with a third party in May 2017.
|
d)
|
Trading balances
-Receivables and payables with Golar Partners and its subsidiaries are comprised primarily of unpaid management fees and expenses for management, advisory and administrative services and may include working capital adjustments in respect of disposals to the Partnership, as well as charterhire expenses. In addition, certain receivables and payables arise when we pay an invoice on behalf of a related party and vice versa. Receivables and payables are generally settled quarterly in arrears. Trading balances owing to or due from Golar Partners and its subsidiaries are unsecured, interest-free and intended to be settled in the ordinary course of business. They primarily relate to recharges for trading expenses paid on behalf of Golar Partners, including ship management and administrative service fees due to us. For the six months ending June 30, 2017, Golar settled amounts outstanding in relation to the charterhire expenses with the
Golar Grand
. In January 2016, we received funding from Golar Partners in the amount of $
30
million for a fixed period of
60
days. Golar Partners charged interest on this balance at a rate of LIBOR plus
5.0
%.
|
e)
|
Expense under Tundra Letter Agreement/Deposit received from Golar Partners
- In May 2016, we completed the Golar Tundra Sale and received a total cash consideration of
$107.2 million
. Pursuant to the Tundra Letter Agreement, of the amount we are obliged to pay under the agreement, we have accounted for
$1.4 million
and
$0.3 million
as interest expense for the six months ended June 30, 2017 and 2016, respectively. In May 2017, Golar Partners elected to exercise the Tundra Put Right to require us to repurchase Tundra Corp at a price equal to the original purchase price. In connection with Golar Partners exercising the Tundra Put Right, we and Golar Partners entered into an agreement pursuant to which we agreed to purchase Tundra Corp from Golar Partners on the date of the closing of the Tundra Put Sale (the “Put Sale Closing Date”) in return we will be required to pay an amount equal to
$107.2 million
(the “Deferred Purchase Price”) plus an additional amount equal to
5%
per annum of the Deferred Purchase Price (the “Additional Amount”). The Deferred Purchase Price and the Additional Amount shall be due and payable by us on the earlier of (a) the date of the closing of the Hilli Acquisition and (b) March 31, 2018. We agreed to accept the Deferred Purchase Price and the Additional Amount in lieu of a cash receipt on the Put Sale Closing Date in return we have provided Golar Partners with an option (which Golar Partners have exercised) to purchase an interest in Hilli Corp. See note 16.
|
f)
|
Methane Princess Lease security deposit movements
- This represents net advances from Golar Partners since its IPO, which correspond with the net release of funds from the security deposits held relating to the Methane Princess Lease. This is in connection with the Methane Princess tax lease indemnity provided to Golar Partners under the Omnibus Agreement. Accordingly, these amounts will be settled as part of the eventual termination of the Methane Princess Lease.
|
|
Six months ended June 30,
|
|
(in thousands of $)
|
2017
|
|
Management and administrative services revenue
|
1,819
|
|
Ship management fees income
|
278
|
|
Debt guarantee compensation (a)
|
402
|
|
Total
*
|
2,499
|
|
(in thousands of $)
|
June 30, 2017
|
|
December 31, 2016
|
|
Trading balances due to Golar Power and affiliates (b)
|
(4,950
|
)
|
(4,442
|
)
|
Total
|
(4,950
|
)
|
(4,442
|
)
|
a)
|
Debt guarantee compensation -
In connection with the closing of the formation of the JV Golar Power with Stonepeak, Golar Power entered into agreements to compensate Golar in relation to certain debt guarantees relating to Golar Power and subsidiaries. This compensation amounted to an aggregate of
$0.4 million
and
$0
income for the six months ended June 30, 2017 and 2016, respectively.
|
b)
|
Trading balances
- Receivables and payables with Golar Power and its subsidiaries are comprised primarily of unpaid management fees, charterhire expenses, advisory and administrative services and may include working capital adjustments in connection with the initial formation of the joint venture and transaction with Stonepeak. In addition, certain receivables and payables arise when we pay an invoice on behalf of a related party and vice versa. Receivables and payables are generally settled quarterly in arrears. Trading balances owing to or due from Golar Power and its subsidiaries are unsecured, interest-free and intended to be settled in the ordinary course of business. They primarily relate to recharges for trading expenses paid on behalf of Golar Power, including ship management and administrative service fees due to us.
