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RELATED PARTY TRANSACTIONS | 12 Months Ended
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Dec. 31, 2022
Related Party Transactions [Abstract] |
Related party transactions |
28. | RELATED PARTY TRANSACTIONS
a) Transactions with CoolCo: As further described in note 14, on June 30, 2022, we completed the CoolCo Disposals and had entered into the following transactions: Net revenues: The transactions with CoolCo during the year ended December 31, 2022 consists of the following:
(in thousands of $) | 2022
Management and administrative services revenue (1) | 3,124 |
Ship management fees revenue (2) | 1,249 |
Ship management fees expense (3) | (5,811) |
Debt guarantee fees (4) | 837 |
Commitment fee (5) | 115 |
Total | (486) |
(1) Management and administrative services revenue – Golar Management Limited (“Golar Management”), a wholly-owned subsidiary of Golar, and Golar Management (Bermuda) Ltd, entered into the CoolCo TSA (subsequently replaced with the CoolCo ASA), both described further in note 14.1, pursuant to which we provided corporate administrative services to CoolCo. The CoolCo ASA expires on June 30, 2023. (2) Ship management fee revenue – We provided commercial and technical management to the LNG carriers prior to disposal to CoolCo under the existing management agreements, however the CoolCo TSA revised the annual management fee payable to us per vessel. On June 30, 2022, upon completion of the CoolCo Disposal, the ship management agreements were terminated. (3) Ship management fee expense – Following completion of the ManCo SPA with CoolCo in June 2022, we entered into ship management agreements with CoolCo, to provide commercial and technical management for certain of our LNG carriers, amounting to (i) $0.6 million ship management fees for the Golar Arctic and Golar Tundra and (ii) $0.1 million fees incurred for FLNG crewing for the year ended December 31, 2022. We also entered into an agreement to sub-contract our contractual vessel management obligations for the LNG Croatia and NFE’s fleet of vessels to CoolCo amounting to $5.1 million for the for the year ended December 31, 2022. The ship management fee revenue of $4.8 million received in relation to NFE’s fleet of vessels is passed on at cost to CoolCo as our subcontracting ship management expenses presented on “Administrative expenses” in the consolidated statements of operations. (4) Debt guarantee fees – We agreed to remain as the guarantor of the payment sale and lease-back obligations of two of the disposed subsidiaries, which are the disponent owners of the Golar Ice and the Golar Kelvi n, in exchange for a guarantee fee of 0.5% on the outstanding principal balances, which as of December 31, 2022 is $210.3 million. The compensation amounted to $0.8 million for the year ended December 31, 2022. (5) Commitment fee – We advanced a two years revolving credit facility of $25.0 million to CoolCo, which remains undrawn as of December 31, 2022. The facility bears a fixed interest rate and commitment fee on the undrawn loan of 5% and 0.5% per annum, respectively. The commitment fee amounted to $0.1 million for the year ended December 31, 2022. Receivables: The balances with CoolCo and its subsidiaries as of December 31, 2022 consisted of the following:
(in thousands of $) | 2022
Balance due from CoolCo and subsidiaries (6) | 394 |
(6) Balances due from CoolCo and its subsidiaries - Amounts due to/from CoolCo and its subsidiaries are comprised primarily of unpaid management servic es, amounts arising from the results of CoolCo’s vessels participating in the Cool Pool, revolving credit facility, commitment fees and other related arrangements. Payables and receivables are generally settled quarterly in arrears. Balances owing to or due from CoolCo and its subsidiaries are unsecured, interest-free and intended to be settled in the ordinary course of business. Other transactions: Net Cool Pool expenses - The eight TFDE vessels sold in the CoolCo Disposal were previously managed by Golar under the terms of the Cool Pool. The net expenses relating to the CoolCo’s vessels participation in the pool amounted to $4.8 million for the year ended December 31, 2022. This is presented in our consolidated statement of operations in the line item “Net (loss)/income from discontinued operations”. Subleases