NOTES TO THE AUDITED CONSOLIDATED FINANCIAL STATEMENTS
Golar LNG Limited (the “Company” or “Golar”) was incorporated in Hamilton, Bermuda on May 10, 2001. Golar is listed on the Nasdaq under the ticker symbol: “GLNG”.
We design, construct, own and operate marine infrastructure for the liquefaction of natural gas and are the leading provider of floating liquefaction natural gas (“FLNG”) as a service to gas resource owners. We believe that natural gas has a critical role to play in providing cleaner energy for many years to come. Our pioneering infrastructure solutions are designed to provide safe, competitive and more sustainable ways of liquefying gas across the world. We provide market leading FLNG operations and utilize our balance sheet flexibility to optimize shareholder returns through accretive FLNG projects. We offer gas resource holders, developers, and customers a proven, low-cost, and low-risk solution to quickly monetize stranded gas reserves through our industry-leading FLNG operational track record and strong FLNG growth prospects.
As of December 31, 2025, our fleet consisted of two operational FLNG vessels:
•FLNG Hilli Episeyo (the “FLNG Hilli”), operating offshore Cameroon, FLNG Hilli remains under contract until July 2026. Subsequently, FLNG Hilli will sail to Singapore for her scheduled refurbishment in preparation for her 20-year charter with Southern Energy S.A. (“SESA”) in Argentina, commencing in 2027.
•FLNG Gimi (the “FLNG Gimi”), which successfully achieved Commercial Operations Date (“COD”) in June 2025, and commenced its 20-year Lease and Operate Agreement (“LOA”) offshore Mauritania and Senegal. This milestone marks the significant expansion of our FLNG capacity and the continued execution of our long-term growth strategy.
Our third FLNG unit (the “MKII FLNG”) is currently under development pursuant to an Engineering, Procurement, and Construction (“EPC”) contract with CIMC Raffles (“CIMC”). In May 2025, we entered into definitive agreements with SESA for a 20-year charter of the converted MKII FLNG unit, targeted to begin upon COD in 2028. In August 2025, these definitive agreements reached Final Investment Decision (“FID”) and in October 2025 all conditions precedent and customary closing conditions were satisfactorily met.
As used herein and unless otherwise required by the context, the terms “Golar”, the “Company”, “we”, “our”, “us” and words of similar import refer to Golar or any one or more of its consolidated subsidiaries, or to all such entities.
Going concern
The consolidated financial statements have been prepared on a going concern basis.
The Company’s execution of the MKII FLNG EPC agreement with CIMC and the commencement of FLNG Hilli’s refurbishment in preparation for her 20-year redeployment in Argentina reflects continued investment in long-term contracted infrastructure and have resulted in increased capital expenditure commitments through 2028.
In October 2025, the Company successfully completed a $500 million senior unsecured notes offering (the “2025 Senior Unsecured Notes”). In November 2025, the Company also successfully closed and fully drew a new $1.2 billion asset-backed debt facility with a consortium of banks to refinance the existing FLNG Gimi debt facility. These transactions enhanced the Company’s capital structure, extended its debt maturity profile, and strengthened its overall liquidity position, resulting in a year-end cash position of $1.2 billion as of December 31, 2025.
Following the completion of these financing initiatives, management updated its cash flow forecasts covering the twelve-month period from the date of issuance of these financial statements. Based on these forecasts, which incorporate expected operating cash flows, committed capital expenditures, and available financing capacity, management believes that the Company has sufficient liquidity to meet its obligations as they fall due for at least twelve months from the date of issuance of the financial statements.
Accordingly, management has concluded that the use of the going concern basis of preparation remains appropriate for these consolidated financial statements.
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| 2. | BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES |
Basis of preparation
These consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
The accounting policies set out below have been applied consistently to all periods in these consolidated financial statements.
Principles of consolidation
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, majority-owned subsidiaries, and variable interest entities (“VIEs”) for which the Company is the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. A VIE is defined as a legal entity where either (a) equity interest holders as a group lack the characteristics of a controlling financial interest, including decision-making ability and an interest in the entity’s residual risks and rewards, (b) equity interest holders have not provided sufficient equity investment to permit the entity to finance its activities without additional subordinated financial support, or (c) the voting rights of some investors are not proportional to their obligations to absorb the expected losses of the entity, their rights to receive the expected residual returns of the entity, or both and substantially all of the entity’s activities either involve or are conducted on behalf of an investor that has disproportionately few voting rights. The Company consolidates a VIE when it has a variable interest in the entity and is determined to be the primary beneficiary. The Company is the primary beneficiary if it (i) has the power to direct the activities that most significantly impact the entity’s economic performance and (ii) has the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE.
Investments in entities in which we directly or indirectly hold more than 50% of the voting control are consolidated in our consolidated financial statements unless the non-controlling interests have substantive participating rights that allow the non-controlling interests to effectively participate in significant financial and operating decisions of the entity that are made in the ordinary course of business. The non-controlling interests of our consolidated subsidiaries are included in our consolidated financial statements in line-item “non-controlling interests”.
Changes in our ownership interest while we retain a controlling financial interest in a subsidiary are accounted for as equity transactions. The carrying amount of the non-controlling interest is adjusted to reflect changes in our ownership interest, with any difference between the consideration received and the amount of the adjusted non-controlling interest being recognized in equity. If a subsidiary issues its shares to third parties at a price per share in excess or below its carrying value resulting in a reduction in our ownership interest in the subsidiary, the resulting gain or loss is recorded in “Additional paid-in capital” within the statement of changes in equity. Preferred stock issued by a consolidated subsidiary is classified as equity, and when issued to non-controlling interests, the proceeds are recorded as non-controlling interests.
Foreign currencies
Our functional currency is the U.S. dollar as most of our revenues are received in U.S. dollars and a majority of our expenditures are incurred in U.S. dollars. Our reporting currency is U.S. dollars. Transactions in foreign currencies during the year are remeasured into U.S. dollars at the exchange rates in effect at the date of the transaction. Monetary assets and liabilities are remeasured using exchange rates at the balance sheet date, while non-monetary assets and liabilities are remeasured using historical exchange rates. Resulting foreign currency transaction gains or losses are recognized in the consolidated statements of operations. Translation adjustments arising from the translation of financial statements of foreign operations whose functional currency is not the U.S. dollar are recognized in other comprehensive income.
Use of estimates, judgments and assumptions
The preparation of our consolidated financial statements requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the balance sheet date, and the reported amounts of revenue and expenses during the reporting period. We base our estimates, judgments and assumptions on our historical experience and on information that we believe to be reasonable under the circumstances at the time they are made. Estimates and assumptions about future events and their effects cannot be perceived with certainty and these estimates may change as new events occur, as more experience is acquired, as additional information is obtained and as our operating environment changes. Actual results could differ from these estimates. Estimates are used for, but are not limited to, determining the recoverability of our vessels, our assets under development, the accounting for the LOA for FLNG Gimi, including determining the allocation of consideration between lease and non-lease components and the fair value of underlying assets in sales-type lease arrangements, and the valuation of our oil and gas derivative instruments. In assessing the recoverability of our vessels and assets under development carrying amounts, we make assumptions regarding estimated future cash flows, estimates in respect of residual values, hire rates and vessel operating expenses including redeployment costs and drydocking requirements. For the accounting for the LOA for FLNG Gimi, these estimates require judgment, including assumptions regarding the expected profitability of the non-lease services and the determination of the fair value of the underlying leased asset at lease commencement, which include replacement cost methodologies.
Fair value measurements
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining fair value, we use observable market data when available, or models that incorporate observable market data. In the absence of such data, we use valuation techniques that incorporate market participant assumptions and other relevant factors.
Revenue and lease arrangements
Contracts relating to our FLNG assets and LNG carriers, can take various forms including lease and operate and maintenance service agreements. At the inception of each contract, we assess whether the arrangement contains a lease by determining whether, throughout the period of use, the counterparty has both (i) the right to obtain substantially all of the economic benefits from the use of the identified asset and (ii) the right to direct the use of that identified asset. Contracts conveying both rights are accounted for as leases; contracts that do not convey both rights are accounted for as revenue arrangements with customers.
Lease accounting
When a contract contains a lease, which is assessed at inception, we make an assessment of the lease classification criteria. An agreement will be classified as a sales-type lease for a lessor (or a finance lease for a lessee) if any of the following conditions are met at lease commencement:
•ownership of the asset is transferred at the end of the lease term;
•the contract contains an option to purchase the asset which is reasonably certain to be exercised;
•the lease term is for a major part of the remaining useful life of the contract, although contracts entered into the last 25% of the underlying asset’s useful life are not subject to this criterion;
•the present value of the lease payments and any residual value guarantees present represent substantially all of the fair value of the underlying asset; and
•the underlying asset is of such a specialized nature that it is not expected to have an alternative use to us at the end of the lease term.
If none of these criteria are met for a lessor, the lease will be classified as a direct financing lease (if the present value of the sum of the lease payments and any residual value guarantee present equals or exceeds substantially all of the fair value of the underlying asset and it is probable that the lessor will collect lease payments and any residual value guarantee) or an operating lease. If none of these criteria are met for a lessee, the lease will be classified as an operating lease.
The lease term is assessed at lease commencement. The existence of any purchase options, extension options, termination options and residual value guarantees, if any are disclosed. Agreements which include extension options are included in the lease term if we believe they are reasonably certain to be exercised by the lessee. Agreements which contain purchase options and termination options are included in the lease term if we believe they are reasonably certain to not be exercised by the lessee.
An extension option or a termination option is included in the lease term if the exercise of the option is controlled by the lessor. The determination of whether options are reasonably certain considers whether the option creates an economic incentive.
•Lessor accounting
Lease accounting generally commences when the asset is made available to the counterparty, however, where a contract contains specific acceptance testing conditions, lease accounting will not commence until the asset has successfully passed the acceptance tests. We assess a lease under the modification guidance when there is a change to the terms and conditions of the contract that results in a change in the scope or the consideration of the lease.
For operating leases, costs directly associated with the execution of the lease or costs incurred after the execution of the contract but prior to the commencement of the lease that directly relates to preparing the asset for the contract (for example bunker costs), are capitalized and amortized to the consolidated statement of income over the lease term. We also defer upfront net revenue payments (for example positioning fees) for operating leases to our consolidated balance sheet and amortize these amounts in the consolidated statement of income over the lease term. Fixed revenue from operating leases is accounted for on a straight-line basis over the life of the lease; while variable revenue is accounted for as incurred in the relevant period. Fixed revenue includes fixed payments and variable payments based on a rate or index. For our operating leases for LNG carriers, we have historically elected the practical expedient to combine our service revenue and operating lease income generated from our time charter agreements as both the timing and the pattern of transfer of the components are the same.
For sales-type leases, at lease commencement we derecognize the underlying asset and recognize a net investment in the lease, representing the present value of lease payments to be received and any unguaranteed residual value. The net investment is initially measured using the rate implicit in the lease. Any difference between the carrying amount of the underlying asset and the net investment in the lease at commencement is recognized as other non-operating income. Initial direct costs are expensed at lease commencement. In developing the unguaranteed residual value estimate, we considered the expected future market conditions, remaining economic useful life, and the anticipated condition and marketability of the asset at the end of the lease term.
The net investment in sales-type leases is increased by interest income, reduced by lease payments received and is assessed for credit losses as described in “Allowance for credit losses”. Interest income is recognized over the lease term using the effective interest method so as to produce a constant periodic rate of return on the net investment. We recognize the interest income component of the net investment in the lease as “Sales-type lease revenue” within operating revenues on our consolidated statements of operations, rather than reporting it as interest income under “Other financial items”. This presentation reflects the integrated nature of our FLNG lease and operate model, which combines long-term infrastructure leasing with continuous service obligations. Given that these lease and operate arrangements are core to our business strategy and represent a primary driver of recurring revenues and value creation, we believe this classification within operating revenue provides users of our financial statements with more meaningful insight into the performance of our primary business activities.
Where a contract includes both lease and non‑lease components, we allocate the total consideration using the relative standalone selling price method in accordance with ASC 842 and ASC 606. The lease component generally reflects the right to use the FLNG asset, while the non‑lease component includes operations and maintenance services provided over the term of the contract. The standalone selling prices of each component are determined using valuation models and management estimates, which reflect the nature and commercial intent of the arrangement.
Revenue recognition
•Time charter agreements
Revenues include minimum lease payments under time charters, fees for positioning and repositioning vessels. Revenues generated from time charters, which we generally classify as operating leases, are recorded over the term of the charter as service is provided. However, we do not recognize revenue if a charter has not been contractually committed to by a customer and ourselves, even if the vessel has discharged its cargo and is sailing to the anticipated load port on its next voyage. Initial direct costs (those directly related to the negotiation and consummation of the lease) are deferred and allocated to earnings over the lease term. Rental income and expense are amortized over the lease term on a straight-line basis.
Repositioning fees (included in time and voyage charter revenues) received in respect of time charters are recognized at the end of the charter when the fee becomes fixed and determinable. However, where there is a fixed amount specified in the charter, which is not dependent upon redelivery location, the fee will be recognized evenly over the term of the charter.
Under time charters, voyage expenses are generally paid by our customers. Voyage related expenses, principally fuel, may also be incurred when positioning or repositioning the vessel before or after the period of time charter and during periods when the vessel is not under charter or is off-hire, for example when the vessel is undergoing repairs. These expenses are recognized as incurred. Bunkers consumption represents mainly bunkers consumed during commercial waiting time and off-hire.
•Revenue accounting
Contracts within the scope of revenue accounting are generally those that do not contain a lease or that form part of our ordinary activities of developing and operating FLNG projects. Contracts with a customer are assessed to identify the performance obligations in the contract, determine the transaction price and allocation of the transaction price to the performance obligations identified. Revenue is recognized when the performance obligations are satisfied – either at a point in time or over time, considering the appropriate pattern of transfer of control over time. Contract liabilities arise when the customer makes payments in advance of receiving services while contract assets arise when services are provided in advance of customer payments being received.
•Liquefaction services revenue
For liquefaction services revenue, the provision of liquefaction services capacity is considered a single performance obligation recognized evenly over time. We consider our services (the receipt of customer’s gas, treatment and temporary storage on board our FLNG and delivery of LNG to waiting carriers) to be a series of distinct services that are substantially the same and have the same pattern of transfer to our customer. We recognize revenue when obligations under the terms of our contract are satisfied. We have applied the practical expedient to recognize liquefaction services revenue in proportion to the amount we have the right to invoice. Overproduction and underutilization arrangements in the liquefaction tolling agreement (“LTA”) are variable consideration, estimated using the expected value method and recognized using the output method to the extent it is probable that a significant reversal will not occur. Contractual payment terms for liquefaction services are monthly in arrears. The period between invoicing and due date is not significant.
•Services revenue
Services revenue is generated from services rendered which includes but not limited to performing drydocking, site commissioning, hook-up services, FLNG studies and other services.
•Management fees
Management fees are generated from vessel management, which includes commercial and technical vessel-related services, ship operations and maintenance services and administrative services. The management services we provide are considered a single performance obligation recognized evenly over time as our services are rendered. We consider our services as a series of distinct services that are substantially the same and have the same pattern of transfer to the customer. We recognize revenue when obligations under the terms of our contracts with our customers are satisfied. We have applied the practical expedient to recognize management fee revenue in proportion to the amount that we have the right to invoice. Our contracts generally have an initial term of one year or less, after which the arrangement continues until the end of the contract.
Leases as lessee
Operating leases where we are the lessee result in recognition of a right-of use (“ROU”) asset with a corresponding lease liability. The ROU asset is included in the balance sheet line-item “Other non-current assets”, and the lease liability is included in balance sheet line-items “Other current liabilities” and “Other non-current liabilities”, depending on its maturity. The ROU asset represents our right to use an underlying asset for the lease term and the lease liability represents our obligation to make lease payments per the lease agreement. Operating leases are recognized at commencement date based on the present value of lease payments over the lease term, using our incremental borrowing rate as assessed at lease commencement date. We do not separate the lease and non-lease components; they are considered a single lease component. The impact of subsequent amendments to lease agreement terms and conditions is assessed prospectively.
Insurance claims
We have two main types of insurance policies, being loss of hire (“LOH”) and hull and machinery (“H&M”).
LOH policies provide coverage for loss of revenue for our insured vessels and related claims are generally considered gain contingencies, which are recognized when the proceeds from our insurance syndication are realized or deemed realizable, net of any deductions where applicable. LOH is recognized on the face of our consolidated statement of operations in the line item “Other operating gains/(losses)”.
H&M policies protect us from damages in relation to our vessels and on-board equipment. Our insurance policies are considered loss recoveries. We recognize costs incurred at the time a loss event occurs. Insurance proceeds received from insured losses are recognized when considered probable of being recovered from the counterparty and for an amount net of any deductions that may apply. H&M costs and insurance recoveries are recognized on the face of our consolidated statement of operations in line item “Vessel operating expenses”.
Vessel operating expenses
Vessel operating expenses are recognized when incurred and include crewing, repairs and maintenance, insurance, stores, lube oils, communication expenses and third-party management fees.
Project development expenses
Project development expenses are recognized when incurred and include legal, professional, consultancy, integration and non-core feasibility projects and other costs associated with pursuing future contracts and developing our pipeline of activities that have not met our internal threshold for capitalization.
Cash and cash equivalents
We consider all demand and time deposits and highly liquid investments with original maturities of three months or less to be equivalent to cash. Amounts are presented net of allowances for expected credit losses, which are assessed based on consideration of whether the balances have short-term maturities and whether the counterparty has an investment grade credit rating, limiting any credit exposure.
Restricted cash and short-term deposits
Restricted cash consists of cash balances from our consolidated lessor VIEs and bank deposits which may only be used to settle certain pre-arranged loans, bid bonds in respect of tenders for projects we have entered into, cash collateral required for certain swaps and other contracts which require us to restrict cash from its intended use.
Short-term deposits represent highly liquid deposits placed with financial institutions, which are readily convertible into known amounts of cash with original maturities of less than 12 months. Interest income earned on our short-term deposits are recognized on an accrual basis on the face of our consolidated statement of operations in line item “Interest income”.
Amounts are presented net of allowances for expected credit losses, which are assessed considering whether the balances have short-term maturities and whether the counterparty has an investment grade credit rating, limiting any credit exposure.
Trade accounts receivables and accrued income
Trade receivables represent amounts due from customers for services rendered in the ordinary course of business. Accrued income represents revenue earned but not yet billed as of the reporting date, typically arising from services provided for which the contractual billing date has not yet occurred at the balance sheet date. Accrued income is presented within “Trade receivables and accrued income”, as its nature and expected settlement period are similar to those of trade receivables. Trade receivables and accrued income are presented net of allowances for expected credit losses. The collectability of these balances is evaluated based on management’s assessment of individual customer accounts, historical loss experience and current economic conditions.
Allowance for credit losses
Financial assets recorded at amortized cost and off-balance sheet credit exposures not accounted for as insurance (including financial guarantees) reflect an allowance for current expected credit losses (“credit losses”) over the lifetime of the instrument. The allowance for credit losses reflects a deduction to the net amount expected to be collected on the financial asset. Amounts are written off against the allowance when management believes the un-collectability of a balance is confirmed or when collection is deemed remote. Expected recoveries are recognized when received and will not exceed the amounts previously written-off or current credit loss allowance by financial asset category.
We estimate expected credit losses based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. For certain receivables, we consider the subsequent cash collections received after the balance sheet date but before the date the financial statements are issued. We have elected to calculate expected credit losses on the combined balance of both the amortized cost and accrued interest from the unpaid principal balance. Specific calculation of our credit allowances is included in the respective accounting policies included herein; all other financial assets are assessed on an individual basis with the allowance calculated using the method considered most appropriate for the characteristics of each asset.
Inventories
Inventories, which is primarily comprised of fuel, are stated at the lower of cost and net realizable value. Cost is determined on a first-in, first-out basis.
Equity method investments
Equity method investments relate to our investments in entities over which we have significant influence, but over which we do not exercise control or have the power to control their financial and operational policies. Investments in these entities are accounted for by the equity method of accounting. This may also extend to certain investments in entities in which we hold a majority voting or ownership interest, but we do not control, due to the other parties’ substantive participating rights. Under this method, we record our investment at cost and adjust the carrying amount for our share of the income or losses from these equity method investments subsequent to the date of the investment and report the recognized earnings or losses in income. Dividends received from an equity method investment reduce the carrying amount of the investment. When we decrease our investment in equity method investments but continue to retain significant influence, we recognize a gain or loss for the difference between proceeds and carrying amount of the investment sold in the statement of operations line item “Net (losses)/income from equity method investments”. The excess, if any, of the purchase price over book value of our equity method investments, or basis difference, is included in our consolidated balance sheets included in the carrying amount of our equity method investment. We allocate the basis difference across the assets and liabilities of the investee, with the residual assigned to goodwill. Any negative goodwill is recognized immediately in the income statement as a gain on bargain purchase. The basis difference will then be amortized through our consolidated statements of operations as part of the equity method of accounting.