|
|
Six months ended June 30,
|
|
(in thousands of $)
|
2017
|
|
Management and administrative services revenue
|
2,708
|
|
Total
*
|
2,708
|
|
(in thousands of $)
|
June 30, 2017
|
|
December 31, 2016
|
|
Trading balances due from OneLNG (a)
|
4,047
|
|
719
|
|
Total
|
4,047
|
|
719
|
|
a)
|
Trading balances
- Receivables and payables with One LNG and its subsidiaries are comprised primarily of unpaid management fees, charterhire expenses, advisory and administrative services. In addition, certain receivables and payables arise when we pay an invoice on behalf of a related party and vice versa. Receivables and payables are generally settled
|
a)
|
Trade accounts receivable includes amounts due from the Cool Pool arising from our collaborative arrangement, amounting to
$5.2 million
as of June 30, 2017 (December 31, 2016:
$3.5 million
). From our participation in the Cool Pool we recognized net income of
$26.6 million
and
$11.2 million
for the six months ended
June 30, 2017
and
2016
, respectively.
|
|
Six months ended June 30,
|
|||
(in thousands of $)
|
2017
|
|
2016
|
|
Time and voyage charter revenues
|
27,705
|
|
14,884
|
|
Time charter revenues - collaborative arrangement
|
11,739
|
|
5,936
|
|
Voyage and charterhire expenses
|
(82
|
)
|
(6,813
|
)
|
Voyage and charterhire - collaborative arrangement
|
(12,772
|
)
|
(2,804
|
)
|
Net income from the Cool Pool
|
26,590
|
|
11,203
|
|
b)
|
Tor Olav Trøim is the founder of, and partner in, Magni Partners Limited ("Magni"), a privately held UK company, and is the ultimate beneficial owner of the company. Magni provides various management services, pursuant to a management agreement between Magni and a Golar subsidiary.
|
(in thousands of $)
|
June 30, 2017
|
|
December 31, 2016
|
|
Book value of vessels secured against long-term loans
(1)
|
2,064,899
|
|
2,106,062
|
|
Schedule A
|
Common Units Owned and to be Sold by Each Seller
|
Schedule B
|
Hilli Corp Shares Owned by Each Seller
|
Schedule C
|
Insurance
|
Exhibit I
|
Third Letter Agreement
|
Exhibit II
|
Form of Limited Liability Company Agreement of Golar Hilli LLC
|
Seller
|
|
Common Units
Owned Prior to Closing |
Common Units
to be Sold |
Golar LNG Limited
|
2,192
|
1,096
|
|
KS Investments Pte. Ltd.
|
246
|
123
|
|
Black & Veatch International Company
|
22
|
11
|
|
Total
|
2,460
|
1,230
|
Seller
|
|
Hilli Corp Shares
|
Golar LNG Limited
|
1,096*
|
|
KS Investments Pte. Ltd.
|
123**
|
|
Black & Veatch International Company
|
11
|
|
Total
|
1,230
|
Insurance
|
Sum Insured
|
Basic Deductible
|
Comments
|
Operational Insurance, Physical Damage
|
USD 1,280,000,000
|
USD 3,500,000
|
Coverage for 12 months from Acceptance Date on/around 1st April 18.
Based on London Standard Platform Form or similar to be agreed |
Business Interruption
|
USD 180,000,000
|
60 days
|
Coverage for 12 months from Acceptance Date on/around 1st April 18.
Based on Loss of Producton Income Form (JR 2005/003A) or similar to be agreed |
Protection and Indemnity (P&I)
|
USD 250,000,000
(or TBA) |
USD 25,000
|
As per Skuld's rule for Mobile Offshore Units
|
Extended Contractual Liability (ECL)
|
As required
|
TBA
|
To cover liabilities assumed under contract as presented to Skuld
|
War Risks Insurance
|
USD 1,280,000,000
|
None
|
Entered in Norwegian War Club. Element of political risk included as per Club rules. Stationary operation within the Gulf of Guinea subject to terms to be agreed.
|
1.
|
DEFINITIONS 1
|
1.1
|
Defined Terms. 1
|
1.2
|
Number and Gender. 5
|
2.
|
ORGANIZATION 5
|
2.1
|
Formation. 5
|
2.2
|
Name. 6
|
2.3
|
Purposes. 6
|
2.4
|
Registered Office; Registered Agent. 6
|
2.5
|
Principal Office. 6
|
2.6
|
Term. 6
|
2.7
|
Limited Liability of the Members. 6
|
2.8
|
LLC Certificate. 6
|
2.9
|
Tax Status. 7
|
2.10
|
Transfer of Membership Interest; Pledge of Membership Interest. 7
|
2.11
|
Right of First Refusal. 7
|
3.
|
OWNERSHIP AND CAPITAL CONTRIBUTIONS; CAPITAL ACCOUNTS 9
|
3.1
|
Initial Capital Contributions. 9
|
3.2
|
Unit Issuances 9
|
3.3
|
Issuances of Additional Membership Interests 9
|
3.4
|
Additional Capital Contributions. 10
|
3.5
|
Liability Limited to Capital Contributions. 10
|
3.6
|
No Interest on Capital Contributions. 10
|
3.7
|
Capital Accounts. 10
|
3.8
|
Allocations. 10
|
4.
|
MANAGEMENT 11
|
4.1
|
Management. 11
|
4.2
|
Resignation of Managing Member. 11
|
4.3
|
Officers. 11
|
4.4
|
Compensation of Managing Member and Officers. 13
|
4.5
|
Indemnification. 13
|
4.6
|
Liability of Indemnitees. 14
|
4.7
|
Standards of Conduct and Modification of Duties. 15
|
4.8
|
Actions Required by Members. 16
|
5.
|
DISTRIBUTIONS 17
|
5.1
|
Reserves and Distributions. 17
|
5.2
|
Priority of Distributions. 17
|
6.
|
SERIES A SPECIAL UNITS 17
|
6.1
|
Designation. 17
|
6.2
|
Distributions. 18
|
6.3
|
Redemption. 18
|
6.4
|
Liquidation Rights. 19
|
6.5
|
Voting Rights. 19
|
6.6
|
Rank. 19
|
6.7
|
Insurance Proceeds 19
|
7.
|
SERIES B SPECIAL UNITS 20
|
7.1
|
Designation. 20
|
7.2
|
Distributions. 20
|
7.3
|
Redemption. 21
|
7.4
|
Liquidation Rights. 21
|
7.5
|
Voting Rights. 21
|
7.6
|
Rank. 21
|
7.7
|
Insurance Proceeds 21
|
8.
|
BOOKS AND RECORDS; FISCAL YEAR; BANK ACCOUNTS; ACCOUNTING PRINCIPLES; INFORMATION 22
|
8.1
|
Books and Records. 22
|
8.2
|
Fiscal Year. 22
|
8.3
|
Bank Accounts. 22
|
8.4
|
Accounting Principles. 22
|
8.5
|
Information. 22
|
9.
|
DISSOLUTION AND LIQUIDATION 23
|
10.
|
MISCELLANEOUS 23
|
10.1
|
Complete Agreement. 23
|
10.2
|
Governing Law. 23
|
10.3
|
Headings. 23
|
10.4
|
Severability. 23
|
10.5
|
No Third Party Beneficiary. 24
|
10.6
|
Amendment. 24
|
10.7
|
Arbitration. 24
|
1.
|
DEFINITIONS
|
1.1
|
Defined Terms.
|
1.2
|
Number and Gender.
|
2.
|
ORGANIZATION
|
2.1
|
Formation.
|
2.2
|
Name.
|
2.3
|
Purposes.
|
2.4
|
Registered Office; Registered Agent.
|
2.5
|
Principal Office.
|
2.6
|
Term.
|
2.7
|
Limited Liability of the Members.
|
2.8
|
LLC Certificate.
|
2.9
|
Tax Status.
|
2.10
|
Transfer of Membership Interest; Pledge of Membership Interest.
|
2.11
|
Right of First Refusal.
|
3.
