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EE Inc-Organization and nature of the business
3 Months Ended
Mar. 31, 2022
Organization and nature of the business
1.
General business information

Excelerate Energy Limited Partnership (“EELP” and together with its subsidiaries, “we,” “us,” or the “Company”) was formed in December 2003. The Company is a Delaware limited partnership, of which George B. Kaiser (together with his affiliates other than the Company, “Kaiser”) ultimately owned directly or indirectly greater than 98% as of March 31, 2022. Excelerate Energy, LLC was the Company’s general partner, with a 1% ownership interest in the Company as of March 31, 2022. Excelerate Energy Holdings, LLC (“EE Holdings”) was the Company’s limited partner, with a 99% ownership interest in the Company as of March 31, 2022.

The Company offers floating liquefied natural gas (“LNG”) solutions, providing integrated services along the LNG value chain. The Company offers a full range of floating regasification services from floating storage and regasification units (“FSRUs”) to infrastructure development, to LNG and natural gas supply.

In September 2021, as part of an anticipated reorganization in connection with the IPO (as defined below), certain entities under common control of Kaiser were contributed to EELP (the “Northeast Gateway Contribution”). These entities include Excelerate New England GP, LLC, Northeast Gateway Energy Bridge, LP and Excelerate New England Lateral, LLC (the “Northeast Companies”). Since the contribution to EELP is considered a transaction with entities under common control, EELP accounted for the Northeast Companies’ assets and liabilities received at their parent carrying values and retroactively reflected them in these consolidated financials of EELP as of the earliest period presented.

Initial Public Offering

On September 10, 2021, Excelerate Energy, Inc. (“Excelerate”) was incorporated as a Delaware corporation. Excelerate was formed as a holding company to own, as its sole material asset, a controlling equity interest in EELP. On April 18, 2022, Excelerate closed its initial public offering (the “IPO”) of 18,400,000 shares of the Company’s Class A common stock, $0.001 par value per share (the “Class A Common Stock”), at an offering price of $24.00 per share, pursuant to the Company’s registration statement on Form S-1 (File No. 333-262065), and its prospectus (the “Prospectus”), dated April 12, 2022 and filed on April 14, 2022 with the Securities and Exchange Commission pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended. The IPO generated gross proceeds of $441.6 million before deducting underwriting discounts and commissions of $25.4 million and estimated IPO-related expenses of $8.2 million. The effects of the IPO are not reflected in the consolidated financial statements as of and for the three months ended March 31, 2022. See Note 21 – Subsequent events for additional information related to Excelerate’s IPO.

Basis of Presentation

These consolidated financial statements and related notes include the assets, liabilities and results of operations of EELP and its consolidated subsidiaries and have been prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. All transactions among EELP and its consolidated subsidiaries have been eliminated in consolidation. In management’s opinion, all adjustments necessary for a fair statement are reflected in the interim periods. The year-end consolidated balance sheet data was derived from audited financial statements but does not include all disclosures required by GAAP. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in the Prospectus for the year ended December 31, 2021. Operating results for the periods presented are not necessarily indicative of the results that may be expected for the full year or any future period.

Subsequent events

The Company evaluated events subsequent to March 31, 2022 through May 25, 2022, the date that the consolidated financial statements were available to be issued. See Note 21 – Subsequent events for further details.

Excelerate Energy, Inc [Member]  
Organization and nature of the business
1.
Organization and nature of the business

Excelerate Energy, Inc. (“Excelerate”) was incorporated in the state of Delaware on September 10, 2021. Upon incorporation, Excelerate was authorized to issue 5,000 shares of one class of common stock with a par value of $0.01. Excelerate was formed as a holding company to own, as its sole material asset, a controlling equity interest in Excelerate Energy Limited Partnership (“EELP”).

On November 30, 2021, Excelerate Energy Holdings, LLC (“EE Holdings”) acquired 1,000 shares of the Company’s common stock for cash consideration of $0.01 per share, or total cash consideration of $10. Immediately prior to the Excelerate IPO (as defined below), Excelerate repurchased all outstanding shares of common stock at the par value per share.

Initial Public Offering

On April 18, 2022, Excelerate closed its initial public offering (the “IPO”) of 18,400,000 shares of its Class A common stock, $0.001 par value per share (the “Class A Common Stock”), at an offering price of $24.00 per share, pursuant to its registration statement on Form S-1 (File No. 333-262065). The IPO generated gross proceeds of $441.6 million before deducting underwriting discounts and commissions of $25.4 million and estimated IPO-related expenses of $8.2 million. The effects of the IPO are not reflected in the balance sheets as of March 31, 2022.

In connection with the closing of the IPO, the Company amended and restated its certificate of incorporation in its entirety to, among other things: (i) authorize 300 million shares of Class A Common Stock; (ii) 150 million shares of Class B common stock, $0.001 par value per share (the “Class B Common Stock”); and (iii) 25 million shares of “blank check” preferred stock, $0.001 par value per share. As of May 23, 2022, there were 26,254,167 shares of Class A Common Stock and 82,021,389 shares of Class B Common Stock outstanding. All of Excelerate’s issued and outstanding shares of Class B Common Stock are held by EE Holdings, a company controlled directly and indirectly by George B. Kaiser, which shares represent 75.8% of the combined voting power of our Class A and Class B Common Stock. See Note 3 – Subsequent events for additional information related to Excelerate’s IPO.