Where there are indicators that fair value is below carrying value of our investments, we will evaluate these for other-than-temporary impairment. Consideration will be given to (i) the length of time and the extent to which fair value is below carrying value, (ii) the financial condition and near-term prospects of the investee and (iii) our intent and ability to hold the investment until any anticipated recovery. Where determined to be other-than-temporary impairment, we will recognize an impairment loss in the period in the line item “Net income/(losses) from equity method investments” in the consolidated statements of operations.
Vessels and equipment
Vessels and equipment are stated at cost less accumulated depreciation. The cost of vessels and equipment, less the estimated residual values, is depreciated on a straight-line basis over the assets’ remaining useful economic lives. Management estimates the residual values of our vessels based on broker scrap value cost of steel and aluminum times the weight of the ship noted in lightweight ton. Residual values are periodically reviewed and revised to recognize changes in conditions, new regulations or other reasons.
The cost of construction of FLNG Hilli’s mooring equipment is capitalized and depreciated over the term of the LTA.
Refurbishment costs incurred during the period are capitalized as part of vessels and equipment and depreciated over the vessels’ remaining useful economic lives. Refurbishment costs are costs that appreciably increase the capacity or improve the efficiency or safety of vessels and equipment. Where refurbishment costs are incurred, including long-lead items, while a vessel continues to service an existing customer contract, such costs are capitalized within "Other non-current assets". Upon completion or termination of the existing customer contract, the capitalized refurbishment costs are reclassified to Vessels and equipment. Depreciation of these costs commences when the refurbished vessel begins operations under its new customer contract and is recognized over the vessel’s remaining useful economic life.
Drydocking expenditures are capitalized when incurred and amortized over the period until the next anticipated drydocking. When a vessel is disposed of, any unamortized drydocking expenditure is charged against income in the period of disposal.
Other capitalizable costs include the addition of new equipment or modifications to the vessel that enhance or increase the operational efficiency and functionality of the vessel and that depreciated over the remaining useful life of the vessel. Expenditures of routine repairs and maintenance nature which do not improve the operating efficiency or extend the useful lives of the vessels are expensed as incurred.
Useful lives applied in depreciation are as follows:
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| FLNGs | 30 years from conversion date |
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| FLNG deferred drydocking expenditure | 20 years |
| FLNG mooring equipment | 8 years |
| Office equipment and fittings | 3 to 6 years |
Intangible assets
Intangible assets relate to internal use software which is stated at cost. All costs incurred during the development of intangible assets, including purchase price and any directly attributable costs of preparing the asset for its intended use, are capitalized. Capitalization will cease and amortisation will commence when the software is available for its intended use. The useful life for intangibles is 3 years.
Assets under development
An asset is classified as an asset under development when there is a firm commitment from us to proceed with the construction of the asset and the likelihood of conversion is virtually certain to occur. An asset under development is classified as non-current and is stated at cost. All costs incurred during the construction of the asset, including conversion installment payments, interest, supervision and technical costs are capitalized. Nonrefundable reimbursements are offset against the cost incurred for the construction of the asset. Interest costs directly attributable to construction of the asset are capitalized. Capitalization ceases and depreciation commences once the asset is completed and available for its intended use.
Interest costs capitalized
Interest is capitalized on all qualifying assets that require a period of time to get ready for their intended use. Qualifying assets consist of new vessels under construction, asset under development and vessels undergoing conversion into FLNGs for our own use. In addition, certain equity method investments may be considered qualifying assets prior to commencement of their planned principal operation. The interest capitalized is calculated using the rate of interest on the loan to fund the expenditure or our weighted average cost of borrowings, where appropriate, from commencement of the asset development until substantially all the activities necessary to prepare the assets for their intended use are complete. If our financing plans associate a specific borrowing with a qualifying asset, we use the rate on that borrowing as the capitalization rate to be applied to that portion of the average accumulated expenditures for the asset provided that does not exceed the amount of that borrowing. We do not capitalize amounts beyond the actual interest expense incurred in the period. Where there are multiple qualifying assets, capitalized interest is allocated proportionally based on the relative asset base of each asset.
Asset retirement obligation
An asset retirement obligation (“ARO”) is a liability associated with the eventual retirement of a fixed asset.
The fair value of an ARO is recorded as a liability in the period when the obligation arises. The fair value of the ARO is measured using expected future discounted cash outflows. When the liability is recognized, we also capitalize the related ARO cost by adding it to the carrying amount of the related fixed asset. Each period, the liability is increased for the change in its present value with a corresponding charge to operating expenses. Changes in the amount or timing of the estimated ARO are recorded as an adjustment to the related liability and asset.
Held for sale assets and disposal group
Individual assets or subsidiaries to be disposed of, by sale or otherwise in a single transaction, are classified as held for sale if all of the following criteria are met at the balance sheet date:
•management, having the authority to approve the action, commits to a plan to sell the assets or subsidiaries;
•the asset or subsidiaries are available for immediate sale in its (their) present condition subject only to terms that are usual and customary for such sales;
•an active program to locate a buyer and other actions required to complete the plan to sell have been initiated;
•the sale is probable; and
•the transfer is expected to qualify for recognition as a completed sale, within one year.
The term probable refers to a future sale that is likely to occur, the asset or subsidiaries (disposal group) is being actively marketed for sale at a price that is reasonable in relation to its current fair value and actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.
A disposal group is classified as discontinued operations if either of the following criteria are met: (1) a component of an entity or group of components that has been disposed of by sale, disposed of other than by sale or is classified as held for sale that represents a strategic shift that has or will have a major effect on our financial results and operations or (2) an acquired business or non-profit activity (the entity to be sold) that is classified as held for sale on the date of the acquisition.
Assets or subsidiaries held for sale are carried at the lower of their carrying amount and fair value less costs to sell. Interest and other expenses attributable to the liabilities of a disposal group classified as held for sale shall continue to be accrued.
If, at any time, the criteria for held for sale is no longer met, then the asset or disposal group will be reclassified to held and used. The asset or disposal group will be valued at the lower of the carrying amount before the asset or disposal group was classified as held for sale (as adjusted for any subsequent depreciation and amortization) and its fair value at the date of the subsequent decision not to sell. The effect of any such adjustment would be included in our income from continuing operations at the date of the decision not to sell and/or for the period in which the criterion for held for sale are no longer met.
Gain or loss on disposals of held for sale assets is recognized as the difference between the fair value of consideration received and the carrying amount of the assets disposed.
Impairment of vessels and assets under development
We continually monitor events and changes in circumstances that could indicate that the carrying amounts of our vessels and assets under development may not be recoverable. Indicators that we consider include, but are not limited to:
•a significant decrease in the market price of the asset;
•a significant adverse change in the extent or manner in which the asset is being used or in its physical condition;
•a significant adverse change in legal factors in the business climate that could affect the value of the asset, including an adverse action or assessment by a regulator;
•an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of an asset;
•a current period operating or cash flow loss combined with a history of operating or cash flow losses or a projection of or forecast that demonstrates continuing losses associated with the use of an asset; and
•a current expectation that it is considered more likely than not that an asset will be sold or otherwise disposed of significantly before the end of its useful life.
We perform an annual impairment assessment considering the indicators listed above. If the results of our recoverability assessment demonstrates that the carrying amount of our vessels and assets under development exceeds the estimated undiscounted future cash flows that we have estimated as the fair value, we recognize an impairment loss based on the excess.
Investments in listed equity securities
Investments in listed equity securities represent ownership interests of a publicly listed entity. Investments in listed equity securities are recorded at fair value with changes in fair value reported in “Other non-operating income/(losses), net”. We classify our investment in listed equity securities in the consolidated statement of operations as non-operating because it is not integrated with our operations therefore is non-operating in nature. We use quoted market prices to determine the fair value of listed equity securities with a readily determinable fair value, unless the presence of certain restrictions warrants the application of a discount to fair value. We do not assess our investments in listed equity securities for impairment given they are carried at fair value.
We classify our investments in listed equity securities as current assets because the investment is available to be sold to meet liquidity needs if necessary, even if it is not the intention to dispose of the investment in the next twelve months.
Dividends received from our investments in listed equity securities are reflected as operating activities in the statement of cash flows unless such distributions relate to a return of capital in which case it is reflected as an investing activity in the statement of cash flows.
Debt
Our debt consists of long-term debt facilities, convertible debt, high yield bonds, credit facilities with banks and other lenders, and short term debt from our consolidated lessor VIE. Debt instruments are issued directly by us or through underwriters or placement agents and are held by financial institutions. Debt is recognized on our consolidated balance sheets at its principal amount outstanding adjusted for unamortized discounts or premiums and net of unamortized debt issuance costs (or deferred financing costs). Debt issuance costs directly attributable to the issuance of debt are presented as a direct deduction from the carrying amount of the related debt and are amortized to interest expense over the contractual term of the debt using the effective interest method. Amortization of discounts, premiums, and debt issuance costs is included in interest expense in the consolidated statements of operations.
Gains and losses on the extinguishment of debt are recognized in other financial items, net on our consolidated statements of operations, in the period in which the debt extinguishment occurs.
Derivatives
We use derivatives to reduce market risks associated with our operations. We use interest rate swaps for the management of interest rate risk exposure. The interest rate swaps effectively convert a portion of our debt from a floating to a fixed rate over the life of the transactions without an exchange of underlying principal. We use commodity swaps to reduce our economic exposure to fluctuations in the underlying commodities for our natural-gas linked tolling fee billings. We seek to reduce our exposure to fluctuations in foreign exchange rates through the use of foreign currency forward contracts. Certain of our contracts contain embedded derivatives. We do not apply hedge accounting.
All derivative instruments are initially recorded at fair value as either assets or liabilities in our consolidated balance sheets and subsequently remeasured to fair value, regardless of the purpose or intent for holding the derivative. Where the fair value of a derivative instrument is a net liability, the derivative instrument is classified in “Other current liabilities” in our consolidated balance sheets. Where the fair value of a derivative instrument is a net asset, the derivative instrument is classified in “Other current assets” and “Other non-current assets” in our consolidated balance sheets, depending on its maturity.
The changes in the fair value of our interest rate and foreign exchange swap derivative instruments are recognized each period in “(Losses)/gains on derivative instruments, net” in our consolidated statements of operations while the changes in the fair value of our commodity swap derivative instruments are recognized each period in “Realized and unrealized (loss)/gain on oil and gas derivative instruments” in our consolidated statements of operations.
It is our policy to enter into master netting agreements with counterparties to derivative financial instrument contracts, which give us the legal right to discharge all or a portion of the amounts owed to the counterparty by offsetting them against amounts that the counterparty owes to us. We have elected not to offset the fair values of derivative assets and liabilities executed with the same counterparty that are generally subject to enforceable master netting arrangements.
The fair values of the oil and gas derivative instruments were determined using the estimated discounted cash flows of the additional payments due to us as a result of oil and gas prices moving above the contractual floor price over the remaining term of the LTA. Significant inputs used in the valuation of the oil and gas derivative instruments include the Euro/U.S. Dollar exchange rates based on the forex forward curve for the gas derivative instrument and management’s estimate of an appropriate discount rate and the length of time necessary to blend the long-term and short-term oil and gas prices obtained from quoted prices in active markets. The oil and gas derivative instruments are classified in “Other current assets” and “Other non-current assets” in the consolidated balance sheets, depending on the LTA’s maturity.
Convertible debt instruments
We evaluate whether convertible debt instruments contain any embedded features requiring bifurcation, such as conversion options, make-whole provisions, redemption or put features. Features meeting the definition of a derivative are further evaluated for eligibility for the scope exception under ASC 815-10-15-74(a), which requires the conversion feature to be indexed to the entity’s own stock and eligible for equity classification. If both criteria are met, the embedded feature is not bifurcated and remains part of the host debt instrument. In such case, the entire gross proceeds of a convertible debt instrument is allocated to the host debt liability, measured at amortized cost with no bifurcation of the conversion option.
Contingencies
We may, from time to time, be involved in various legal proceedings, claims, lawsuits and complaints that arise in the ordinary course of business. We will recognize a contingent liability in our consolidated financial statements if the contingency has occurred at the balance sheet date and where we believe that the likelihood of loss was probable and the amount can be reasonably estimated. If we determine that the reasonable estimate of the loss is a range and there is no best estimate within the range, we will recognize the lower amount within the range. A contingent gain is only recognized when the amount is considered realized or realizable. Legal costs are expensed as incurred.
Pensions
Defined benefit pension costs, assets and liabilities requires significant actuarial assumptions to be adjusted annually to reflect current market and economic conditions. Our accounting policy provides that full recognition of the funded status of defined benefit pension plans is to be included within our consolidated balance sheets. The pension benefit obligation is calculated by using a projected unit credit method.
Defined contribution pension costs represent our promise to make defined amounts of contributions to an individual participant’s retirement account prior to retirement, and the participant bears all the actuarial risk relating to that account once the contribution is made. Pension benefit cost is recognized in respect of the accounting period in which a contribution to the scheme is payable and is recorded in our consolidated statements of operations. A liability on our balance sheet will be recognized for any contributions due but unpaid as of the balance sheet date.
We entered into a buy-in insurance agreement for one of the defined benefit pension plans. This arrangement involves the purchase of an insurance contract that transfers longevity, market, interest rate, and inflation risks to the insurer, reducing the pension risk retained within the plan. The insurance contract is recognized as a plan asset at its initial purchase price, equal to the premium paid. In accordance with ASC 715, the contract is subsequently remeasured at fair value, with respective adjustments recognized in other comprehensive income. The fair value of the plan assets is expected to align with the related defined benefit obligation, resulting in no net impact on the plan’s funded status as reported on the balance sheet.
Guarantees
Guarantees issued by us, excluding those that are guaranteeing our own performance, are recognized at fair value at the time that the guarantees are issued, or upon the deconsolidation of a subsidiary, and reported in “Other current liabilities” and “Other non-current liabilities”. A liability is recognized for the fair value of the obligation undertaken in issuing the guarantee. If it becomes probable that we will have to perform under a guarantee, we will recognize an additional liability if (and when) the amount of the loss can be reasonably estimated. The recognition of fair value is not required for certain guarantees such as the parent’s guarantee of a subsidiary’s debt to a third party.
Financial guarantees are assessed for expected credit losses and any allowance is presented as a liability for off-balance sheet credit exposures where the balance exceeds the collateral provided over the remaining instrument life. The allowance is assessed at the individual guarantee level, calculated by multiplying the balance exposed on default by the probability of default and loss given default over the term of the guarantee.
Treasury shares
Treasury shares are recognized as a separate component of equity for an amount corresponding to the purchase consideration transferred to repurchase the shares. Upon subsequent disposal of treasury shares, any consideration is recognized directly in equity.
Stock-based compensation
Our stock-based compensation includes both stock options and restricted stock units (“RSUs”). We expense the fair value of stock-based compensation issued to employees and non-employees over the period the stock options or RSUs vest (fair value as determined for stock-based compensation uses some fair value measurement techniques, which differs from other fair value measurements). We recognize stock-based compensation cost for awards containing a service condition only on a straight-line basis over the employee’s requisite service period or the non-employee’s vesting period, unless the award contains performance and/or market conditions, in which case stock-based compensation cost is recognized using the graded vesting method. Certain stock options and RSUs provide for accelerated vesting in the event of death or disability in service or a change in control (as defined in the Golar LNG Limited Long Term Incentive Plan (the “LTIP”)). No compensation cost is recognized for stock-based compensation for which the individuals do not render the requisite service. We have elected to recognize forfeitures as they occur. The fair value of stock options is estimated using the Black-Scholes option pricing model. The fair value of RSUs is estimated using the market price of our common shares at grant date or the Monte Carlo simulation model, as appropriate. Upon eventual stock option exercises or RSU conversions, shares delivered will be made available from either our authorized unissued shares, treasury shares or repurchasing our shares in the open market.
Earnings per share
Basic earnings per share (“EPS”) is computed based on the income available to common shareholders and the weighted average number of shares outstanding for basic EPS. Treasury shares are not included in the calculation. Diluted EPS includes the effect of the assumed conversion of potentially dilutive instruments. Such potentially dilutive common shares are excluded when the effect would be to increase earnings per share or reduce a loss per share.
Income tax (expense)/ benefit
Income taxes are based on a separate return basis. The guidance on “Income tax (expense)/benefit” prescribes a recognition threshold and measurement attributes for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return.
Penalties and interest related to uncertain tax positions are recognized in “Income tax (expense)/benefit” in the consolidated statements of operations.
Deferred taxes
Deferred tax assets and liabilities are recognized principally for the expected tax consequences of temporary differences between the tax bases of assets and liabilities and their reported amounts. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Realization of the deferred income tax asset is dependent on generating sufficient taxable income in future years.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realized or the liability is settled, based on the tax rates and tax laws that have been enacted or substantively enacted at the balance sheet date. Income tax relating to items recognized directly in the statement of comprehensive income is recognized in the statement of changes in equity and not in the consolidated statements of operations.
Acquisitions
We evaluate acquisitions to determine whether the acquired asset meets the definition of a business under ASC 805. If substantially all of the fair value of the gross asset acquired is concentrated in a single identifiable asset or group of similar identifiable assets, the transaction is accounted for as an asset acquisition.
Business combinations are accounted for under the acquisition method. Identifiable assets acquired and liabilities assumed are measured at their fair values at the date of acquisition. The excess of the consideration transferred over the fair values of the identifiable net assets acquired is recognized as goodwill. If the fair value of the identifiable net assets acquired exceeds the consideration transferred, a bargain purchase gain is recognized in the statement of operations in the period of acquisition. Acquisition related costs are expensed as incurred. The results of operations of acquired businesses are included from the date of acquisition.
If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, we will recognize a measurement-period adjustment during the period in which we determine the amount of the adjustment, including the effect on earnings of any amounts we would have recorded in previous periods if the accounting had been completed at the acquisition date.
Acquisitions that do not meet the definition of a business are accounted for as asset acquisitions whereby the cost of the acquisition is allocated to the assets acquired and liabilities assumed and no goodwill is recognized.
Related parties
Parties are related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also related if they are subject to common control or significant influence. Amounts due from related parties are presented net of allowances for expected credit losses, which are calculated using a loss rate applied against an aging matrix. Advances or loans to/from related parties are recorded at cost.
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| 3. | RECENTLY ISSUED ACCOUNTING STANDARDS |
Adoption of new accounting standards
In August 2023, the FASB issued 2023-05 Business Combinations - Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement. This update removes diversity in practice and requires certain joint ventures, upon formation, to apply a new basis of accounting consistent with ASC 805 Business Combinations in the joint venturer’s separate financial statements. This does not affect the Company's existing accounting policies or financial statements. This may affect the Company indirectly going forward via the impact on balance sheet values in the separate books of any newly formed equity method investees.
In December 2023, the FASB issued ASU 2023-09 Income Taxes (Topic 740): Improvements to Income Tax Disclosures. These amendments require enhanced disclosures related to income taxes, including additional disaggregation within the effective tax rate reconciliation and expanded information regarding income taxes paid. We adopted this standard prospectively effective January 1, 2025 and have included enhanced disclosures in note 11 “Income taxes” of our consolidated financial statements included herein.
In July 2025, the FASB issued ASU 2025-05 - Financial Instruments - Credit Losses - Measurement of Credit Losses for Accounts Receivable and Contract Assets. The amendments provide a practical expedient for entities when estimating expected credit losses under the current expected credit loss model. We adopted the practical expedient and consider information about current conditions, including subsequent cash collections, in estimating our allowance for credit losses and have updated our accounting policy.
