Kosmos Energy Enters Material Definitive Agreement

TL;DR

Kosmos Energy just signed a big deal, creating a new financial obligation. Details to follow.

AI Summary

Kosmos Energy Ltd. entered into a material definitive agreement on September 24, 2024, related to a direct financial obligation. The filing details the creation of this obligation under an off-balance sheet arrangement. Specific details regarding the nature of the agreement and the financial obligation are not fully disclosed in the provided text, but it constitutes a significant event for the company.

Why It Matters

This filing indicates Kosmos Energy has entered into a significant financial agreement, which could impact its future financial obligations and operational strategies.

Risk Assessment

Risk Level: medium — Entering into new financial obligations can introduce financial risk, the extent of which depends on the specific terms not detailed here.

Key Players & Entities

• Kosmos Energy Ltd. (company) — Registrant
• September 24, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock, $0.01 Par Value KOS New York Stock Exchan
• $500 million — reviously announced private offering of $500 million aggregate principal amount of 8.750% se

Filing Documents

• dp218319_8k.htm (8-K) — 31KB
• dp218319_ex0401.htm (EX-4.1) — 968KB
• 0000950103-24-013889.txt ( ) — 1365KB
• kos-20240924.xsd (EX-101.SCH) — 3KB
• kos-20240924_lab.xml (EX-101.LAB) — 33KB
• kos-20240924_pre.xml (EX-101.PRE) — 22KB
• dp218319_8k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement In connection with the previously announced private offering of $500 million aggregate principal amount of 8.750% senior notes due 2031 (the "Notes") to eligible purchasers, Kosmos Energy Ltd. (the "Company") issued such Notes under the indenture dated September 24, 2024 (the "Indenture") among the Company, the guarantors named therein (the "Guarantors"), Wilmington Trust, National Association, as trustee, paying agent, transfer agent and registrar, and Circumference Services S..r.l. as Luxembourg paying agent, listing agent, registrar and transfer agent. The Notes The Notes mature on October 1, 2031. Interest accrues at 8.750% per annum from September 24, 2024 and is payable semi-annually in arrears each April 1 and October 1, commencing on April 1, 2025. The Notes are senior, unsecured obligations of the Company and rank equal in right of payment with all of its existing and future senior indebtedness (including all borrowings under the revolving credit facility (the "Corporate Revolver")) and its senior notes and rank effectively junior in right of payment to all of its existing and future secured indebtedness (including all borrowings under the commercial debt facility (the "Facility")). The notes will be guaranteed on a senior, unsecured basis by certain subsidiaries owning the Company's U.S. Gulf of Mexico assets and on a subordinated, unsecured basis by certain of our subsidiaries that borrow under, or guarantee, the Facility and, on a subordinated basis, guarantee the Corporate Revolver and senior notes. Redemption and Repurchase At any time prior to October 1, 2027, and subject to certain conditions, the Company may, on one or more occasions, redeem up to 40% of the original principal amount of the Notes with an amount not to exceed the net cash proceeds of certain equity offerings at a redemption price of 108.750% of the outstanding principal amount of the Notes, together with accrued and unpaid

01 Financial Statements and Other Exhibits

Item 9.01 Financial Statements and Other Exhibits (c) Exhibits Exhibit No. Description 4.1 Indenture dated September 24, 2024 among the Company, the guarantors named therein, Wilmington Trust, National Association, as trustee, paying agent, transfer agent and registrar, and Circumference Services S..r.l., as Luxembourg paying agent, listing agent, registrar and transfer agent 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: September 24, 2024 KOSMOS ENERGY LTD. By: /s/ Neal D. Shah Neal D. Shah Senior Vice President and Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR