Acquisitions and Divestitures

6 Months Ended

Jun. 30, 2026

Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]

Acquisitions and Divestitures

On February 24, 2026, the Company entered into a Share Sale and Purchase Agreement with a subsidiary of Panoro Energy ASA for the sale of all of our 40.4% participating interest in the Ceiba Field and Okume Complex production assets located in Block G offshore Equatorial Guinea. The transaction closed on June 16, 2026.

Pursuant to the terms of the purchase agreement, Kosmos received final cash consideration of approximately $127.0 million, based on the initial purchase price of $180.0 million reduced by certain purchase price adjustments totaling approximately $53.0 million. The Company is also entitled to future contingent consideration of up to $39.5 million, comprised of $12.5 million linked to future production performance at the Ceiba field, and $9.0 million payable in each of the years 2027, 2028 and 2029, subject to certain production and oil price thresholds.

The proceeds from the transaction were used to repay borrowings under the Facility in June 2026.

Management considers the assets and liabilities in the Ceiba Field and Okume Complex production assets located in Block G offshore Equatorial Guinea included in the Share Sale and Purchase Agreement as a disposal group. The disposal group had previously been classified as held for sale. The following table summarizes the carrying amounts of the major classes of assets and liabilities included in the disposal group as of the date of sale:


	As of date of sale
	(In thousands)
Assets
Current assets:
Cash and cash equivalents	$	—
Receivables	—
Inventories	9,100
Prepaid expenses and other	737
Total current assets	9,837

Non-current assets:
Property and equipment, net	410,458
Total non-current assets	410,458
Total assets of disposal group	$	420,295

Liabilities
Current liabilities:
Accounts Payable	$	34,376
Accrued Liabilities	—
Total current liabilities	34,376

Long-term Liabilities
Asset retirement obligations	142,211
Deferred tax liabilities	126,092
Total long-term liabilities	268,303
Total liabilities of disposal group	$	302,679

Upon closing, the Company recognized a gain on sale of assets of approximately $9.4 million, representing the excess of net proceeds received over the carrying value of the disposal group. The Company evaluated the future contingent consideration and determined that no amounts were recognized at closing as realization is contingent upon future production and commodity price conditions. Any contingent consideration will be recognized when realized. The divestiture does not meet the criteria to be reported as discontinued operations as it does not represent a strategic shift for the Company. Accordingly, the operating results for the disposal group are included in continuing operations in the Company’s Consolidated Statement of Operations through the date of sale in June 2026.