Accounting pronouncements that have been issued but not yet adopted
The following table provides a brief description of other recent accounting standards that have been issued but not yet adopted as of December 31, 2025:
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| Standard | Description | Expected date of Adoption | Effect on our Consolidated Financial Statements |
ASU 2024-03 Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40)
| The amendments require public business entities to provide additional disaggregated disclosures of certain expense captions presented on the face of the income statement. The ASU does not change the expense captions required to be presented in the income statement; rather, it requires entities to disclose specified categories of expense information in the notes to the consolidated financial statements in order to improve transparency and comparability.
| January 1, 2027 | We are still assessing the impact of this ASU. |
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| Standard | Description | Expected date of Adoption | Effect on our Consolidated Financial Statements |
ASU 2025-03 - Business Combinations (Topic 805) and Consolidation (Topic 810) - Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity | The amendments require entities to consider the guidance in Topic 805 when determining the accounting acquirer in the acquisition of a VIE that is a business and the transaction is primarily effected by the exchange of equity interests. The ASU is intended to improve consistency in the determination of the accounting acquirer for certain VIE transactions and does not change the accounting for acquisitions of VIEs that are not a business.
| January 1, 2027 | We are still assessing the impact of this ASU. |
ASU 2025-04 - Compensation—Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606)
Clarifications to Share-Based Consideration Payable to a Customer
| The amendments clarify the accounting for share-based payment awards granted by an entity as consideration payable to a customer. The ASU revises certain definitions and guidance within Topics 606 and 718, including clarifying the definition of a performance condition and eliminating the policy election related to forfeitures for service conditions associated with share-based consideration payable to a customer. The amendments are intended to reduce diversity in practice and improve consistency in application.
| January 1, 2027 | We are still assessing the impact of this ASU. |
ASU 2025-06 - Intangibles, Goodwill and Other Internal-Use Software | The amendments modernize the guidance for internal-use software by removing references to development stages and clarifying when capitalization of software development costs should begin. Capitalization commences once management authorizes and commits to funding a software project and it is probable that the project will be completed and used as intended. The ASU also introduces guidance for assessing the probable-to-complete threshold, including consideration of development uncertainty.
| January 1, 2027 | We are still assessing the impact of this ASU. |
ASU 2025-07 - Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606)
| The amendments refine the scope of Topic 815 by clarifying which contracts are subject to derivative accounting. The ASU also provides clarification under Topic 606 regarding the accounting for share-based payments received from a customer in a revenue contract. The amendments are intended to improve clarity and consistency in the application of existing guidance.
| January 1, 2027 | We are still assessing the impact of this ASU. Not expected to impact Golar. |
ASU 2025-08 - Financial Instruments — Credit Losses (Topic 326): Purchased Loans | The amendments introduce the concept of purchased seasoned loans and expand the application of the gross-up approach for certain acquired financial assets subject to the current expected credit loss model. Under the amendments, expected credit losses at acquisition are added to the amortized cost basis of qualifying loans rather than recognized immediately in earnings. The ASU is intended to improve comparability and reduce complexity in accounting for acquired financial assets.
| January 1, 2027 | No impact currently expected as a result of the adoption of this ASU.
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| Standard | Description | Expected date of Adoption | Effect on our Consolidated Financial Statements |
ASU 2025-09 - Derivatives and Hedging (Topic 815): Hedge Accounting Improvements | The amendments refine and clarify certain aspects of hedge accounting under Topic 815. The guidance provides additional flexibility in the designation and measurement of hedging relationships, including improvements related to cash flow hedges, with the objective of better aligning hedge accounting outcomes with the Group's risk management activities.
| January 1, 2027 | No impact currently expected as a result of the
adoption of this ASU.
|
ASU 2025-11 - Interim Reporting (Topic 270): Narrow-Scope Improvements | The amendments clarify and enhance the guidance in Topic 270 relating to interim financial reporting. The ASU improves the organization and usability of interim disclosure requirements, incorporates cross-references to disclosure requirements from other Topics applicable at interim periods, and introduces a principle requiring disclosure of material events and changes occurring since the last annual reporting period. The amendments do not fundamentally change the interim reporting model.
| January 1, 2028 | No material impact expected on disclosure requirements. |
ASU 2025-12 - Codification Improvements | The amendments include technical corrections, clarifications and incremental improvements to various Topics within the FASB Accounting Standards Codification. The ASU is intended to enhance clarity, consistency and operability of existing guidance and is not expected to result in significant changes to current accounting practices.
| January 1, 2027 | No material impact expected on disclosure requirements. |
The following table lists our significant subsidiaries and their purpose as of December 31, 2025. Unless otherwise indicated, we own a 100% ownership interest in each of the following subsidiaries.
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| Name | Jurisdiction of Incorporation | Purpose |
Gimi Holding Company Limited | Bermuda | Holding company |
| Golar LNG Energy Limited | Bermuda | Holding company |
| Golar Management (Bermuda) Limited | Bermuda | Management company |
| Golar FLNG Sub-Holding Company Limited | Bermuda | Holding company |
Golar Hilli LLC | Marshall Islands | Holding company |
Golar Hilli Corporation | Marshall Islands | Leases the FLNG Hilli* |
Gimi MS Corporation | Marshall Islands | Owns the FLNG Gimi |
Golar MK II Corporation | Marshall Islands | Owns the MKII FLNG |
| Golar MS Operator SARL | Mauritania | Operates FLNG Gimi |
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| Name | Jurisdiction of Incorporation | Purpose |
| Golar Management AS | Norway | Vessel management company |
| Golar Management Limited | United Kingdom | Management company |
* The above table excludes mention of the lessor variable interest entity (“lessor VIE”) that we have leased a vessel from under a finance lease. The lessor VIE is a wholly-owned, newly formed special purpose vehicle (“SPV”) of a financial institution. While we do not hold any equity investments in this SPV, we have concluded that we are the primary beneficiary of this lessor VIE and accordingly have consolidated this entity into our financial results (note 5).
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| 5. | VARIABLE INTEREST ENTITIES |
As of December 31, 2025 and 2024, we leased one vessel from CSSC (Hong Kong) Shipping Company Limited (“CSSC entity”) as part of a sale and leaseback agreement. The CSSC entity is a wholly-owned, special purpose vehicle (“Lessor SPV”). We sold our vessel, the FLNG Hilli and then subsequently leased back the vessel on a bareboat charter. In June 2023, we entered into the fourth side letter to FLNG Hilli’s sale and leaseback facility which amended the reference rate to a Secured Overnight Financing Rate (“SOFR”) from London Interbank Offered Rate (“LIBOR”), reduced the margin and extended the tenor of the facility by five years to 2033. These amendments did not impact our total bareboat obligations. We have an option to repurchase the vessel at a fixed predetermined amount during its charter period and an obligation to repurchase the vessel at the end of the vessel’s lease period.
While we do not hold any equity investments in the Lessor SPV, we have determined that we have a variable interest in the Lessor SPV and that the lessor entity, that owns the vessel, is the lessor VIE. Based on our evaluation of the agreements, we have concluded that we are the primary beneficiary of the lessor VIE and, accordingly, the lessor VIE is consolidated into our financial statements. We did not record any gains or losses from the sale of this vessel as it continued to be reported as a vessel at its original cost in our consolidated financial statements at the time of transaction. Similarly, the effect of the bareboat charter arrangement is eliminated upon consolidation of the Lessor SPV. The equity attributable to the respective lessor VIE is included in non-controlling interests in our consolidated financial statements. As of December 31, 2025 and 2024, the vessel is reported under “Vessels and equipment, net” in our consolidated balance sheets.
The following table gives a summary of our sole sale and leaseback arrangement, including the repurchase option and obligation as of December 31, 2025:
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| Vessel | Effective from | Lessor | Sales value (in $ millions) | Lease duration | Next repurchase option (in $ millions) | Date of next repurchase option | Net repurchase obligation at end of lease term (in $ millions) | End of lease term
|
FLNG Hilli | June 2018 | CSSC entity | 1,200.0 | 15 years | 421.0 | June 2028 | 207.9 | June 2033 |
A summary of our payment obligations (excluding the repurchase option and obligation) under the bareboat charter with our sole lessor VIE as of December 31, 2025, are shown below:
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| (in thousands of $) | 2026 | 2027 | 2028 | 2029 | 2030 | 2031+ |
FLNG Hilli (1) | 77,600 | 74,687 | 71,603 | 68,605 | 65,606 | 136,734 |
(1) The payment obligations above include variable rental payments due under the lease based on assumed SOFR plus a margin.
The assets and liabilities of the VIE that most significantly impact our consolidated balance sheets as of December 31, 2025 and 2024, are as follows:
| | | | | | | | |
| (in thousands of $) | 2025 | 2024 |
| Assets | | |
| Restricted cash and short-term deposits (note 13) | 11,429 | | 17,472 | |
| | |
Liabilities (2) | | |
| Accrued expenses (note 20) | (28,845) | | (12,244) | |
Other non-current liabilities (note 22) | (184,000) | | (184,000) | |
| Debt: | | |
Current portion of long-term debt and short-term debt (1) | (229,654) | | (278,551) | |
Long-term debt (1) | — | | (33,432) | |
| Total debt | (229,654) | | (311,983) | |
(1) Where applicable, these balances are net of deferred financing costs (note 19).
(2) The creditors of the lessor VIE have no recourse to the general credit of Golar.
The most significant impact of the VIE’s operations on our consolidated statements of operations, consolidated statements of changes in equity and consolidated statements of cash flows, for the years ended December 31, 2025, 2024 and 2023 are as follows:
| | | | | | | | | | | |
| (in thousands of $) | 2025 | 2024 | 2023 |
|
| Statement of operations | | | |
Other financial items, net (note 10) | 2,432 | | 4,997 | | — | |
| Interest expense | 14,126 | | 19,989 | | 11,015 | |
| | | |
| Statement of cash flows | | | |
| Repayments of short-term and long-term debt | (84,429) | | (82,804) | | (98,242) | |
| Proceeds from short-term debt | — | | 1,145 | | — | |
| Financing costs paid | — | | — | | (3,158) | |
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Golar Hilli LLC (“Hilli LLC”) owns Golar Hilli Corp. (“Hilli Corp”), the disponent owner of FLNG Hilli. Hilli LLC's ownership is represented by three classes of units:
•Series A Special Units rank senior to Hilli Common Units and on par with Series B Special Units. They are redeemable upon LTA termination for $1 per unit plus unpaid distributions. “Series A Distributions” reflect incremental cash receipts when Brent linked crude prices exceed $60 per barrel.
•Series B Special Units rank similarly but have no conversion or redemption features. They entitle holders to 95% of vessel expansion capacity distributions, with 5% allocated to Hilli Common Unit holders.
•Hilli Common Units receive distributions only after Series A and B distributions are paid.
Below are the repurchase transactions of the Hilli LLC's non-controlling interests:
•On March 15, 2023, we repurchased 1,230 Hilli Common Units, held by our former affiliate, Golar LNG Partners LP (“Golar Partners”) from NFE in exchange for cash consideration of $100.0 million, our 4.1 million Class A common shares of NFE (“NFE Shares”) with a fair value of $116.9 million and our assumption of distribution rights to these 1,230 Hilli Common Units for the period from January 1, 2023 to March 15, 2023 (which NFE waived) with a fair value of $3.9 million (the “2023 Hilli Buyback”). The 2023 Hilli Buyback was considered an equity transaction and resulted in a loss of $251.2 million in equity.
•On December 23, 2024, we repurchased all remaining non-controlling interest in Hilli LLC, acquiring 134 Hilli Common Units, 268 Series A Special Units and 268 Series B Special Units from affiliates of Seatrium Limited (“Seatrium”, formerly known as Keppel Shipyard Limited) and Black & Veatch Corporation (“B&V”) for a cash consideration of $59.9 million and our assumption of distribution rights to these units for the period from October 1, 2024 to December 23, 2024 (which Seatrium and B&V waived) with a fair value of $2.4 million (the “2024 Hilli Buyback”). The 2024 Hilli Buyback was considered an equity transaction and resulted in a gain of $1.9 million in equity.
•Following our 100% ownership of Hilli LLC, the entity ceased to be a VIE but we continue to consolidate as a voting interest entity.
In April 2019, Gimi MS Corporation (“Gimi MS”) entered into a subscription agreement with First FLNG Holdings ("FFH"), a wholly-owned subsidiary of Keppel Asia Infrastructure Fund, for a 30% share of the FLNG Gimi (the “Subscription Agreement”). Gimi MS was established to construct, own and operate the FLNG Gimi, while FFH subscribed to 30% of Gimi MS's common share capital, equivalent to 30% of the estimated project cost.
Concurrent with the closing of the sale of the common shares, we determined that (i) Gimi MS is a VIE and (ii) we are the primary beneficiary and retain sole control over the most significant activities and the greatest exposure to variability in residual returns and expected losses from the Gimi. Thus, Gimi MS continues to be consolidated into our financial statements.
Summarized financial information of Gimi MS
The balances of Gimi MS are consolidated within our consolidated financial statements. The revenues associated with the FLNG Gimi are reflected within our FLNG segment and primarily comprise of sales-type lease revenue and vessel management fees and other revenues under the FLNG segment (note 6 and 7).
The assets and liabilities of Gimi MS that most significantly impacted our consolidated balance sheet as of December 31, 2025 and 2024, are as follows:
| | | | | | | | |
| (in thousands of $) | 2025 | 2024 |
| Balance sheet | | |
| Current assets | 242,722 | | 139,911 | |
| Non-current assets | 1,643,366 | | 1,795,646 | |
| Current liabilities | (112,743) | | (186,149) | |
| Non-current liabilities | (1,146,546) | | (602,819) | |
The following cash flow items represent the most significant impacts of Gimi MS on our consolidated statement of cash flows, for the years ended December 31, 2025, 2024 and 2023 are as follows:
| | | | | | | | | | | |
| (in thousands of $) | 2025 | 2024 | 2023 |
| Statement of cash flows | | | |
| Additions to asset under development | 201,701 | | 204,997 | | 308,093 | |
| Financing costs paid | (19,522) | | (1,251) | | (1,780) | |
| Proceeds from long-term debt | 1,200,000 | | 70,000 | | 95,000 | |
| Repayments of long-term debt | (670,833) | | (29,167) | | — | |
| Proceeds from subscription of equity interest | 21,020 | | 45,206 | | 80,021 | |
| Cash dividends paid | (675,000) | | — | | — | |
In January 2025, our LNG carrier Fuji LNG completed its final cargo delivery under a short-term contract and entered the shipyard in early February 2025 to begin conversion into a MKII FLNG. In the first quarter of 2025, we also finalized the sale of our remaining LNG carrier, the Golar Arctic. These key milestones marked our exit from shipping operations and accordingly, we no longer classify Shipping as a reportable segment. All associated legacy shipping activities have been included within the broader Corporate and other segment, with retrospective effect.
We have identified two distinct services that constitute our reportable segments: “FLNG” and “Corporate and other.” Our key performance indicator is Adjusted EBITDA. These segments are distinguishable components of our business, each engaging in revenue-generating activities, incurring expenses, and facing unique risks and rewards. Our operating segments align with our reportable segments. Our Board of Directors (the “Board”) serves as our chief operating decision maker (“CODM”) and is responsible for allocating resources to and evaluating the performance of each operating segment based on Adjusted EBITDA.
Reconciliations of net income/(loss) to Adjusted EBITDA for the years ended December 31, 2025, 2024 and 2023 are as follows:
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| (in thousands of $) | 2025 | 2024 | 2023 |
Net income/(loss) | 112,576 | | 80,793 | | (2,850) | |
| Income tax expense/(benefit) | 4,307 | | (18) | | 1,870 | |
| Income/(loss) before income taxes | 116,883 | | 80,775 | | (980) | |
| Depreciation and amortization | 49,255 | | 53,526 | | 50,294 | |
| Impairment of long-lived assets (note 17) | — | | 22,933 | | 5,021 | |
| Unrealized loss on oil and gas derivative instruments, net (note 8) | 93,102 | | 101,862 | | 284,658 | |
Realized and unrealized MTM loss on our investment in listed equity securities (note 9) | — | | — | | 62,308 | |
| Other non-operating (income)/loss, net (note 9) | (29,981) | | 7,000 | | (9,823) | |
| Interest income | (34,577) | | (37,350) | | (46,061) | |
| Interest expense, net | 32,925 | | — | | — | |
| Losses/(gains) on derivative instruments, net (note 10) | 7,822 | | (65) | | 7,227 | |
| Other financial items, net (note 10) | 15,578 | | 4,317 | | 900 | |
| Net (income)/loss from equity method investments (note 15) | (8,928) | | 7,502 | | 2,520 | |
| Net income from discontinued operations | — | | — | | (293) | |
Sales-type lease receivable in excess of interest income (7) | 22,536 | | — | | — | |
| Adjusted EBITDA | 264,615 | | 240,500 | | 355,771 | |
Our two distinct reportable and operating segments are as follows:
•FLNG – includes the operations of FLNG vessels and projects. We convert LNG carriers into FLNG vessels or build new FLNG vessels and subsequently contract them to third parties. We currently have two operational FLNGs, the FLNG Hilli and the FLNG Gimi. We also have one FLNG undergoing conversion, the MKII FLNG (note 17).
•Corporate and other – includes our legacy shipping segment activities, vessel management, floating storage and regasification unit (“FSRU”) services for third parties, LNG carrier transportation operations, administrative services to affiliates and third parties, our corporate overhead costs and other strategic investments.
| | | | | | | | | | | | | | | | | | |
| Year ended December 31, 2025 | | |
| (in thousands of $) | FLNG | Corporate and other (1) | | Total Segment Reporting | Elimination | Consolidated Reporting |
| Statement of Operations: | | | | | | |
| Liquefaction services revenue | 226,794 | | — | | | 226,794 | | — | | 226,794 | |
| Sales-type lease revenue | 91,461 | | — | | | 91,461 | | — | | 91,461 | |
| Vessel management fees and other revenues | 48,469 | | 25,922 | | | 74,391 | | — | | 74,391 | |
| Time and voyage charter revenues | — | | 876 | | | 876 | | — | | 876 | |
| Total operating revenues | 366,724 | | 26,798 | | | 393,522 | | — | | 393,522 | |
Vessel operating expenses (2) | (127,924) | | (31,970) | | | (159,894) | | — | | (159,894) | |
| | | | | | |
Administrative expenses (3) | (844) | | (28,750) | | | (29,594) | | — | | (29,594) | |
Project development expenses (4) | (15,306) | | (3,925) | | | (19,231) | | — | | (19,231) | |
| Realized gain on oil and gas derivative instruments (note 8) | 62,890 | | — | | | 62,890 | | — | | 62,890 | |
Other operating income/(loss) (5) (6) | 2,143 | | (7,757) | | | (5,614) | | — | | (5,614) | |
Sales-type lease receivable in excess of interest income (7) | 22,536 | | — | | | 22,536 | | (22,536) | | — | |
| Adjusted EBITDA | 310,219 | | (45,604) | | | 264,615 | | (22,536) | | 242,079 | |
| | | | | | — | |
| Net (loss)/income from equity method investments (note 15) | (696) | | 9,624 | | | 8,928 | | — | | 8,928 | |
| | | | | | | | | | | | | | |
| Balance Sheet: | December 31, 2025 |
| (in thousands of $) | FLNG | Corporate and other (1) | | Total | | |
Total assets (8) | 4,197,705 | | 1,127,896 | | | 5,325,601 | | | |
| Equity method investments (note 15) | 29,426 | | 15,585 | | | 45,011 | | | |
| Capital expenditures (note 16, 17 and 18) | 752,530 | | 203 | | | 752,733 | | | |
| | | | | | |
| | | | | | | | | | | | | | | | | | |
| Year ended December 31, 2024 | | |
| (in thousands of $) | FLNG | Corporate and other (1) | | Total Segment Reporting | Elimination | Consolidated Reporting |
| Statement of Operations: | | | | | | |
| Liquefaction services revenue | 224,959 | | — | | | 224,959 | | — | | 224,959 | |
| | | | | | |
| Vessel management fees and other revenues | — | | 23,067 | | | 23,067 | | — | | 23,067 | |
| Time and voyage charter revenues | — | | 12,346 | | | 12,346 | | — | | 12,346 | |
Total operating revenues | 224,959 | | 35,413 | | | 260,372 | | — | | 260,372 | |
Vessel operating expenses (2) | (82,284) | | (39,299) | | | (121,583) | | — | | (121,583) | |
| | | | | | |
Administrative expenses (3) | (1,269) | | (26,236) | | | (27,505) | | — | | (27,505) | |
Project development expenses (4) | (7,258) | | (5,083) | | | (12,341) | | — | | (12,341) | |
| Realized gain on oil and gas derivative instruments (note 8) | 141,088 | | — | | | 141,088 | | — | | 141,088 | |
| Other operating income | 469 | | — | | | 469 | | — | | 469 | |
| | | | | | |
| Adjusted EBITDA | 275,705 | | (35,205) | | | 240,500 | | — | | 240,500 | |
| | | | | | |
| Net loss from equity method investments (note 15) | — | | (7,502) | | | (7,502) | | — | | (7,502) | |
| | | | | | | | | | | | |
| Balance Sheet: | December 31, 2024 |
| (in thousands of $) | FLNG | Corporate and other (1) | | Total |
Total assets (8) | 3,623,417 | | 744,260 | | | 4,367,677 | |
| Equity method investments (note 15) | — | | 43,665 | | | 43,665 | |
| Capital expenditures (note 16, 17 and 18) | 529,263 | | 69,218 | | | 598,481 | |
| | | | | | | | | | | | | | | | | | |
| Year ended December 31, 2023 | | |
| (in thousands of $) | FLNG | Corporate and other (1) | | Total Segment Reporting | Elimination | Consolidated Reporting |
| Statement of Operations: | | | | | | |
| Liquefaction services revenue | 245,418 | | — | | | 245,418 | | — | | 245,418 | |
| | | | | | |
| Vessel management fees and other revenues | — | | 35,086 | | | 35,086 | | — | | 35,086 | |
| Time and voyage charter revenues | — | | 17,925 | | | 17,925 | | — | | 17,925 | |
| Total operating revenues | 245,418 | | 53,011 | | | 298,429 | | — | | 298,429 | |
Vessel operating expenses (2) | (66,331) | | (27,001) | | | (93,332) | | — | | (93,332) | |
| | | | | | |
Administrative expenses (3) | (417) | | (33,045) | | | (33,462) | | — | | (33,462) | |
Project development expenses (4) | (4,151) | | (34,979) | | | (39,130) | | — | | (39,130) | |
| Realized gain on oil and gas derivative instruments (note 8) | 199,907 | | — | | | 199,907 | | — | | 199,907 | |
| Other operating income | 15,542 | | 7,817 | | | 23,359 | | — | | 23,359 | |
| | | | | | |
| Adjusted EBITDA | 389,968 | | (34,197) | | | 355,771 | | — | | 355,771 | |
| | | | | | |
| Net loss from equity method investments (note 15) | — | | (2,520) | | | (2,520) | | — | | (2,520) | |
| | | | | | |
| | | | | | | | | | | | | | |
| Balance Sheet: | December 31, 2023 | | |
| (in thousands of $) | FLNG | Corporate and other (1) | | | | Total |
| Total assets | 3,160,457 | | 923,530 | | | | | 4,083,987 | |
Equity method investments | — | | 53,982 | | | | | 53,982 | |
Capital expenditures | 568,485 | | 12,898 | | | | | 581,383 | |
(1) Includes inter-segment eliminations arising from vessel and administrative management fees revenue.