with CoolCo - Following the completion of the CoolCo Disposal, we entered into subleases to share office space with CoolCo which amounted to $0.4 million income (note 13). Share-based payment to CoolCo employees - Following the completion of the ManCo SPA, we agreed to honor the RSUs granted to the officers and employees in the shipping and FSRU management business that CoolCo acquired. The net expenses relating to these share-based payments amounted to $0.1 million for the year ended December 31, 2022 is included in our equity method investment in CoolCo. Reimbursements to CoolCo - Payments on behalf of CoolCo amounted to $0.1 million for the year ended December 31, 2022. b) Transactions with existing related parties: Net revenues/(expenses): The transactions with other related parties for the years ended December 31, 2022, 2021 and 2020 consisted of the following:
(in thousands of $) | 2022 | 2021 | 2020
Avenir (1) | 246 |  | 468 |  | 980 |
Magni Partners (2) | (32) |  | (189) |  | (606) |
ECGS (3) | — |  | 1,482 |  | — |
Total | 214 |  | 1,761 |  | 374 |
Receivables: The balances with other related parties as of December 31, 2022 and 2021 consisted of the following:
(in thousands of $) | 2022 | 2021
Avenir (1) | 3,472 |  | 3,225 |
Magni Partners (2) | 81 |  | 81 |
Total | 3,553 |  | 3,306 |
(1) Avenir entered into agreements to compensate Golar in relation to the provision of certain debt guarantees relating to Avenir and its subsidiaries. This compensation amounted to $0.1 million, $0.5 million and $1.0 million for the years ended December 31, 2022, 2021 and 2020, respectively. In October 2021, we advanced a one year revolving shareholder loan of $5.3 million to Avenir, of which $1.8 million was drawn as of December 31, 2022. In October 2022, the revolving shareholder loan was extended to three years. The facility bears a fixed interest rate of 5% per annum. The aggregated interest and commitment fee receivable on the undrawn portion of the loan amounted to $143 thousand and $28 thousand, for the years ended December 31, 2022 and 2021, respectively. (2) 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 comprise primarily of the cost (without mark-up) or part cost of personnel employed by Magni Partners who have provided advisory and management services to Golar. These costs do not include any payment for any services provided by Tor Olav Trøim himself. (3) We chartered our former LNG carrier, the Golar Ice to ECGS during the year ended December 31, 2021. There was no comparable transaction for the year ended December 31, 2022. c) Transactions with former related parties Net revenues: The following tables represents the transactions before these companies ceased to be our related parties for the years ended December 31, 2021 and 2020:
(in thousands of $) |  | 2021 | 2020
Transactions |  |  |
Golar Partners and subsidiaries |  | 3,986 |  | 13,521 |
Hygo and subsidiaries |  | 3,631 |  | 10,887 |
Borr Drilling |  | 348 |  | 384 |
2020 Bulkers |  | 111 |  | 45 |
OneLNG |  | 64 |  | — |
Total |  | 8,140 |  | 24,837 |
Receivables: The balances before these companies ceased to be our related parties as of December 31, 2021 consisted the following:
(in thousands of $) |  | 2021
Balances |  |
Borr Drilling |  | 149 |
2020 Bulkers |  | 29 |
Total |  | 178 |
c.1) Golar Partners and subsidiaries: Following the completion of the GMLP Merger on April 15, 2021, Golar Partners was no longer considered a related party and subsequent transactions with Golar Partners and its subsidiaries are treated as a third party and settled under normal payment terms. For the balances with Golar Partners and its subsidiaries prior to the completion of the GMLP Merger, we retrospectively adjusted the comparative period and classified them as held for sale. Furthermore, the management and administrative services agreement and ship management fee agreement were terminated and replaced with the transition services agreement, Bermuda services agreement and ship management agreements (note 14). The following table represent the transactions with Golar Partners and its subsidiaries for the period from January 1, 2021 to April 15, 2021 and for the year ended December 31, 2020:
(in thousands of $) | Period January 1, 2021 to April 15, 2021 | Year Ended December 31, 2020
Management and administrative services revenue | 1,717 |  | 7,941 |
