View:
United States securities and exchange commission logo
April 28, 2022
Neal D. Shah
Senior Vice President and Chief Financial Officer
Kosmos Energy Ltd.
8176 Park Lane, Suite 500
Dallas, Texas 75231
Re: Kosmos Energy Ltd.
Form 10-K for the
Fiscal Year ended December 31, 2021
Filed February 28,
2022
File No. 001-35167
Dear Mr. Shah:
We have reviewed your filing and have the following comments. In
some of our
comments, we may ask you to provide us with information so we may better
understand your
disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 10-K for the Fiscal Year ended December 31, 2021
Business
Operations by Geographic Area, page 13
1. Please disclose the
average sales price and production cost by geographic area along with
the production by final
product sold for each country and field that contains 15% or more
of your total proved
reserves for each of the last three fiscal years. Refer to Item 1204(a)
of Regulation S-K and
Rule 4-10(a)(15) of Regulation S-X.
Our Reserves
Summary of Oil and Gas Reserves, page 21
2. Based on the disclosure
in your Results of Operations, there appears to be a significant
difference between the
average sales price of crude oil/condensate and natural gas liquids.
However, we note that
you aggregate crude oil/condensate reserves with natural gas
liquids reserves here
and elsewhere in your disclosure.
Neal D. Shah
FirstName LastNameNeal D. Shah
Kosmos Energy Ltd.
Comapany
April NameKosmos Energy Ltd.
28, 2022
April 228, 2022 Page 2
Page
FirstName LastName
Please revise the presentation of your reserves to separately disclose
the net quantities of
your natural gas liquids reserves. If you do not believe separate
disclosure is needed, tell
us why and augment the disclosure in your filing to provide an
explanation.
This comment also applies to the disclosure under the Supplemental Oil
and Gas Data on
page 125. Refer to the disclosure requirements under Items 1202(a)(2)
and (a)(4) of
Regulation S-K and FASB ASC 932-235-50-4 and 50-5.
3. The footnotes accompanying the disclosure of your proved reserves
indicate your natural
gas reserves include estimated quantities of natural gas used as fuel
in operations. Please
disclose the net quantities of fuel gas reserves here and along with
your disclosure of
proved reserves on page 125. Refer to FASB ASC 932-235-50-10.
4. Please expand the footnote explaining the reasons why certain reserves
remain
undeveloped for five years or more since initial disclosure to
identify the individual fields
or countries in which these reserves are located. Refer to Item
1203(d) of Regulation S-K.
5. We note that you provide an explanation of the changes that occurred
in total proved
reserves on pages 21 and 22 for the years ended December 31, 2021,
2020 and 2019.
Please provide comparable disclosure in conjunction with the tabular
presentation
under Supplemental Oil and Gas Data on page 125, as required by FASB
ASC 932-235-
50-5 and Item 302(b) of Regulation S-K.
6. We note that your identification of changes in total proved reserves
here and in footnote
(2) on page 126 are not consistent with the change categories
identified in FASB ASC
932-235-50-5a, 50-5b and 50-5d. As a result, the changes in your
discussion cannot be
compared directly to the line items in the reconciliation of the
changes in reserves
presented on page 125, e.g. revisions of previous estimates, improved
recovery and
extensions and discoveries.
Please revise your discussion to align with the change categories in
FASB ASC 932-235-
50, and as necessary to separately identify and quantify each
contributing factor, including
offsetting factors, so that changes in net proved reserves between
periods are fully
explained. The disclosure of revisions in previous estimates in
particular should identify
the individual changes caused by commodity prices, well performance,
unsuccessful
and/or uneconomic proved undeveloped locations or the removal of
proved undeveloped
locations due to changes in a previously adopted development plan.
This comment also applies to the discussion of the changes that
occurred in your proved
undeveloped reserves. Refer to Item 1203(b) of Regulation S-K.
Internal Controls Over Reserves Estimation Process, page 24
7. Please refer to the requirements in Item 1202(a)(7) of Regulation S-K
and expand the
discussion of your internal controls to disclose the qualifications of
the technical person
Neal D. Shah
Kosmos Energy Ltd.
April 28, 2022
Page 3
that oversees the Reservoir Engineering team responsible for the
preparation of your
reserves estimates.
Gross and Net Undeveloped and Developed Acreage, page 25
8. Please expand your disclosure to provide the expiration dates and
acreage amounts for
material concentrations of your undeveloped acreage by geographic
area. Refer to the
disclosure requirements in Item 1208(b) of Regulation S-K.
Supplemental Oil and Gas Data (Unaudited)
Standardized Measure of Discounted Future Net Cash Flows, page 127
9. Please expand the discussion accompanying the presentation of the
standardized measure
to clarify, if true, that all estimated future costs to settle your
asset retirement obligations
have been included in your calculation of the standardized measure for
each period
presented. Refer to the disclosure requirements in FASB ASC
932-235-50-36.
10. If the estimated future costs to settle your asset retirement
obligations (including the costs
related to your proved undeveloped reserves) have not been included,
tell us the dollar
amounts, both undiscounted and discounted at ten percent, for each of
the periods
presented. Explain to us your rationale for excluding these costs from
your calculation of
the standardized measure, or revise your disclosure to include these
costs.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
You may contact Sandra Wall, Petroleum Engineer, at (202) 551-4727 or
John Hodgin,
Petroleum Engineer, at (202) 551-3699 if you have questions regarding the
engineering
comments. Please contact Karl Hiller, Accounting Branch Chief, at (202)
551-3686 with any
other questions.
FirstName LastNameNeal D. Shah Sincerely,
Comapany NameKosmos Energy Ltd.
Division of
Corporation Finance
April 28, 2022 Page 3 Office of
Energy & Transportation
FirstName LastName