(2) Includes crew, repairs and maintenance, spares, stores and consumables and insurance costs. In the first quarter of 2025, we no longer classify Shipping as a reportable segment. Accordingly, voyage, charterhire and commission expenses have been reclassified to vessel operating expenses for all periods presented. In relation to our vessel operation and maintenance services, we may arrange for goods or services to be provided on behalf of the customer, amounts relating to these arrangements are presented on a net basis in accordance with ASC 606.
(3) Includes employee compensation and benefits, audit and accounting fees, legal fees and other corporate costs, which are managed centrally under our “Corporate and other” segment.
(4) Includes costs incurred for early-stage development activities, feasibility studies, and business development efforts for projects not yet at FID stage. In 2025, we entered into Front-End Engineering Design (“FEED”) studies for the development of a Mark III FLNG unit and a Mark I three-train FLNG unit.
(5) In the first quarter of 2025, we completed the sale of our remaining LNG carrier, the Golar Arctic including its unused fuel onboard for a net consideration of $24.8 million resulting in a loss on disposal of $0.5 million recognized in “Other operating (loss)/income” in the consolidated statement of operations (note 17).
(6) During the year ended December 31, 2025, Higas Holdings Limited (“Higas”) entered into a financial restructuring process pursuant to Article 56 of the Italian Business Crisis and Insolvency Code which required the implementation of a recapitalization plan. To enhance the equity position of Higas, together with the other shareholders, we waived our proportionate shareholder loan principal amounting to $7.1 million and this is recognized in “Other operating (loss)/income”, presented within the "Corporate and other" segment (note 26).
(7) Amounts recognized as revenue is analogous to the interest income component earned, while the principal amortization is treated as a reduction to the lease receivable balance presented in “Net investment in sales-type lease” in the consolidated balance sheet. "Sales-type lease receivable in excess of interest income" represents the lease receivable principal amortization component of the total amounts invoiced under the FLNG Gimi sales-type lease which commenced in June 2025. We included the total invoiced amounts comprising of both interest income and principal repayment in our FLNG Adjusted EBITDA to reflect the total cash earnings and economic performance of the FLNG Gimi (note 7.2). This amount is eliminated from the consolidated statements of operations in accordance with U.S. GAAP.
(8) In March 2024, we acquired the Fuji LNG, the donor vessel for MKII FLNG for $77.5 million and consequently the deposit of $15.5 million was reclassified from “Other non-current assets” to “Vessels and equipment, net”. Upon completion of the acquisition, the vessel's cost, drydocking expenditures and operational cost incurred during the year were presented under the “Corporate and other” segment (reflecting the retrospective merger of the “Shipping” segment into “Corporate and other”) as she was trading as an LNG carrier. On February 14, 2025, upon completion of its trading as an LNG carrier and arrival at CIMC’s yard for conversion, the net book value of the Fuji LNG of $76.3 million was reclassified from “Vessels and equipment, net” to “Assets under development” (note 16) in the FLNG segment.
Revenues from major customers
For the years ended December 31, 2025, 2024 and 2023, the following customers accounted for over 10% of our total operating revenues:
| | | | | | | | | | | | | | | | | | | | |
| (in thousands of $ and as a % of total operating revenues) | 2025 | 2024 | 2023 |
Perenco and SNH (1) | 226,794 | | 58 | % | 224,959 | | 86 | % | 245,418 | | 82 | % |
bp (2) | 139,930 | | 36 | % | — | | — | % | — | | — | % |
(1) LTA with Perenco Cameroon S.A. (“Perenco”) and Société Nationale des Hydrocarbures (“SNH”), (together, the “Customer”) in relation to the FLNG Hilli (note 7).
(2) LOA with BP Mauritania Investments Limited, a subsidiary of BP p.l.c. (“bp”) in relation to the FLNG Gimi (note 7).
Geographic data
The following geographical data presents our revenues and total assets associated with the FLNG Hilli and FLNG Gimi:
The following presents our revenues by geographic area:
| | | | | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
| Cameroon | 226,794 | | 224,959 | | 245,418 | |
| Mauritania and Senegal | 139,930 | | — | | — | |
| Total revenues | 366,724 | | 224,959 | | 245,418 | |
The following presents the net book value of our FLNG assets by geographic area:
| | | | | | | | | | | |
| December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
| Cameroon | 1,024,861 | | 1,168,629 | | 1,256,193 | |
Mauritania and Senegal(1) | 1,886,088 | | — | | — | |
| Total assets | 2,910,949 | | 1,168,629 | | 1,256,193 | |
(1) Represents the net investment in sales-type lease associated with FLNG Gimi following derecognition of the vessel’s carrying value at COD and recognition of the sales-type lease.
Our CODM does not evaluate our operating segments according to geographical region or by asset.
The following table presents our revenue during the years ended December 31, 2025, 2024 and 2023.
| | | | | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
| Liquefaction services revenue (note 7.1) | 226,794 | | 224,959 | | 245,418 | |
| Sales-type lease revenue (note 7.2) | 91,461 | | — | | — | |
| Vessel management fees and other revenues (note 7.1) | 74,391 | | 23,067 | | 35,086 | |
| Time and voyage charter revenues (note 7.2) | 876 | | 12,346 | | 17,925 | |
| Total operating revenues | 393,522 | | 260,372 | | 298,429 | |
7.1 Revenue from contracts with customers
The following table represents a disaggregation of revenue earned from contracts with customers during the years ended December 31, 2025, 2024 and 2023. Revenue from liquefaction services is included within the “FLNG” segment. Vessel management fees and other revenues are included within both the “FLNG” and “Corporate and other” segments, depending on the nature of the service provided.
| | | | | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
Base tolling fee (1) | 204,501 | | 204,501 | | 204,501 | |
Amortization of Day 1 gains (2) | 12,541 | | 12,575 | | 12,541 | |
Incremental base tolling fee (3) | 5,000 | | 5,000 | | 5,000 | |
Amortization of deferred commissioning period revenue (4) | 4,120 | | 4,131 | | 4,120 | |
Overproduction (5) | 371 | | 102 | | 20,129 | |
Other (6) | 261 | | (1,350) | | (873) | |
Liquefaction services revenue | 226,794 | | 224,959 | | 245,418 | |
| | | |
FLNG Operation and Maintenance Agreement (“O&M”) service revenue(7) | 46,029 | | — | | — | |
Management fees revenue (8) | 25,463 | | 22,632 | | 20,983 | |
Amortization of deferred pre-COD cash flows (9) | 1,026 | | — | | — | |
Service revenue (10) | — | | — | | 13,798 | |
| Other | 1,873 | | 435 | | 305 | |
Vessel management fees and other revenues | 74,391 | | 23,067 | | 35,086 | |
(1) The FLNG Hilli's LTA bills at a base rate when the oil price is at or below $60 per barrel, with an increased rate when price exceed $60 per barrel. The oil price above the base rate is recognized as a derivative and included in “Realized and unrealized (loss)/gain on oil and gas derivative instruments” in the consolidated statements of operations (note 8).
(2) Day 1 gains was recognized on the initial recognition of the FLNG Hilli’s oil derivative instrument embedded in the LTA and the FLNG Hilli's gas derivative instruments pursuant to the third amendment to the LTA (“LTA Amendment 3”) (note 21 and 22). These amounts were deferred on initial recognition and amortized evenly over the contract term.
(3) In July 2021, we entered into LTA Amendment 3 to increase the FLNG Hilli's annual contracted capacity by 0.2 million tonnes for 2022. In July 2022, the Customer exercised its option for an additional 0.2 million tonnes (out of 0.4 million tonnes) from January 2023 until the end of the LTA term, increasing the annual base capacity to 1.4 million tonnes. The tolling fee is linked to TTF and the Euro/U.S. Dollar foreign exchange movements. The contractual floor rate is recognized in “Liquefaction services revenue” and the tolling fee above the contractual floor rate is recognized as a derivative in “Realized and unrealized (loss)/gain on oil and gas derivative instruments” in the consolidated statements of operations (note 8).
(4) Customer billing during the commissioning period of the FLNG Hilli, prior to vessel acceptance and commencement of the LTA was deferred (note 21 and 22) and recognized evenly over the LTA term.
(5) In March 2021, we entered into the second amendment to the LTA, changing the contract term from a fixed capacity of 500.0 billion cubic feet to a fixed term ending on July 18, 2026 (“LTA Amendment 2”). This amendment also permits billing adjustments for production variances commencing in 2019. Overproduction is invoiced at the end of each contract year, while underutilization (which is capped per contract year) is a reduction against our final invoice to the Customer at the end of the LTA term.
Pursuant to the fourth amendment to the LTA, the contracted capacity for 2023 increased by 0.04 million tonnes (from 1.4 million tonnes to 1.44 million tonnes) by incorporating 2022 underutilization into 2023 LNG production. The increased production target was met, releasing the 2022 underutilization liability of $35.8 million to our consolidated statement of operations in 2023, of which $20.1 million is recognized in “Liquefaction services revenue” and $15.7 million is recognized in “Other operating income”.
(6) “Other” includes accrued demurrage cost recognized in the period during which the production delay occurred and the unwinding of deferred liquidated damages incurred prior to the contract commencement.
(7) The FLNG Gimi's LOA contains both a lease component (the use of the FLNG Gimi) and a non-lease component (the O&M services). The total contract consideration is allocated between the lease and non-lease components based on their relative stand-alone selling prices determined at commencement date of the LOA. The non-lease component is recognized over time as the O&M services are performed, based on the pattern of services provided during each billing period in accordance with the LOA.
(8) Comprised of revenue earned from various vessel management, administrative and vessel operation and maintenance services which we provide to external customers.
(9) In August 2024, we and bp agreed to a series of pre-COD payments to address project delays and align on commissioning milestones. Following COD in June 2025, the non-lease component of the pre-COD cash flows amounting to $36.8 million was deferred and classified within “Other current liabilities” and “Other non-current liabilities” on our consolidated balance sheet (notes 21 and 22) which will be recognized as revenue evenly over the duration of the LOA consistent with the timing of the related O&M services.
(10) In August 2022, we entered into a development agreement with Snam to provide drydocking, site commissioning and hook-up services for the Italis LNG (formerly known as Golar Tundra), which Snam acquired from us in May 2022. The development agreement was completed in May 2023 and services revenue of $13.8 million was recognized for the year ended December 31,2023.
Contract Assets and Liabilities
The following table represents our contract assets and liabilities balances as of December 31, 2025 and 2024:
| | | | | | | | |
| December 31, |
| (in thousands of $) | 2025 | 2024 |
Contract asset (1) | 26,406 | | 19,696 | |
| | |
| Current deferred revenue | (4,090) | | (4,220) | |
| Non-current deferred revenue | (34,046) | | (2,145) | |
Total contract liabilities (2) | (38,136) | | (6,365) | |
The movement of our contract liabilities are as follows:
| | | | | | | | |
| 2025 | 2024 |
| Opening contract liabilities balance | (6,365) | | (10,496) | |
| Deferral of revenue | (38,667) | | — | |
Recognition of deferred revenue (3) | 6,896 | | 4,131 | |
Closing contract liabilities balance(2) | (38,136) | | (6,365) | |
(1) Contract assets arise when the Company recognizes revenue for services rendered prior to billing to customers. This balance primarily relates to liquefaction services revenue under LTA and O&M services related to the LOA, as well various vessel management, operational support and administrative services.
(2) As of December 31, 2025, “Total contract liabilities” are comprised of:
•deferred pre-COD cash flows in relation to the FLNG Gimi LOA amounting to $35.9 million (2024: $nil) (note 21 and 22). We expect to recognize revenue evenly over the remaining LOA contract term of 19.4 years; and
•deferred commissioning revenue in relation to the FLNG Hilli of $2.2 million (2024: $6.4 million) (note 21 and 22). We expect to recognize liquefaction services revenue related to the partially unsatisfied performance obligation at the reporting date evenly over the remaining LTA contract term of 0.6 years.
(3) Includes the unwinding of deferred commissioning revenue in relation to the FLNG Hilli and FLNG Gimi's deferred pre-COD cash flows of $4.1 million (2024: $4.1 million) and $1.0 million (2024: $nil).
7.2 Lease revenues
Our lease revenue includes income from both sales-type leases and operating leases based on the classification of each contract at lease commencement.
7.2.1 FLNG Gimi Sales-type lease
On June 12, 2025, the FLNG Gimi achieved COD, triggering the commencement of the 20-year lease term with bp under the LOA. On lease commencement, the FLNG Gimi asset under development carrying value of $1,823.7 million (note 16) and the lease component of the net pre-COD cash flow of $86.1 million (note 21) previously recognized under other current liabilities were derecognized and a corresponding “Net investment in sales-type lease” of $1,767.5 million was recognized on the consolidated balance sheet. The Net investment in sales-type lease comprised of the present value of expected lease payments and the unguaranteed residual value of the FLNG Gimi at the end of the LOA term. The deemed sale of the FLNG Gimi resulted in a $30.0 million gain, presented in “Other non-operating income” on the consolidated statement of operations for the year ended December 31, 2025.
7.2.2 Time and voyage charter revenues
We also generate lease revenue from our legacy time and voyage charter arrangements which qualify as operating leases. These are recognized on a straight-line basis over the lease term or as the service is rendered, depending on the specific terms of each charter.
In 2025, following the entry of the Fuji LNG into the shipyard for its conversion into a MKII FLNG and the sale of the Golar Arctic, we no longer have vessels generating operating lease revenues from time or voyage charters, nor do we have contractual future minimum lease revenue.
The following table presents a disaggregation of lease revenues during the years ended December 31, 2025, 2024 and 2023. Sales-type lease revenue is included under our “FLNG” segment while time and voyage charter revenues are under our “Corporate and other” segment.
| | | | | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
Sales-type lease revenue (1) | 62,724 | | — | | — | |
Variable sales-type lease revenue (2) | 23,335 | | — | | — | |
Accretion of unguaranteed residual value (3) | 3,296 | | — | | — | |
| | | |
Other (4) | 2,106 | | — | | — | |
| Sales-type lease revenue | 91,461 | | — | | — | |
| | | |
Operating lease revenue | 596 | | 9,597 | | 16,843 | |
Variable operating lease revenue (5) | 280 | | 2,749 | | 1,082 | |
Time and voyage charter revenues | 876 | | 12,346 | | 17,925 | |
(1) Relates to the interest income recognized on the net investment in the sales-type lease for FLNG Gimi, calculated using the rate implicit in the lease.
(2) Comprised of variable consideration of the lease including overproduction, underutilization, and other operational adjustments invoiced during the period. Variable lease revenue fluctuates period to period depending on vessel availability and performance.
(3) Relates to the periodic accretion in the present value of the unguaranteed residual value of FLNG Gimi, recognized over the lease term using the effective interest method.
(4) “Other” includes taxes that are reimbursable by lessee under the LOA and accrued demurrage costs recognized in the period during which production delays attributable to us occurred.
(5) Comprised of variable consideration of the lease including ballast and positioning bonus, which are excluded from lease payments that comprise of the minimum contractual future revenues from non-cancellable operating leases.
Maturity analysis of the Net investment in sales-type lease
The minimum future revenues included below are based on the fixed components and do not include variable or contingent revenue.
Pursuant to the LOA, bp holds certain termination rights that are subject to defined conditions and are not unilateral. Based on management’s assessment of the contractual framework and current commercial and operational circumstances, it is not reasonably expected that these termination rights will be exercised. Accordingly, the lease term has been determined to be 20 years, and the maturity analysis has been prepared on that basis.
| | | | | |
| (in thousands of $) | |
| 2026 | 152,281 | |
| 2027 | 153,300 | |
| 2028 | 153,720 | |
2029 | 153,300 | |
| 2030 | 153,300 | |
| 2031 and thereafter | 2,216,340 | |
| Total minimum lease receivable | 2,982,241 | |
| Unguaranteed residual value | 332,400 | |
| Gross investment in sales-type lease | 3,314,641 | |
| Less: unearned interest income | (1,566,360) | |
| |
Net investment in sales-type lease as of December 31, 2025 (1) | 1,748,281 | |
| Less: current portion of net investment in sales-type lease | (146,829) | |
| Non-current portion of net investment in sales-type lease | 1,601,452 | |
(1) Our net investment in sales-type lease includes an unguaranteed residual value which exposes us to residual value risk at the end of the lease term. We manage this risk through periodic monitoring of the underlying asset’s estimated market value, including reference to independent broker valuations. As of December 31, 2025, the market value of the underlying asset exceeded the carrying value of net investment in sales-type lease. In addition, the vessel is covered by customary insurance which further mitigates our exposure to residual asset risk.
7.3 Operating lease expense
We lease certain office premises under operating lease. Certain of these lease agreements include options to renew. We will include these renewal options when we are reasonably certain that we will exercise the option at our discretion. Certain leases include renewal or termination options; however, based on management’s assessment of the contractual terms and current circumstances, it is not reasonably expected that these options will be exercised and therefore they are not included in the measurement of the related right-of-use assets and lease liabilities.
Variable lease cost comprise of service charges related to our usage of office premises.
The components of operating lease cost were as follows:
| | | | | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
Operating lease cost | 3,442 | | 1,675 | | 2,335 | |
Variable lease cost (1) | 335 | | 463 | | 309 | |
Total operating lease cost (2) | 3,777 | | 2,138 | | 2,644 | |
(1) “Variable lease cost” is excluded from lease payments that comprise of the operating lease liability.
(2) Total operating lease cost is included in the consolidated statement of operations line-items “Vessel operating expenses” and “Administrative expenses”.
As of December 31, 2025 and 2024 the right-of-use assets recognized by Golar as a lessee in various operating leases amounted to $6.2 million and $6.8 million, respectively (note 18). The weighted average remaining lease term for our operating leases is 3.6 years (2024: 4.4 years). Our weighted-average discount rate applied for most of our operating leases is 5.8% (2024: 5.5%).
The maturity of our lease liabilities is as follows:
| | | | | |
| Year ending December 31 | |
| (in thousands of $) | |
| 2026 | 1,978 | |
| 2027 | 2,100 | |
| 2028 | 1,129 | |
| 2029 | 1,181 | |
| 2030 and thereafter | 285 | |
| Total minimum lease payments | 6,673 | |
| | | | | |
| 8. | REALIZED AND UNREALIZED (LOSS)/GAIN ON OIL AND GAS DERIVATIVE INSTRUMENTS |
The realized and unrealized gain/(loss) on the oil and gas derivative instruments is comprised of the following:
| | | | | | | | | | | |
| (in thousands of $) | Year ended December 31, |
| 2025 | 2024 | 2023 |
Realized gain on FLNG Hilli’s oil derivative instrument | 34,051 | | 68,700 | | 73,120 | |
Realized gain on FLNG Hilli’s gas derivative instrument | 28,839 | | 22,950 | | 39,232 | |
Realized MTM adjustment on commodity swap derivatives (1) | — | | 49,438 | | 87,555 | |
Realized gain on oil and gas derivative instruments, net | 62,890 | | 141,088 | | 199,907 | |
| | | |
Unrealized loss on FLNG Hilli’s oil derivative instrument (note 14 and 18) | (55,428) | | (47,272) | | (76,847) | |
Unrealized loss on FLNG Hilli’s gas derivative instrument (note 14 and 18) | (37,674) | | (6,511) | | (142,521) | |
Unrealized MTM adjustment for commodity swap derivatives (1) | — | | (48,079) | | (65,290) | |
| Unrealized loss on oil and gas derivative instruments, net | (93,102) | | (101,862) | | (284,658) | |
| | | |
Realized and unrealized (loss)/gain on oil and gas derivative instruments (note 25) | (30,212) | | 39,226 | | (84,751) | |
(1) The commodity swaps entered into to hedge our exposure to the Dutch Title Transfer Facility (“TTF”) linked earnings on the FLNG Hilli matured during the year ended December 31, 2024. We have not entered into new commodity swaps during the year ended December 31, 2025.
The realized gain on oil and gas derivative instruments results from monthly billings above the FLNG Hilli base tolling fee and the incremental capacity increase pursuant to LTA amendments, whereas the unrealized loss on oil and gas derivative instruments results from movements in forecasted oil and natural gas prices and Euro/U.S. Dollar exchange rates.
| | | | | |
| 9. | OTHER NON-OPERATING INCOME/(LOSS) |
Other non-operating income/(loss) is comprised of the following:
| | | | | | | | | | | | | |
| Year ended December 31, | | |
| (in thousands of $) | 2025 | 2024 | 2023 | | |
Gain on deemed sale of FLNG Gimi (note 7.2.1) | 29,981 | | — | — | | | |
Realized and unrealized MTM losses on our investment in listed equity securities (1) | — | | — | | (62,308) | | | |
| Dividend income from our investment in listed equity securities | — | | — | | 9,823 | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
Others (2) | — | | (7,000) | | — | | | |
| Other non-operating income/(loss) | 29,981 | | (7,000) | | (52,485) | | | |
(1) Relates to our previous equity holding in NFE. In 2023, we sold 1.2 million NFE Shares for an aggregate consideration of $45.6 million which resulted to $62.3 million realized MTM losses. On March 15, 2023, we disposed of our remaining 4.1 million NFE Shares as partial consideration for the repurchase of 1,230 Hilli common shares from NFE. Following these transactions, we no longer hold any listed equity securities.
(2) “Others” relates to payments to Seatrium in relation to Hilli's utilization bonus and termination fee on our historical and aborted third FLNG conversion main building contract.
| | | | | |
| 10. | (LOSSES)/GAINS ON DERIVATIVE INSTRUMENTS AND OTHER FINANCIAL ITEMS, NET |
(Losses)/gains on derivative instruments, net is comprised of the following:
| | | | | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
Unrealized MTM adjustment for interest rate swap (“IRS”) derivatives | (11,161) | | (5,971) | | (15,583) | |
| Net interest income on undesignated IRS derivatives | 3,339 | | 6,036 | | 8,356 | |
| | | |
| | | |
| (Losses)/gains on derivative instruments, net | (7,822) | | 65 | | (7,227) | |
Other financial items, net is comprised of the following:
| | | | | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
Loss on debt extinguishment (1) | (9,954) | | — | | — | |
Financing arrangement fees and other related costs (2) | (3,316) | | (5,157) | | (1,667) | |
| Foreign exchange (loss)/gain on operations | (1,716) | | 205 | | (941) | |
| | | |
Amortization of debt guarantees (3) | 106 | | 1,432 | | 2,019 | |
| Other | (698) | | (797) | | (311) | |
| Other financials items, net | (15,578) | | (4,317) | | (900) | |
(1) Loss on debt extinguishment relates to the $10.0 million write-off of unamortized deferred financing costs following the refinancing of the $700 million Gimi facility ahead of maturity (note 19). No similar costs were incurred for the years ended December 31, 2024 and 2023.
(2) Financing arrangement fees and other related costs for the years ended December 31, 2025 and 2024 included $2.4 million and $5.0 million , respectively, of financial charges incurred by the FLNG Hilli's lessor VIE. No similar costs were incurred for the year ended December 31, 2023.
(3) “Amortization of debt guarantees” relates to guarantee fees earned for the provision of charter guarantees related to our former equity method investment, Golar Partners, and debt guarantees for certain CoolCo’s sale and leaseback arrangements, all of which ended during the year ended December 31, 2024.
| | | | | |
| 11. | INCOME TAX (EXPENSE)/ BENEFIT |
In December 2023, the Financial Accounting Standards Board issued the ASU 2023-09, Improvements to Income Tax Disclosures. Golar adopted ASU 2023-09 effective January 1, 2025.
The components of income tax (expense)/benefit are as follows:
| | | | | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
| Current tax expense | (3,620) | | (718) | | (521) | |
Deferred tax (expense)/benefit | (687) | | 736 | | (1,349) | |
Total income tax benefit/(expense) | (4,307) | | 18 | | (1,870) | |
Golar is a Bermuda registered entity. The Group's income taxes for the years ended December 31, 2025, 2024 and 2023 differed from the amounts that would have been computed by applying the Bermuda statutory income tax rate of 0% as follows:
| | | | | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
Effect of Bermuda (Domestic) income tax rate | — | | — | | — | |
Effect of movement in deferred tax and prior period adjustment | (687) | | 736 | | (1,349) | |
Effect of prior periods adjustment in current tax | (80) | | (108) | | 189 | |
Effect of taxable income in foreign tax jurisdictions | (3,540) | | (610) | | (710) | |
Total income tax (expense)/benefit | (4,307) | | 18 | | (1,870) | |
The table below presents income tax (expense)/benefit disaggregated by jurisdiction for the years ended December 31, 2025, 2024 and 2023.
| | | | | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
| Domestic income tax expense | — | | — | | — | |
Mixed Tax Unit (1) | (2,709) | | — | | — | |
| UK | (797) | | 469 | | (1,592) | |
| Norway | (298) | | (331) | | (349) | |
| Italy | (435) | | — | | — | |
| Croatia | (59) | | (105) | | 75 | |
Others | (9) | | (15) | | (4) | |
| Foreign income tax (expense)/benefit | (4,307) | | 18 | | (1,870) | |
Total income tax (expense)/benefit(2) | (4,307) | | 18 | | (1,870) | |
(1) Senegal and Mauritania are considered a single tax jurisdiction due to the joint tax administration established for the GTA Project (the "Mixed Tax Unit"). The Mixed Tax Unit provides a unified tax and customs regime for the GTA Project that prevails over the domestic tax rules of each jurisdiction.
Net income from continuing operations before tax and income tax disaggregation
Net income from continuing operations before income tax expense/(benefit) and the related tax expense/(benefit) are disaggregated as follows:
| | | | | | | | | | | |
| (in thousands of $) | Year ended December 31, |
| 2025 | 2024 | 2023 |
| (Loss)/income before income tax expense/(benefit): | | | |
Domestic(2) | (55,989) | | 20,357 | | (42,332) | |
| Foreign | 172,872 | | 60,418 | | 41,059 | |
Income/(loss) before tax | 116,883 | | 80,775 | | (1,273) | |
| | | |
| Income tax expense/(benefit): | | | |
Domestic | — | | — | | — | |
State and federal | — | | — | | — | |
| Foreign | 4,307 | | (18) | | 1,870 | |
Total income tax expense/(benefit) | 4,307 | | (18) | | 1,870 | |
(2) Domestic losses for the years ended December 31, 2023 and 2025 relate primarily to: (i) realized MTM losses associated with our previous equity holding in NFE in 2023 (note 9) and (ii) increased corporate debt interest expense following issuance of the $575 million Convertible Bonds in June 2025 and the 2025 Senior Unsecured Notes in Oct (note 19).
Effective Income Tax Rate ("ETR") reconciliation
The income taxes for the years ended December 31, 2025, 2024, and 2023 differed from the amounts that would have been computed by applying the Bermuda statutory income tax rate of 0% as follows:
| | | | | | | | | | | | | | | | | | | | |
| (in thousands of $) | | | | | | |
Category | Year ended December 31, 2025 | ETR % | Year ended December 31, 2024 | ETR % | Year ended December 31, 2023 | ETR % |
Tax computed at the Bermuda statutory rate (0%) | — | | — | % | — | | — | % | — | | — | % |
Foreign taxes at statutory rates other than Bermuda’s statutory rate(3): |
| | | | | | |
| Mixed Tax Unit | 2,709 | | 2.3 | % | — | | — | % | — | | — | % |
| UK | 797 | | 0.7 | % | (469) | | (0.6) | % | 1,592 | | — | % |
| Norway | 298 | | 0.3 | % | 331 | | 0.4 | % | 349 | | — | % |
| Italy | 435 | | 0.4 | % | — | | — | % | — | | — | % |
| Croatia | 59 | | 0.1 | % | 105 | | 0.1 | % | (75) | | — | % |
| Others | 9 | | — | % | 15 | | — | % | 4 | | — | % |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| Total income tax benefit/(expense) | 4,307 | | 3.7 | % | (18) | | — | % | 1,870 | | — | % |
| Effective Tax Rate | | 3.7 | % | | — | % | | — | % |
(3) Foreign tax effects represent income taxes incurred in jurisdictions where the Group operates that have statutory tax rates different from the Bermuda statutory income tax rate of 0%.
Deferred taxes
The tax effects in the effective tax rate arise primarily from our taxable income from operations in the UK, Norway, the Mixed Tax Unit, Croatia and Italy.
Deferred income taxes reflect the impact of temporary differences between the amount of assets and liabilities recognized for financial reporting purposes and such amounts recognized for tax purposes and pensions.
For the years ended December 31, 2025, 2024 and 2023, the deferred taxes related to our defined benefit pension plan were presented under “(Losses)/gains associated with pensions, net of tax” in the consolidated statement of comprehensive income, amounting to $0.6 million expense, $0.3 million benefit and $1.4 million expense, respectively.
As of December 31, 2025, we have a deferred tax asset of $0.2 million (2024: $0.1 million).
Income Taxes Paid
For the years ended December 31, 2025, 2024 and 2023, we did not pay any U.S. federal or state income taxes. Income taxes paid (net of refunds received) to individual foreign jurisdictions that were equal to or greater than 5% of total income taxes paid are as follows:
| | | | | | | | | | | | | | |
| (in thousands of $) | Year ended December 31, | |
Category | 2025 | | 2024 | | 2023 | |
Mixed Tax Unit (4) | 2,377 | | | — | | | — | | |
| UK | 271 | | | 303 | | | 148 | | |
| Norway | 333 | | | 326 | | | 186 | | |
| Italy | 250 | | | — | | | — | | |
| Croatia | 231 | | | 138 | | | 497 | | |
Others(5) | — | | | 3 | | | 26 | | |
| 3,462 | | | 770 | | | 857 | | |
(4) Pursuant to the FLNG Gimi LOA, bp will indemnify us for taxes incurred in connection with the GTA Project, throughout the duration of the contract.
(5) Others comprise of jurisdictions that are each below the 5% disclosure threshold and therefore are not separately disaggregated.
Jurisdictions Open to Examinations
The earliest tax years that remain subject to examination by the major taxable jurisdictions in which we operate are as follows: 2024 (UK), 2023 (Cameroon, Italy, Brazil and the US) and 2021 (Croatia, Norway and the Mixed Tax Unit).
| | | | | |
| 12. | EARNINGS/(LOSS) PER SHARE |
Basic earnings/(loss) per share “EPS”/(“LPS”) is calculated with reference to the weighted average number of common shares outstanding during the year.
The components of the numerator for the calculation of basic and diluted EPS/(LPS) are as follows:
| | | | | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
Net income/(loss) net of non-controlling interests - continuing operations - basic and diluted | 65,676 | | 50,839 | | (47,086) | |
| Net income net of non-controlling interests - discontinued operations - basic and diluted | — | | — | | 293 | |
The components of the denominator for the calculation of basic and diluted EPS/(LPS) are as follows: | | | | | | | | | | | |
| Year ended December 31, |
| (in thousands) | 2025 | 2024 | 2023 |
| Basic: | | | |
| Weighted average number of common shares outstanding | 103,311 | | 104,200 | | 106,620 | |
| | | |
| Dilutive: | | | |
Dilutive impact of share options and RSUs (1) | 1,117 | | 1,068 | | — | |
Dilutive impact of 2025 Convertible Bonds (2) | 5,066 | | — | | — | |
| Weighted average number of common shares outstanding | 109,494 | | 105,268 | | 106,620 | |
EPS/(LPS) per share are as follows:
| | | | | | | | | | | |
| Year ended December 31, |
| | 2025 | 2024 | 2023 |
Basic EPS/(LPS) from continuing operations | $ | 0.64 | | $ | 0.49 | | $ | (0.44) | |
Diluted EPS/(LPS) from continuing operations (1) | $ | 0.60 | | $ | 0.48 | | $ | (0.44) | |
Basic and diluted EPS/(LPS) from discontinued operations | — | | — | | — | |
(1) The effects of stock awards have been excluded from the calculation of diluted EPS/LPS from continuing operations for the year ended December 31, 2023 because the effects were anti-dilutive.
(2) On June 30, 2025, we issued $575 million of 2.75% convertible senior unsecured notes (the “2025 Convertible Bonds”), maturing December 15, 2030. The initial conversion rate is 17.3834 common shares per $1,000 principal amount of the bonds, equivalent to conversion price of approximately $57.53 per common share. The time-weighted potential dilutive impact of the issuance using the if-converted method has been reflected above.
| | | | | |
| 13. | RESTRICTED CASH AND SHORT-TERM DEPOSITS |
Our restricted cash balances are as follows:
| | | | | | | | |
| |
| (in thousands of $) | 2025 | 2024 |
Restricted cash in relation to FLNG Gimi (1) | 38,424 | | 58,107 | |
Restricted cash relating to the LNG Hrvatska O&M Agreement (2) | 13,258 | | 12,715 | |
Restricted cash and short-term deposits held by lessor VIE (3) | 11,429 | | 17,472 | |
| Restricted cash relating to office lease | 1,085 | | 949 | |
Restricted cash in relation to FLNG Hilli (4) | — | | 60,955 | |
| | |
| | |
| | |
| Total restricted cash and short-term deposits | 64,196 | | 150,198 | |
| Less: Amounts included in current restricted cash and short-term deposits | (24,695) | | (75,579) | |
| Long-term restricted cash | 39,501 | | 74,619 | |
(1) The restricted cash balance as of December 31, 2024 relates to amounts classified as restricted under the terms of the $700 million Gimi facility. Pre-commissioning contractual cash flows were required to be reserved and could only be used for debt service prior to achieving COD. These restrictions were lifted through a contractual release mechanism upon reaching COD in June 2025.
Following COD and the refinancing of the $700 million Gimi facility through drawdown of the $1.2 billion facility agreement in November 2025 (note 19), the restricted cash balance as of December 31, 2025 relates to the requirement to maintain a debt service reserve account for the duration of the facility term.
(2) In connection with the LNG Hrvatska O&M Agreement, we are required to maintain two performance guarantees, one in the amount of $10.7 million (€9.1 million) and one in the amount of $1.3 million, both of which will remain restricted, inclusive of accrued interest. In July 2025, we mutually agreed with LNG Hrvatska d.o.o. to terminate the O&M Agreement for the FSRU LNG Croatia. Pursuant to the deed of termination, the performance guarantees were discharged and the associated restricted cash was subsequently released in January 2026, with no further obligations thereafter.
(3) This is held by lessor VIE that we are required to consolidate under U.S. GAAP (note 5).
(4) In November 2015, we provided cash collateral to support a $400 million letter of credit (“LC”) issued by a financial institution as a performance guarantee under the LTA with Perenco and SNH. Over time, the LC and related cash collateral were subject to a stepped reduction based on the operational performance of FLNG Hilli. Although the cash collateral was originally expected to remain until the end of the LTA term, in June 2025, we agreed with the financial institution to release the cash collateral requirement under the LC.
There were no short-term investments for the years ended December 31, 2025 and 2024.
Other current assets consists of the following:
| | | | | | | | |
| |
| (in thousands of $) | 2025 | 2024 |
Gas derivative instrument (note 8 and 25) (1) | 9,478 | | — | |
| Prepaid expenses | 8,684 | | 2,939 | |
| Interest receivable from money market deposits and bank accounts (note 25) | 3,353 | | 2,053 | |
| | |
| | |
Oil derivative instrument (note 8 and 25) (1) | 3,248 | | — | |
| Inventories | 792 | | 2,077 | |
| Receivable from IRS derivatives | 269 | | 1,745 | |
| MTM asset on IRS derivatives (note 25) | — | | 422 | |
| | |
| | |
| | |
| | |
| | |
Other (2) | 6,189 | | 38,646 | |
| | |
| Other current assets | 32,013 | | 47,882 | |
(1) As of December 31, 2025, balances related to the FLNG Hilli's LTA have been reclassified from “Other non-current assets” to “Other current assets” to reflect the LTA’s scheduled maturity in July 2026 (note 18).
(2) Included in “Other” as of December 31, 2025 and 2024 are receivables from bp in relation to pre-COD contractual cash flows of $nil and $31.6 million, respectively. Following the COD of FLNG Gimi, these receivables were reclassified from “Other current assets” to “Trade receivables”.
Also included in “Other” at December 31, 2024 was $2.4 million in waived dividends related to the acquisition of the FLNG Hilli non-controlling interest, which was unwound in February 2025.
| | | | | |
| 15. | EQUITY METHOD INVESTMENTS |
At December 31, 2025 and 2024, we have the following participation in investments that are recorded using the equity method: | | | | | | | | |
| | 2025 | 2024 |
| Southern Energy S.A. (“SESA”) | 10.0 | % | — | % |
Logística e Distribuição de Gás S.A. (“LOGAS”) | 58.0 | % | 58.0 | % |
Egyptian Company for Gas Services S.A.E (“ECGS”) | 50.0 | % | 50.0 | % |
Aqualung Carbon Capture AS (“Aqualung”) | 4.0 | % | 4.4 | % |
| NEUSA I S.A. (“Neusa”) | 50.0 | % | — | % |
Higas Holdings Limited (“Higas”) | 25.0 | % | 25.0 | % |
Avenir LNG Limited (“Avenir”) | — | % | 23.4 | % |
| | |
| | |
| | |
The carrying amounts of our equity method investments as of December 31, 2025 and 2024 are as follows:
| | | | | | | | |
| (in thousands of $) | 2025 | 2024 |
| SESA | 29,426 | | — | |
| LOGAS | 7,562 | | 7,183 | |
| ECGS | 6,216 | | 5,502 | |
| Aqualung | 1,794 | | 2,046 | |
| Neusa | 13 | | — | |
| Avenir | — | | 28,934 | |
| | |
| | |
| | |
Total equity method investments | 45,011 | | 43,665 | |
The components of our equity method investments are as follows:
| | | | | | | | |
| (in thousands of $) | 2025 | 2024 |
| Balance as of January 1 | 43,665 | | 53,982 | |
| Additions | 30,134 | | 3,948 | |
| Net income/(loss) | 8,928 | | (4,668) | |
Guarantees | — | | (957) | |
| | |
| | |
| Share of other comprehensive income/(loss) | 1,427 | | (579) | |
Dividends | — | | (456) | |
| Net proceeds from disposals | (39,143) | | (4,771) | |
| | |
Impairment of equity method investment | — | | (2,834) | |
| Balance as of December 31 | 45,011 | 43,665 |
SESA
We entered into an agreement with a consortium of Argentinian gas producers to form SESA. The venture aims to develop and commercialize Argentina's domestic natural gas resources by building a FLNG export facility, using gas from the Vaca Muerta shale formation. Golar will provide the FLNG vessel and part fund the project, while the upstream partners will supply the gas, manage regulatory matters and also contribute additional capital.
During the year ended December 31, 2025, Golar contributed $30.1 million to SESA, securing a 10% equity interest. In addition to our ownership stake, we hold a representation on SESA's board of directors and the authority to appoint the Chief Operating Officer of SESA. Accordingly, we have determined that we exert significant influence over SESA and have adopted the equity method of accounting for our investment.
LOGAS
LOGAS is based in Brazil and provides services to businesses and local authorities including the distribution and transportation of compressed natural gas (“CNG”), compression and decompression, LNG storage and distribution, and the purchase and sale of natural gas. In October 2023, Macaw Brazil entered into an investment agreement to acquire a 58% ownership interest in LOGAS for BRL45.0 million (approximately $9.3 million), which completed in November 2023. Although we hold 58% majority voting interest, with the remaining 42% held by the non-controlling interest, the non-controlling shareholders retain substantive participating rights for as long as they hold at least 30% of LOGAS's voting shares. These rights prevent us from unilaterally directing the significant operating and financial decisions of LOGAS in the ordinary course of business. Accordingly, we have concluded that we do not control LOGAS but instead exercise significant influence over its operating and financial policies, and we account for our investment using the equity method.
On December 30, 2025, Macaw Brazil entered into a share purchase agreement (the “LOGAS SPA”) for the sale of our 58% interest in LOGAS for BRL55.0 million (approximately $10.0 million), subject to the satisfaction of customary closing conditions. The transaction is expected to close in the first half of 2026. Accordingly, we continued to account for our investment in LOGAS using the equity method.
ECGS
In December 2005, we entered into an agreement with the Egyptian Natural Gas Holding Company and HK Petroleum Services to establish a jointly owned company, ECGS, to develop operations in Egypt, particularly in hydrocarbon and LNG related areas. In March 2006, we acquired 0.5 million common shares in ECGS at a subscription price of $1.00 per share. This represents a 50% interest in the voting rights of ECGS and in December 2011, ECGS called up its remaining share capital amounting to $7.5 million. Of this, we paid $3.75 million to maintain our 50% equity interest. ECGS does not have quoted market price because the company is not publicly traded. As ECGS is jointly owned and operated, we have adopted the equity method of accounting for our 50% investment in ECGS, as we consider we have joint control.