Ship management fees revenue | 2,251 |  | 5,263 |
Interest income on short-term loan | 18 |  | 317 |
Total | 3,986 |  | 13,521 |
Other transactions: During the period from January 1, 2021 to April 15, 2021 and year ended December 31, 2020, we received total distributions from Golar Partners of $0.5 million and $10.5 million, respectively, with respect to common units and general partners units owned by us at that time. During the period from January 1, 2021 to April 15, 2021 and year ended December 31, 2020, Hilli LLC declared distributions totaling $7.2 million and $19.4 million, respectively, with respect to the common units owned by Golar Partners. In connection with the Hilli Disposal, we agreed to indemnify Golar Partners for certain costs incurred in FLNG Hilli operations when these costs exceed a contractual ceiling, capped at $20 million. Costs indemnified include vessel operating expenses, taxes, maintenance expenses, employee compensation and benefits, and capital expenditures. Included within the FLNG Hilli distributions for the period from January 1, 2021 to April 15, 2021 and year ended December 31, 2020, is $0.1 million and $0.4 million, respectively with respect to FLNG Hilli’s indemnification cost. c.2) Hygo and subsidiaries: Following the completion of the Hygo Merger on April 15, 2021, Hygo ceased to be a related party and subsequent transactions with Hygo and its subsidiaries are treated as third-party transactions and settled under normal payment terms. For the balances with Hygo and its subsidiaries prior to the completion of the Hygo Merger, we retrospectively adjusted the comparative period and classified them as held for sale. Furthermore, the management and administrative services agreement and ship management fee agreement were terminated and replaced with the transition services agreement, Bermuda services agreement and ship management agreements (note 14). The following table represent the transactions with Hygo and its subsidiaries for the period from January 1, 2021 to April 15, 2021 and for the year ended December 31, 2020:
(in thousands of $) | Period January 1, 2021 to April 15, 2021 | Year Ended December 31, 2020
Management and administrative services revenue | 2,051 |  | 5,281 |
Ship management fees income | 904 |  | 1,780 |
Debt guarantee compensation | 676 |  | 3,826 |
Total | 3,631 |  | 10,887 |
Other transactions: Net Cool Pool expenses - Net expenses relating to the other pool participants are presented in our consolidated statement of operation in the line item “Voyage, charterhire and commission expenses” for the period from January 1, 2021 to April 15, 2021 and for the year ended December 31, 2020 amounted to $2.9 million and $2.1 million, respectively. c.3) Borr Drilling: Tor Olav Trøim is the founder and director of Borr Drilling Limited (“Borr Drilling”), a Bermuda company listed on the Oslo and Nasdaq stock exchanges. Transactions with Borr Drilling include management and administrative services provided by our Bermuda corporate office. Effective from January 2022, Borr Drilling ceased to be a related party. c.4) 2020 Bulkers: Transactions with 2020 Bulkers Ltd. (“2020 Bulkers”) include management and administrative services provided by our Bermuda corporate office. Effective from January 2022, 2020 Bulkers ceased to be a related party. c.5) OneLNG and subsidiaries: Subsequent to the decision to dissolve OneLNG, we wrote off $0.1 million of the trading balance with OneLNG for the year ended December 31, 2021, to “Other operating income/(losses)” in our consolidated statements of operations as we deemed it to be no longer recoverable.

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- Definition The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 850 -SubTopic 10 -Section 50 -Paragraph 1 -Subparagraph (d) -URI https://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 850 -SubTopic 10 -Section 50 -Paragraph 1 -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 850 -SubTopic 10 -Section 50 -Paragraph 1 -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 850 -URI https://asc.fasb.org/topic&trid=2122745 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 850 -SubTopic 10 -Section 50 -Paragraph 6 -URI https://asc.fasb.org/extlink&oid=6457730&loc=d3e39691-107864 + Details
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