|
OWNERSHIP AND CAPITAL CONTRIBUTIONS; CAPITAL ACCOUNTS
|
3.1
|
Initial Capital Contributions.
|
3.2
|
Unit Issuances
|
3.3
|
Issuances of Additional Membership Interests
|
3.4
|
Additional Capital Contributions.
|
3.5
|
Liability Limited to Capital Contributions.
|
3.6
|
No Interest on Capital Contributions.
|
3.7
|
Capital Accounts.
|
3.8
|
Allocations.
|
4.
|
MANAGEMENT
|
4.1
|
Management.
|
4.2
|
Resignation of Managing Member.
|
4.3
|
Officers.
|
4.4
|
Compensation of Managing Member and Officers.
|
4.5
|
Indemnification.
|
4.6
|
Liability of Indemnitees.
|
4.7
|
Standards of Conduct and Modification of Duties.
|
4.8
|
Actions Required by Members.
|
5.
|
DISTRIBUTIONS
|
5.1
|
Reserves and Distributions.
|
5.2
|
Priority of Distributions.
|
6.
|
SERIES A SPECIAL UNITS
|
6.1
|
Designation.
|
6.2
|
Distributions.
|
6.3
|
Redemption.
|
6.4
|
Liquidation Rights.
|
6.5
|
Voting Rights.
|
6.6
|
Rank.
|
6.7
|
Insurance Proceeds
|
7.
|
SERIES B SPECIAL UNITS
|
7.1
|
Designation.
|
7.2
|
Distributions.
|
7.3
|
Redemption.
|
7.4
|
Liquidation Rights.
|
7.5
|
Voting Rights.
|
7.6
|
Rank.
|
7.7
|
Insurance Proceeds
|
8.
|
BOOKS AND RECORDS; FISCAL YEAR; BANK ACCOUNTS; ACCOUNTING PRINCIPLES; INFORMATION
|
8.1
|
Books and Records.
|
8.2
|
Fiscal Year.
|
8.3
|
Bank Accounts.
|
8.4
|
Accounting Principles.
|
8.5
|
Information.
|
9.
|
DISSOLUTION AND LIQUIDATION
|
10.
|
MISCELLANEOUS
|
10.1
|
Complete Agreement.
|
10.2
|
Governing Law.
|
10.3
|
Headings.
|
10.4
|
Severability.
|
10.5
|
No Third Party Beneficiary.
|
10.6
|
Amendment.
|
10.7
|
Arbitration.
|
(b)
|
Off-Spec LNG;
|
(d)
|
Demurrage Event;
|
(e)
|
LNG shortfalls pursuant to the Perenco Contract;
|
(f)
|
Retainage in excess of the Operations Retainage Limit or during the Commissioning Period, Retainage in excess of the Commissioning Retainage Limit); or
|
(g)
|
terms or provisions in any other tolling agreement (or other agreement related thereto) then in effect that are similar to those set forth in (a) through (f) above relating to any similar claims or conditions.
|
(a)
|
Incremental Perenco Cash
less
Incremental Tax Expense for such Series A Distribution Period;
divided by
the total cash received by Hilli Corp, before deducting any Underperformance Costs, during such Distribution Period;
multiplied
by
|
|
|
|
|
(a)
|
Incremental Cash
less
Incremental Costs
less
Revenue Reduction for such Distribution Period;
divided by
the total cash received by Hilli Corp, before deducting any Underperformance Costs, during such Distribution Period;
multiplied
by
|
|
Revenue
|
Pro-Rata Share of Underperformance Costs
|
Net revenue
|
Total cash received excluding Incremental Perenco Revenues related to Series A Special Units and Revenues Less Expenses related to Series B Special Units (in all cases, before Underperformance Costs)
|
600
|
(100)
|
500
|
Incremental Perenco Revenues due to Series A Holders before Underperformance Costs
|
300
|
(50)
|
250
|
Revenue Less Expenses due to Series B Holders before Underperformance Costs
|
300
|
(50)
|
250
|
Total Cash Received Before Underperformance Costs
|
1200
|
|
|
Underperformance Costs
|
(200)
|
|
|
Total Cash Received After Underperformance Costs
|
1000
|
(200)
|
1000
|