Aqualung
Aqualung is an Oslo-based technology company that has developed and achieved proof of concept for a CO2 capture and separation membrane technology which may be used to reduce carbon emissions for future FLNG projects. In May 2022, we invested $2.4 million, securing a 4.6% equity interest. As of December 31, 2025 our ownership interest had been diluted to 4.0% following the issuance of shares under employee share-based compensation arrangements. Since August 2022, we were granted representation on the board and accordingly have adopted the equity method of accounting for our investment in Aqualung.
Avenir and Higas
Avenir pursues opportunities in small-scale LNG, including the delivery of LNG to areas of stranded gas demand, the development of LNG bunkering services and supply to the transportation sector. In October 2018, we invested $24.8 million for an initial 25% equity interest in Avenir. Our ownership interest was subsequently diluted following a private placement by Avenir, while our total investment increased to $42.75 million as a result of additional capital contributions.
In November 2024, Avenir divested its ownership of the LNG storage terminal in Sardinia, Italy, into a newly formed entity, Higas Holdings (“Higas”). The majority shareholders in Avenir subscribed shares in Higas as follows: 50% by Stolt-Nielsen and 25% each for Golar and Höegh Evi. To fund the subscription, Golar sold 3.6 million Avenir shares at $1.095 per share, recognizing a gain on partial disposal of $0.5 million which reduced our ownership in Avenir to 23.36%. In connection with the transaction, the Avenir revolving shareholder loan was novated to Higas under the same terms (note 26).
Given the continued uncertainties on the future cashflows from the inclusion of the Higas terminal within Sardinia's regulatory framework, we fully impaired our investment in Higas and recognized an impairment charge of $2.8 million at December 31, 2024.
In February 2025, we divested our remaining 39.1 million shares in Avenir with a carrying value of $28.8 million at $1.0 per share, recognizing a gain on disposal of $10.3 million, presented in “Net income/(loss) from equity method investments” in the consolidated statements of operations. Following the divestment, we no longer have significant influence over Avenir and ceased accounting for the investment under equity method (see note 26).
| | | | | |
| 16. | ASSETS UNDER DEVELOPMENT |
| | | | | | | | | | | | | | | | | | | | | | | |
| 2025 | | 2024 |
| (in thousands of $) | FLNG Gimi | MKII FLNG | Total | | FLNG Gimi | MKII FLNG | Total |
Balance as of January 1, | 1,762,632 | | 498,565 | | 2,261,197 | | | 1,562,828 | | — | | 1,562,828 | |
| Transferred from other non-current assets | — | | — | | — | | | — | | 255,289 | | 255,289 | |
| Transferred from vessels and equipment, net and other current assets | — | | 76,270 | | 76,270 | | | — | | — | | — | |
| Additions | 65,381 | | 596,711 | | 662,092 | | | 109,130 | | 238,079 | | 347,209 | |
| Interest costs capitalized | 38,816 | | 56,583 | | 95,399 | | | 90,674 | | 5,197 | | 95,871 | |
Reimbursement of capital spares invoiced to bp at COD | (43,152) | | — | | (43,152) | | | — | | — | | — | |
| Derecognition on commencement of sales-type lease (note 7) | (1,823,677) | | — | | (1,823,677) | | | — | | — | | — | |
Balance as of December 31, | — | | 1,228,129 | | 1,228,129 | | | 1,762,632 | | 498,565 | | 2,261,197 | |
16.1. FLNG Gimi
In February 2019, Gimi MS entered into a LOA with bp, and our subsidiary Golar MS Operator S.A.R.L. The LOA provides for the construction and conversion of LNG carrier Gimi to an FLNG, commissioning and completing specified acceptance tests commencing on COD. FLNG Gimi arrived at the GTA Hub's operating boundary on January 10, 2024 and was securely moored to the Hub on February 20, 2024.
On June 12, 2025, FLNG Gimi achieved COD, resulting in the commencement of the 20-year LOA. In connection with the LOA, $43.2 million of capital spares and consumables procured during the conversion and commissioning of the FLNG Gimi, but not consumed, were invoiced to bp upon COD. This amount was recorded as a reduction to the asset under development prior to derecognition and reclassified to “Trade receivables” upon COD. Thereafter, we derecognized the FLNG Gimi asset under development of $1,823.7 million and recognized a net investment in a sales-type lease receivable (note 7).
Following COD, we will operate and maintain FLNG Gimi, making her capacity exclusively available for the liquefaction of natural gas from the GTA Project and offloading of LNG produced.
16.2 MKII FLNG
On September 17, 2024, Golar's Board approved the entry into an EPC agreement with CIMC for a MKII FLNG with an annual liquefaction capacity of 3.5 mtpa. Under the EPC agreement, B&V will provide its licensed PRICO® technology, perform detailed engineering and process design, specify and procure topside equipment and provide commissioning support for the FLNG topsides and liquefaction process, similar to B&V's role in the construction of Golar’s existing assets, the FLNG Hilli and FLNG Gimi.
The execution of the binding EPC agreement signifies that the MKII FLNG conversion is virtually certain. Consequently, all MKII FLNG costs of $255.3 million, previously classified as “Other non-current assets”, were reclassified to “Assets under development”, comprised of:
•$59.4 million and $109.8 million of project engineering costs and long lead items, respectively, as of December 31, 2023; and
•$86.1 million of project engineering costs and long lead items incurred from January 1, 2024 to September 17, 2024.
Costs incurred after this date have been presented as additions to the MKII FLNG asset under development.
On February 14, 2025, Fuji LNG, the donor vessel for the MKII FLNG, arrived at CIMC's yard for conversion. Concurrently, the net book value of the vessel of $76.3 million previously included within “Vessels and equipment, net” was reclassified to “Asset under development”.
In September 2024, we issued a $100.0 million LC in favor of B&V with CIMC. Under the provisions of the LC, the profile reduces over time to reflect payments made by CIMC under the EPC agreement. There is no associated cash collateral, however a 1.5% upfront fee was paid and a 1.75% annual margin is payable on the outstanding balance which expires in January 2028.
The total estimated budget for the MKII FLNG conversion is estimated at $2.2 billion, inclusive of the donor vessel (Fuji LNG), yard supervision, spares, crew, training, contingencies, initial bunker supply and voyage related costs to deliver the FLNG to its operational site, excluding financing costs. The MKII FLNG is expected to be delivered in Q4 2027.
As of December 31, 2025, the estimated timing of the outstanding payments is as follows. Of the total amount, $91.0 million and $12.5 million are presented within “Trade accounts payable” and “Accrued expenses”, respectively, in the consolidated balance sheets:
| | | | | |
| (in thousands of $) | |
| Year ending December 31, | |
| 2026 | 416,773 | |
| 2027 | 422,224 | |
| 2028 | 178,133 | |
| 2029 | 166,336 | |
| Total | 1,183,466 | |
| | | | | |
| 17. | VESSELS AND EQUIPMENT, NET |
| | | | | | | | | | | | | | | | | |
| |
| (in thousands of $) | Vessels and equipment | Mooring equipment | Deferred Drydocking expenditure | Office equipment and fittings | Total |
| Cost | | | | | |
| As of January 1, 2025 | 1,408,063 | | 45,771 | | 109,650 | | 3,873 | | 1,567,357 | |
| Additions | — | | — | | — | | 12 | | 12 | |
Disposals (1) | (186,872) | | — | | (7,964) | | — | | (194,836) | |
Transfer to asset under development (note 16) (2) | (77,500) | | — | | (1,686) | | — | | (79,186) | |
| | | | | |
| As of December 31, 2025 | 1,143,691 | | 45,771 | | 100,000 | | 3,885 | | 1,293,347 | |
| | | | | |
| Depreciation, amortization and impairment | | | | | |
| As of January 1, 2025 | (407,516) | | (36,994) | | (41,034) | | (2,068) | | (487,612) | |
Charge for the year (3) | (37,147) | | (5,543) | | (5,043) | | (596) | | (48,329) | |
| | | | | |
Disposals (1) | 162,906 | | — | | 7,964 | | — | | 170,870 | |
Transfer to asset under development (note 16) (2) | 2,721 | | — | | 195 | | — | | 2,916 | |
| | | | | |
| | | | | |
| As of December 31, 2025 | (279,036) | | (42,537) | | (37,918) | | (2,664) | | (362,155) | |
| | | | | |
Net book value as of December 31, 2025 | 864,655 | | 3,234 | | 62,082 | | 1,221 | | 931,192 | |
| | | | | |
(in thousands of $)
| Vessels and equipment | Mooring equipment | Deferred Drydocking expenditure | Office equipment and fittings | Total |
| Cost | | | | | |
| As of January 1, 2024 | 1,330,563 | | 45,771 | | 108,492 | | 5,893 | | 1,490,719 | |
Additions (2) | 77,500 | | — | | 1,158 | | 175 | | 78,833 | |
| | | | | |
| Transfers to intangible assets | — | | — | | — | | (766) | | (766) | |
Write-offs (4) | — | | — | | — | | (1,429) | | (1,429) | |
| As of December 31, 2024 | 1,408,063 | | 45,771 | | 109,650 | | 3,873 | | 1,567,357 | |
| | | | | |
| Depreciation, amortization and impairment | | | | | |
| As of January 1, 2024 | (350,177) | | (31,450) | | (28,181) | | (3,234) | | (413,042) | |
Charge for the year (3) | (40,529) | | (5,544) | | (6,730) | | (263) | | (53,066) | |
| | | | | |
Write-offs (4) | — | | — | | — | | 1,429 | | 1,429 | |
Impairment (1) | (16,810) | | — | | (6,123) | | — | | (22,933) | |
| | | | | |
| As of December 31, 2024 | (407,516) | | (36,994) | | (41,034) | | (2,068) | | (487,612) | |
| | | | | |
| Net book value as of December 31, 2024 | 1,000,547 | | 8,777 | | 68,616 | | 1,805 | | 1,079,745 | |
(1) In 2024, we engaged in discussions with multiple potential buyers regarding the sale of the Golar Arctic however, no binding agreement was in place as of December 31, 2024, and the vessel did not meet the criteria to be classified as held for sale. Accordingly, an impairment assessment was performed, and management concluded that third-party purchase offers received during the year better reflected the current exit price in the LNGC market than average broker valuations. As a result, an impairment charge of $22.9 million was recognized as of December 31, 2024 under the “Corporate and other” segment (reflecting the retrospective merger of the “Shipping” segment into “Corporate and other”).
In February 2025, we completed the sale of the Golar Arctic, including unused fuel onboard, for net consideration of $24.8 million, resulting in a loss on disposal of $0.5 million, recognized in “Other operating (loss)/income.” Following this transaction, Golar fully exited its legacy shipping business.
(2) In March 2024, we acquired the Fuji LNG, the donor vessel for the MKII FLNG, for $77.5 million and recorded it within “Vessels and equipment, net.” As of December 31, 2024, Fuji LNG was presented under the “Corporate and other” segment (reflecting the retrospective merger of the “Shipping” segment into “Corporate and other”) while trading as an LNG carrier.
In February 2025, upon arrival at CIMC’s yard for conversion, the vessel’s net book value of $76.3 million was reclassified from “Vessels and equipment, net” to “Assets under development” (note 16) and was presented under the FLNG segment.
(3) Depreciation and amortization charges exclude $0.9 million and $0.5 million of amortization charges in relation to the Cameroon license fee and intangible assets for the years ended December 31, 2025 and 2024, respectively.
(4) Write-offs relates to fully depreciated or fully amortized fixed assets.
| | | | | |
| 18. | OTHER NON-CURRENT ASSETS |
Other non-current assets are comprised of the following:
| | | | | | | | |
| |
| (in thousands of $) | 2025 | 2024 |
Pre-operational assets (1) | 46,780 | | 8,782 | |
| MTM asset on IRS derivatives (note 25) | 2,551 | | 32,995 | |
Operating lease right-of-use-assets (2) | 6,198 | | 6,771 | |
Oil derivative instrument (note 8 and 25) (3) | — | | 58,676 | |
Gas derivative instrument (note 8 and 25) (3) | — | | 47,152 | |
| | |
| | |
Other (4) | 7,522 | | 5,855 | |
| Other non-current assets | 63,051 | | 160,231 | |
(1) As of December 31, 2025, “Pre-operational assets” comprised of:
•$38.5 million of capitalized shipyard and engineering costs, including long-lead items, incurred in connection with the pre-redeployment refurbishment project of FLNG Hilli in preparation for her 20-year bareboat charter agreement with SESA commencing in 2027 (December 31, 2024: $nil); and
•$8.3 million of capitalized costs relating to Macaw’s flare-to-gas mobile kit project, including engineering and other directly attributable costs (December 31, 2024: $8.8 million).
(2) Relates to our office premises leases in London and Oslo and warehouse lease in Nouakchott.
(3) As FLNG Hilli's contract with Perenco ends July 2026, the amounts receivable from oil and gas derivative instruments under the LTA have been reclassified from “Other non-current assets” to “Other current assets”.
(4) For the years ended December 31, 2025 and 2024, “Other” include a $5.0 million in a pooled investment fund entity, measured at cost.
| | | | | | | | |
| |
| (in thousands of $) | 2025 | 2024 |
| Total debt, net of deferred financing costs | (2,758,024) | | (1,452,255) | |
| Less: Current portion of long-term debt and short-term debt | 301,202 | | 521,282 | |
| Long-term debt | (2,456,822) | | (930,973) | |
The outstanding debt, gross of deferred financing costs, as of December 31, 2025 is repayable as follows:
| | | | | | | | | | | |
| Year ending December 31 | Golar debt | VIE debt (1) | Total debt |
| (in thousands of $) | | | |
| 2026 | (75,000) | | (230,037) | | (305,037) | |
| 2027 | (75,000) | | — | | (75,000) | |
| 2028 | (75,000) | | — | | (75,000) | |
| 2029 | (375,000) | | — | | (375,000) | |
| 2030 | (1,150,000) | | — | | (1,150,000) | |
| 2031 and thereafter | (825,000) | | — | | (825,000) | |
| Total | (2,575,000) | | (230,037) | | (2,805,037) | |
| Deferred financing costs | 46,630 | | 383 | | 47,013 | |
| Total debt net of deferred financing costs | (2,528,370) | | (229,654) | | (2,758,024) | |
(1) This relates to debt balance of our consolidated lessor VIE entity (note 5).
| | | | | | | | | | | |
| (in thousands of $) | 2025 | 2024 | Maturity date |
| Gimi facilities | (1,200,000) | | (670,833) | | November 2032 / March 2030 |
| 2025 Convertible Bonds | (575,000) | | — | | December 2030 |
| 2025 Senior Unsecured Notes | (500,000) | | — | | October 2030 |
| 2024 Unsecured Bonds | (300,000) | | (300,000) | | September 2029 |
| 2021 Unsecured Bonds | — | | (189,642) | | October 2025 |
| Subtotal (excluding lessor VIE debt) | (2,575,000) | | (1,160,475) | | |
CSSC VIE debt - FLNG Hilli facility | (230,037) | | (314,466) | | Repayable on demand/2026 |
| Total debt (gross) | (2,805,037) | | (1,474,941) | | |
| Less: Deferred financing costs | 47,013 | | 22,686 | | |
| Total debt, net of deferred financing costs | (2,758,024) | | (1,452,255) | | |
Gimi facilities
Gimi $1.2 billion facility
In November 2025, we refinanced the $700 million Gimi facility through the $1.2 billion secured term loan facility with a syndicate of lenders (the “$1.2 billion Gimi facility”). The $1.2 billion Gimi facility bears interest at three-month SOFR plus a margin of 2.5% and includes a final balloon payment of $675.0 million due at maturity.
Gimi $700 million facility
In 2019, we entered into a $700 million facility agreement with a group of lenders to finance the conversion of the FLNG Gimi. As of December 31, 2024, we had fully drawn the available funds. The facility had a final balloon payment of $350.0 million due in March 2030 and bore interest at SOFR plus a margin of 4.0% during the conversion phase, reducing to SOFR plus a margin of 3.0% post COD.
In November 2025, we repaid the facility in full using a portion of the proceeds from the new $1.2 billion Gimi facility, settling $627.1 million of outstanding principal and associated accrued interest and recognized a $10.0 million loss on extinguishment of debt.
2025 Convertible Bonds
On June 30, 2025, we issued $575 million of 2.75% convertible senior unsecured notes (“2025 Convertible Bonds”), maturing December 15, 2030. The initial conversion rate is 17.3834 common shares per $1,000 principal amount of the bonds, equivalent to a conversion price of approximately $57.53 per common share. This represents a conversion premium of approximately 40% over the closing share price of $41.09 prior to issuance on June 25, 2025. The conversion price is subject to adjustment in the event of certain dividends or other corporate actions. Upon conversion of a note, we will pay or deliver cash, common shares or a combination of cash and common shares, at our election. We have assessed the 2025 Convertible Bonds and concluded that the embedded conversion feature does not require bifurcation, accordingly the 2025 Convertible Bonds are recognized as a long term debt liability and measured at amortized cost.
Interest expense for the year ended December 31, 2025 related to the 2025 Convertible Bonds consisted of $8.0 million million of contractual interest and $1.1 million of amortization of deferred financing costs. There was no comparable interest expense in 2024.
2025 Senior Unsecured Notes
In October 2025, we issued the 2025 Senior Unsecured Notes, maturing October 2030 and are listed on The International Stock Exchange (“TISE”). The 2025 Senior Unsecured Notes were issued at par and bear interest at a rate of 7.500% per annum, payable semi-annually in arrears.
The terms of the 2025 Senior Unsecured Notes grant us:
•an early redemption option to redeem up to 40% of the 2025 Senior Unsecured Notes prior to October 2, 2027 at a redemption price equal to 107.50% of the principal amount of the notes, plus accrued and unpaid interest and additional amounts, if any, to the redemption date, provided that at least 60% of the aggregate original principal amount of the notes remains outstanding immediately thereafter;
•an early redemption option to redeem the 2025 Senior Unsecured Notes prior to October 2, 2027 at a redemption price equal to 100% of the principal amount plus a “make-whole” premium;
•early redemption options to redeem all or part of the 2025 Senior Unsecured Notes on or after each of October 2, 2027, October 2, 2028 and October 2, 2029 at redemption prices of 103.75%, 101.88% and 100% of the principal amount of the notes, respectively; and
•an early redemption option to redeem the 2025 Senior Unsecured Notes at 100% of the principal amount of the notes if we would otherwise be required to pay additional amounts in respect of the 2025 Unsecured Notes as a result of changes in tax legislation or treatment.
The terms of the 2025 Senior Unsecured Notes grant the note holders a right to require that we repurchase some or all of the 2025 Senior Unsecured Notes at a price of 101% of the principal amount of the notes, which is triggered by certain events including a change of control, an event of loss and certain asset sales. The terms of the 2025 Senior Unsecured Notes also contain customary negative covenants and restrictions including, amongst other things, our ability to incur or guarantee additional indebtedness; make certain restricted payments and investments, including dividends and other distributions; create or incur certain liens; transfer or sell assets; merge or consolidate with other entities and enter into certain transactions with affiliates.
2024 Unsecured Bonds
In September 2024, we issued $300.0 million senior unsecured bonds in the Nordic bond market (“2024 Unsecured Bonds”), maturing September 2029. The 2024 Unsecured Bonds bears interest at 7.75% per annum.
The terms of the 2024 Unsecured Bonds grant us:
•an early redemption option to redeem the 2024 Unsecured Bonds for 100% of the nominal amount if it is required to gross up any withholding tax from any payments in respect of the 2024 Unsecured Bonds;
•early redemption call option to redeem all of some of the 2024 Unsecured Bonds at multiple dates throughout the four years term with pricing that reduces as the maturity date approaches;
•to purchase and hold the 2024 Unsecured Bonds and that such 2024 Unsecured Bonds may be retained, sold or cancelled at our sole discretion; and
•grants the bondholders a mandatory repurchase put option to require that that we repurchase some or all of the 2024 Unsecured Bonds for 101% of the Nominal Amount per bond – the put option is triggered by a change of control event, a de-listing event, a disposal event or a total loss event.
2021 Unsecured Bonds
In 2021, we issued $300.0 million senior unsecured bonds in the Nordic bond market (“2021 Unsecured Bonds”), which bore interest at 7.00% per annum due in October 2025. Throughout the bond term we re-purchased and subsequently re-issued various amounts, with $189.7 million outstanding immediately prior to maturity. The bonds were fully repaid at maturity using part of the proceeds from the 2025 Senior Unsecured Notes.
Lessor VIE debt
The following loan relates to the CSSC entity that we consolidate as a VIE. Although we have no control over the funding arrangement of this entity, we consider ourselves the primary beneficiary of this VIE and therefore are required to consolidate this loan facility into our financial results (note 5).
| | | | | | | | | | | | | | | | | | | | | | | |
| Facility | Effective from | SPV | Loan counterparty | Loan facility at inception (in $ millions) | Loan facility at December 31, 2025 (in $ millions) | Loan duration/maturity | Interest |
| Hilli | June 2018 | Fortune Lianjing Shipping S.A. | CSSC entity | (840.0) | (35.5) | 2026 | SOFR plus margin |
| (120.0) | (194.5) | Repayable on demand | Fixed rate(1) |
(1) In 2024, the previously non-interest bearing loan with the CSSC entity began accruing interest at a fixed rate.
Debt restrictions
Certain of our debts are collateralized by vessel liens. The existing financing agreements impose certain operating and financing restrictions which may significantly limit or prohibit, among other things, our ability to incur additional indebtedness, create liens, sell capital shares of subsidiaries, make certain investments, enter into mergers and acquisitions, purchase and sell vessels, repurchase common stock or distribute dividends. In addition, lenders may accelerate the maturity of indebtedness under financing agreements and foreclose upon the collateral securing the indebtedness upon the occurrence of certain events of default, including a failure to comply with any of the covenants contained in our debt agreements. Many of our debt agreements contain certain covenants, which require compliance with certain financial ratios. Such ratios include current assets to liabilities and minimum net worth and minimum free cash restrictions. With regards to cash restrictions, we have covenanted to maintain at least $50.0 million of cash and cash equivalents on a consolidated group basis. As of December 31, 2025, we were in compliance with all our covenants under our various loan financing agreements.
Accrued expenses is comprised of the following:
| | | | | | | | |
| |
| (in thousands of $) | 2025 | 2024 |
Finance related (1) | (46,203) | | (27,560) | |
Vessel related (2) | (38,470) | | (24,999) | |
Administrative related (3) | (16,946) | | (13,512) | |
| | |
| Accrued expenses | (101,619) | | (66,071) | |
(1) “Finance related” accrued expenses comprised of accrued interest and finance charges in relation to our debt facilities (note 19).
(2) “Vessel related” accrued expenses comprised of engineering and yard-related conversion costs and vessel operating expenses such as crew wages, supplies, routine repairs, maintenance, lubricating oils and insurance. As of December 31, 2025, included in “Vessel related” are accrued costs related to MKII FLNG conversion and FLNG Gimi commissioning works $12.3 million and $5.8 million, respectively (December 31, 2024: $2.1 million and $13.6 million, respectively).
(3) “Administrative related” accrued expenses comprised of general overhead, including personnel costs, legal and professional fees, costs associated with project development, property costs and other office and general expenses.
| | | | | |
| 21. | OTHER CURRENT LIABILITIES |
Other current liabilities are comprised of the following:
| | | | | | | | |
| |
| (in thousands of $) | 2025 | 2024 |
Day 1 gain deferred revenue - current portion (1) (note 22) | (6,846) | | (12,783) | |
| Deferred revenue | (2,246) | | (5,360) | |
| Current portion of operating lease liability (note 7) | (2,026) | | (1,587) | |
Current portion of deferred pre-COD cash flows (2) | (1,844) | | — | |
Pre-COD cash flows (2) | — | | (23,842) | |
| | |
| | |
| | |
| | |
| | |
| | |
Other (3) | (15,952) | | (11,693) | |
| Other current liabilities | (28,914) | | (55,265) | |
(1) Current portion of Day 1 gain arose from amount deferred upon the initial recognition of FLNG Hilli’s oil and gas derivative instruments embedded in the LTA and the FLNG Hilli's gas derivative instruments pursuant to LTA Amendment 3 (note 7). As of December 31, 2025, the balance relating to FLNG Hilli’s oil and gas derivative instruments is $5.3 million and $1.5 million (2024: $10.0 million and $2.8 million), respectively.
(2) In August 2024, we and bp agreed to a series of pre-COD payments to address project delays and align on commissioning milestones. These payments, which began in 2023 and were formalized through settlement and amendment deeds that resolved the previously announced arbitration. Prior to COD, we received net contractual payments of $123.1 million (December 31, 2024: $23.8 million), comprising of:
•$226.9 million of payments from bp, including project milestones for the period from January 10, 2024 to COD;
•$6.1 million payments from bp for temporary crew accommodation arrangements; and
•partially offset by $109.9 million in liquidated damages we paid bp for the period from March 17, 2023 to January 9, 2024.
The total LOA consideration was allocated between lease and non-lease components based on their relative standalone selling prices. As of December 31, 2025, the deferred non-lease component amounted to $35.8 million, comprising of $1.8 million in “Other current liabilities” and $34.0 million in “Other non-current liabilities” (note 22). This balance will be recognized evenly to income over the 20-year term of the LOA (note 7.1).
(3) Included in “Other” as of December 31, 2025 is an ARO of $6.8 million related to FLNG Hilli, which was reclassified from “Other non-current liabilities” to “Other current liabilities” to reflect our obligation upon the LTA's scheduled maturity in July 2026 (note 22).
| | | | | |
| 22. | OTHER NON-CURRENT LIABILITIES |
Other non-current liabilities are comprised of the following:
| | | | | | | | |
| |
| (in thousands of $) | 2025 | 2024 |
VIE dividend payable (1) | (184,000) | | (184,000) | |
| Deferred pre-COD cash flows (note 21) | (34,046) | | — | |
| Pension obligations (note 23) | (20,389) | | (21,209) | |
| Non-current portion of operating lease liabilities (note 7) | (4,646) | | (5,124) | |
Day 1 gain deferred revenue (2) | — | | (6,604) | |
Deferred commissioning period revenue (3) | — | | (2,145) | |
| | |
Other (4) | (2,804) | | (6,694) | |
| Other non-current liabilities | (245,885) | | (225,776) | |
(1) In December 2024, the lessor VIE declared a dividend of $184.0 million to a CSSC entity. The unpaid dividend is unsecured, interest free and due for payment in 2027. Given we are the primary beneficiary of the VIE, this amount has been fully consolidated into our financial statements (note 5).
(2) Non-current portion of Day 1 gain arose from amount deferred upon the initial recognition of FLNG Hilli’s oil and gas derivative instruments embedded in the LTA and the FLNG Hilli's gas derivative instruments pursuant to LTA Amendment 3 (note 7). As of December 31, 2025, the balance had been reclassified from “Other non-current liabilities” to “Other current liabilities” to reflect the LTA’s maturity in July 2026 (note 21).
(3) This pertains to the billing during the commissioning period for FLNG Hilli, prior to vessel acceptance and commencement of the LTA, which is considered an upfront payment for services. These amounts billed are recognized as part of “Liquefaction services revenue” in the consolidated statements of operations evenly over the LTA contract term, commencing on the acceptance of the FLNG Hilli. As of December 31, 2025, balances related to the FLNG Hilli's LTA were reclassified from “Other non-current liabilities” to “Other current liabilities” to reflect the LTA’s contractual maturity in July 2026 (note 21).
(4) Included in “Other” as of December 31, 2024 is an ARO of $6.4 million related to FLNG Hilli, which was reclassified from “Other non-current liabilities” to “Other current liabilities” to reflect our obligation upon the LTA's contractual maturity in July 2026 (note 21).
Defined contribution scheme
We operate a defined contribution scheme. The pension cost for the period represents contributions payable by us to the scheme. The charges to our consolidated statements of operations for the years ended December 31, 2025, 2024 and 2023 was $1.8 million, $1.5 million and $1.6 million, respectively.
Defined benefit schemes
We have two defined benefit pension plans both of which are closed to new entrants. Benefits are based on the employees' years of service and compensation. Net periodic pension plan costs are determined using the Projected Unit Credit Cost method. Our plans are funded by us in conformity with the funding requirements of the applicable government regulations. Plan assets consist of both fixed income and equity funds managed by professional fund managers. We use December 31 as the measurement date for our pension plans.
In May 2024, we entered into a buy-in insurance agreement in relation to our UK scheme, under which the pension plan purchased an annuity policy that matches certain of the plan’s liabilities. This resulted in the disinvestment of the pension plan's assets previously held by a third-party financial institution and a net charge to other comprehensive income of $1.9 million. As a result, the UK pension plan assets were reclassified from Level 1 to Level 3 of the fair value hierarchy, as the annuity contract lacks an active market and is valued using significant unobservable inputs, including actuarial assumptions and insurer credit risk. The annuity policy is measured based on the projected benefit obligation, adjusted for known experience and solvency assumptions, which we believe reasonably approximates insurer pricing. Given the nature of these inputs, the fair value of the annuity contract is sensitive to changes in discount rates and mortality assumptions. The buy-in insurance agreement is expected to be converted to a settlement agreement within 2026. Under a fully executed settlement agreement, our plan's obligation would be fully transferred to the insurer, at which point releasing us from further liabilities.
The components of net periodic benefit costs are as follows:
| | | | | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
| Service cost | — | | (27) | | (33) | |
| Interest cost | (1,561) | | (1,481) | | (1,622) | |
| Expected return on plan assets | 370 | | 426 | | 427 | |
| Recognized actuarial loss | (2,361) | | (1,331) | | (307) | |
| Net periodic benefit cost | (3,552) | | (2,413) | | (1,535) | |
The components of net periodic benefit costs are recognized in the consolidated statement of operations within “administrative expenses” and “vessel operating expenses” amounting to $2.4 million, (2024: $1.2 million) and $1.2 million (2024: $1.2 million), respectively. The estimated net loss amortized from accumulated other comprehensive income into net periodic pension benefit cost during the year ended December 31, 2025 was $2.4 million (2024: $1.3 million). The increase in estimated net loss amortization and the net periodic benefit costs reflects the impact of the buy-in insurance agreement, which shortened the amortization period from 15 years to 3 years from 2024 onwards.
The change in projected benefit obligation and plan assets and reconciliation of funded status for the years ended December 31, 2025 and 2024 are as follows:
| | | | | | | | |
| (in thousands of $) | 2025 | 2024 |
| Reconciliation of benefit obligation: | | |
| Benefit obligation at January 1 | 31,633 | | 33,433 | |
| Service cost | — | | 27 | |
| Interest cost | 1,561 | | 1,481 | |
Actuarial loss / (gain) (1) | 138 | | (219) | |
| Foreign currency exchange rate changes | 591 | | (137) | |
| Benefit payments | (2,982) | | (2,952) | |
Projected benefit obligation at December 31 | 30,941 | | 31,633 | |
(1) Actuarial loss/(gain) is sensitive to changes in key actuarial assumptions specifically discount rates, mortality rates and assumed future salary increases.
The accumulated benefit obligation at December 31, 2025 and 2024 was $30.9 million and $31.6 million, respectively.
| | | | | | | | |
| |
| (in thousands of $) | 2025 | 2024 |
| Reconciliation of fair value of plan assets: | | |
| Fair value of plan assets at January 1 | 8,142 | | 9,962 | |
| Actual return on plan assets | 151 | | (1,028) | |
| Employer contributions | 2,449 | | 2,290 | |
| Foreign currency exchange rate changes | 593 | | (130) | |
| Benefit payments | (2,982) | | (2,952) | |
| Fair value of plan assets at December 31 | 8,353 | | 8,142 | |
The amounts recognized in accumulated other comprehensive income, as of December 31, 2025 and 2024, is $2.6 million and $4.3 million, respectively.
The actuarial loss recognized in other comprehensive income/(loss) is net of tax of $13 thousand, $9 thousand, and $0.4 million for the years ended December 31, 2025, 2024 and 2023, respectively.
Employer contributions and benefits paid under the pension plans include $2.4 million and $2.3 million paid from employer assets for the years ended December 31, 2025 and 2024, respectively.
Our defined benefit pension plan is comprised of two schemes as follows:
| | | | | | | | | | | | | | | | | | | | |
| | December 31, 2025 | December 31, 2024 |
(in thousands of $) | UK Scheme | Marine Scheme | Total | UK Scheme | Marine Scheme | Total |
| Fair value of benefit obligation | (8,100) | | (22,841) | | (30,941) | | (7,888) | | (23,745) | | (31,633) | |
Fair value of plan assets (including annuity policy) | 8,152 | | 201 | | 8,353 | | 7,924 | | 218 | | 8,142 | |
| Funded (unfunded) status at end of year | 52 | | (22,640) | | (22,588) | | 36 | | (23,527) | | (23,491) | |
The fair value of our plan assets, by category, as of December 31, 2025 and 2024 are as follows:
| | | | | | | | |
| (in thousands of $) | 2025 | 2024 |
Annuity policy | 8,100 | | 7,924 | |
| | |
| Cash | 253 | | 218 | |
| | 8,353 | | 8,142 | |
The asset allocation for our Marine scheme at December 31, 2025 and 2024, by asset category are as follows:
| | | | | | | | |
| Marine scheme | 2025 (%) | 2024 (%) |
| Cash | 100 | | 100 | |
| Total | 100 | | 100 | |
The asset allocation for our UK scheme at December 31, 2025 and 2024, by asset category are as follows:
| | | | | | | | |
| UK scheme | 2025 (%) | 2024 (%) |
Annuity policy | 99 | | 99 | |
| | |
Cash | 1 | | 1 | |
| Total | 100 | | 100 | |
Our investment strategy is to balance risk and reward through the selection of professional investment managers and investing in pooled funds and annuity policy.
During the year ended December 31, 2025, we had made the following contributions to the schemes as follows: | | | | | | | | |
| (in thousands of $) | UK scheme | Marine scheme |
| Employer contributions | — | | 2,449 | |
We are expected to make the following pension disbursements as follows:
| | | | | | | | |
Year ending December 31, | UK scheme | Marine scheme |
(in thousands of $) | | |
| 2026 | 430 | | 2,400 | |
| 2027 | 445 | | 2,300 | |
| 2028 | 460 | | 2,200 | |
| 2029 | 475 | | 2,100 | |
| 2030 | 485 | | 2,000 | |
| 2031 - 2035 | 3,200 | | 8,600 | |
The weighted average assumptions used to determine the benefit obligation for our defined benefit pension plans for the years ended December 31 are as follows:
| | | | | | | | |
| | 2025 | 2024 |
| Discount rate | 4.88 | % | 5.10 | % |
| Rate of compensation increase | — | % | 2.48 | % |
The weighted average assumptions used to determine the net periodic benefit cost for our defined benefit pension plans for the years ended December 31 are as follows:
| | | | | | | | |
| | 2025 | 2024 |
| Discount rate | 4.89 | % | 5.12 | % |
| Expected return on plan assets | 4.38 | % | 4.31 | % |
| Rate of compensation increase | — | % | 2.55 | % |
The overall expected long-term rate of return on assets assumption used to determine the net periodic benefit cost for our plans for the years ended December 31, 2025 and 2024 is based on the weighted average of various returns on assets using the asset allocation as of the beginning of 2025 and 2024. For equities and other asset classes, we have applied an equity risk premium over ten-year governmental bonds.
| | | | | |
| 24. | SHARE CAPITAL AND SHARE BASED COMPENSATION |
Our common shares are listed on the Nasdaq Stock Exchange.
As of December 31, 2025 and 2024, our authorized and issued share capital is as follows:
Authorized share capital:
| | | | | | | | |
| (in thousands of $, except per share data) | 2025 | 2024 |
150,000,000 (2024: 150,000,000) common shares of $1.00 each | 150,000 | | 150,000 | |
Issued share capital:
| | | | | | | | |
| (in thousands of $, except per share data) | 2025 | 2024 |
101,319,440 (2024: 104,534,703) outstanding issued common shares of $1.00 each | 101,319 | | 104,535 | |
| | | | | | | | |
(number of shares in thousands) | 2025 | 2024 |
| As of January 1 | 104,535 | | 104,578 | |
Repurchase and cancellation of treasury shares (1) | (3,576) | | (679) | |
| Share options exercised | 233 | | 512 | |
| Vesting of RSUs | 127 | | 124 | |
| As of December 31 | 101,319 | | 104,535 | |
(1) During 2025 and 2024, we repurchased and cancelled 3.6 million and 0.7 million treasury shares for a net consideration of $144.0 million and $14.2 million, inclusive of brokers commission of $0.1 million and $0.01 million, respectively.
Contributed surplus
As of December 31, 2025 and 2024, we have a contributed surplus of $200 million. Contributed surplus is capital that can be returned to stockholders without the need to reduce share capital, thereby giving Golar greater flexibility when it comes to declaring dividends.
Share options
Our Long Term Incentive Plan (the “LTIP”) was adopted by our Board, effective as of October 24, 2017. In August 2024, our board approved the first amendment to the LTIP. Under this amendment, the maximum aggregate number of common shares that may be delivered pursuant to any and all awards under the LTIP was increased from 3.0 million to 6.0 million, subject to adjustment due to recapitalization or reorganization as provided under the LTIP.
The LTIP allows for grants of (i) share options, (ii) share appreciation rights, (iii) restricted share awards (iv) share awards, (v) other share-based awards, (vi) cash awards, (vii) dividend equivalent rights, (viii) substitute awards and (ix) performance-based awards, or any combination of the foregoing as determined by the Board or nominated committee in its sole discretion. Either authorized unissued shares or treasury shares (if there are any) in the Company may be used to satisfy exercised options.
Pursuant to the LTIP, we awarded certain individuals share options for the years ended December 31, 2024 and 2023, as follows:
•in March 2023, 650 thousand share options were granted to executive officers and certain employees. The options vest in equal installments over three years and have a four-year term;
•in April 2024, 50 thousand share options were granted to an executive officer. The options vest in equal installments over three years and have a four-year term;
•in February 2024, we extended the term of 750 thousand fully vested share options granted to two executive officers in May 2021 to May 13, 2026. These options were originally awarded for a term of 3 years from 2021 to 2024. Incremental compensation cost of $0.6 million was recognised during the year ended December 31, 2024, representing the excess of fair value of options at modification date over the original fair value at grant date; and
•in November 2024, 1,025 thousand share options were granted to executive officers and certain employees. During 2025, the number of share options relating to the November 2024 grant was adjusted to 1,006 thousand. The options vest in equal installments over three years and have a 6 year contractual term. The expected is calculated using the simplified method, as explained below.
No share options were awarded during the year ended December 31, 2025.
The fair value of each option award is estimated on the grant date or modification date using the Black-Scholes option pricing model. The weighted average assumptions as of the grant dates are as follows:
| | | | | | | | | | | |
| | November 2024 | April 2024 | March 2023 |
| Risk free interest rate | 4.3 | % | 4.4 | % | 4.1 | % |
| Expected volatility of common stock | 41.5 | % | 50.4 | % | 70.5 | % |
| Expected dividend yield | 0.0 | % | 0.0 | % | 0.0 | % |
| Expected term of options | 4.5 years | 4.0 years | 4.0 years |
The assumption for expected future volatility is based primarily on an analysis of historical volatility of our common shares.
Where the criteria for using the simplified method are met, we have used this method to estimate the expected term of options based on the vesting period of the award that represents the period options granted are expected to be outstanding. Under the simplified method, the mid-point between the vesting date and the maximum contractual expiration date is used as the expected term. Where the criteria for using the simplified method are not met, we used the contractual term of the options.
The dividend yield has been estimated at 0.0% as the exercise price of the options is reduced by the value of dividends, declared and paid on a per share basis.
As of December 31, 2025, 2024 and 2023, the number of options outstanding in respect of Golar shares was 1.6 million, 1.9 million and 1.4 million, respectively. A summary of the share options movements during the year ended December 31, 2025 is presented below:
| | | | | | | | | | | |
| Shares (in thousands) | Weighted average exercise price | Weighted average remaining contractual term
(years) |
Options outstanding at December 31, 2024 | 1,896 | | $ | 25.44 | | 3.3 |
| | | |
| Adjustment | (19) | | $ | 33.02 | | |
| Exercised during the year | (233) | | $ | 13.71 | | |
| Forfeited during the year | (63) | | $ | 23.27 | | |
| | | |
Options outstanding at December 31, 2025 | 1,581 | | $ | 26.34 | | 2.5 |
| | | | | | | | | | | |
| Options outstanding and exercisable at: | | | |
December 31, 2025 | 747 | | $ | 22.31 | | 1.9 |
December 31, 2024 | 453 | | $ | 12.10 | | 1.6 |
December 31, 2023 | 750 | | $ | 10.22 | | 0.4 |
The exercise price of all options is reduced by the amount of dividends declared and paid up during 2025. The above figures for options granted, exercised and forfeited show the average of the prices at the time of granting, exercising and forfeiting of the options, and for options outstanding at the beginning and end of the year, the average of the reduced option prices is shown.
As of December 31, 2025, 2024 and 2023, the aggregate intrinsic value of share options that were both outstanding and exercisable was $17.2 million, $32.0 million and $10.9 million, respectively.
| | | | | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
| Intrinsic value of share options exercised | 6,697 | | 12,955 | | — | |
| Total fair value of share options vested in the year | 7,016 | | 2,647 | | 1,958 | |
| | | |
| Compensation cost recognized in the consolidated statement of operations | 6,529 | | 3,649 | | 2,706 | |
| Share options cost capitalized* | — | | — | | 173 | |
*Relates to capitalized costs on share options awarded to employees directly involved in certain vessel conversion projects.
As of December 31, 2025, the total unrecognized compensation cost amounting to $9.0 million relating to options outstanding is expected to be recognized over a weighted average period of 1.8 years.
