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The Kool Husky, our first vessel to be upgraded to LNGe specifications including reliquefaction capabilities, has completed a number of voyages since exiting the yard in the quarter with excellent results. This positive early experience supports our belief that these upgrades will not only have the potential to add incremental revenues but also improve our overall employment prospects and potential for repeat business.

Much of the current vessel supply imbalance is a function of numerous newbuilds being sublet into the spot market while they await startup on the liquefaction projects they were built to service. These sublets will weigh less on the market over the course of 2025 as Plaquemines, Corpus Christi, LNG Canada and other smaller projects bring substantially more LNG onto the market. Simultaneously, with steam-turbine and other less efficient vessels coming off their initial long-term charters, and expected to fall out of the schedules, and get laid-up, the scene is set for rate normalization from current depressed levels. Moreover, with many new LNG projects in the pipeline at advanced stages, we believe there is a clear trajectory towards a substantial re-tightening of supply and demand for shipping.

While rates languish at below economic breakeven on open days, we have not declared a dividend. Our considerable firm backlog of more than $1 billion across the fleet is reasonably well spaced but this doesn’t take away our exposure to vessels that come open over time. Instead of predicting the timing of when markets normalize and risk getting it wrong, we believe that not declaring a dividend at this time will result in the combined benefit of financial flexibility and creating capacity for opportunistic growth (through acquisitions or otherwise) under current circumstances. Such a decision is always best taken from a position of strength as CoolCo enjoys approximately $288 million of liquidity (at year-end 2024), strong operating results, and no debt maturities until mid 2029."

Financial Highlights

The table below sets forth certain key financial information for Q4 2024, Q3 2024, Q4 2023, FY 2024 and the year ended December 31, 2023 ("FY 2023").

LNG and LNG Shipping Market Review

The average Japan/Korea Marker gas price ("JKM") for the Quarter was $13.97/MMBtu compared to $13.10/MMBtu for Q3 2024; with average JKM at $14.19/MMBtu as of February 21, 2025. The Quarter began with Dutch Title Transfer Facility gas price ("TTF") at $12.74/MMBtu and quoted TFDE headline spot rates of $41,500 per day. By Quarter-end, TTF prices had risen to $14.11/MMBtu, while TFDE headline spot rates had fallen to $2,750 per day. Such rates are the lowest in history and came about because of a combination of newbuild deliveries, delays in new LNG supply, and much shorter sailing distances than anticipated because of high demand from Europe. Europe has had a relatively cold winter compared to Asia and, as a result, is the highest value market for destination-flexible cargos.

Contrary to usual seasonal patterns, the quarter featured neither arbitrage between East and West markets, nor contango-driven floating storage. Taken together, this resulted in materially reduced near-term LNG tonne mile demand and downward pressure on the near-term charter market. In addition to these challenging trading dynamics, newbuild deliveries arriving ahead of the LNG supply for which they were ordered are impacting rates. During Q4, 30 ships were delivered, an increase from 21 in Q3 2024. This relative increase in deliveries has not been matched by a corresponding rise in LNG production, which saw only a 1.2% year-on-year increase as of December 31, 2024.

Annual LNG production in 2024 was approximately 410 MTPA. In 2025, the run-rate is set to increase by 50 MTPA, or 12%, with numerous projects expected to come online during 2025, including the following: Plaquemines LNG (13.3 MTPA), Corpus Christi (4.2MTPA), LNG Canada (14 MTPA), Tortu FLNG (2.5MTPA), Energia Costa Azul (2.4 MTPA), North Field Expansion (7.8MTPA) and Congo LNG (2.4 MTPA). Both Plaquemines LNG and Corpus Christi have recently started shipping commissioning cargos. Additionally, Calcasieu Pass (10 MTPA) is expected to finally commence commercial operations in April. While this is not expected to have a net impact on long term shipping demand, it is anticipated to absorb the vessels that were ordered in anticipation of the commerciality being declared sooner and that have thus been weighing on the market as sub-lets during the interim period.

As of February 21, 2025, there were 233 steam turbine-powered vessels, of which 27 are currently idle or laid up (22 as of September 30, 2024), according to Clarksons Research. These idled vessels, mostly built in the 2000s and originally chartered on 20-year contracts as prevalent at the time, are expected to be replaced by more modern tonnage as they redeliver over the next few years. With today’s low prevailing charter rates and customers increasingly disfavoring older, less efficient tonnage, this trend is likely to accelerate, which we expect will lead to nearly all steam turbine vessels being idled and scrapped in the relatively near term.

Operational Review

CoolCo's fleet maintained strong performance, achieving 92% fleet utilization in Q4, (Q3 2024: 98%) with the off-hire period due to the repositioning of vessels between spot charters. The Kool Husky entered drydock during September which was completed along with upgrades for LNGe specifications ahead of schedule in October. These LNGe upgrades included a high-capacity sub-cooler retrofit, an air lubrication system, and various minor performance enhancements. Subsequent to the Quarter end, the Kool Glacier and the Kool Kelvin entered drydock, both with expected completion dates scheduled for before the end of Q1 2025.

Business Development

Chartering activity in the fourth quarter remained subdued. Long-term charterers have responded by pushing out their requirements in the expectation that nearer-term cargos can be transported with vessels from the spot market.

Nonetheless, CoolCo successfully found employment in the spot market for its one TFDE vessel the Kool Glacier, which became available during the fourth quarter before entering the yard ahead of schedule in late January. This vessel is scheduled to be in the yard for approximately 50 days and will be upgraded with LNGe specifications.

CoolCo’s other available vessel in the quarter was the newly delivered Kool Tiger. She was delivered from the shipyard in October and is currently on spot market employment on an interim basis, whilst a long-term charter is pursued.

The excellent performance of the Kool Husky after its performance upgrade to LNGe specification positions it well for continued or alternative business opportunities on redelivery at the end of the first quarter. The Kool Glacier will be similarly well positioned after its upgrade.

Financing and Liquidity

CoolCo took delivery of Kool Tiger on October 18, 2024 from Hyundai Samho Heavy Industries in the Republic of Korea and simultaneously entered into a sale and leaseback financing arrangement with a subsidiary of Huaxia Financial Leasing Co. Ltd ("Huaxia"). Under this financing arrangement, we have options to repurchase the Kool Tiger during the ten-year lease period and an obligation to repurchase the vessel at the end of the lease period. The sale and leaseback facility matures in October 2034. Pursuant to this facility, CoolCo provided a corporate guarantee in favor of Huaxia.

On November 13, 2024, a drawdown of $200.0 million was made on the upsized $520.0 million term loan facility to finance the repurchase of the two vessels, Kool Ice and Kool Kelvin, under their respective sale & leaseback facilities.

On December 13, 2024, we entered into a RRCF of $570.0 million to replace the existing bank facility with the same syndicate of banks. The RRCF has a maturity of December 2029, with two one-year extension options potentially extending its maturity out to December 2031, and carries an interest rate of SOFR plus 200 basis points. The $570.0 million RRCF is reduced by approximately $12 million each quarter starting from the first quarter of 2025. With this refinancing, the Company’s first debt maturity will come due in May 2029.

As of December 31, 2024, CoolCo had cash and cash equivalents of $165.3 million and total short and long-term debt, net of deferred finance charges, amounting to $1,305.9 million. Total Contractual Debt² stood at $1,321.7 million, which is comprised of $447.2 million in respect of the RRCF maturing in December 2029, $623.1 million in respect of the upsized $520 million term loan facility maturing in May 2029, $179.5 million of sale and leaseback financing arrangement in respect of the Kool Tiger maturing in October 2034 and $71.9 million in respect of the pre-delivery financing of the GAIL Sagar.

Overall, the Company’s interest rate on its debt is currently fixed or hedged for approximately 77% of the notional amount of net debt, adjusting for existing cash on hand.

Corporate and Other Matters

As of December 31, 2024, CoolCo had 53,726,718 shares issued and outstanding. Of these, 31,254,390 shares (58.2%) were owned by EPS Ventures Ltd ("EPS") and 22,472,328 (41.8%) were owned by other investors in the public markets.

Outlook

With the current charter market weakness being driven by a combination of trading factors and a temporary oversupply of vessels that are expected to be absorbed as their related liquefaction projects come online throughout 2025, there remains a material disconnect between conditions and sentiment in the spot and short-term charter markets and long-term charter expectations. While a thin market, prevailing rates for long-term charters remain within a narrower and materially higher range, reflecting the fundamentals of the LNG shipping sector. While charterers have less interest in near-term deliveries, rates for later start dates remain relatively strong.

In addition to the anticipated 2025 absorption of newbuilds currently operating in the sub-let market, the supply-demand balance of the sector is expected to be materially supported by increasing pressure on legacy steam turbine vessels. Steam turbine vessels, which represent approximately 30% of the global LNG carrier fleet, are increasingly redelivering from long-term initial charters and either idle or struggling to achieve a competitive level of utilization. This phenomenon is evidenced in recent data on idle vessels and, with redeliveries set to increase near-term, replacing older tonnage may increasingly become an opportunity for more modern vessels.

In contrast to the depressed near-term market, we believe longer-term prospects remain strongly supported by the pipeline of new liquefaction projects that have already reached Final Investment Decision (FID) and are set to increase the total volume of LNG on the water by more than 50% in the coming years. The sizable current newbuild orderbook consists mainly of vessels secured on a long-term basis to transport these new volumes, with a significant portion of that orderbook expected for charterers who have traditionally been disinclined to maximize vessel utilization through the out-charter/sub-let market. Coupled with the expected departure of steam turbine ships from mainstream trades, net fleet growth in the years ahead is expected to be well matched and potentially outpaced by expected increased demand for modern LNG carrier tonnage. With both geopolitical and trading factors capable of absorbing more tonnage beyond underlying transportation demand, we anticipate volatility that is favorable for independent owners with a multi-year outlook. This is further reinforced by a sharp decline in new-build orders that we are currently seeing given the current market, which, everything else being equal, is good for existing tonnage.

Forward Looking Statements

This press release and any other written or oral statements made by us in connection with this press release include forward-looking statements within the meaning of and made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, that address activities and events that will, should, could, are expected to or may occur in the future are forward-looking statements. You can identify these forward-looking statements by words or phrases such as "believe," "anticipate," "intend," "estimate," "forecast," "outlook," "project," "plan," "potential," "will," "may," "should," "expect," "could," "would," "predict," "propose," "continue," or the negative of these terms and similar expressions. These forward-looking statements include statements relating to our outlook, industry and business trends, outlook and prospects, expected trends in the chartering market including the expected normalization of rates, expectations about long term prospects for the market backlog expectations on chartering and charter rates, expected drydockings including the timing and duration thereof, the expected benefits of vessel upgrades, our liquidity, dividends and dividend policy and any potential impact or benefits to such policy, expected impact of LNG and liquefaction projects expected to come on line and expected timing thereof and the expected impact on the supply of and demand for vessels, expected continued or alternative business opportunities for any of our vessels, expected opportunities for more modern vessels, expectations of steam-turbine vessels leaving the market and being idled and scrapped, net fleet growth, contracting, market outlook and LNG vessel newbuild order-book and expectations that newbuilds will be absorbed in the market in 2025, statements made under "LNG and LNG Shipping Market Review" and "Outlook" and other non-historical matters. Our unaudited condensed consolidated financial statements are preliminary and subject to independent audit which may impact the condensed consolidated financial information included in this release.

The forward-looking statements in this document are based upon management’s current expectations, estimates and projections. These statements involve significant risks, uncertainties, contingencies and factors that are difficult or impossible to predict and are beyond our control, and that may cause our actual results, performance or achievements to be materially different from those expressed or implied by the forward-looking statements. Numerous factors could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by these forward-looking statements including:

• general economic, political and business conditions, including sanctions and other measures;

• general LNG market conditions, including fluctuations in charter hire rates and vessel values;

• changes in demand in the LNG shipping industry, including the market for our vessels;

• changes in the supply of LNG vessels, including whether older steam vessels leave the market as and when expected;

• our ability to successfully employ our vessels and the rates we are able to achieve;

• changes in our operating expenses, including fuel or cooling down prices and lay-up costs when vessels are not on charter, drydocking and insurance costs;

• the timing and duration of drydocking and whether vessels upgrades deliver expected results;

• the timing of LNG projects coming on line and the impact on supply and demand;

• compliance with, and our liabilities under, governmental, tax, environmental and safety laws and regulations;

• risks related to climate-change, including climate-change or greenhouse gas related legislation or regulations and the impact on our business from physical climate-change related to changes in weather patterns, and the potential impact of new regulations relating to climate-change and the potential impact on the demand for the LNG shipping industry;

• changes in governmental regulation, tax and trade matters and actions taken by regulatory authorities;

• potential disruption of shipping routes and demand due to accidents, piracy or political events and/or instability, including the ongoing conflicts in the Middle East and changes in political leadership in the US and other countries;

• vessel breakdowns and instances of loss of hire;

• vessel underperformance and related warranty claims;

• our access to financing and ability to repay or refinance our facilities;

• continued borrowing availability under our credit facilities and compliance with the financial covenants therein;

• fluctuations in foreign currency exchange and interest rates;

• potential conflicts of interest involving our significant shareholders;

• our ability and plans to pay dividends;

• information system failures, cyber incidents or breaches in security; and

• other risks indicated in the risk factors included in our Annual Report on Form 20-F for the year ended December 31, 2023 and other filings with and submission to the U.S. Securities and Exchange Commission.

The foregoing factors that could cause our actual results to differ materially from those contemplated in any forward-looking statement included in this report should not be construed as exhaustive. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this press release. The results, events and circumstances reflected in the forward-looking statements may not be achieved or occur, and actual results, events or circumstances could differ materially from those described in the forward-looking statements.

As a result, you are cautioned not to place undue reliance on any forward-looking statements which speak only as of the date of this press release. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise unless required by law.

Responsibility Statement

We confirm that, to the best of our knowledge, the unaudited condensed consolidated financial statements for the year ended December 31, 2024, which have been prepared in accordance with accounting principles generally accepted in the United States (US GAAP) give a true and fair view of the Company’s consolidated assets, liabilities, financial position and results of operations. To the best of our knowledge, the financial report for the year ended December 31, 2024 includes a fair review of important events that have occurred during the period and their impact on the unaudited condensed consolidated financial statements, the principal risks and uncertainties, and major related party transactions.

February 27, 2025
Cool Company Ltd.
London, UK

Questions should be directed to:
c/o Cool Company Ltd - +44 20 7659 1111

Appendix A - Non-GAAP Financial Measures and Definitions

Non-GAAP Financial Metrics Arising from How Management Monitors the Business

In addition to disclosing financial results in accordance with US generally accepted accounting principles (US GAAP), this earnings release and the associated investor presentation and discussion contain references to the non-GAAP financial measures which are included in the table below. We believe these non-GAAP financial measures provide investors with useful supplemental information about the financial performance of our business, enable comparison of financial results between periods where certain items may vary independent of business performance, and allow for greater transparency with respect to key metrics used by management in operating our business and measuring our performance. These non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with US GAAP, and the financial results calculated in accordance with US GAAP. Non-GAAP measures are not uniformly defined by all companies, and may not be comparable with similar titles, measures and disclosures used by other companies. The reconciliations of these non-GAAP measures to the closest US GAAP measures should be carefully evaluated.

Reconciliations - Performance Measures

Adjusted EBITDA

Average daily TCE

Reconciliations - Liquidity measures

Total Contractual Debt

Total Company Cash

Other definitions

Contracted Revenue Backlog

Contracted revenue backlog is defined as the contracted daily charter rate for each vessel multiplied by the number of scheduled hire days for the remaining contract term. Contracted revenue backlog is not intended to represent Adjusted EBITDA or future cashflows that will be generated from these contracts. This measure should be seen as a supplement to and not a substitute for our US GAAP measures of performance.

This information is subject to the disclosure requirements in Regulation EU 596/2014 (MAR) article 19 number 3 and section 5-12 of the Norwegian Securities Trading Act.

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Contacts

c/o Cool Company Ltd - +44 20 7659 1111