Kosmos Energy Ltd. 8-K

What Happened

• Kosmos Energy Ltd. announced early tender results for its previously announced cash tender offer to repurchase up to $250,000,000 aggregate principal of its 7.750% Senior Notes due 2027.
• As of 5:00 p.m. (NYC time) on January 28, 2026 (the Early Tender Time), $182,457,000 principal amount of the Notes had been validly tendered and not withdrawn; the company has accepted that full amount for purchase.
• The early tender consideration is $990.00 per $1,000 principal amount (plus accrued interest). Withdrawal rights expired at the Early Tender Time. Kosmos elected to pay for notes validly tendered by that time and expects early settlement upon satisfaction of the Escrow Release Conditions, expected on or about February 3, 2026.

Key Details

• Security: 7.750% Senior Notes due 2027 (Rule 144A and Regulation S series).
• Tender offer maximum: up to $250,000,000 aggregate principal; tendered and accepted at Early Tender Time: $182,457,000.
• Early Tender Consideration: $990.00 per $1,000 principal plus accrued interest.
• Important dates: Offer to Purchase dated Jan 12, 2026 (amended Jan 26, 2026); Early Tender Time Jan 28, 2026 (5:00 p.m. NYC); expected Early Settlement Date on or about Feb 3, 2026.

Why It Matters

• This action reduces Kosmos’s outstanding 2027 notes by the accepted tendered amount ($182.457M) if settled, affecting the company’s debt profile and near-term cash outflows (payment at $990 per $1,000 plus accrued interest).
• The tender price being slightly below par ($990 vs. $1,000) is a contractual detail for bondholders deciding whether to tender.
• Investors should note the filing is a Regulation FD disclosure (Item 7.01) and not an offer to purchase; final settlement depends on satisfaction of escrow conditions and the terms in the Offer to Purchase.