Restricted Stock Units
Time-based RSUs
Pursuant to the LTIP, we granted certain individuals RSUs during the years ended December 31, 2025, 2024 and 2023, as follows:
•in March 2025, we granted certain individuals RSUs that were not subject to any service or performance conditions and were fully vested upon grant. The number of RSUs earned under this award was 23 thousand. In addition, we also granted certain individuals RSUs that will vest equally over the requisite service period of three years from March 2025 to March 2028. The maximum number of RSUs that may be earned under the award is 71 thousand;
•in March 2024, we granted certain individuals RSUs that were not subject to any service or performance conditions and were fully vested upon grant. The number of RSUs earned under this award was 50 thousand. In addition, we also granted certain individuals RSUs that will vest equally over the requisite service period of three years from March 2024 to March 2027. The maximum number of RSUs that may be earned under the award is 129 thousand; and
•in March 2023, we granted certain individuals RSUs that were not subject to any service or performance conditions and were fully vested upon grant. The number of RSUs earned under this award was 55 thousand. In addition, we also granted certain individuals RSUs that will vest equally over the requisite service period of three years from March 2023 to March 2026. The maximum number of RSUs that may be earned under the award is 134 thousand.
A summary of time-based RSU activities for the year ended December 31, 2025 is presented below:
| | | | | | | | | | | |
| Shares (in thousands) | Weighted average grant date fair value per share | Weighted average remaining contractual term
(years) |
Non-vested RSUs at December 31, 2024 | 220 | | 22.97 | 1.7 |
| Granted during the year | 94 | | 33.86 | |
| Vested during the year | (124) | | 34.96 | |
| Forfeited during the year | (11) | | 20.26 | |
Non-vested RSUs at December 31, 2025 | 179 | | 27.27 | 1.4 |
Performance-based RSUs
July 2022 grant
In July 2022, we granted certain individuals RSUs that are subject to certain market and performance conditions within the performance period from January 1 to December 31, 2022. The market and performance conditions are weighted to determine the maximum number of RSUs that will be awarded. The maximum number of RSUs earned under the award is 139 thousand. However, 70% of the total award or 97 thousand RSUs vested over the requisite service period of three-years from July 2022 to July 2025 regardless of the achievement of market and performance conditions.
The remaining 30% of the award contingently vests subject to Golar achieving more than 70% of the market and performance conditions. These market and performance conditions were achieved at December 31, 2022 and the award also vested over the requisite service period of three years from July 2022 to July 2025.
As of December 31, 2025, there were no outstanding performance-based RSUs, as all awards had fully vested.
| | | | | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 | 2023 |
| Compensation cost recognized in the consolidated statement of income | 3,391 | | 3,532 | | 3,050 | |
RSU cost capitalized * | — | | — | | 247 | |
*Relates to capitalized costs on RSUs awarded to employees directly involved in certain vessel conversion projects.
As of December 31, 2025, the total unrecognized compensation cost of $2.9 million relating to time-based RSUs outstanding is expected to be recognized over a weighted average period of 1.7 years.
Interest rate risk management
We may enter into derivative financial instruments to reduce the risk associated with fluctuations in interest rates. We have entered into interest rate swap agreements that convert certain floating rate interest obligations to fixed rates, which from an economic perspective, hedge our exposure to variability in cash flows arising from changes in interest rates. The counterparties to such contracts are major banking and financial institutions. Credit risk exists to the extent that the counterparties are unable to perform under the contracts, however we do not anticipate a non-performance by any of our counterparties. We do not hold or issue derivative financial instruments for speculative or trading purposes. We manage our debt portfolio by entering into U.S. dollars-denominated interest rate swap agreements to achieve an overall desired position of fixed and floating interest rates.
As of December 31, 2025 and 2024, we were party to the following interest rate swap transactions involving the payment of fixed rates in exchange for SOFR as summarized below:
| | | | | | | | | | | | | | |
| Instrument | Year end | Notional value | Maturity dates | Fixed interest rates |
| Interest rate swaps: | | | | |
| Receiving floating, pay fixed | 2025 | 600,000 | | 2032 | 3.43% |
| Receiving floating, pay fixed | 2024 | 518,542 | | 2025/2029 | 1.93% to 2.37%% |
Foreign currency risk
The majority of our gross earnings are denominated and receivable in U.S. dollars. The majority of our transactions, assets and liabilities are also denominated in U.S. dollars, which is our functional currency. However, we incur certain expenditure in other currencies. Accordingly, fluctuations in foreign currency exchange rates may adversely affect our cash flows and results of operations.
Commodity price risk management
Although the LTA bills at a base rate of $60.00 per barrel over the contract term for 1.2 million tonnes out of the base capacity of 1.4 million (December 31, 2024: 1.4 million) tonnes of LNG, we bear no downside risk to the movement of oil prices should the oil price move below $60.00. Pursuant to LTA Amendment 3, the remaining 0.2 million (December 31, 2024: 0.20 million) tonnes of LNG is linked to the TTF index and the Euro/U.S. Dollar foreign exchange movements.
We previously entered into commodity swaps to economically hedge our exposure to a portion of FLNG Hilli’s tolling fee that is linked to the TTF index. These commodity swaps matured during the year ended December 31, 2024 and we have not entered into any new commodity swaps during the year ended December 31, 2025.
Fair values of financial instruments
We recognize our fair value estimates using a fair value hierarchy based on the inputs used to measure fair value. The fair value hierarchy has three levels based on reliability of inputs used to determine fair value as follows:
Level 1: Quoted market prices in active markets for identical assets and liabilities.
Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data.
Level 3: Unobservable inputs that are not corroborated by market data.
The carrying values and estimated fair values of our financial instruments at December 31, 2025 and 2024 are as follows:
| | | | | | | | | | | | | | | | | |
| | | 2025 | 2025 | 2024 | 2024 |
| (in thousands of $) | Fair value hierarchy | Carrying value | Fair value | Carrying value | Fair value |
| Non-Derivatives: | | | | | |
Cash and cash equivalents (1) (2) | Level 1 | 1,151,221 | | 1,151,221 | | 566,384 | | 566,384 | |
Restricted cash and short-term deposits (1) (3) | Level 1 | 64,196 | | 64,196 | | 150,198 | | 150,198 | |
Trade accounts receivable (3) (4) | Level 1 | 35,518 | | 35,518 | | 29,667 | | 29,667 | |
Interest receivable from money-market deposits and bank accounts (3) | Level 1 | 3,353 | | 3,353 | | 2,053 | | 2,053 | |
| | | | | |
Receivable from IRS derivatives (3) | Level 1 | 269 | | 269 | | 1,745 | | 1,745 | |
| | | | | |
| | | | | |
Trade accounts payable (3) (5) | Level 1 | (123,605) | | (123,605) | | (198,906) | | (198,906) | |
| | | | | |
| | | | | |
Current portion of long-term debt and short-term debt (3) (6) (7) | Level 2 | (305,037) | | (305,037) | | (337,299) | | (337,299) | |
| | | | | |
Current portion of long-term debt - 2021 Unsecured Bonds (6) (8) | Level 1 | — | | — | | (189,642) | | (191,147) | |
Long-term debt (6) (7) | Level 2 | (1,125,000) | | (1,125,000) | | (948,000) | | (948,000) | |
Long-term debt - 2024 Unsecured Bonds (6) (8) | Level 1 | (300,000) | | (299,511) | | — | | — | |
Long-term debt - 2025 Senior Unsecured Notes (6) (8) | Level 1 | (500,000) | | (481,325) | | — | | — | |
Long-term debt - 2025 Convertible Bonds (6) (9) | Level 2 | (575,000) | | (555,473) | | — | | — | |
| | | | | |
| Derivatives: | | | | | |
Oil and gas derivative instruments (10) | Level 2 | 12,726 | | 12,726 | | 105,828 | | 105,828 | |
Asset on IRS derivatives (11) | Level 2 | 2,551 | | 2,551 | | 33,417 | | 33,417 | |
| | | | | |
| | | | | |
| | | | | |
(1) These instruments carrying value is highly liquid and is a reasonable estimate of fair value.
(2) Included within cash and cash equivalents of $1,151.2 million and $566.4 million are $920.5 million and $301.8 million cash held in short-term money-market deposits as of December 31, 2025 and 2024, respectively. During year December 31, 2025 and 2024, we earned interest income on short-term money-market deposits and on balances held in account of $32.6 million and $35.3 million, respectively.
(3) These instruments are considered to be equal to their estimated fair value because of their near term maturity.
(4) As of December 31, 2025, trade receivables and accrued income totaled to $35.5 million, primarily relating to amounts due from bp under the Gimi LOA. bp is a publicly listed, investment-grade counterparty with no prior history of default. Accordingly, we consider the credit risk associated with bp to be remote as of December 31, 2025.
As of December 31, 2024, trade receivables and accrued income totaled to $29.7 million, primarily relating to services invoiced under the LTA. As of December 31, 2025, receivables related to the LTA were presented as “Amounts due from related parties” as Naria Inc., a Perenco-affiliated entity and our largest shareholder, held beneficial ownership of 10.15%, thereby meeting the definition of a principal owner under the related party classification (note 26).
(5) As of December 31, 2025, trade payables primarily comprised of amounts payable relating to the MKII FLNG conversion and FLNG Gimi commissioning works of $91.0 million and $5.0 million, respectively (2024: $100.2 million and $80.9 million, respectively).
(6) Our debt obligations are recorded at amortized cost in the consolidated balance sheets. The amounts presented in the table are gross of the deferred financing costs amounting to $47.0 million and $22.7 million at December 31, 2025 and 2024, respectively.
(7) The estimated fair values for both the floating long-term debt and short-term debt are considered to be equal to the carrying value since they bear variable interest rates, which are adjusted on a quarterly basis.
(8) The estimated fair values of our 2021 and 2024 Unsecured Bonds are based on their quoted market prices as of the balance sheet date. In March 2025 and November 2025, following the listing of our 2024 Unsecured Bonds and Senior Unsecured Notes on the Oslo Børs and TISE, respectively the fair value hierarchy was transferred from Level 2 to Level 1.
(9) The estimated fair value of our 2025 Convertible Bonds reflect observable market inputs and is classified as Level 2 in the fair value hierarchy (note 19).
(10) The fair value of the oil and gas derivative instruments are presented on a gross basis (none of which have been designated as hedges) is determined using the estimated discounted cash flows of the additional payments due to us as a result of oil and gas prices moving above the contractual floor price over the remaining term of the LTA. Significant inputs used in the valuation of the oil and gas derivative instruments include the Euro/U.S. Dollar exchange rates based on the forex forward curve for the gas derivative instrument and management’s estimate of an appropriate discount rate and the length of time necessary to blend the long-term and short-term oil and gas prices obtained from quoted prices in active markets.
(11) The fair value of certain derivative instruments are presented on a gross basis (none of which have been designated as hedges) is the estimated amount that we would receive or pay to terminate the agreements at the balance sheet date, taking into account current interest rates, foreign exchange rates, closing quoted market prices and our creditworthiness and that of our counterparties. The credit exposure of certain derivative instruments is represented by the fair value of contracts with a positive value at the end of each period, reduced by the effects of master netting arrangements.
(12) The following methods and assumptions were used to estimate the fair value of our other classes of financial instruments:
•the carrying values of receivables from related parties and working capital facilities approximate their fair values because of the near-term maturity of these instruments (notes 14, 21 and 26). These instruments are classified within Level 1 of the fair value hierarchy.
Concentrations of risk
There is a concentration of credit risk with respect to cash and cash equivalents and restricted cash to the extent that substantially all of the amounts are carried with Standard Chartered Bank (“SCB”), Nordea Bank ABP, DBS Bank Ltd, ABN Amro Bank NV, DNB UK Limited, Danske Bank A/S and Internationale Nederlanden Groep Bank (“ING Bank N.V”). However, we believe this risk is remote, as they are established and reputable financial institutions with no prior history of default and with investment grade credit ratings.
There is a concentration of financing risk with respect to our long-term debt to the extent that a substantial amount of our long-term debt is carried with ABN Amro Bank NV, Citibank N.A., DNB UK Limited, SCB, and Goldman Sachs USA as well as with CSSC in regards to our sale and leaseback arrangement on the FLNG Hilli (note 5). We believe these counterparties to be sound financial institutions, with investment grade credit ratings. Therefore, we believe this risk of default is remote.
A concentration of supplier risk exists with CIMC on the MKII FLNG conversion, Seatrium on FLNG Hilli's refurbishment and Nuovo Pignone International S.R.L across all our assets. We believe these supplier risks are remote as our vendors are reputable engineering, procurement, consulting and construction companies.
| | | | | |
| 26. | RELATED PARTY TRANSACTIONS |
a) Transactions with Perenco:
Effective June 30, 2025, Perenco became a related party as Naria Inc., a Perenco-affiliated entity and our largest shareholder, met the definition of a principal owner. Accordingly, amounts due from Perenco were reclassified from trade receivables to “Amounts due from related parties” beginning on that date. As of December 31, 2025, Naria Inc. held beneficial ownership of 10.15%, and the outstanding balance is presented as “Amounts due from related parties”.
Net revenues: The transactions with Perenco during the year ended December 31, 2025 consists of the following:
| | | | | | | |
| (in thousands of $) | 2025 | | |
| Liquefaction services | 155,269 | | | |
| Vessel operating expense | (3,012) | | | |
| | | |
| | | |
| Total | 152,257 | | | |
(1) Liquefaction services – This primarily relate to services invoiced under the LTA (note 7). For the year ended December 31, 2025, net revenues from Perenco recognized subsequent to June 30, 2025 totaled $155.3 million and are presented within multiple line items in the consolidated statements of operations. Of this amount, $123.4 million is included in “Liquefaction services revenue”, $29.8 million is included in “Realized and unrealized (loss)/gain on oil and gas derivative instruments”, and $2.1 million is included in “Other operating (loss)/income”.
(2) Vessel operating expense – Expenses incurred subsequent to June 30, 2025 under the Tug Sharing Agreement relate to a chartered tug provided by Perenco to support the our offshore operations in Cameroon, including the transportation of personnel and equipment. The tug is shared between the parties subject to operational requirements. These costs are presented within “Vessel operating expenses” in the consolidated statements of operations.
Receivables: The balances with Perenco as of December 31, 2025 consisted of the following:
| | | | | | |
| (in thousands of $) | 2025 | |
| | |
| | |
| | |
| | |
| Balance due from Perenco (liquefaction services) | 23,228 | | |
| Balance due to Perenco (vessel operating expenses) | 3,012 | | |
b) Transactions with existing related parties:
Net revenues/(expenses): The transactions with related parties for the years ended December 31, 2025, 2024 and 2023 consisted of the following:
| | | | | | | | | | | |
| (in thousands of $) | 2025 | 2024 | 2023 |
| | | |
FFH (1) | 994 | | 691 | | — | |
Higas (2) | (6,808) | | 54 | | — | |
Magni Partners (3) | (5) | | (22) | | (10) | |
Avenir (4) | — | | 374 | | 339 | |
| | | |
| | | |
| Total | (5,819) | | 1,097 | | 329 | |
Receivables: The balances with related parties as of December 31, 2025 and 2024 consisted of the following: | | | | | | | | |
| (in thousands of $) | 2025 | 2024 |
| | |
Higas (2) | 1,691 | | 6,006 | |
FFH (1) | — | | 18,621 | |
Avenir (4) | — | | 1,733 | |
| | |
| | |
| | |
| Total | 1,691 | | 26,360 | |
(1) FFH - In August 2024, we granted a shareholder loan to FFH, through Gimi MS, for a maximum amount of $20.0 million to enable FFH to fund its portion of Gimi MS’s funding requirements. The shareholder loan carried an interest rate of 12% per annum, compounded monthly, which increased to 22% per annum effective January 1, 2025. The loan generated accrued interest income of $1.0 million and $0.7 million for the period from January 1, 2025 to March 28, 2025 and for the year ended December 31, 2024, respectively. On March 28, 2025, FFH repaid the shareholder loan and accrued interest in full.
(2) Higas - We hold a 25% equity interest in Higas, which is accounted for as an equity method investment (note 15). Amounts due from Higas relate to a revolving shareholder loan. In November 2024, Avenir divested its ownership of the LNG storage terminal in Sardinia, by creating a new entity, Higas. The loan was novated from Avenir to Higas under the same terms, with the maturity extended to February 2027. Additionally in 2024, we provided an additional shareholder loan commitment of $1.25 million to Higas which was amended in July 2025 to reflect an additional $1.75 million commitment. As of December 31, 2025, $0.5 million remained undrawn under the facility.
During the year ended December 31, 2025, Higas entered into a financial restructuring process pursuant to Article 56 of the Italian Business Crisis and Insolvency Code which required the implementation of a recapitalization plan. To enhance the equity position of Higas, together with the other shareholders, we waived our proportionate shareholder loan principal amounting to $7.1 million. The waiver is included in “Other operating (loss)/income” in the consolidated statements of operations. The outstanding balance under this shareholder loan is presented as “non-current amounts due from related parties” in the consolidated balance sheets. Interest income generated under the facility totaled $0.3 million and $0.1 million for the years ended December 31, 2025 and 2024, respectively.
(3) Magni Partners - Tor Olav Trøim is the founder of, and partner in, Magni Partners (Bermuda) Limited (“Magni Partners”), a privately held Bermuda company, and is the ultimate beneficial owner of the company. Receivables and payables from Magni Partners relate primarily to the reimbursement, at cost and without mark-up, of personnel costs and certain out-of-pocket expenses, including travel and accommodation incurred by Magni Partners in providing advisory and management services to Golar.
(4) Avenir - Amounts due from Avenir as of December 31, 2024 relate to unpaid debt guarantee fees associated with the shareholder loan, which was novated to Higas in November 2024. Following the novation, the remaining receivable from Avenir pertain to unpaid debt guarantee fees. Following the divestment of our shares in Avenir in February 2025, Avenir is no longer a related party (note 15). Accordingly, as of December 31, 2025, amounts due from Avenir, relating to unpaid debt guarantee fees, have been presented as “Other current assets” in the consolidated balance sheets.
| | | | | |
| 27. | COMMITMENTS AND CONTINGENCIES |
Assets pledged
| | | | | | | | |
| Year ended December 31, |
| (in thousands of $) | 2025 | 2024 |
Book value of vessels secured against long-term loans (1) | 929,971 | | 977,326 | |
(1) This excludes the FLNG Gimi which was derecognized on COD with the concurrent recognition of “Net investment in sales-type lease” (note 7.2), secured against its specific debt facility (note 19).
Other Commitments
•The Board approved up to $31.6 million of funding for Macaw Energies of which as of December 31, 2025 the outstanding commitment was $1.0 million.
•In connection with the FID for the redeployment of FLNG Hilli under a 20-year agreement with SESA, the Board approved total expenditures of up to $350.0 million in May 2025 to support the vessel’s preparation and redeployment activities.
•In May 2025, we entered into a FEED study agreement for the potential development of a Mark III FLNG unit. The total outstanding commitment as of December 31, 2025 is approximately $1.0 million.
•In July 2025, we entered into a FEED study agreement for the potential development of a 3-train Mark I FLNG unit. The total outstanding commitment is approximately $1.8 million.
•Pursuant to the shareholders' agreement for SESA, in connection with our 10% equity interest, we have committed to fund our proportionate share of the required FLNG infrastructure and related capital contributions. As of December 31, 2025, our remaining funding commitment was $66.6 million in relation to our 10% equity interest in SESA.
Since December 31, 2025, the following non-recognized events have occurred:
•Release of Restricted Cash – LNG Hrvatska performance guarantees
In July 2025, we entered into an agreement with LNG Hrvatska to mutually terminate the Operate and Maintain (“O&M”) agreement prior to its contractual expiry date. Under the deed of termination, the two cash-backed performance guarantees related to the O&M agreement were discharged. In January 2026, the restricted cash plus accrued interest associated to the performance guarantees amounting to $13.3 million was released.
•Dividends
In February 2026, we declared a dividend of $0.25 per share in respect of the three months ended December 31, 2025 to shareholders of record on March 9, 2026, which was paid on March 18, 2026.
•SESA capital contribution
In February 2026, we contributed approximately $15.4 million to SESA as an irrevocable contribution against future subscription of shares. The contribution is expected to be capitalized on or before December 31, 2026 in accordance with the shareholders’ agreement. Following this contribution, Golar continues to hold a 10% equity interest in SESA.
•SESA shareholder loan
In February 2026, we entered into a credit agreement under which we agreed to provide SESA, as borrower, with a credit facility of up to $5.6 million.
Subsequent to execution of the agreement, SESA has drawn $2.6 million under the facility. Amounts drawn bear interest at Term SOFR plus a margin of 3.875%, with interest payable semi-annually. The loan matures on April 15, 2029, with principal repayable in two equal semi-annual installments.
•Sale of investment in OLT
In March 2026, we sold our entire 2.69% shareholding in OLT Offshore LNG Toscana S.p.A., which was fully impaired in 2019, pursuant to a Sale and Purchase Agreement with SNAM S.p.A. for a consideration of $3.1 million.